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HomeMy WebLinkAboutRes 11-08 WA Contract with Mountain Home for portables and Big Bear Electric WESTLAKE ACADEMY RESOLUTION NO. 11-08 A RESOLUTION OF THE WESTLAKE ACADEMY BOARD OF TRUSTEES AUTHORIZING THE TOWN MANAGER TO EXECUTE AGREEMENTS WITH MOUNTAIN HOME COMPANY AND BIG BEAR ELECTRIC FOR THE INSTALLATION OF PORTABLE CLASSROOMS AND UNDERGROUND POWER UTILITIES AND AMENDING THE ACADEMY'S FY10-11 OPERATING BUDGET TO FUND THESE COSTS. WHEREAS, the three temporary classroom buildings are scheduled for deliver in summer of 2011 due to the Academy expansion in student population; and WHEREAS,the PYP art, music and new class offerings was scheduled to move in a 28 X 64 portable trailer located on the Westside side of the Arts and Sciences Center; and WHEREAS, the Mayor and Board of Trustees of Westlake Academy, have determined it to be in the best interest of all parties to execute the agreement with Mountain Home Company for the three temporary classroom buildings; and WHEREAS, the Mayor and Board of Trustees of Westlake Academy, have determined it to be in the best interest of all parties to execute the agreement with Big Bear Electric to install underground power utilities; and WHEREAS, the Board of Trustees finds that the passage of this Resolution is in the best interest of the citizens of Westlake as well as the students, their parents, and faculty of Westlake Academy. NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF TRUSTEES OF WESTLAKE ACADEMY: SECTION 1: The above findings are hereby found to be true and correct and are incorporated herein in their entirety. SECTION 2: That, the Board of Trustees Westlake Academy, hereby approves the bid for Westlake Academy from Mountain Home Company for the three temporary classroom buildings attached to this resolution as Exhibit "A': SECTION 3: That, the Board of Trustees Westlake Academy, hereby approves the bid for Westlake Academy from Big Bear Electric to install underground power utilities attached to this resolution as Exhibit "B': Resolution'WA 11-08 Page 1 of 2 SECTION 4. That, the Board of Trustees of Westlake Academy, hereby approves an amendment to the Westlake Academy FY 10-11 operating budget in the amount of$93,000 to be appropriated from the current year's General Fund's fund balance. SECTION 5: if any portion of this resolution shall, for any reason,be declared invalid by any court of competent jurisdiction, such invalidity shall not affect the remaining provisions hereof and the Council hereby determines that it would have adopted this Resolution without the invalid provision. SECTION 6: That this resolution shall become effective from and after its date of passage. PASSED AND APPROVED BY THE BOARD OF TRUSTEES OF WESTLAKE ACADEMY, A CHARTER SCHOOL OF THE STATE OF TEXAS, ON THE 4t' DAY OF April, 2011. Laura Wheat, President ATTEST: Kelly IAwardaoard Secretary Thomas E. B er, perintendent APPROVE O L. ton Lo ool At rney Resolution WA 11-08 Page 2 of 2 LEASE AGREEMENT NO: CREDIT APPROVAL NO: CUSTOMER P.O.NO: LEASE AGREEMENT Lessor: Mountain Home Company PO Box 330230, Tulsa,OK 74133-0230 Phone: (800) 848-9523 Lessee: Westlake Academy 2600 JT Ottinger Road,Westlake, TX 76262 Phone: (817)490-5757 MINIMUM LEASE TERM: 36 Months FIRST DAY OF LEASE TERM: 6-15-11 or delivery of Equipment,whichever is later Lessee may continue to lease the Equipment after the expiration date,with the option for two additional one-year terms at the same rate. After that please refer to the terms of Paragraph 5. Written notice by the Lessee is required 2 weeks prior to the Lessee's termination of the Lease. Lessee agrees to pay Lessor in advance beginning on the first day of the lease terra and on the first day of each successive lease period,the rental charges and all charges indicated for the Equipment are as follows: $1,995.00 per month,plus applicable State and Local Sales or Use Taxes. In addition to the rental charges there shall be other minimum charges as follows: Delivery and Set Up$23,000.00, Unblocking&Return Freight$10,500.00. These other charges will be billed in advance with the initial rental charge. Any change orders shall be paid for immediately. Diagram of original proposed restroom plan shall be attached to this contract. All amounts due and to become due under this Agreement shall be in a form payable only to Lessor and shall be transmitted by Lessee so as to be received by Lessor on the due date at Lessor's address shown above. The leased Equipment will be located at 2600 JT Ottinger Road,Westlake, TX 76262. (Subject to Conditions 12) Lessee shall be liable for any damages to the Equipment(less ordinary wear and tear),and will pay a minimum cleaning charge for a unit not returned in a clean condition. Serial#s for(3)approx. 24' X 64'two classroom buildings: Customer's Insurance Company: The Hartford Insurance Policy No: 46 UUN IY8336, 46 UUN fY8336 Insured Value: $120,000 Purchase options are included in this Agreement are as follows: After 12 months lease: $79,000 After 24 months lease: $60,000 End of Three Year Lease: $45,000 This Lease Agreement constitutes an irrevocable offer to lease the above described Equipment from the Lessor for the consideration stated, and under the terms and conditions set forth. Only an Officer at Lessor's office can accept this offer. Lessor will notify Lessee of acceptance by signed acknowledgement copy of this Lease Agreement, No Agent, employee or representative of Lessor has any authority to bind Lessor to any affirmation, representation or warranty concerning the Equipment leased pursuant to this Agreement that is not specifically included herein. Lessee acknowledges that it is not, in leasing this Equipment,relying upon any warranty, promise or representation not set forth in this Agreement, and assents to all the terms set forth herein. Lessor's acceptance of Lessee's offer is solely upon the terms and conditions of this Agreement, and Lessor's performance hereunder shall not be subject to any additional or inconsistent terms,which may be contained in Lessee's purchase order. Exhibit A WA Resolution 11-08 TERMS OF LEASE AGREEMENT 1. This transaction is a lease and not a sale. The parties understand and agree that Lessee does not acquire hereunder, or by payment of said rental, any right title or interest in or to said Equipment so long, and only so long, as Lessee shall not be in default in performance of its obligations hereunder. Lessee agrees that the Equipment leased hereunder will not be occupied by any person other than Lessee or agents, employees or invites of Lessee. 2. In addition to payment of rentals and other charges as provided on the Lease Agreement, Lessee agrees to pay, or reimburse Lessor for, any and all sales and use taxes,personal property taxes, or any other direct taxes levied against or based upon the price or value of the Equipment leased hereunder or its use or operation, or levied against or based upon the amount of rentals paid or to be paid hereunder. The term"direct taxes" as used herein shall include all taxes (except income taxes), charges and fees levied, assessed, or charged by the U.S. Government, any state government,provincial government of any county, city or other taxing authority. 3. Lessee agrees, at Lessee's sole cost and expense,to keep the Equipment at all times during the term of this Agreement in good repair and operating condition and free of any and all liens and encumbrances and to replace with new parts and all worn or broken parts, and Lessee agrees that upon termination of the Agreement by expiration, or otherwise, Lessee will turn over said Equipment to Lessor, in the same or better condition and state of repair as delivered to Lessee hereunder, ordinary wear and tear excepted. 4. LESSEE AGREES THAT THE EQUIPMENT IS BEING LEASED "AS IS" AND THAT, WITH THE EXCEPTION OF A 90-DAY HVAC WARRANTY,LESSOR MAKES NO WARRANTIES,EITHER EXPRESS OR IMPLIED WITH RESPECT TO THE EQUIPMENT AND THAT ALL WARRANTIES OF ANY KIND,INCLUDING SPECIFICALLY ANY EXPRESS OR IMPLIED WARRANTY OF MERCHANTABILTY OR FITNESS FOR A PARTICULAR PURPOSE,ARE HEREBY EXPRESSLY EXCLUDED BOTH AS TO THE EQUIPMENT AND AS TO ANY MAINTENANCE OR REPAIR WORK PERFORMED BY LESSOR ON THE EQUIPMENT LEASED HEREUNDER. LESSOR AGREES TO DELIVER EQUIPMENT IN THE CURRENT CONDITION. IN NO EVENT SHALL LESSOR BE LIABLE FOR CONSEQUENTIAL DAMAGES HEREUNDER. LESSOR REPRESENTS AND WARRANTS THAT THE EQUIPMENT DOES NOT CONTAIN ANY HAZARDOUS MATERIALS. 5. Lessor, at any time following the expiration date of this Agreement,with at least 90 days prior notice to the Lessee,may demand repossession of all Equipment leased in this agreement or change any of the rates for the Equipment leased hereunder, whereupon Lessee shall promptly allow Lessor to pick up all the Equipment or pay Lessor the new rates. (a)If the Lessee,without any further written agreement, shall continue to possess or occupy the Equipment leased hereunder after the expiration of this Agreement or any extension thereof, with or without the consent of Lessor,the Lessee shall then be considered to have renewed this Agreement on a month to month basis subject to the current month lease rate then in effect. (b) If Lessor terminates this Agreement for any reason whatsoever,then rental due hereunder shall nevertheless continue to be due and payable hereunder until Lessee has paid Lessor all unpaid rents and charges allocable to the returned Equipment which have accrued as of the termination date. Exhibit A WA Resolution 11-08 5. Commencing upon the completion of the delivery and set up of the Equipment, Lessee hereby assumes risk of loss or damage to the Equipment in an amount equal to the full insurance valuation and assumes liability coverage for Personal injury liability and property damage liability. Lessee further agrees, at Lessee's cost and expense to procure and deliver to Lessor, and keep in full force and effect during the entire term of this Agreement, a policy or policies of insurance,protecting Lessor against all loss and damages it may sustain or suffer because of(1) loss of or damage to said Equipment, or any thereof,because of fire,theft, lightning, flood, windstorm collision, explosion or other casualty for full replacement value of the Equipment and (2)the death of injury to, or damage to the property of any third person as a result of in whole or part, the use or condition of said equipment or any portion thereof, while in the custody, possession, or control of Lessee with limits of$1,000,000 per occurrence as to personal injury liability and $1,000,000 as to property damage. 7. Lessee shall maintain Umbrella Coverage in the amount of 81,000,000.00. Said policy or policies shall name Lessor as additional insured under the liability coverage and as loss payee under the casualty coverage. It is understood that procurement of insurance by Lessee as herein provided shall not, and does not, affect Lessee's covenants, obligations and indemnities under this Agreement, and the loss, damage to, or destruction of any of the Equipment leased hereunder shall not terminate this Agreement, except to the extent, and only to the extent,the Lessor is totally compensated by insurance paid for by Lessee,relieve Lessee of any of the Lessee's liability hereunder. Lessee is, and shall be and remain a full insurer of the Equipment. 8. The rental charge specified on the Lease Agreement hereof shall be based on a monthly period and all rentals and other charges hereunder shall be billed to Lessee every month and in advance, beginning with the commencement date of each unit of Equipment. Rentals and charges not paid within twenty(20) days of the due date shall bear an interest charge calculated from the due date, at the maximum legal amount allowed for all amounts unpaid. 9. LESSEE SHALL PROCURE AND MAINTAIN ANY AND ALL LICENSES,TITLES, PERMITS AND OTHER CERTIFICATES AS MAY BE REQUIRED BY LAW OR OTHERWISE FOR LESSEE'S LAWFUL OPERATION, POSSESSION OR OCCUPANCY OF THE EQUIPMENT. Lessee agrees that all certificates of title or registration applicable to the Equipment shall reflect Lessor's ownership thereof. Any and all documents of title shall be furnished or caused to be furnished to Lessor by Lessee within thirty (30) days of the date any titling or registering or retitling or reregistering, as appropriate, is necessary or advisable, and shall indicate any creditor designated by Lessor as an appropriate lienholder thereunder. 10. Lessor reserves to itself the right to place upon each piece of Equipment the name of the Lessor, each not to exceed 12"by 12", advertising and any other identification deemed necessary by Lessor, and Lessee agrees not to remove any such labels, plates, decals or other markings or permit or suffer any other person to do so. The Equipment is and shall remain personal property during the lease term. Should this leased Equipment become affixed to realty so that it becomes a part thereof or should be construed a fixture,then Lessor shall retain all rights as owner thereof, subject only to this Agreement, including the absolute right to remove the Equipment from the premises in the event of default by Lessee, or if necessary to protect its title, and, in addition if the uses contemplated and intended by Lessee is in the direct prosecution of any work under a construction or repair contract, Lessee shall have the remedies provided by statue and/or constitution with respect to mechanic's and materialmen's liens. r� Exhibit A l WA Resolution 11-08 11. Lessee shall not remove the Equipment from the location specified on the Lease Agreement without prior written approval from the Lessor, and shall notify Lessor immediately of any levy or seizure thereof and shall indemnify Lessor against loss or damage resulting therefrom. After 48 hours advance notice, Lessor shall have the right to inspect said Equipment at any time and from time to time during the term of this Agreement. If Lessor believes the same to be overloaded beyond normal capacity, or misused or abused or neglected, Lessor may remove said Equipment, without notice to Lessee. 12. Lessee shall not make, suffer, or permit any unlawful use or handling of the Equipment. Lessee shall not,without Lessor's prior written consent thereto,make or suffer any changes, alterations, or improvements in or to the Equipment or remove therefrom any parts, accessories, attachments, or other Equipment. Equipment returned with accessories, attachments, or other items missing will be returned or replacement cost paid by Lessee upon demand. With this writing, Lessor hereby agrees to Lessee's installation of interior doors, new carpet, and new ceiling tiles in the Equipment. 13. (a) If Lessee fails to perform any obligation under this Agreement, Lessor, at its option, after providing Lessee with written notice and 30 days opportunity to cure, may (i) declare this Agreement breached and take possession of the Equipment in any manner, retaining any prepaid rent or other security deposit as security for a resolution of any action for damages, and terminate this Agreement, or(ii)because of the difficulty or impossibility of establishing the amount of actual damages in such event, declare this Agreement breached, and declare as forfeited and liquidated damages any prepaid amount hereunder, and take possession of the Equipment in any manner. Lessor may pursue any or all of these remedies concurrently or consecutively in any order as to any such breach,and the pursuit of one of any such remedies at any time will not be deemed an election of remedies or waiver of the right to pursue the other of such remedies as to that breach, or as to any other breach. Pursuit of the foregoing remedies shall not preclude pursuit of any other remedies herein provided or any other remedy provided by law. (b)No right or remedy conferred herein is exclusive of any other right or remedy conferred herein or by law but all such remedies are cumulative of every other right or remedy conferred hereunder or at law or in equity by statue or otherwise, and may be exercised concurrently or separately from time to time. 14. (a) Without the prior written consent of Lessor, Lessee shall not sublet any item of Equipment or otherwise assign,transfer,pledge or hypothecate this Agreement, any item of Equipment or any interest in this Agreement or in and to the Equipment or permit its rights under this Agreement to be subject to any lien, charge or encumbrance of any nature whatsoever. Lessee's interest herein is not assignable and shall not be assigned or transferred by operation of law. (b)All rights of Lessor hereunder may be assigned, pledged, mortgaged,transferred or otherwise disposed of, either in whole or in part without notice to Lessee,but always,however, subject to the rights of Lessee under this Agreement. If Lessee is given notice of any such assignment, Lessee shall acknowledge receipt thereof in writing. In the event Lessor assigns this Agreement or the rent due or to become due hereunder or any other interest herein,whether as security for any of its indebtedness or otherwise,no breach or default by Lessor hereunder or pursuant to any other agreement between Lessor and Lessee, should there be one, shall excuse performance by Lessee of any provision hereof. Exhibit A WA Resolution 11-08 15. The costs for the Other Charges shown on the Lease Agreement hereof for Delivery and Set Up, Blocking, Skirting,Unblocking and Pick Up are based on normal and customary time and site conditions as all inclusive. 16. This Agreement contains the entire agreement between the parties pertaining to the subject matter hereof. No agreements,representations, or understandings not specifically contained herein shall be binding upon any of the parties hereto unless reduces to writing and signed by the parties to be bound thereby. The terms, covenants, conditions and other provisions of this Agreement may hereafter be changed, amended or modified only by an instrument in writing specifically purporting so to do and signed by the parties to be bound thereby. Any amendment, modification or addendum to this Agreement,to be binding on Lessor,must be signed by an Officer of Lessor and by an authorized representative of Lessee. This Agreement and the terms and conditions as set forth herein are subject to the approval of the Chief Executive Officer of the Lessor. if any one or more of the provisions of this Agreement shall be held invalid, illegal or unenforceable in any respect for any reason,the validity, legality and enforceability of any such provision in every other aspect and of the remaining provisions of this Agreement shall not in any way be impaired. 17. This Agreement is a net lease, and Lessee shall not be entitled to any abatement of rent or other payments due hereunder, or any reduction thereof under any and all existing and future claims, as offsets, against any rent or other payments due hereunder and Lessee agrees to pay the rent and other amounts due hereunder as and when due regardless of any offset or claim which may be asserted by Lessee or on its behalf. This Agreement shall not terminate, or the respective obligations of Lessor or Lessee be otherwise affected or Lessor have any liability whatsoever to Lessee,by reason of any failure to delay in delivery of any or all items of Equipment, any defect in or damage to or loss or destruction of any or all items of Equipment from whatsoever cause, the prohibition of Lessee's use of the Equipment or any item thereof, `,whether as result of the Equipment's failure to comply with any applicable building codes or otherwise, the interference with such use by any government, person or corporation,the invalidity or unenforceability or lack of due authorization or other infirmity of this Agreement, any lack of right,power of authority of Lessor or Lessee to enter into this Agreement, or any other cause whether similar or dissimilar to the foregoing. The obligations and liabilities of Lessee hereunder shall survive the expiration or earlier termination of this Agreement. 18. Any and all notices, consents or other written communications required to be sent to any party under this Agreement shall be deemed sufficient if mailed to the party at its respective address set forth on the Lease Agreement, or at such other address as said party may provide in writing from time to time, and shall be deemed effective when either personally delivered or upon receipt, certified mail, return receipt requested, with postage prepaid. 19. This Agreement shall be governed and construed in accordance with the laws of the State of Texas in all respects. In the event that any provisions hereof shall be deemed invalid, such provision shall be deemed severed from the remaining provisions of this Agreement which shall remain in full force and effect. Lessee hereby consents to jurisdiction under the laws of the State of Texas, and hereby appoints Lessor as its agent to accept service of process in any action brought against Lessee hereunder. 20. No covenant or condition of this Agreement can be waived, except by the written consent of Lessor. Forbearance or indulgence by Lessor in regard to any breach hereunder shall not constitute a waiver of the related covenant or condition to be performed by Lessee. Exhibit A WA Resolution 11-08 Ye 21. In the event Lessee fails to pay any amounts due hereunder or to perform any of its obligations under this Agreement, Lessor may, at its option,but without any obligation to do so,pay such amounts or perform such obligations, and Lessee shall reimburse Lessor the amount of such payment or the cost of such performance upon demand. 22. If requested by Lessor, Lessee shall procure and/or execute,have executed, acknowledged, and deliver to Lessor, record and file such documents as Lessor shall deem necessary or desirable to protect its interest in this Agreement and in the Equipment, including without limitation, any financing statements under the Uniform Commercial Code, for informational purposes only. Debtor is Lessee and Secured Party is Lessor. 23. Lessee agrees to comply with,perform and execute all laws,rules,regulations or orders of all state, federal or local government agencies which in any way affect or relate to, or are applicable to any of the Equipment or to the use, operation,maintenance or storage thereof. This Agreement shall be governed and construed in accordance with the laws of the State of Texas in all respects. Time is of the essence of this Agreement and each and all of its terms, conditions and stipulations; provided however, Lessor makes no warranty regarding any Equipment delivery date. IN WITNESS WHEREOF,the parties hereto have executed this Agreement by their duly authorized agents. LESSOR: Mou tain Horn any r 7-- / / Signature Title Date LESSEE: Westlake Academy —70:K'AIW& i e Tie Dad Exhibit A WA Resolution 11-08 AGREEMENT BETWEEN TOWN AND CONTRACTOR THIS AGREEMENT is dated as of the day of in the year 2011, by and between the Town of Westlake, Texas (hereinafter called OWNER)`and (hereinafter called CONTRACTOR). OWNER and CONTRACTOR, in consideration of the mutual covenants hereinafter set forth, agree as follows: Article 1. WORK. CONTRACTOR shall complete all Work as specified or indicated in the Contract Documents. The Work is generally described as follows: The work to be done as covered by these contracts and specifications consists of the furnishing of all labor, shipping,materials, equipment, and incidentals for the Town of Westlake Civic Campus located at 2600 JT Ottinger Rd. which include three or more temporary classroom buildings which include six classroom and restrooms. An itemized list is provided on the scope work and site plan. All manufacture and warrant information must be provided in two-three ring notebook. Article 2. CONTRACT TIME. 2.1. CONTRACTOR agrees to commence work within ten (5) days after the date of written notice to commence work, and to complete the work on which he has bid by June 30, 2011 as provided in the General Conditions. Article 3. CONTRACT PRICE. 3.1 OWNER shall pay CONTRACTOR for completion of the Work on a Unit Price Work Basis in accordance with the Contract Documents in current funds based on the measured quantities and the unit prices stated in the Proposal. Article 4. PAYMENT PROCEDURES. 4.1 CONTRACTOR shall submit Applications for Payment on work completed during the previous month on the first day of the month. CONTRACTOR shall present only one Application for Payment each month. Applications for Payment will be processed by OWNER shall make payment to CONTRACTOR within thirty(30) days of the date of the invoice. Exhibit 6 WA Resolution 11-08 Article 5. INTEREST. 5.1 All moneys not paid when due shall bear interest at the maximum rate allowed by law at the place of the Project. Article 6. CONTRACTOR'S REPRESENTIONS. In order to induce OWNER to enter into this Agreement, CONTRACTOR makes the following representations: 6.1 CONTRACTOR has familiarized itself with the nature and extent of the Contract Documents, Work, site, locality, and all local conditions and Laws and Regulations that in any manner may affect cost, progress,performance or furnishing of the Work. 6.2 CONTRACTOR binds itself to use such materials and so construct the work that it will remain in good repair and condition for and during the period of two (2) years from the date of the repair and to maintain said work in good repair and condition for said term of two (2) years. CONTRACTOR binds itself to repair or replacement in part at any time within said period, if in the opinion of the owner, it is necessary. 6.3 To the fullest extent permitted by laws and Regulations, CONTRACTOR shall indemnify and hold harmless OWNER and their consultants, agents and employees from and against all claims, damages, losses and expenses, direct, indirect or consequential (including but not limited to fees and charges of engineers, architects, attorneys and other professionals and court and arbitration costs) arising out of or resulting from the perform Performance of Work, provided that any such claim, damage, loss or expense (a) is attributable to bodily injury, sickness, disease or death, or to injury to or destruction of tangible property (other than the Work itself) including the loss of use resulting there from and(b) is caused in whole or in part by any negligent act or omission of CONTRACTOR, and Subcontractor, any person or organization directly or indirectly employed by any of them to perform or furnish any of the Work or anyone for whose acts any of them may be liable, regardless of whether or not it is caused in part by a party indemnified hereunder or arises by or is imposed by Laws and Regulations regardless of the negligence of any such party. 6.4 In any and all claims against OWNER or any of their consultants, agents or employees by any employee of CONTRACTOR, any Subcontractor, any person or organization directly or indirectly employed by any of them to perform or furnish any of the Work or anyone for whose acts any of them may be liable,the indemnification obligation under paragraph 6.3 shall not be limited in any way by any limitation on the amount or type of damages, compensation or benefits payable by or for CONTRACTOR or any such Subcontractor or other person or organization under workers' or workmen's compensation acts, disability benefit acts or other employee benefit acts. Exhibit B WA Resolution 11-08 Article 7. Contract Documents 7.1 The Contract Documents which comprise the entire agreement between OWNER and CONTRACTOR concerning the Work consist of the following: Vsite location map -s/Notice to Bidders 'IS/ Instructions to Bidders o Bid Proposal (f 0,1�,pm Cj This Agreement • Pre Bid Bond • Maintenance Bonds _ • Performance Bond o Payment Bond Bidder's Requirement Indemnification `V/ Town of Westlake Proof of Liability Insurance Experience records There are no Contract Documents other than those listed above in this Article 7. Article 8. TERMINATION. 8.1 OWNER may terminate contract if CONTRACTOR persistently fails to perform the work in accordance with the Contract Documents including,but not limited to,failure to supply sufficient skilled workers, or suitable materials or equipment, or otherwise violates in any substantial way any provisions of the Contract Documents. OWNER may, after giving CONTRACTOR seven (7) days written notice and to the extent permitted by Laws and Regulations,terminate the services of CONTRACTOR, exclude CONTRACTOR from the site and take possession of the Work. Article 9. MISCELLANEOUS. 9.1 No assignment by a party hereto of any rights under or interests in the Contract Documents will be binding on another party hereto without the written consent of the party sought to be bound, and specifically but without limitation moneys that may become due and moneys that are due may Exhibit B WA Resolution 11-08 not be assigned without such consent (except to the extent that the effect of this restriction may be limited by law), and unless specifically stated to the contrary in any written consent to an assignment, no assignment will release or discharge the assignor from any duty or responsibility under the Contract Documents. OWNER and CONTRACTOR each binds itself, its partners, successors, assigns and legal representatives to the other party hereto, its partners, successors, assigns and legal representatives in respect of all covenants, agreements and obligations contained in the Contract Documents. IN WITNESS WHEREOF, OWNER and CONTRACTOR have signed three (3) copies of the Agreement. Two counterparts each have been delivered to OWNER and CONTRACTOR. All portions of the Contract Documents have been signed or identified by OWNER and CONTRACTOR. This agreement will be effective on the �� day of /�e—aei,- , 2011. OWNER: CONTRACTOR: Town of Westl e, Texa ' � By: By: F' � �'rYt�ner,�tr+r►'i�r � � ATTES ATTEST: Kelly war own Secretary Address for giving notices: Address for giving notices: 3 Village Circle, Suite 202 ?e-,-e, /,,, a,,k s- e//-� Westlake, Texas 76262 t v Ile y 1,;'& , f.� ;�'6 0 Y Y (If OWNER is a public body, attach List name of person to whose attention Resolution authorizing execution of notices are to be sent: Agreement. ) ``774 t, _3C Il/ ci L r e- ' (If CONTRACTOR is a Corporation, attach evidence of authority to sign.) Exhibit B WA Resolution 11-08 PRODUCER THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO ADDITIONAL RIGHTS UPON THE CERTIFICATE HOLDER, THIS CERTIFICATE DOES NOT AMEND,EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW INSURED COMPANIES AFFORDING COVERAGE COMPANY A COMPANY B COMPANY C COVERAGES THIS IS TO CERTIFY TO THE DIRECTOR OF PUBLIC WORKS THAT THE FOLLOWING POLICIES OF INSURANCE,SUBJECT TO THEIR TERMS,CONDITIONS AND EXCLUSIONS,HAVE BEEN ISSUED BY THE COMPANIES COVERING THE INSURED NAMED BELOW FOR THE TYPES OF OPERATIONS AND AT THE LOCATIONS DESCRIBED HEREIN- IT IS UNDERSTOOD AND AGREED THAT NONE OF THE POLICES REFERENCED HEREIN WILL BE CANCELED,CHANGED,REDUCED IN COVERAGE,OR ALLOWED TO EXPIRED WITHOUT AT LEAST THIRTY(36) DAYS ADVANCE WRITTEN NOTICE BY CERTIFIED MAIL TO THE DIRECTOR OF PUBLIC WORKS AT THE ADDRESS LISTED UNDER CERTIFICATE HOLDER BELOW. TYPE OF LIABILITY POLICY NUMBER EFFECTIVE EXPIRATION LIMITS DATE DATE GENERAL LIABILITY GENERAL AGGREGATE 5 COMM GEN LIABILITY PRODUCTS-COMPIOP AGO S CLAIMS MADE PERSONAL B ADV INJURY 5 EACH OCCURRENCE 5 FIRE DAMAGE(any one Fire) S CITY ADDITIONAL INSURED MED EXP(any one person) $ AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT $ ANY AUTO BODILY INJURY(par person) s ALL OW NED AUTOS BODILY INJURY(per accident) S SCHEDULED AUTOS PROPERTY DAMAGE 8 HIRED AUTOS NON-OWNED AUTOS CITY ADDITIONAL INSURED OA RAGE LIABILITY AUTO ONLY-EA ACCIDENT S ANY AUTO OTHER THAN AUTO ONLY: S CITY ADDITIONAL INSURED EACH ACCIDENT 0 S AGGREGATE S EXCESS LIABILITY EACH OCCURRENCE 5 UMBRELLA FORM AGGREGATE b OTHER THAN UMBR CITY ADDITIONAL INSURED WORKERS'COMPENSATION STATUTORY LIMITS EMPLOYER LIABILITY PROPRIETORIPARTNERSI EACH ACCIDENT INCLUDED EXECUTIVE OFFICER ARE: DISEASE-POLICY LIMIT 3 INCL I EXCL DISEASE-EACH EMPLOYEE $ All Risk Builder's Risk CITY NAMED INSURED OTHER ..ENDORSEMENTS: .(PLEAB E_CHECK MARKWHtC.:.ENDOiRS)=MENTS:HAVF BEENrATTACHEDT0-7HESEiPOUCIEST..'5. Prem"sseslOperations ProdudslCompl,Operations CO 26G3'Amended Aggregate Limit of Insurance per Project' Indelxndera Contractor Blank CnnvHod Harmless Ownef1Contractod Protective Explosion,Collapse d Underground Damage(XCU) OCCURRENCE POLICY Extended Bodily Injury Broad Form PD Personal Injury,with employment exclusion deleted ADDITIONAL INSURED CERnFICATE:,HOLDERI ANCE THE TOWN OF WESTLAKE has been named an additional insured by an endorsement to the Should any of the above described policies be canceled coverages, other than Workers' Compensation and Employers' Liability, listed herein with before the expiration date thereof,the issuing company will regard to the Insured's activities under this project and all premiums arising from the snail at least thirty (30) days advance written notice to the coverages herein shall be the responsibility of the Insured. certificate holder by certified mail. . - CONTRACTUALLUBIUTY ,. .., .... - . .. ... -SSGNATUREi: Subject to policy terms,conditions and exclusions,specific Contractual Liability coverage is provided as follows: AUlhOfl2ed Representative 0 Only for liability assumed by the Insured under its Contract with the Town of Westlake for the operations described herein. n All Contracts between the insured and the Town of Westlake ,.ACKNOWLEDGEMENT. On this day of 199_ personally appeared an authorized representative of (name of producer)known to me to be the person whose name is subscribed to the foregoing instrument and acknowledged to me that he/she executed the same For the purpose of proving that the insured is covered by the policies of insurance indicated above. [SEAL] Notary Public in and for the State cf My Commission Expires Note: Similar form may be used. Exhibit B WA Resolution 11-08 EXPERIENCE RECORD List of projects bidder has successfully completed: Amount of Date Name and Address Contract Award Type of Work Accepted of Owner 000 Cowlne, Qc .'c e- %, i, 7001 G , ry 'R45 Oak'5i 4--�n ov to r 105'000 ly 1 .11 0*", lor P f List of projects bidder is now engaged in completing: `'� 1vi, 7"x Amount of Date Name and Address Contract Award Type of Work Accepted of Owner ` S a ► 1"3 b f C%a 2 p, Oc - r 1, r)o � ,%f aFFr Joy roc,✓ I. c 4// --$e: iAV 3C f �s r47e r I�PI - 1.sgy Ngir 57-. SaL,-hAle List of Surety Bonds in force on the above uncompleted work: Amount of Amount of Name of Surety Contract Award Bond Company Acknowledgment on next page must be filled in, Exhibit B WA Resolution 11-08 // EXPERIENCE RECORD CONTINUED leav,ell4E C j a partner Submitted by: z J f��" an individual �J ,y/ corporation with principal office at Z d d t�rr t � S J" l/t' �1,`�/ at` 1/C) TO BE FILLED IN BY CORPORATION TO BE FILLED IN BY PARTNERSHIPS: Date Incorporated 3 30` 7 co S Date Formed Under the Laws of /-t r State whether partnership is (State) general limited or associated. Executive Officer L162 Ve e- List of Members: State of County of i f - r , being duly sworn, deposes and says that he is the of (Title) (Name of Organization) and that the answers to the foregoing questions on the attached forms and all statements herein are true and correct; that the experience record is made a part of this affidavit as through written in full herein, and all statements and answers to questions given in the above mentioned experience record are true and correct. (Signature) Sworn to before me this f SA- day of _ 2011. /VA': /W'e�n Notary Public My Commission Expires: (0 (Seal) CYMA 0 AWN my Car"cci"Ewhs Octt+w 22,2014 Exhibit B WA Resolution 11-08 General Provisions CLEAN-UP DESCRIPTION 1. The Contractor shall perform such clean-up work as is deemed necessary by the Town. 2. The work shall at all times present a neat and orderly appearance, including all construction machinery, equipment, and surplus materials. 3. The Contractor is required by the Town ordinance to use Trinity Waste for all waste disposal containers used on the project. SOLID WASTE DISPOSAL DESCRIPTION 1. The Contractor shall dispose of all waste at a Texas Department of Health(TDH) approved landfill. 2. A list of all landfills having a TDH permit is available at the Arlington Office of TDH. The North Central Texas Council of Governments (NCTCOG) has prepared, for sale, a list of all landfills in the NCTCOG region. The D/FW landfill is listed in the telephone book "Yellow Pages". 3. Alternately, the Contractor may arrange with a Commercial waste firm to simply supply a roll-off bin for disposal purposes. Several private regional landfills are available in the NCTCOG area. The contractor shall determine which method best fits the project requirements. Exhibit B WA Resolution 11-08