Ordinance No. 8,86820000323 -3
ORDINANCE NO. 8868
® AN ORDINANCE AUTHORIZING AND DIRECTING THE CITY MANAGER AND
THE CITY CLERK OF THE CITY OF BAYTOWN TO EXECUTE AND ATTEST TO
A. CONTRACT WITH OMNI . ALARM SERVICE, INC., REGARDING THE
COMBINED FIRE /SECURITY SYSTEM FOR THE STERLING MUNICIPAL
LIBRARY; AUTHORIZING PAYMENT BY THE CITY OF BAYTOWN, THE SUM OF
THIRTY THOUSAND FOUR HUNDRED THIRTY -FOUR AND NO /100 DOLLARS
($30,434.00); MAKING OTHER PROVISIONS RELATED THERETO; AND
PROVIDING FOR THE EFFECTIVE DATE THEREOF.
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 and the City Clerk of the City of Baytown to execute and attest to a contract with Omni
Alarm Service, Inc., regarding the combined fire /security system for the Sterling Municipal Library. A
copy of said contract is attached hereto, marked Exhibit "A," and made a part hereof for all intents and
purposes.
Section 2: That the City Council of the City of Baytown authorizes payment to Omni Alarm
Service, Inc., for the combined fire /security system for the Sterling Municipal Library of the sum of
THIRTY THOUSAND FOUR HUNDRED THIRTY -FOUR AND NO /100 DOLLARS ($30,434.00),
pursuant to the contract.
Section 3: That pursuant to the provisions of Texas Local Government Code Annotated §
252.048, the City Manager is hereby granted general authority to approve any change order involving a
decrease or an increase in costs of TWENTY -FIVE THOUSAND AND NO /100 DOLLARS ($25,000.00)
or less, subject to the provision that the original contract price may not be increased by more than twenty-
five percent (25 %) or decreased by more than twenty -five percent (25 %) without the consent of the
contractor to such decrease.
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 23rd day of March, 2000.
PETE C. ALFARO, Mayor
. I R
® APPROVED AS TO FORM:
ACIO RAMIREZ, , City Attorney
c:\MyDocuments\Council\99-00\March\FireSecuritySystem4LibraTy
® CITY OF BAYTOWN
STANDARD FORM OF AGREEMENT
BETWEEN OWNER AND CONTRACTOR
THIS AGREEMENT is entered into by and between the City of Baytown (the "OWNER ") and Omni
Alarm Services (the "CONTRACTOR ") for the combined fire and security system with coordinated
installation of pneumatic outside air dampers for the Sterling Municipal Library located at Mary Elizabeth
Wilbanks Avenue, Baytown, Texas.
1. DEFINITIONS OF TERMS
1.01 CITY or OWNER.
Whenever the word City or Owner is used, it shall mean and be understood as referring to the City
of Baytown, Texas, its officers, agents, representatives, and employees.
1.02 CONTRACT DOCUMENTS.
The Contract Documents shall consist of the Signed Standard Form of Agreement, Performance and
Payment Bonds (when required), Addenda, Specifications, Contractor's bid documents, and all
modifications thereof incorporated in any of the documents before the execution of the Agreement.
1.03 CONTRACTOR.
Whenever the word CONTRACTOR is used, it shall mean the person, persons, partnership, or
corporation who has agreed to perform the work embraced in these Contract Documents, including
any and all Specifications; General and Special Conditions; all Performance and Payment Bonds;
and CONTRACTOR's Bid.
1.04 EXTRA WORK.
The term Extra Work as used in this contract shall be understood to mean and include all work that
may be required by the OWNER in writing prior to the work being done by the CONTRACTOR to
accomplish any change, alteration or addition to the work shown upon the plans, or reasonably
implied by the specifications.
1.05 FINAL COMPLETION.
The term final completion as used in this Agreement shall mean the CONTRACTOR has notified
the OWNER'S representative that all work has been completed, all work has been inspected and
completed to the satisfaction of the OWNER'S representative, all payments to materialmen and
subcontractors have been made, all documentation and warranties have been submitted and all
closeout documents have been executed and approved by the OWNER's representative.
1.06 INTERPRETATION OF PHRASES.
Whenever the words directed, permitted, designated, required, considered necessary, prescribed, or
words of like import are used, it is understood that the direction, requirement, permission, order,
designation, or prescription of the OWNER is intended. Similarly, the words approved, acceptable,
® satisfactory, or words of like import shall mean approved by, accepted by or satisfactory to
OWNER.
iTA
Standard Form of A,reement, Page 1
1.07 NONCONFORMING WORK.
® The term nonconforming work shall mean the work or any part thereof rejected by the OWNER as
not conforming to the Contract Documents.
1.08 OWNER'S REPRESENTATIVE.
Whenever the words OWNER'S REPRESENTATIVE or Representative are used, they shall mean
and be understood as referring to the person who is hereby authorized to act for the OWNER and
inspect and issue instructions, but shall not directly supervise the CONTRACTOR or men acting on
beha'_f of the CONTRACTOR.
1.09 PARTIES.
The term parties shall include the OWNER and the CONTRACTOR.
1.10 PROJECT.
The term project as used in this agreement shall be understood to mean and include all that is
required to obtain a final product that is acceptable to the OWNER. The term work shall have like
meaning.
1.11 SUBCONTRACTOR.
The term subcontractor, as employed herein, includes only those hired by and having a direct
contract with the CONTRACTOR for performance of any work or service relating in any way to the
project. The OWNER shall have no responsibility to any subcontractor employed by
CONTRACTOR for performance of work on the project contemplated by this Agreement, and any
said subcontractors shall look exclusively to the CONTRACTOR for any payments due the
subcontractor.
1.12 WORK.
The term work as used herein shall mean and include all that is required to obtain a final product
acceptable to the OWNER. The term project shall have like meaning. This project includes the
combined fire and security system with coordinated installation of pneumatic outside air dampers
for the Sterling Municipal Library located at Mary Elizabeth Wilbanks Avenue, Baytown, Texas, as
further described in the Specifications.
1.13 CALENDAR DAY.
The term calendar day as used herein shall mean and include any day of the week or month, no
days being excepted.
2. CONTRACT DOCUMENTS.
2.01 COMPLEMENTARY DOCUMENTS.
The Contract Documents comprise the entire agreement between the OWNER and the
CONTRACTOR concerning the Project. The Contract Documents are complementary, and what is
called for by any one shall be as binding as if called for by all.
2.02 PRIORITY OF DOCUMENTS.
In case of conflict between any of the Contract Documents, priority of interpretation shall be in the
® following order:
2.02.01 Addenda to this Agreement,
2.02.02 This Signed Standard Form of Agreement,
2.02.03 Performance and Payment Bonds,
Standard Form of Agreement, Page 2
2.02.04 Specifications, and
® 2.02.05 Bid Documents.
2.03 AMENDING CONTRACT DOCUMENTS.
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.
2.04 ACCESSIBILITY OF THE SPECIFICATIONS.
The CONTRACTOR will be furnished two (2) sets of Contract Documents for its use during
construction. Specifications provided for use during construction shall be furnished directly to the
CONTRACTOR only.
2.05 SPECIFICATIONS
2.05.01 The CONTRACTOR shall distribute copies of the specifications to suppliers and
subcontractors as necessary. The CONTRACTOR shall keep one copy of the specifications
accessible at the work site with the latest revisions noted thereon.
2.05.02 All specifications and copies thereof furnished by the OWNER shall not be reused on other
work, and, with the exception of the signed contract sets, are to be returned to OWNER on
request, at the completion of the work. Nothing herein shall be construed as granting the
CONTRACTOR, any subcontractor or supplier or other person or organization performing
or furnishing any of the work pursuant to this Agreement any title or ownership rights in any
of the drawings, specifications or other documents (or copies thereof) prepared by the
OWNER'S REPRESENTATIVE.
3. OWNER'S REPRESENTATIVE.
3.01 RESPONSIBILITY AND AUTHORITY. The project shall be administered by the OWNER'S
REPRESENTATIVE who shall assume all duties and responsibilities and have the rights and
authority assigned either to it or the OWNER in the Contract Documents, including, but not limited
to, the following:
3.01.01 The OWNER'S REPRESENTATIVE may periodically review and inspect the work of the
CONTRACTOR.
3.01.02 The OWNER'S REPRESENTATIVE shall appoint from time to time such subordinate
supervisors or inspectors as the OWNER'S REPRESENTATIVE may deem proper to
inspect the work performed under this Agreement and ensure that said work is performed in
accordance with these Contract Documents.
3.01.03 The CONTRACTOR shall regard and obey the directions and instructions of OWNER'S
REPRESENTATIVE or any subordinate supervisors or inspectors appointed by the
OWNER'S REPRESENTATIVE, provided such directions and instructions are consistent
with the obligations of this Agreement.
® 3.01.04 Should the CONTRACTOR object to any orders by the OWNER or any subordinate
supervisor or inspector appointed by . the OWNER'S REPRESENTATIVE, the
CONTRACTOR may within two (2) calendar days from receipt of such order make written
appeal to the CITY MANAGER for his decision.
Standard Form of Agreement, Page 3
® 4. COMMUNICATIONS.
4.01 The CONTRACTOR shall forward all communications, written or oral, to the OWNER through the
OWNER'S REPRESENTATIVE.
4.02 WRITTEN NOTICE.
Unless otherwise specified, written notice shall be deemed to have been duly served if delivered in
person to the individual or to a member of the firm or to an officer of the corporation for whom it is
intended, or if delivered at or sent by telecopier, overnight or facsimile transmission or if delivered
or sent by certified or registered mail to the last business address as indicated herein. Each party
will have the right to change its business address by giving at least thirty (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. AWARD OF CONTRACT.
5.01 On or before the execution of this Agreement, the CONTRACTOR shall deliver to the OWNER all
documents, bonds, and certificates of insurance required herein.
5.02 The CONTRACTOR shall be prepared to perform the work in the most expedient manner possible
due to the commencement of the time for final completion.
5.03 The work shall be commenced on the date to be specified in the notice to proceed. A notice to
proceed may be given by oral or written notification. In the event of any dispute, the record of the
OWNER shall be conclusive evidence as to the date specified on the notice to proceed.
5.04 Time is of the essence in this agreement.
6. WORK
6.01 The CONTRACTOR shall complete and be responsible for all work as specified, indicated, or
described in the Contract Documents. The CONTRACTOR shall complete and be responsible for
all extra work as described in this Agreement. All work done and all materials furnished shall
be in strict conformity with this Agreement, the Specifications, and other Contract
Documents. In the event that the CONTRACTOR fails to perform the work as required for final
completion, the OWNER may contract with a third party to complete the work and the
CONTRACTOR shall assume and pay the costs of the performance of the work specified or
contemplated by the Contract Documents.
6.02 Unless otherwise stipulated, the CONTRACTOR shall 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 work specified or
contemplated by the Contract Documents.
6.03 PERMITS, FEES AND LEGAL COMPLIANCE.
® 6.03.01 The CONTRACTOR shall secure and pay all permits, fees, licenses, and inspections
necessary for the proper execution and completion of the work. The CONTRACTOR will
not, however, be required to pay for any permit fees for permits of the City of Baytown,
which will be waived in conjunction with this Agreement.
Standard Form of A-reement, Page 4
6.03.02 The CONTRACTOR shall give all notices required by law and comply with all laws,
ordinances, regulations, codes, rules and lawful orders of all public authorities bearing on
the performance of the work.
7. TIME: COMPLETION DATES, EXTENSIONS, DELAYS.
7.01 The date of beginning and the date for final completion of work as specified in this Agreement are
essential conditions of this Agreement.
7.02 The work will be completed within thirty (30) calendar days from the date specified on the notice
to proceed that is given by the OWNER. In the event of any dispute, the record of the OWNER
shall be conclusive evidence as to the date specified on the notice to proceed.
7.03 EXTENSIONS.
7.03.01 The CONTRACTOR has submitted its bid 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 and industry conditions.
7.03.02 The CONTRACTOR has considered the liquidated damage provision, and understands and
agrees that it shall not be entitled to, nor will it request an extension of time for final
completion under this Agreement, except if the work has been delayed by an act or neglect
of the other contractors, if any, employed by the OWNER or by changes ordered in the
work, or reductions thereto in writing.
7.03.03 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 OWNER. Thereafter, the OWNER, within seven (7) calendar days
after receipt of a written request for an extension of time from the CONTRACTOR, which is
supported by all requested documentation, shall then grant or deny such written request.
7.04 DELAYS.
7.04.01 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.
7.04.02 No charge whatsoever shall be made by the CONTRACTOR for hindrances or delays from
any cause whatever during the progress of any portion of the work contemplated by the
specifications, but the OWNER may grant an extension of time for the completion of the
work, provided the OWNER is satisfied that such delays or hindrances were due to the
extraordinary causes or to the acts of omission or commission by the OWNER.
® 7.04.03 It is agreed that the granting of Such extensions of time shall in no instance exceed the time
actually lost by the CONTRACTOR for reason of such causes, provided that the
CONTRACTOR shall give OWNER immediate notice in writing of the cause of the
detention or delay.
Standard Form of A,reement, Page 5
® 7.05 FINAL COMPLETION. The CONTRACTOR shall notify the OWNER'S
REPRESENTATIVE when the CONTRACTOR believes that the work is finally completed as
defined in section 1.05 herein. If the OWNER'S REPRESENTATIVE accepts the project as finally
completed, the OWNER shall be so notified. If OWNER accepts and deems such work finally
complete, the CONTRACTOR shall be so notified and a certificate of final completion, as provided
herein, shall be issued. Thereafter, the OWNER shall pay the total amount due.
8. PAYMENT.
8.01 PAYMENT AMOUNT. The CONTRACTOR agrees to perform the work and the OWNER agrees
to pay the CONTRACTOR the total of THIRTY THOUSAND FOUR HUNDRED THIRTY -FOUR
AND 00/100 ($30,434.00) as a lump sure payment upon completion and final acceptance work as
set forth and adjusted in accordance with the terms of this Agreement.
8.02 PAYMENT BASED ON ACTUAL WORK AND MATERIALS. If the actual amount of the work
to be done and the materials to be furnished differ from estimate and where the basis for payment is
the unit price method, then payment shall be for the actual amount of accepted work done and
materials furnished on the project.
8.03 REDUCTION IN SCOPE OR QUANTITY. Reduction in the scope or quantity of work on unit
price items shall merely reduce the number of units. The CONTRACTOR shall never be entitled to
anticipated or lot profits on the deleted or reduced portion of a job whether bid on a unit price or
lump sum basis.
8.04 OTHER CHARGES. The CONTRACTOR shall have the sole obligation to pay any and all charges
and fees and give all notices necessary to and incidental to the lawful prosecution of the work
hereunder. The CONTRACTOR shall not, and shall have no authority whatsoever to, obligate the
OWNER to make any payments to another party nor make any promises or representations of any
nature on behalf of the OWNER, without their specific written approval.
8.05 CHANGES AND ALTERATIONS.
8.05.01 No changes shall be made, nor will bills for changes, alterations, modifications, deviations,
and extra orders be recognized or paid for except upon a written change order from the
OWNER or the OWNER'S REPRESENTATIVE.
8.05.02 The CONTRACTOR further agrees that either before or after the beginning of
construction, the OWNER, may make such changes and alterations as the OWNER sees fit
in the dimensions, plans or materials, or any part thereof, for the work contemplated under
this Agreement without affecting the validity of this Agreement or the accompanying bonds.
If such changes or alterations diminish the quantity of work to be done, they shall not
constitute the basis for any claim for damages or anticipated profits on the work that may be
dispensed with. The Contractor shall never be entitled to anticipated or lost profits on the
deleted or reduced portion of the project whether bid on a unit or lump sum basis. If such
changes increase the amount of work, and the increased work can be fairly classified under
® _ the specifications, such increase shall be paid according to the quantity actually done and at
the unit price established for such work under this agreement; otherwise, such additional
work shall be paid for as provided under Extra Work. In case the OWNER shall make such
changes or alterations as shall make useless any work already done or material already
furnished or used in said work, then the OWNER shall recompense the CONTRACTOR for
Standard Form of A-,reement, Page 6
any material or labor so used and for any actual loss, other than lost profits occasioned by
such change due to actual expenses incurred in preparation for the work as originally
planned.
8.05.03 Changes and alterations that are authorized through change orders may be made or
approved by the OWNER provided that the change order does not increase or decrease this
Agreement by more than the amount specified in the Ordinance passed by the City Council
approving this contract on March 23, 2000. Any requests by the CONTRACTOR for a
change do 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.
8.06 EXTRA WORK CHARGES.
8.06.01 The term "Extra Work" shall be understood to mean and include work not covered or
contemplated by the Contract Documents that may be required by the OWNER and
approved by the OWNER in writing prior to its being done by the CONTRACTOR to
accomplish any change, alteration, or addition to the work as shown on the Specifications or
Contract Documents.
8.06.02 It is agreed that the CONTRACTOR shall perform all extra work under the direction of the
OWNER'S REPRESENTATIVE when presented with a written work order signed by the
OWNER.
8.06.03 No claim for extra work of any kind will be allowed unless, prior to the work being done,
it is ordered in writing by the OWNER. In case any orders or instructions appear to the
CONTRACTOR to involve extra work for which it should receive additional compensation
or an adjustment in the construction time, the CONTRACTOR shall make written request to
the OWNER for a written order from OWNER authorizing such extra work.
8.06.04 It is agreed that the basis of compensation to the CONTRACTOR for work either added or
deleted by a Change Order or for which a claim for Extra Work is made shall be determined
by one or more of the following methods:
Method(A) - By agreed unit prices; or
Method(B) - By agreed lump sum; or
Method(C) - If neither Method (A) nor Method (B) is agreed upon before the Extra Work
is commenced, then the CONTRACTOR shall be paid the "actual field cost"
of the work.
8.06.05 In the event said Extra Work is performed and paid for under Method (C), then the
provisions of this paragraph shall apply and the "actual field cost" is hereby defined to
include the cost to the CONTRACTOR of all applicable workmen, such as foreman,
timekeepers, mechanics and laborers, and materials, supplies, teams, trucks, rentals on
machinery and equipment, for the time actually employed or used on such Extra Work, plus
actual transportation charges necessarily incurred, together with all power, fuel, lubricants,
water and similar operating expenses, also all necessary incidental expenses incurred
directly on account of such Extra Work, including social security, old -age benefits and other
payroll taxes, and a rateable proportion of premiums on Performance and Payment Bonds,
Standard Form of Agreement, Page 7
Public Liability and Property Damage and Workers' Compensation, and all other insurance
as may be required by any law or ordinance, or directed by the OWNER. The actual field
40 costs to be paid to the CONTRACTOR shall cover and compensate the CONTRACTOR for
the CONTRACTOR'S profit, overhead, general superintendence, field office expenses, and
all other elements of costs and expenses not embraced within the actual field costs as herein
defined. Actual field costs shall not exceed the prevailing market price therefor within
reasonable tolerances as determined by the OWNER.
9. INDEPENDENT CONTRACTOR.
9.01 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 OWNER. The CONTRACTOR,
as an independent contractor, shall be solely responsible for the final product contemplated under
this Agreement. Except for materials furnished by the OWNER, the CONTRACTOR shall supply
all materials, equipment and labor required for the execution of the work on the project. The
CONTRACTOR shall have ultimate control over the execution of the work under this Agreement.
The CONTRACTOR shall have the sole obligation to employ, direct, control, supervise, manage,
discharge and compensate all of its employees and subcontractors and the OWNER shall have no
direct control of or supervision over the employees of the CONTRACTOR'S subcontractors except
to the limited extent provided for in this Agreement.
9.02 The work to be provided on this project shall include the furnishing of all labor, materials,
equipment, and other services necessary or reasonably incidental to the performance of the work by
the CONTRACTOR. It shall be the responsibility of the CONTRACTOR to furnish a completed
work product that meets the requirements of the OWNER. The CONTRACTOR without claim for
additional payment shall supply any additional work, material, or equipment needed to meet the
intent of this specification, even though not specifically mentioned herein.
9.03 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 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 OWNER under this Agreement. The
CONTRACTOR shall appoint and keep on the project during the progress of the work a competent
Project Superintendent - Manager and any necessary assistants, all satisfactory to OWNER, to act as
the CONTRACTOR'S representative and to supervise its employees and subcontractors. All
directions given to the Project Superintendent- Manager shall be binding as if given to the
CONTRACTOR. Adequate supervision by competent and reasonable representative of the
CONTRACTOR is essential to the proper performance of the work, and lack of such supervision
shall be grounds for suspending the operations of the CONTRACTOR and is in breach of this
Agreement.
9.04 Unless otherwise stipulated, the CONTRACTOR shall provide and pay for all materials, labor,
tools, equipment, transportation, and other facilities necessary for the performance and completion
of the work.
0 10. DISORDERLY EMPLOYEES.
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 work. Furthermore, the
CONTRACTOR agrees that whenever the OWNER shall inform the CONTRACTOR in writing
Standard Form of Agreement, Page 8
that any person or persons performing any of the requisite work are, in the opinion of the OWNER,
incompetent, unfaithful or disorderly, such person or persons shall be discharged and shall not again
Is be employed to perform any work on the project without the OWNER'S prior written consent.
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, 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
Agreement, the general and local conditions, and all other matters that in any way affect the work
under this Agreement.
12. PROGRESS OF WORK.
12.01 Unless otherwise specifically provided herein, 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 work shall be finally completed as a whole, in accordance with this Agreement, the
Specifications, and other Contract Documents and within the time of completion designated in the
proposals and schedules agreed upon by the parties.
12.02 Further, the parties shall be subject to the following:
12.02.01 The OWNER reserves the right of entry to the property by such employee(s) or agent(s)
as it may elect for the purpose of inspecting the work.
12.02.02 The Project Superintendent/Manager shall coordinate its activities and work with the
OWNER. If required by the Owner, 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
Superintendent/Manager shall provide notice to the OWNER 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 OWNER 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 OWNER'S
REPRESENTATIVE.
12.02.03 The CONTRACTOR shall submit at such time as may reasonably be requested by
OWNER, 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 work and the estimated dates of completion of the several parts.
12.02.04 The CONTRACTOR shall attend additional meetings called by the OWNER'S
REPRESENTATIVE upon twenty -four (24) hours notice unless otherwise agreed by the
parties.
Standard Form of Agreement, Page 9
12.02.05 When the OWNER is having other work done, by its own force, the OWNER'S
REPRESENTATIVE may direct the time and manner of work done under this Agreement,
so that conflicts will be avoided and the various work being done by and for the OWNER
shall be coordinated.
13. SITE CONDITIONS AND MANAGEMENT.
13.01 Where the CONTRACTOR is working around or in existing structures, it shall verify conditions at
the site, including, but not limited to, door openings and passages. Any items constructed or
manufactured off -site or outside of buildings shall be done so that they are not too bulky for 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.
13.02 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
him. At the completion of the work, the CONTRACTOR shall leave the premises in a clean and
finished condition. Any failure to do so may be remedied by the OWNER or its designee and
charged back to the CONTRACTOR.
14. LAYOUT OF WORK.
Except as specifically provided herein, the CONTRACTOR shall lay out all work in a manner
acceptable to the OWNER in accordance with applicable codes and ordinances of the city, county
and state. The OWNER'S REPRESENTATIVE will review 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 in accordance with the
specifications.
15. CONTRACTOR'S STRUCTURES.
15.01 Whenever the CONTRACTOR erects, installs, or uses additional structures 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 in a manner satisfactory to the OWNER.
15.02 The OWNER may charge the CONTRACTOR for any damage or injury to the OWNER, its
property or third persons as a result of the location or use of such structures.
16. MATERIALS.
16.01 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.
16.02 Materials and supplies utilized in the final product that will be turned over to the OWNER shall be
new and of good quality. Upon request, the CONTRACTOR shall supply proof of quality and
manufacturer.
Standard Form of Agreement, Page 10
16.03 No refurbished, reconditioned or other previously utilized materials or supplies will be used without
the signed authorization of OWNER.
16.04 Where the product is to be turned over to the OWNER, the CONTRACTOR may utilize substitutes
of equal quality and function as provided for in the specifications.
16.05 The OWNER shall have full and final decision over the use of substitute materials and supplies.
17. OBSERVATION, INSPECTIONS, TESTS.
17.01 The OWNER reserves the right to entry of 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 OWNER, upon request, with any keys or information necessary for the OWNER to have
access to the property. The OWNER shall have the right to enter the property or location of the
work for the purpose of performing such collateral work as the OWNER deems necessary or
appropriate.
17.02 The OWNER 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 OWNER and shall give ample notice as to the time each part of the work will
be ready for such observation.
17.03 The OWNER 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 OWNER has previously accepted the work through oversight or otherwise. Neither
observations by the OWNER nor inspections, tests, or approvals made by the OWNER, or persons
authorized under this Agreement to make such inspections, tests, or approvals, shall relieve the
CONTRACTOR from its obligation to perform the work in accordance with the requirements of the
Contract Documents.
17.04 The OWNER 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 specifications, OWNER
shall assume and pay the cost of restoration of the construction to the point that the OWNER has
required the work to be uncovered or dismantled.
18. WORK STOPPAGE.
18.01 The OWNER 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:
18.01.01 The work may be ordered stopped immediately if in the judgment of the OWNER, any of
__ _ the materials furnished or the work being done is not in strict accordance with this
Agreement;
18.01.02 The work may be ordered stopped immediately until any objectionable person or material
is removed from the premises; or
Standard Form of Agreement, Page I I
® 18.01.03 The work may be ordered stopped immediately if any portion of the work is being
performed so as to create a hazardous condition.
18.02 Such stoppage or suspension shall neither invalidate any of the CONTRACTOR's performance
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.
19.01 The OWNER, in its discretion, may reject any and all work that is found to be defective or deemed
not in conformity with this Agreement. The OWNER 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
OWNER may reject said work regardless of whether the OWNER has previously accepted the work
through oversight or otherwise. Neither observations by the OWNER nor inspections, tests,
certificates or approvals made by the OWNER, or persons authorized under this Agreement to make
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.
19.02 In the event that any work or any part thereof is rejected by the OWNER, the CONTRACTOR
shall, at its sole expense and after receipt of written notice thereof from the OWNER 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:
19.02.01 At the option of the OWNER, the CONTRACTOR may be required 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 OWNER, the CONTRACTOR
shall, at its sole expense, replace or repair all rejected work or materials so as to conform
with this Agreement.
19.02.02 If the OWNER 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 OWNER.
19.02.03 If the CONTRACTOR does not remove or replace any rejected work within seven (7)
calendar days after receipt of notice from the OWNER, then the OWNER may have the
work removed, replaced or repaired at the CONTRACTOR'S expense.
20. SUBCONTRACTORS.
20.01 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 OWNER under this Agreement.
0 20.02 All subcontractors must be approved by the OWNER prior to hiring.
20.03 If the OWNER judges any subcontractor to be failing to perform the work in strict accordance with
the drawings and specifications, the CONTRACTOR shall discharge the same, but tills shall in no
way release the CONTRACTOR from its obligations and responsibility under this Agreement.
Standard form of A,,reement, Page 12
20.04 Every subcontractor shall be bound by the terms and provisions of this Agreement as far as
® applicable to its work.
20.05 The CONTRACTOR shall be fully responsible to the OWNER for the acts and omissions of its
subcontractors.
20.06 Nothing contained herein shall create relations between any subcontractor and the OWNER.
20.07 RESPONSIBILITY FOR PAYMENT OF SUBCONTRACTORS. The CONTRACTOR shall be
solely and exclusively responsible for compensating any of the CONTRACTOR'S employees,
subcontractors, materialmen and /or suppliers 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 OWNER 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 OWNER, the CONTRACTOR shall, where no payment bond covers the work,
upon written notice from the OWNER, immediately obtain bond at the CONTRACTOR'S sole
expense and hold the OWNER 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 OWNER 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 OWNER 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 AND 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 OWNER. The
OWNER 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.
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 OWNER, as provided in this Agreement, the CONTRACTOR shall remedy any
defects thereto and pay for any damage to other work resulting therefrom, which may appear after
final acceptance of the work.
24. WARRANTY.
ore.
( S-o Upon issuance of a certificate of final completion, the CONTRACTOR warrants for a period of two
calendar year from the date thereof as follows:
Standard Form of Agreement, Page 13
24.01 The CONTRACTOR warrants to the OWNER that all materials provided to the OWNER under this
® Agreement shall be new unless otherwise approved in writing by the OWNER and that all work will
be of good quality, free from faults and defects, and in conformance with this Agreement.
24.02 All work not conforming to these requirements, including, but not limited to, substitutions not
properly approved and authorized, may be considered defective.
24.03 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.
24.04 Where more than a 4 e (2) year warranty is specified for individual products, work or materials, the
longer warranty shall govern.
24.05 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 two (2) calendar years after the date of acceptance by the OWNER -of designated
equipment or within such longer period of time as may be prescribed by law or by the terms of any
applicable special warranty required by this Agreement, any of the work is found or determined to
be defective, including obvious defects, or otherwise not in accordance with this Agreement, the
Contractor shall correct it PROMPTLY.
25.01 After receipt of written notice from the OWNER to begin corrective work, the CONTRACTOR
shall promptly begin the corrective work. This obligation shall survive the termination of this
Agreement. The guarantee shall not constitute the exclusive remedy of the OWNER, nor shall other
remedies be limited to either warranty or guarantee period.
25.02 If within seven (7) calendar days after the OWNER has notified the CONTRACTOR of a defect,
failure or abnormality in the work, the CONTRACTOR has not started to make the necessary
corrections or adjustments, the OWNER is hereby authorized to make the corrections or
adjustments, or to order the work to be done by a third party. The cost of the work shall be paid
by the CONTRACTOR.
25.03 The cost of all materials, parts, labor, transportation, supervision, special instruments, and supplies
required for replacement or repair of parts and for correction of defects, shall be paid by the
CONTRACTOR or by the surety.
q) one( I)
25.04 The twe -(-2} calendar year warranty shall cover all work, equipment, and materials that are part of
this project, whether or not a warranty is specified in the individual section prescribing that
particular aspect of the work.
26. LIQUIDATED DAMAGES.
26.01 It is expressly understood and agreed by the parties that time is of the essence to this Agreement and
® that the date set for the final completion of the work described herein is an essential condition of
this Agreement. It is further understood and agreed that the date for final completion of the work is
reasonable for the completion of the project, taking into consideration all conditions, including, but
not limited to, the average climatic change and conditions and usual industrial conditions prevailing
in this locality.
Standard Form of Agreement, Page 14
® 26.02 If the CONTRACTOR should neglect, fail, or refuse to complete the work required for final
completion within the date specified in this Agreement, or any proper extension that is granted in
writing by the OWNER, then the CONTRACTOR hereby agrees, as a part of the consideration for
the awarding of this Agreement, that the OWNER may withhold permanently from the
CONTRACTOR'S total Payment Amount the sum of Two Hundred Dollars ($200) for each and
every calendar day that the CONTRACTOR is in default after the date stipulated for either
substantial or final completion as the case may be, not as a penalty, but as liquidated damages for
the breach of the Agreement.
26.03 The amount of liquidated damages for the CONTRACTOR'S failure to meet the deadline for final
completion is fixed and agreed on by the CONTRACTOR because of the impracticability and
extreme difficulty in fixing and ascertaining actual damages that the OWNER would in such an
event sustain. The amounts to be charged are agreed to be the damages that the OWNER would
sustain and may, at the option of the OWNER, be retained from either current progress payment or
from final payment.
27. WITHHOLD PAYMENT.
Regardless of any bond, the OWNER may, on account of subsequently discovered evidence,
withhold payment or nullify the whole or part of any acceptance or certificate to such extent as may
be necessary to protect the OWNER from loss on account of:
27.01 Defective work or work that is not in strict accordance with the terms of this Agreement, the
Specifications, or the other Contract Documents;
27.02 Claims filed or reasonable evidence indicating probable filing of claims, as determined at the sole
discretion of the OWNER;
27.03 Failure of the CONTRACTOR to make prompt payments to subcontractors or for material or labor
or materialmen;
27.04 Claims filed or reasonable evidence, as determined at the sole discretion of the OWNER, of damage
to another contractor or a third party, including adjacent property owners;
27.05 Reasonable doubt, as determined at the sole discretion of the OWNER, that the work can be
completed for the unpaid balance of the contract amount;
27.06 Reasonable indication, as determined at the sole discretion of the OWNER, that the work will not
be completed within the contract time;
27.07 Liquidated damages and administrative charges, as determined by the OWNER at its sole
discretion;
27.08 Charges made for repairs to the CONTRACTOR'S defective work or repairs made by the OWNER
to correct damage to other property;
0 -- -
27.09 Claims filed or reasonable evidence as determined at the sole discretion of the OWNER indicating
unremedied damage to property owned by the OWNER; or
27.10 Other amounts authorized under this Agreement.
Standard Form of A7,reement, Page 15
® 28. CHARGES FOR INJURY OR REPAIR.
28.01 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 OWNER
will be made and charged to the CONTRACTOR by the OWNER.
28.02 The CONTRACTOR shall take the necessary precautions to protect any areas adjacent to its work.
28.03 The work specified consists of all work, materials and labor required by the OWNER to repair any
damage to the property of the OWNER, including, but not limited to, structures, roadways, curbs,
parking areas and sidewalks, to an equal or better condition than before such property was damaged.
29. PAYMENT OF EMPLOYEES AND FOR MATERIALS.
29.01 Wage rates paid on this project shall not be less than specified in the schedule of general prevailing
rates of per diem rates, if applicable to this Agreement and attached hereto and incorporated herein
for all intents and purposes.
29.02 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.
29.03 The OWNER 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. INSURANCE.
30.01 Throughout the term of this Agreement, the CONTRACTOR at its own expense shall purchase,
maintain and keep in force and effect insurance against claims for injuries to or death of persons or
damages to property which may arise out of or result from the CONTRACTOR'S operations and /or
performance of the work under this Agreement, whether such operations and /or performance be by
the CONTRACTOR, its agents, representatives, -volunteers, employees or subcontractors or by
anyone directly or indirectly employed by any of them, or by anyone for whose acts any of them
may be liable.
3 0. 02 The CONTRACTOR'S insurance coverage shall be primary insurance with respect to the OWNER,
its officers, agents and employees. Any insurance or self - insurance maintained by the OWNER, its
officials, agents and employees shall be considered in excess of the CONTRACTOR'S insurance
and shall not contribute to it. Further, the CONTRACTOR shall include all subcontractors as
additional insureds under its commercial general liability policies or shall furnish separate
certificates and endorsements for each subcontractor. All coverages for subcontractors shall be
subject to all of the requirements stated herein.
30.03 The following is a list of standard insurance policies along with their respective minimum coverage
® amounts required in this contract:
(1) Workers' Compensation Policy
Statutory amounts required by Texas law.
➢ Employer's Liability: $500,000
Standard Form of Angreement, Page 16
➢ Waiver of Subrogation Required
® (2) Commercial General Liability Policy;
➢ General aggregate of $1,000,000
➢ Products & Completed Operations Aggregate: $500,000
➢ Personal & Advertising Injury: $1,000,000
➢ Minimum of $500,000 per occurrence.
➢ Fire Damage: $50,000
➢ Coverage shall be at least as broad as ISO CG 00 01 10 93
➢ No coverage exclusions shall be deleted form standard policy without notification of
individual exclusions being attached for review and acceptance.
(3) Automobile Liability Policy, which shall include all owned and hired autos, if applicable;
and
➢ Combined single limits of $500,000 or
➢ BI Per Person: $250,000
➢ BI Per Accident: $500,000, and
➢ PD Per Accident: $250,000
➢ Coverage for "Any Auto"
30.04 Upon execution of this contract, CONTRACTOR shall file with the OWNER valid Certificates of
Insurance and endorsements acceptable to the OWNER. Such Certificates shall contain a provision
that coverages afforded under the policies will not be canceled, suspended, voided, or reduced until
at least thirty (30) days prior written notice has been given to the OWNER via certified mail, return
receipt requested.
The CONTRACTOR shall also file with the OWNER valid Certificates of Insurance covering all
Subcontractors. The OWNER reserves the right to reject any bid that does not meet the minimum
insurance requirements as outlined above.
30.05 The following are general requirements that are applicable to all policies:
30.05.01 AM Best Rating of A:VII or better.
30.05.02 Only Insurance Carriers licensed and admitted to do business in the State of Texas will be
accepted.
30.05.03 Liability policies will be on occurrence form.
30.05.04 The OWNER, its officials and employees are to be added as Additional Insured to
liability polices.
30.05.05 Upon request of and without cost to OWNER, certified copies of all insurance policies
and/or certificates of insurance shall be furnished to the OWNER's representative.
Certificates of insurance showing evidence of insurance coverage shall be provided to
OWNER's representative prior to execution of this agreement.
® 30.05.06 Upon request of and without cost to OWNER, loss runs (claims listing) of any and /or all
insurance coverage shall be furnished to OWNER's representative.
Standard Form of Agreement, Page 17
31. 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.
32. COMPLIANCE WITH LAW.
The CONTRACTOR'S work and materials shall comply with all state and federal laws, municipal
ordinances, regulations and direction of inspectors appointed by proper authorities having
jurisdiction including, without limitation, the following:
32.01 The CONTRACTOR shall perform and require all subcontractors to perform the work in
accordance with applicable laws, codes, ordinances, and regulations of the State of Texas and the
United States and in compliance with OSHA and other laws as they may apply. In the event any of
the conditions of the specifications violate the code for any industry, then such code conditions shall
prevail.
32.02 The CONTRACTOR shall follow all applicable state and federal laws, municipal ordinances and
guidelines concerning soil erosion and sediment control throughout the project and warranty period.
32.03 The CONTRACTOR agrees to abide by all federal, state or local regulations relative to equal
opportunity to all persons, without discrimination as to race, color, creed, religion, national origin,
sex, marital status, age and status with regard to public assistance or disability.
33. SAFETY PRECAUTIONS.
33.01 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 waste, and informing employees of any such hazardous
materials or waste.
33.02 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.
33.03 The CONTRACTOR shall be held responsible for all damages to property, personal injuries and /or
death due to failure to 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 site forth herein; 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.
34. INDEMNITY
34.01 The CONTRACTOR shall indemnify, hold harmless, and defend the OWNER, ITS
® OFFICERS, AGENTS AND EMPLOYEES (COLLECTIVELY REFERRED TO AS
"OWNER" IN THIS PARAGRAPH) from any liability of whatever nature caused by the
CONTRACTOR'S failure to comply with applicable federal, state, or local regulations that
touch upon or concern the maintenance of a safe and protected working environment and the
safe use and operation of machinery and equipment in that working; environment no matter
Standard Form of Agreement, Page 18
where fault or responsibility lies Such indemnity shall indemnify and protect the OWNER
® from the consequences of (i) the OWNER'S own negligence, when that negligence is the
concurring cause of the injury, death or damages, and /or (ii) the CONTRACTOR'S own
negligence, when the negligence is the sole or concurring cause of the injury death or
damages It is the expressed intention of the parties hereto, both the CONTRACTOR and the
OWNER, that the indemnity provided for in this paragraph is an indemnity by the
CONTRACTOR to indemnity, protect and defend the OWNER from the consequences of (i)
the OWNER'S own negligence where that negligence is a concurring cause of the injury,
death or damage and (ii) the consequences of the CONTRACTOR'S negligence where that
negligence is the sole or concurring 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 where the injury, death or damage results from the sole
negligence of the OWNER unmixed with the fault of any other person or entity.
34.02 The CONTRACTOR shall indemnify, protect and defend the OWNER from the consequences
of the OWNER, its officers', agents', and emploees' sole and /or concurrent negligence in
accordance with Section 34.01 for all work done by the CONTRACTOR, including, but not
limited to, the following specific instances:
34 02 01 In the event the OWNER, its officers', agents', and /or employees' are damaged due
to the act, omission, mistake, fault or default of the CONTRACTOR, then the
CONTRACTOR shall indemnify and hold the OWNER AND THE OWNER'S
REPRESENTATIVE harmless for such damage.
34.02.02 The CONTRACTOR shall indemnify and hold the OWNER, its officers', agents',
and /or employees' harmless from any claims of material suppliers, mechanics,
laborers, or other subcontractors.
34.02.03 The CONTRACTOR shall indemnify and hold the OWNER, its officers', agents',
and /or employees' harmless from anv and all injuries to or claims of adjacent property
owners caused by the CONTRACTOR, its agents, employees and representatives.
34.02.04 The CONTRACTOR shall be responsible for any damage to the floors, walls, etc.,
caused by the CONTRACTOR its agents, employees and representatives or their
equipment during installation.
34.02.05 The CONTRACTOR shall also be responsible for all subcontractors hired by it.
35. RELEASE.
By this Agreement, the OWNER does not consent to litigation and expressly revoke any consent to
litigation that they may have granted by the terms of this Agreement, any charter, or applicable state
law. The CONTRACTOR assumes full responsibility for the work to be performed and releases,
relinquishes, and discharges the OWNER, its officers, agents and employees from all claims,
demands and causes of action of every kind and character for any injury to, including, but not
limited to, death of any person (whether third persons, the CONTRACTOR, or employees 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 be 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.
Standard Form of Agreement, Page 19
36. ROYALTIES AND LICENSING FEES.
The CONTRACTOR shall pay all royalties and license fees, and shall provide for the use of any
design, device, material or process covered by letters patent or copyright by suitable legal
agreement with the patentee or owner. The CONTRACTOR warrants that the products hereby
incorporated into the project and /or any product used in association with the project does not
infringe upon or violate any patent, copyright, trade secret or any other proprietary right of
any third party; in the event of any claim by any third party against the OWNER or its
officers, agents, and/or employees, the OWNER shall notify the CONTRACTOR and the
CONTRACTOR shall defend such claim, in the OWNER name, but at the CONTRACTOR'S
expense, and shall indemnify, hold harmless, and defend the OWNER and its officers, agents,
and anyone directs or indirectly employed by the OWNER from and against any and all
claims, damages, losses, causes of action, suits, and liability of every kind, including, but not
limited to, all expenses of litigation, court cost, and attorney's fees, for injury, death, or
damage to any third party arising out of or in connection with the product(s) used in the
performance of this Contract and regardless of whether such claim by and .any resulting
injury, death, or damage to third parties is caused in part by the acts and /or omissions of the
OWNER, its officers', agents', and /or employees'. It is the expressed intention of the parties
hereto, both the CONTRACTOR and the OWNER'S, that the indemnity provided for in this
paragraph is an indemnity_ by the CONTRACTOR to indemnify, protect and defend the
OWNER from the consequences of the OWNER'S acts and /or omissions, where the
OWNER'S acts and /or omissions are the concurring cause of the infringement upon or
violation of any patent, copyright, trade secret, or other proprietary right and any resulting
injury, death, or damage of any third party in connection with the products provided,
incorporated, or used in the project under this Contract. If the material, design, service,
product or process specified or required by the OWNER is an infringement, the CONTRACTOR
shall be responsible for such loss, unless he promptly gives such information to the OWNER.
37. ABANDONMENT.
37.01 In case the CONTRACTOR should abandon, fail or refuse to resume work within ten (10) days
after written notification from the OWNER, or if the CONTRACTOR fails to comply with the
orders of the OWNER, when such orders are consistent with the Contract Documents, then, and in
that case, (1) 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.
37.02 After receiving said notice of abandonment, the CONTRACTOR shall not remove from the work
any machinery, equipment, tools, 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
OWNER or the Surety on the performance bond, or 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 the final settlement.
® 38. BREACH OF CONTRACT.
The OWNER shall have the right to declare the CONTRACTOR in breach of this Agreement for
cause when the OWNER determines that this Agreement is not being performed according to its
Standard Form of Agreement, Page 20
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. TERMINATION.
39.01 If this Agreement is terminated for cause, the OWNER shall have the right but shall not be
obligated to complete the work either, itself or by others; and to this end, the OWNER 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 OWNER. If the OWNER elects to complete the work itself or by others, pursuant
to the foregoing, then the CONTRACTOR will reimburse the OWNER for all costs incurred
(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 Contact Documents.)
39.02 After receipt of a notice of termination, 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 proper close -out
of the terminated work (including, the protection of the OWNER'S property). Among other things
the CONTRACTOR shall, except as otherwise directed or approved by the OWNER, 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 terminalted by the notice of termination;
(d) Assign to the OWNER, 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 OWNER 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 OWNER, settle all outstanding liabilities and all claims arising out
of such termination, orders and subcontracts; and /or
(f) Deliver to the OWNER, when directed by the OWNER, 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 OWNER, and transfer title to such property to the OWNER to
the extent not already transferred.
39.03 In the event of such termination, there shall be an equitable reduction of the Payment Amount to
reflect the reduction in the work. Costs incurred after the effective 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.
Standard Form of Agreement, Pale 21
40. TERMINATION FOR CAUSE.
40.01 Without prejudice to any other legal or equitable right or remedy that the OWNER would otherwise
possess hereunder or as a matter of law, the OWNER, upon giving the CONTRACTOR five (5)
days' prior written notice, shall be entitled to terminate this Agreement in its entirety at any time for
the following:
40.01.01 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 statute or law for the relief of debtors;
40.01.02 If a receiver, trustee or liquidator of any of the property or income of the CONTRACTOR
shall be appointed;
40.01.03 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;
40.01.04 If within five (5) calendar days after written notice thereof from the OWNER, the
CONTRACTOR shall fail to remedy any defective work or work that does not conform to the
requirements of this Agreement, the specifications, and other Contact 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
OWNER for similar construction work on other property; or
40.01.05 If the CONTRACTOR shall fail for any reason other than the failure by the OWNER to
make payment called upon when due.
40.02 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 progress payment hereunder and shall be further subject to any claim that the OWNER may
have against the CONTRACTOR under the provisions of this Agreement or as a matter of law,
including the refund of any overpayments of reimbursable costs or progress payments.
41. TERMINATION FOR CONVENIENCE.
41.01 The performance of the work may be terminated at any time in whole or in part, by the OWNER 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 which performance of the work is
terminated and the date upon which termination becomes effective. If, for whatever reason, this
contract is terminated for cause that is later determined not to exist, the parties agree that the
contract will be deemed to be terminated for convenience.
41.02 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 progress payment hereunder and shall be further subject to any claim the OWNER may
have against the CONTRACTOR under other provisions of this Agreement or as a platter of law,
including the refund of any overpayment of reimbursable costs and /or progress payment.
Standard Form of Agreement, Page 22
42. COMPLETION AFTER ABANDONMENT OR TERMINATION.
42.01 In the event that the CONTRACTOR has abandoned the project or the OWNER 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 the completion and diligent prosecution of the work in compliance with this Agreement,
then the OWNER may AT ITS OPTION provide for completion of the work in either of the
following elective manners:
42.01.01 The OWNER may employ such force of men and use such machinery, equipment, tools,
materials, and supplies as said OWNER 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 OWNER
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 sum 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 shall, within
seven (7) calendar days, pay the amount of such excess to the OWNER.
42.01.02 The OWNER, under sealed bids, after notice published as required by law at least twice
in a newspaper having general circulation in the county of the location of the work, 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 OWNER
under the new contract as compared to what would have been the cost under this contract,
such increase shall be charged to the CONTRACTOR and the surety shall be and remain
bound therefor. However, should the cost to complete any such new contract prove to be
less than what would have been the cost to complete under this contract, the
CONTRACTOR and /or its Surety hereby waives any and all privileges, rights and claims to
such excess.
42.02 In the event of abandonment by the CONTRACTOR, the CONTRACTOR shall assign to the
OWNER, in the manner and to the extent directed by the OWNER, all of the right, title, and interest
of the CONTRACTOR in and to any and all materials located on the property and any subcontracts
for work to be performed on the property; in which case the OWNER shall have the right to settle or
pay all claims arising out of the termination of such orders and subcontracts.
43. DAMAGES.
43.01 Without prejudice to any other legal or equitable right or remedy that the OWNER would otherwise
possess hereunder or as a matter of law, the OWNER upon giving the CONTRACTOR five (5)
days' prior written notice shall be entitled to damages for breach of contract, upon but not limited to
the following occurrences:
43.01.01 If the CONTRACTOR shall fail to remedy any default after written notice thereof from
the OWNER; or
43.01.02 If the CONTRACTOR shall fail for any reason other than the failure by the OWNER to
make payments called upon when due; or
Standard Form of Agreement, Page 23
43.01.03 If the CONTRACTOR commits a substantial default under any of the terms, provisions,
49 conditions or covenants contained in this Agreement.
44. INVALIDITY.
If any provision of this Agreement shall be held to be invalid, illegal or unenforceable by a court or
other tribunal of competent jurisdiction, the validity, legality and enforceability of the remaining
provisions shall not in any way be affected or impaired thereby. The parties shall use their best
efforts to replace the respective provisions or provisions of this Agreement with the legal terms and
conditions approximating the original intent of the parties.
45. ENTIRE AGREEMENT.
It is understood that this Agreement contains the entire agreement between the parties and
supersedes any and all prior agreements, arrangements or understandings between the parties
relating to the subject matter. There are no oral understandings, statements, promises or
inducements contrary to the terms of this Agreement. This Agreement cannot be changed or
terminated orally. No verbal agreement or conversation with any officer, agent, representative or
employee of the OWNER either before or after the execution of this Agreement, shall affect or
modify any of the terms or obligations hereunder.
46. AMENDMENT.
No amendments to this Agreement shall be effective and binding until they are reduced to writing
and signed by duly authorized representatives of both parties.
47. LITIGATION COSTS.
In the event of litigation, the CONTRACTOR agrees to pay and shall pay all of the attorney's fees,
court costs and other litigation costs of the OWNER.
48. TEXAS LAW.
This Agreement has been made under and shall be governed by the laws of the State of Texas.
49. PLACE OF PERFORMANCE.
The place of making and the place of performance for all purposes shall be Baytown, Harris
County, Texas.
50. WAIVER.
Failure of any party, at any time, to enforce a provision of this Agreement shall in no way constitute
a waiver of that provision, nor in any way affect the validity of this Agreement or part hereof or the
right of the OWNER thereafter to enforce each and every provision hereof. No term of this
Agreement shall be deemed waived or breach excused unless the waiver shall be in writing and
signed by the party claimed to have waived the same. Furthermore, any consent to or waiver of a
breach will not constitute consent to or waiver of or excuse of any other different or subsequent
breach.
Standard Form of Agreement, Page 24
51. 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 any provision of this Agreement
and shall have no meaning or effect upon its interpretation.
52. 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 requires otherwise.
53. CONSTRUCTION OF AGREEMENT.
The parties agree that this Agreement shall not be construed in favor of or against any party on the
basis that the party did or did not author this Agreement.
54. 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.
55. AGREEMENT READ.
The parties acknowledge that they have read, understand and intend to be bound by the terms and
conditions of this Agreement.
56. ASSIGNMENT.
CONTRACTOR may not assign or otherwise transfer this agreement or any rights or obligations
hereunder without the prior written consent of the OWNER.
57. SUCCESSORS AND ASSIGNS.
This Agreement shall inure to the benefit of and be binding upon the CONTRACTOR and its
successors and assigns.
58. MULTIPLE ORIGINALS.
It is understood and agreed that this Agreement may be executed in a number of identical
counterparts each of which shall be deemed an original for all purposes.
Standard Form of Agreement, Page 25
IN WITNESS WHEREOF, 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
91 on the day of March, 2000, the date of execution by the City Manager of the City of Baytown.
(Name doff 0&'— Contractor)
. Q D
(Signature)
� : C.sLk o„ er
(Printed Name)
(Title)
CITY OF BAYTOWN
MONTE MERCER, City Manager
ATTEST:
GARY W. SMITH, City Clerk
APPROVED AS TO FORM:
G ACIO RAMIREZ, S ity Attorney
STATE OF TEXAS §
COUNTY OF HARRIS §
Befo e m SZG `e . 0%�, the undersigned nota public on this day personally
appeared �` [ t- �0 , it his /her capacity as �j� �(� ti of
Omni Alarm Service, on behalf of such company,
Standard Form of Agreement, Page 26
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}
(✓ 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 consideration therein expressed.
Given under my hand and seal of office this day of March, 20
.�```NN� N E ��'''i, o Pub ' in and o State f Texas
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Standard Form of Agreement, Page 27
• ! ADDENDUM
This is an addendum to the Standard Form of Agreement approved by Council on March 23,
2000. Unless a different meaning clearly appears from the context, words and phrases as used in
this Addendum shall have the same meanings as in the Standard Form of Agreement. The
following specifications shall govern the agreement between the Parties. However, to the extent
that there is a conflict, the most favorable provision to the City shall control.
➢ On or before March 23, 2000, the Contractor shall provide to the Owner for Owner's
approval a floor plan drawing detailing where both security and fire devices and types will be
located.
➢ The sum for the combined fire /security system with pneumatic damper closures is $30,434 as
specified in the Standard Form of Agreement.
➢ In addition, the maintenance will be $172 /month and monitoring will be $49.95 /month. The
monitoring will include monthly open/close reports. The maintenance service will include
semi - annual system tests with 50% being tested each visit. The maintenance and monitoring
services shall be for one year under the terms and conditions of this Addendum and of. the
Standard Form of Agreement dated March 23, 2000. Thereafter, such agreement may be
extended for one year periods under the same terms and conditions if such request for an
extension is made by the Contractor and submitted to the Owner at least 90 days prior to the
expiration of the then current term. Upon receipt of such notice, the Owner has the discretion
to continue the contract or to discontinue the same.
➢ Failure to perform as required in this Addendum shall subject the Contractor to liquidated
damages as specified in the Standard Form of Agreement and all other relief to which the
City may be entitled.
I. GENERAL REQUIREMENTS: Contractor shall meet the following general
requirements and shall provide all documentation to the Owner that may be requested by the
Owner to ensure that such specifications have been satisfied:
➢ The combined fire /security system shall be coded to meet all commercial specifications for
burglar and fire protection.
➢ The Contractor shall utilize all new parts where needed. Re -use any initiating device that can
be used with addressable system. The Contractor will re -use the smoke detectors in the new
addition of the Library as a group, which will be assigned one address. All other smoke
detectors will be replaced and will be individually addressable.
➢ The combined fire /security system must meet NFPA 72
➢ The combined fire /security system shall be adjusted to minimize false alarms. The combined
® fire /security system shall contain built -in surge and spike protection.
Contractor's Initials \`'o
Owner's Initials
➢ Monitoring shall be 24 hours a day 7 days a week for 365 days a year (366 in leap year) for
both security and fire.
➢ Maintenance services shall include:
➢ all fire and security alarm parts, repair or replacement costs, all related backup batteries;
➢ all detecting and indicating devices, and control panels;
➢ duct detectors for air handler control, and related relays;
➢ all labor related to repairing and inspecting fire and security systems;
➢ any software updates whether done on site or remotely;
➢ adjustments or replacements due to power surges;
➢ inspections are semi- annual, with 50% of equipment being checked /tested on each visit;
and
➢ inspections to meet or exceed NFPA 72 requirements.
➢ Maintenance services shall not include:
➢ fire dampers, air handlers, and HVAC components typically installed and serviced by the
air conditioning provider;
➢ incoming telephone service, dial tone, and any direct line charges;
➢ primary electrical power supply, circuit breakers, and electrical outlets;
➢ flooding, hurricane, or damage due to riots or natural disasters;
➢ pest control services to eliminate problems related to wiring damage or infestation of
insects or rodents;
➢ damage caused by burst pipes or leaking roof; and
➢ lightning damage caused by a direct hit.
➢ The Contractor hereby agrees to make repairs within twenty -four (24) hours of a request for
service by the Owner between 8:30 a.m. and 5:30 p.m., Monday through Friday. The
Contractor understands and agrees that service calls shall be answered generally on the same
day depending on the time of day the call is received.
➢ Emergency service calls are to be handled by the Contractor's 24 hour /365 day a year on call
service technician. On site response times shall be under four (4) hours in the following
situations if the situation cannot be resolved through telephone support:
® Y alarm strobes and sounders cannot be turned off by end user;
Addendum, Page 2 Contractor's Initials
Owner's Initials
® ➢ alarm system is interfering with normal business operations, including, but not limited to,
rendering site telephone service not usable (such as a device creating noise problem); or
➢ the Owner cannot arm security system at all.
However, emergency service call will not be addressed on an emergency basis if:
➢ the device will not arm, however, system can be armed if faulty device is bypassed, and
bypassing does not greatly compromise the integrity of the system, as determined by the
Owner;
➢ the Owner wants to update a user code, unless unusual circumstances would require
immediate action, as determined in the sole discretion of the Owner; or
➢ a cosmetic item, such as a cracked or loose device that does not affect the operation of the
system, needs repair or replacement.
➢ The combined fire /security system shall include a battery backup for the entire system in the
event of power failure as required in NFPA 72.
➢ The combined fire /security system must include low battery signals.
➢ The Contractor will provide four two -hour sessions for training, which will be scheduled by
the Owner.
➢ The combined fire /security system must include open architecture parts.
➢ The combined fire /security system must use 100% addressable systems rather than zones.
➢ The combined fire /security system must have been designed by the manufacturer to prevent
sensitivity to electrical storm power fluxes.
➢ The combined fire /security system utilizes a RJ31X for line seizure during alarms and will
impact two phone lines only at that time.
➢ The combined fire /security system must be Y2K compliant.
➢ The Contractor shall remove the old system or parts thereof as needed. All walls and ceilings
must be returned to their original condition.
➢ The Contractor shall provide documentation (3 copies) on all hardware installed, including,
but not limited to, model number and number of components.
➢ Upon completion of installation, the Contractor shall provide a completed floor plan citing all
equipment locations, address locations, etc.
➢ Written instructions for modifying stairwell door timing sensors shall be provided by the
® Contractor.
Addendum, Page 3 Contractor's Initials )�_O
Owner's Initials
® III. SPECIFICS — SECURITY:.. The Contractor shall ensure that the combined
fire /security system meets the following specifications and shall provide all documentation to the
Owner that may be requested to ensure that such specifications have been satisfied.
➢
The combined fire /security system shall contain concealed door contacts wherever possible.
➢
All exterior doors shall have new contacts. The rear door alarms shall be enhanced in sound
if possible. The interior stairwell door shall have the delay removed but the alarm retained.
➢
The Contractor shall provide new motion sensors to sufficiently cover building. These shall
be outlined on a floor plan for approval by the Owner prior to installation.
➢
The combined fire /security system shall utilize dual technology motion detectors (PIR and
microwave).
➢
The combined fire /security system panel shall be located in its present location.
➢
The combined fire /security system panel shall include duress open codes.
➢
The combined fire /security system panel shall include panic alarm initiation.
➢
The combined fire /security system shall provide ability to see from panel where intrusion
occurred.
➢
A monthly report of building activity by date and time of day shall be provided by the
Contractor on or before the tenth (10`h) day of the following month.
➢
After -hour entry as well as arm/disarm shall be by user code and displayed in the monthly
report.
➢
The Contractor shall provide monitored notification to designated staff if alarms are not set
as dictated by schedules and previous routines.
IV. SPECIFICS — FIRE: The Contractor shall ensure that the combined fire /security
system meets the following specifications and shall provide all documentation to the Owner that
may be requested to ensure that such specifications have been satisfied.
➢ The Contractor shall analyze the location, number, and type of manual pulls. The Contractor
shall add pull stations at each exit and inside the meeting room by the door. The Contractor
shall analyze for and ensure ADA compatibility. If any old pull stations are removed, the
walls shall be returned to their original condition by the Contractor.
➢ The Contractor shall add new smoke detectors as noted on the floor plan approved by the
Owner. The existing smoke detectors in the 1995 expansion shall remain as one address.
® ➢ All strobe lights shall be ceiling mounted and noted on the floor plan prior to installation by
the Contractor.
Addendum, Pape 4 Contractor's Initials (Lo
Owner's Initials T_
® ➢ All sound strobes shall be noted on the floor plan prior to installation by the Contractor.
➢ The Contractor shall apply sensitivity tests to smoke and heat detectors as required by
NFPA72.
➢ The Contractor shall provide a natural gas detector in boiler room.
➢ The. Contractor shall provide new heat detectors in boiler room, butler's pantry, and kitchen.
The Contractor shall provide heat detectors in all mechanical rooms if a smoke detector is not
recommended. This includes the mechanical room located on the roof.
The Contractor shall provide carbon monoxide detector in boiler room.
➢ The Contractor shall provide the ability to automatically shut off the eight air handlers in
event of fire. The Contractor shall tie all air handlers into alarm system.
➢ In addition to monitoring, the Contractor shall provide direct telephone line connection to
City communications utilizing the existing telephone line for that purpose. Existing
telephone line to the City's communications should be integrated and tested.
➢ The Contractor shall provide the ability for the Owner to system test easily.
➢ The Contractor shall provide the ability for the Owner to see the addresses of the locations
involved from the panel.
➢ The Contractor shall replace the existing fire panel. If wall is damaged, the Contractor shall
return it to its original condition.
➢ The Contractor shall install a new smoke detector in the night book drop room. The
Contractor shall install sprinkler device directly over incoming book chute, connecting to
existing water line. The Contractor shall provide accessible sprinkler cutoff valve.
➢ The combined fire /security system shall include sensors for detecting smoke coming from air
conditioning air handlers at entrance to air ducts.
VI. OUTSIDE AIR DAMPER INSTALLATION:
An outside air damper shall be installed and coordinated with installation of combined fire/
security system. The damper shall include the closing off of the outside air intakes for the
various air handling units. The scope of the project is to stop the introduction of outside air in
the event of some environmental calamity such as a chemical release into the atmosphere or fire.
In such conditions, the air conditioning system shall continue to operate so that the building
could be utilized as a "safe haven."
Normal commercial installation shall include automatic dampers on the outside air intakes which
® automatically close when the air handling unit is de- energized. This feature stops the migration
of outside air when the system is not operating and is code in a number of municipalities so that
outside air is blocked in the event of a fire alarm initiated equipment shut down.
Addendum, Page 5 Contractor's Initials Ro
Owner's Initials
® In order to accomplish the goal of blocking the introduction of potentially hazardous outside air,
the outside air dampers must be capable of positive closure without leakage on the sides or
between the damper blades.
The existing air handling equipment has no feature of blocking the air on shut down and only a
few of the air handling units are connected to the fire alarm panel for shut down in the event of a
fire alarm.
REQUIREMENTS FOR INSTALLATION OF OUTSIDE AIR DAMPERS:
The installation of outside air dampers required to be performed by the Contractor shall consist
of the following:
➢ furnishing and installing an electrical switch,
➢ furnishing and installing of (8) eight Pneumatic Damper Operators, and
➢ furnishing and installing of Low Leakage Dampers at eight (8) locations in the
building.
ELECTRICAL SWITCH:
The Contractor shall furnish and install a two position electrical switch. Said electrical switch
shall be located at the new fire alarm panel and shall be labeled "outside air dampers" and shall
have two positions labeled, "Automatic Open" and "Manual Close." This switch in the
"Automatic Open" mode shall be electrically interlocked with the fire alarm panel to provide an
electric - pneumatic signal to damper operators located at the various Air Handling Units and
cause said damper operators to index the outside air dampers to their open position. In the
"Manual Close" position or upon a fire alarm signal from the Existing Fire Alarm Panel, the
outside air dampers shall be driven to their fully closed and sealed position.
PNEUMATIC DAMPER OPERATORS:
The Contractor shall furnish and install metal - fabricated Pneumatic Damper Operators at
locations indicated as manufactured by Siemens Building Technologies or Landis - Stafea in the
following quantities and models: (6) six model 331 -4312, (1) one model 331 -2904 and (1) one
model 331 -2856. Model 331 -4312 Actuator shall have an effective diaphragm area of 8 in and
a stroke of 2 3/8" and shall be equipped with a spring range of 3 -7 psi with pivot mounting and
capable of producing a thrust of 64 lbs at 15 lbs applied pressure. Model 331 -2904 Actuator
shall have an effective diaphragm area of 1 I in and a stroke of 4" and shall be equipped with a
spring range of 3 -7 psi with pivot mounting and capable of producing a thrust of 88 lbs at 15 psi
applied pressure. Model 331 -2856 Actuator shall have an effective spring diaphragm area of
17.9 in and a stroke of 4" and shall be equipped with a spring range of 3 -7 psi with pivot
mounting and capable of producing a thrust of 125 lbs at 15 psi applied pressure.
LOW LEAKAGE DAMPERS:
The-Contractor shall furnish and install at locations indicated, Low Leakage Dampers that meet
the following minimum construction standards:
Addendum, Page 6 Contractor's Initials (,4
Owner's Initials
➢ Frame shall be 16 gauge (1.6) galvanized steel structural hat channel with tabbed
corners for reinforcement to meet 13 gauge (2.4) criteria.
➢ Blades shall be 14 gauge (2.0) equivalent thickness galvanized steel, roll - formed
airfoil type for low pressure drop and low noise generation.
➢ Blade edge seals shall be Ruskiprene type or equivalent suitable for —76 °F to +350 °F
mechanically locked into the blade edge. Adhesive or clip -on type seals are
unacceptable.
➢ Jamb seals shall be flexible metal, compression type to prevent leakage between
blade end and damper frame. Blade end overlapping frame is unacceptable.
➢ Bearing shall be corrosion resistant, permanently lubricated stainless steel sleeve type
turning in an extruded hole in the damper frame.
➢ Axles shall be square or hexagonal positively locked into the damper blade.
➢ Linkage shall be concealed out of airstream, within the damper frame to reduce
pressure drop and noise.
The Contractor shall be required to submit manufacturers' data prior to starting installation.
Submittal must include leakage, maximum air flow and maximum pressure ratings based on
AMCA Publication 500. Dampers shall be in all respects equivalent to Ruskin Model CD60.
0 c: k Ili ? x1l Conrractsl Library Pire& SccurilySystcmU rircRSccurityAddcndum
Addendum, Pale 7 Contractor's Initials %o
Owner's Initials