Mesa Linking Agreement
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Page 1 of 35
Ennis-Flint, Inc.
Contract #2020047 (Groups 1, 2, 3)
AGREEMENT PURSUANT TO SOLICITATION
CITY OF MESA AGREEMENT 2020047
PAVEMENT MARKING MATERIALS AND TRAFFIC PAINT
CITY OF MESA, Arizona (“City”)
Department Name
City of Mesa – Purchasing Division
Mailing Address
P.O. Box 1466
Mesa, AZ 85211-1466
Delivery Address
20 East Main St, Suite 400
Mesa, AZ 85201
Attention
Brandy Andersen, CPPB, MPA
Procurement Officer
E-Mail
Brandy.Andersen@MesaAZ.gov
Telephone
(480) 644-6426
Facsimile
(480) 644-2655
AND
ENNIS-FLINT, INC, (“Contractor”)
Mailing Address
4161 Piedmont Pkwy Suite 370
Greensboro, NC 27410
Remit to Address
4161 Piedmont Pkwy Suite 370
Greensboro, NC 27410
Attention
Cindy Salay
E-Mail
CSalay@EnnisFlint.com
Telephone
800-331-8118
Facsimile
336-218-6746
Page 2 of 35
Ennis-Flint, Inc.
Contract #2020047 (Groups 1, 2, 3)
CITY OF MESA AGREEMENT PURSUANT TO SOLICITATION
This agreement pursuant to solicitation (“Agreement”) is entered into this 2nd day of December 2019, by
and between the City of Mesa, Arizona, an Arizona municipal corporation (“City”), and Ennis-Flint, Inc, a(n)
North Carolina company (“Contractor”). The City and Contractor are each a “Party” to the Agreement or
together are “Parties” to the Agreement.
RECITALS
A.
The City issued solicitation number 2020047 (“Solicitation”) for PAVEMENT MARKING
MATERIALS AND TRAFFIC PAINT, to which Contractor provided a response (“Response”); and
B.
The City Selected Contractor’s Response as being in the best interest of the City and wishes to
engage Contractor in providing the services/materials described in the Solicitation and Response.
In consideration of the reciprocal promises contained in the Agreement, and for other valuable and good
consideration, which the Parties acknowledge the receipt and sufficiency of, the Parties agree to the
following Terms & Conditions.
TERMS & CONDITIONS
1.
Term. This Agreement is for a term beginning on December 3, 2019 and ending on December 2,
2022. The use of the word “Term” in the Agreement includes the aforementioned period as well as
any applicable extensions or renewals in accordance with this Section 1.
1.1
Renewals. On the mutual written agreement of the Parties, the Term may be renewed up
to a maximum of two (2) years. Any renewal(s) will be a continuation of the same terms
and conditions as in effect immediately prior to the expiration of the then-current term.
1.2
Extension for Procurement Processes. Upon the expiration of the Term of this
Agreement, including any renewals permitted herein, at the City’s sole discretion this
Agreement may be extended on a month-to-month basis for a maximum of six (6) months
to allow for the City’s procurement processes in the selection of a vendor to provide the
services/materials provided under this Agreement. The City will notify the Contractor in
writing of its intent to extend the Agreement at least thirty (30) calendar days prior to the
expiration of the Term. Any extension under this Subsection 1.2 will be a continuation of
the same terms and conditions as in effect immediately prior to the expiration of the then-
current term.
1.3
Delivery. Delivery will be made to the location(s) contained in the Scope of Work within 30
days after receipt of an order.
2.
Scope of Work. The Contractor will provide the necessary staff, services and associated
resources to provide the City with the services, materials, and obligations attached to this
Agreement as Exhibit A (“Scope of Work”) Contractor will be responsible for all costs and expenses
incurred by Contractor that are incident to the performance of the Scope of Work unless otherwise
stated in Exhibit A. Contractor will supply all equipment and instrumentalities necessary to perform
the Scope of Work. If set forth in Exhibit A, the City will provide Contractor’s personnel with
adequate workspace and such other related facilities as may be required by Contractor to carry out
the Scope of Work.
The Agreement is based on the Solicitation and Response which are hereby incorporated by
reference into the Agreement as if written out and included herein. In addition to the requirements
specifically set forth in the Scope of Work, the Parties acknowledge and agree that the Contractor
will perform in accordance with all terms, conditions, specifications and other requirements set forth
within the Solicitation and Response unless modified herein.
Page 3 of 35
Ennis-Flint, Inc.
Contract #2020047 (Groups 1, 2, 3)
3.
Orders. Orders be placed with the Contractor by either a: (i) Purchase Order when for a one-time
purchase; (ii) Notice to Proceed, or (iii) Delivery Order off of a Master Agreement for Requirement
Contract where multiple as-needed orders will be placed with the Contractor. The City may use
the Internet to communicate with Contractor and to place orders as permitted under this Agreement
4.
Document Order of Precedence. In the event of any inconsistency between the terms of the
body of the Agreement, the Exhibits, the Solicitation, and Response, the language of the
documents will control in the following order.
a.
Agreement
b.
Exhibits
1. Mesa Standard Terms & Conditions
2. Scope of Work
3. Other Exhibits not listed above
c.
Solicitation including any addenda
d.
Contractor Response
5.
Payment.
5.1
General. Subject to the provisions of the Agreement, the City will pay Contractor the
sum(s) described in Exhibit B (“Pricing”) in consideration of Contractor’s performance of
the Scope of Work during the Term.
5.2
Prices. All pricing will be firm for the Term and all extensions or renewals of the Term
except where otherwise provided in this Agreement, and include all costs of the Contractor
providing the materials/service including transportation, insurance and warranty costs. No
fuel surcharges will be accepted unless allowed in this Agreement. The City will not be
invoiced at prices higher than those stated in the Agreement.
The Contractor further agrees that any reductions in the price of the materials or services
covered by this Agreement will apply to the undelivered balance. The Contractor will
promptly notify the City of such price reductions.
No price modifications will be accepted without proper request by the Contractor and
response by the City’s Purchasing Division.
5.3
Price Adjustment. Any requests for reasonable price adjustments must be submitted in
accordance with this Section 5.3. Requests for adjustment in cost of labor and/or materials
must be supported by appropriate documentation. There is no guarantee the City will
accept a price adjustment therefore Contractor should be prepared for the Pricing to be
firm over the Term of the Agreement. The City is only willing to entertain price adjustments
based on an increase to Contractor’s actual expenses or other reasonable adjustment in
providing the services/materials under the Agreement. If the City agrees to the adjusted
price terms, the City will issue written approval of the change.
During the sixty (60) day period prior to Contract term expiration date of the Agreement,
the Contractor may submit a written request to the City to allow an increase to the prices
in an amount not to exceed the twelve (12) month change in the Producer Price Index for
Thermoplastic resins and plastics materials #06621201 (Group 1) and Producer Price
Index for Special purpose coatings, including all marine coatings and traffic marking
paints #06210301, Not Seasonally Adjusted as published by the U.S. Department of
Labor, Bureau of Labor Statistics (http://www.bls.gov/ppi/home.htm). The City will review
the request for adjustment and respond in writing; such response and approval will not be
unreasonably withheld.
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Ennis-Flint, Inc.
Contract #2020047 (Groups 1, 2, 3)
5.4
Renewal and Extension Pricing. Any extension of the Agreement will be at the same
pricing as the initial Term. If the Agreement is renewed in accordance with Section 1,
pricing may be adjusted for amounts other than inflation that represent actual costs to the
Contractor based on the mutual agreement of the parties. The Contractor may submit a
request for a price adjustment along with appropriate supporting documentation
demonstrating the cost to the Contractor. Renewal prices will be firm for the term of the
renewal period and may be adjusted thereafter as outlined in the previous section. There
is no guarantee the City will accept a price adjustment.
5.5
Invoices. Payment will be made to Contractor following the City’s receipt of a properly
completed invoice. No terms set forth in any invoice, purchase order or similar document
issued by Contractor will be deemed accepted by the City; the terms of the contractual
relationship between the Parties are as set forth in this Agreement. Any issues regarding
billing or invoicing must be directed to the City Department/Division requesting the service
or material from the Contractor. A properly completed invoice should contain, at a
minimum, all of the following:
a. Contractor name, address, and contact information;
b. City billing information;
c. City contract number as listed on the first page of the Agreement;
d. Invoice number and date;
e. Payment terms;
f.
Date of service or delivery;
g. Description of materials or services provided;
h. If materials provided, the quantity delivered and pricing of each unit;
i.
Applicable Taxes; and
j.
Total amount due.
5.6
Payment of Funds. Contractor acknowledges the City may, at its option and where
available use a Procurement Card/e-Payables to make payment for orders under the
Agreement. Otherwise, payment will be through a traditional method of a check or
Electronic Funds Transfer (EFT) as available.
5.7
Disallowed Costs, Overpayment. If at any time the City determines that a cost for which
payment was made to Contractor is a disallowed cost, such as an overpayment or a charge
for materials/service not in accordance with the Agreement, the City will notify Contractor
in writing of the disallowance; such notice will state the means of correction which may be,
but is not limited to, adjustment of any future claim/invoice submitted by Contractor in the
amount of the disallowance, or to require repayment of the disallowed amount by
Contractor. Contractor will be provided with the opportunity to respond to the notice.
6.
Insurance.
6.1
Contractor must obtain and maintain at its expense throughout the term of Contractor’s
agreement, at a minimum, the types and amounts of insurance set forth in this Section 6
from insurance companies authorized to do business in the State of Arizona; the insurance
must cover the materials/service to be provided by Contractor under the Agreement. For
any insurance required under the Agreement, Contractor will name the City of Mesa, its
agents, representatives, officials, volunteers, officers, elected officials, and employees as
additional insured, as evidenced by providing either an additional insured endorsement or
proper insurance policy excerpts.
6.2
Nothing in this Section 6 limits Contractor’s responsibility to the City. The insurance
requirements herein are minimum requirements for the Agreement and in no way limit any
indemnity promise(s) contained in the Agreement.
Page 5 of 35
Ennis-Flint, Inc.
Contract #2020047 (Groups 1, 2, 3)
6.3
The City does not warrant the minimum limits contained herein are sufficient to protect
Contractor and subcontractor(s) from liabilities that might arise out of performance under
the Agreement by Contractor, its agents, representatives, employees, or subcontractor(s).
Contractor is encouraged to purchase additional insurance as Contractor determines may
be necessary.
6.4
Each insurance policy required under the Agreement must be in effect at or prior to the
execution of the Agreement and remain in effect for the term of the Agreement.
6.5
Prior to the execution of the Agreement, Contractor will provide the City with a Certificate
of Insurance (using an appropriate “ACORD” or equivalent certificate) signed by the issuer
with applicable endorsements. The City reserves the right to request additional copies of
any or all of the policies, endorsements, or notices relating thereto required under the
Agreement.
6.6
When the City requires a Certificate of Insurance to be furnished, Contractor's insurance
is primary of all other sources available. When the City is a certificate holder and/or an
additional insured, Contractor agrees no policy will expire, be canceled, or be materially
changed to affect the coverage available without advance written notice to the City.
6.7
The policies required by the Agreement must contain a waiver of transfer rights of recovery
(waiver of subrogation) against the City, its agents, representatives, officials, volunteers,
officers, elected officials, and employees for any claims arising out of the work of
Contractor.
6.8
All insurance certificates and applicable endorsements are subject to review and approval
by the City's Risk Management Division.
6.9
Types and Amounts of Insurance. Contractor must obtain and retain throughout the
term of the Agreement, at a minimum, the following:
6.9.1
Worker’s compensation insurance in accordance with the provisions of Arizona
law. If Contractor operates with no employees, Contractor must provide the City
with written proof Contractor has no employees. If employees are hired during
the course of this Agreement, Contractor must procure worker’s compensations
in accordance with Arizona law.
6.9.2
The Contractor will maintain at all times during the term of this contract, a
minimum amount of $1 million per occurrence/$2 million aggregate Commercial
General Liability insurance, including Contractual Liability. For General Liability
insurance, the City of Mesa, their agents, officials, volunteers, officers, elected
officials or employees will be named as additional insured, as evidenced by
providing an additional insured endorsement.
6.9.3
Automobile liability, bodily injury and property damage with a limit of $1 million
per occurrence including owned, hired and non-owned autos.
7.
Requirements Contract. Contractor acknowledges and agrees the Agreement is a requirements
contract; the Agreement does not guarantee any purchases will be made (minimum or maximum).
Orders will only be placed when the City identifies a need and issues a purchase order or a written
notice to proceed. The City reserves the right to cancel purchase orders or a notice to proceed
within a reasonable period of time of issuance; any such cancellation will be in writing. Should a
purchase order or notice to proceed be canceled, the City agrees to reimburse Contractor for any
actual and documented costs incurred by Contractor. The City will not reimburse Contractor for
any avoidable costs incurred after receipt of cancellation including, but not limited to, lost profits,
shipment of product, or performance of services.
Page 6 of 35
Ennis-Flint, Inc.
Contract #2020047 (Groups 1, 2, 3)
8.
Notices. All notices to be given pursuant to the Agreement will be delivered to the Contractor as
listed on Page 1 of this Agreement. Notice will be delivered pursuant to the requirements set forth
the Mesa Standard Terms and Conditions that is attached to the Agreement as Exhibit C.
9.
Representations of Contractor. To the best of Contractor’s knowledge, Contractor agrees that:
a. Contractor has no obligations, legal or otherwise, inconsistent with the terms of the Agreement
or with Contractor’s undertaking of the relationship with the City;
b. Performance of the services called for by the Agreement do not and will not violate any
applicable law, rule, regulation, or any proprietary or other right of any third party;
c. Contractor will not use in the performance of Contractor’s responsibilities under the Agreement
any proprietary information or trade secret of a former employer of its employees (other than
City, if applicable); and
d. Contractor has not entered into and will not enter into any agreement, whether oral or written,
in conflict with the Agreement.
10.
Mesa Standard Terms and Conditions. Exhibit C to the Agreement is the Mesa Standard Terms
and Conditions as modified by the Parties, which are incorporated by reference into the Agreement
as though fully set forth herein. In the event of any inconsistency between the terms of the
Agreement and the Mesa Standard Terms and Conditions, the language of the Agreement will
control. The Parties or a Party are referred to as a “party” or “parties” in the Mesa Standard Terms
and Conditions. The Term is referred to as the “term” in the Mesa Standard Terms and Conditions.
11.
Counterparts and Facsimile or Electronic Signatures. This Agreement may be executed in two
(2) or more counterparts, each of which will be deemed an original and all of which, taken together,
will constitute one agreement. A facsimile or other electronically delivered signature to the
Agreement will be deemed an original and binding upon the Party against whom enforcement is
sought.
12.
Incorporation of Recitals and Exhibits. All Recitals and Exhibits to the Agreement are hereby
incorporated by reference into the Agreement as if written out and included herein. In the event of
any inconsistency between the terms of the body of the Agreement and the Exhibits, the language
of the Agreement will control.
Exhibits to this Agreement are the following:
o
(A) Scope of Work / Technical Specifications
o
(B) Pricing
o
(C) Mesa Standard Terms and Conditions
13.
Attorneys’ Fees. The prevailing Party in any litigation arising out of the Agreement will be entitled
to the recovery of its reasonable attorney’s fees, court costs, and other litigation related costs and
fees from the other Party.
14.
Additional Acts. The Parties agree to execute promptly such other documents and to perform
such other acts as may be reasonably necessary to carry out the purpose and intent of the
Agreement.
15.
Headings. The headings of the Agreement are for reference only and will not limit or define the
meaning of any provision of the Agreement.
Page 7 of 35
Ennis-Flint, Inc.
Contract #2020047 (Groups 1, 2, 3)
RESPONDENT CERTIFICATION
Page 8 of 35
Ennis-Flint, Inc.
Contract #2020047 (Groups 1, 2, 3)
City Acceptance of Offer
The below document will be executed when Agreement is finalized and awarded.
ACCEPTANCE OF OFFER:
The offer is hereby accepted. The Contractor is now bound to sell the materials or services specified in the
Contract, including all terms and conditions, specifications, addenda, etc. This contract will henceforth be
referred to as Contract Number 2020047.
Awarded this ____ day of ______________________, 2019.
_________________________________________________
Edward Quedens, CPPO, C.P.M.
As Business Services Director
REVIEWED BY:
By:
Brandy Andersen, CPPB, MPA
12/3/19
Digitally signed by Edward Quedens
DN: cn=Edward Quedens, o=Ctiy of Mesa, Arizona, ou=Business
Services, email=ed.quedens@mesaaz.gov, c=US
Date: 2019.12.03 15:46:57 -07'00'
Adobe Acrobat version: 2019.021.20049
Page 9 of 35
Ennis-Flint, Inc.
Contract #2020047 (Groups 1, 2, 3)
EXHIBIT A
SCOPE OF WORK
1.
SCOPE OF WORK: This contract is for the purchase of pavement marking materials and traffic
paint for use by the Traffic Operations group of the Transportation Department. Materials are being
separated by type and will be solicited in the following groups:
•
Group 1: Preformed Thermoplastic Markings
•
Group 2: Waterborne Traffic Paint
•
Group 3: Alkyd Extrude Thermoplastic
The City will place orders intermittently throughout the contract period for all groups. Quantities
mentioned herein are approximate only and the City reserves the right to increase or decrease the
amounts as circumstances may require. No guarantee is made to the exact quantities of items to
be ordered. Every attempt will be made to place orders in bulk to reduce shipping costs.
Products offered must meet or exceed specifications as set forth in this bid.
The link for the American Society for Testing and Materials is provided for your reference:
http://www.astm.org/
2.
AWARD: Ennis-Flint is awarded Groups 1,2,3.
3.
ORDERING AND DELIVERY: Materials will be ordered on an as needed basis by the City of Mesa
Traffic Operations Striping Group.
•
Any changes to an order must be in writing.
•
Oral instructions made by City employees regarding written instructions concerning
drawings, colors or quantities will not be binding. Contractor will rely solely and
exclusively on the instructions contained in original orders, order updates and
attached documents that have been emailed or faxed directly.
3.1
Delivery Requirements: All material will be palletized (as necessary) in a fashion so as to
prevent damage in transit or storage to the finished units. Contractor will include updated
Material Safety Data sheets with the shipped product(s).
3.1.1
Materials that are not received in good order will be replaced by the Contractor at
no additional cost to the City.
3.1.2
Deliveries will not exceed thirty (30) days after receipt of an order, or date of
specific delivery request.
3.1.3
Delivery will only be accepted between the hours of 7:00 a.m. and 3:00 p.m.,
Monday through Thursday. Deliveries will not be accepted on City of Mesa
observed holidays. Contractor will notify the City at (480) 644-4565 twenty- four
(24) hours prior to an expected delivery. All items will be shipped FOB destination
freight prepaid and allowed to the City and deliveries will be made to:
City of Mesa Striping Shop
6935 E. Decatur
Mesa, AZ 85207
3.1.4
Shipping packages will be marked with the following information:
Page 10 of 35
Ennis-Flint, Inc.
Contract #2020047 (Groups 1, 2, 3)
•
Contractor Name
•
Brand Name
•
Color
•
Part Number and Description
•
Date of Manufacture
4.
INVOICING INSTRUCTIONS: Contractor is required to issue and deliver invoices and monthly
statements. All invoices will include the following information to ensure prompt payment:
a) Department Name (Transportation)
b) Department Number (F350)
c) A valid Purchasing Authorization Number (Master Agreement – MA, Delivery Order – DO,
Purchase Order – PO, Service Contract – SC or Contract – CT)
All three (3) items above should be obtained from City Representative when the order is placed.
A City employee signature accompanied by the Employee ID number is required on all delivery
tickets/slips at City yards to ensure proper receipt of goods.
Failure to comply with the above may result in delayed payment or non-payment of deliveries if City
staff cannot determine where the delivery was made.
Invoices will state the current retail price and contract price to be paid.
Invoices will either be mailed to:
City of Mesa
F350 – Transportation – MS2000
PO Box 1466
Mesa, AZ 85211-1466
Or electronic invoices will be emailed to:
TransportationInvoices@MesaAZ.gov
Page 11 of 35
Ennis-Flint, Inc.
Contract #2020047 (Groups 1, 2, 3)
TECHNICAL SPECIFICATIONS
GROUP 1: PREFORMED THERMOPLASTIC MARKINGS
1.1
Material Requirements:
1.1.1
The preformed pavement markings must be a resilient white and yellow product with
uniformly distributed glass beads throughout the entire cross-sectional area. Lines,
legends, and symbols are to be capable of being affixed to asphalt and concrete
pavements by the use of normal heat from a propane type of torch.
1.1.2
The markings must be capable of conforming to pavement contours, breaks, and faults
through the action of traffic at normal pavement temperatures. The markings will have
resealing characteristics, including the capability of fusing with itself and previously applied
thermoplastic when heated with a torch.
1.1.3
The markings must be able to be applied with no minimum ambient or surface temperature
requirements.
1.1.4
Materials must be composed of a modified ester rosin, aggregates, pigments, binders, and
glass beads which have been factory produced as a finish product, which will be designed
to meet the requirements of the latest edition of the Manual on Uniform Traffic Control
Devices for Streets and Highways (MUTCD) http://mutcd.fhwa.dot.gov/. The thermoplastic
material will also conform to American Association of State Highway and Transportation
Officials (AASHTO) http://www.transportation.org, designation M249 Specifications for
White and Yellow Reflective Thermoplastic – Solid form, with the exception of the relevant
differences for the material being supplied in a performed state.
1.1.5
New pavement markings will have a uniform adequate nighttime retro-reflectivity when
installed. The pavement markings will have an average minimum retro-reflectivity of three
hundred fifty (350) millicandelas for white and two hundred (200) millicandelas for yellow
with an 88.76 degree entrance angle and a 1.05 degree observation angle.
1.2
Graded Glass Beads:
The material must contain a minimum of thirty (30) percent graded glass beads by weight and be
uniformly distributed throughout the material. The beads will be clear and transparent and will not
consist of more than twenty (20) percent of irregular fused spheroids, or silica. The index of
refraction will not be less than 1.50. Test for roundness will conform to American Society for
Testing and Materials, ASTMD-1155 Standard Test Method for Roundness of Glass Spheres
requirements or latest revisions thereof. The material will be supplied with factory applied surface
beads at a rate of one (1) pound per ten (10) square feet. The surface beads will have a minimum
roundness of ninety (90%) percent and refractive index of 1.50.
1.3
Pigments:
1.3.1
White: Sufficient titanium dioxide pigment will be used to ensure a color equivalent to
Federal Highway White, Docket No. FHWA-99-6190 Table 5 and Table 6 as revised and
corrected. http://mutcd.fhwa.dot.gov/kno-colorspec.htm.
1.3.2
Yellow: Sufficient yellow pigment will be used to ensure a color equivalent to Federal
Highway Yellow, Docket No. FHWA-99-6190 Table 5 and Table 6 as revised and corrected.
The yellow and pigment must be of organic origin only and contain no lead chromate.
1.3.3
Other Colors: Must use organic pigments and be heavy metal free.
Page 12 of 35
Ennis-Flint, Inc.
Contract #2020047 (Groups 1, 2, 3)
1.4
Skid Resistance:
The surface of the material must provide a minimum resistance value of forty-five (45) British
Pendulum (Tester) Number (PBN) with properly applied and embedded surface beads when tested
according to ASTM E-303 Standard Test Method for Measuring Surface Frictional Properties.
1.5
Dimensions:
1.5.1
The material must be supplied at a minimum thickness of ninety (90) mils or one hundred
twenty-five (125) mils, as ordered. The thickness measurement will exclude the top surface
beads.
1.5.2
The material must be as sized in the Federal Highway Administration (FHWA)
https://www.fhwa.dot.gov/, Standard sizes as shown in the Manual on Uniform Traffic
Control Devices (MUTCD).
1.6
Environmental Resistance:
The material must be designed for use in heavy traffic locations where maximum wear and tear is
present and resistant to deterioration due to exposure to sunlight, water, oil, gasoline, salt or
adverse weather conditions.
1.7
Application:
1.7.1
Asphalt: The materials will be applied using a propane torch method recommended by the
manufacturer. The material must be able to be applied with no preheating of the pavement
to a specific temperature. The pavement will be clean, dry and free of debris. Supplier
must enclose application instructions with each box/ package shipped.
1.7.2
Portland Cement Concrete: The materials will be applied using the same procedure as
stated above using a compatible primer sealer before material is installed to ensure proper
adhesion. Compatible primer sealer will be available through the Contractor.
1.8
Warranty:
There will be a minimum two (2) year guarantee/non-prorated warranty on workmanship, material
and durability under normal urban traffic conditions from date of delivery. Product will have a one
(1) year shelf life with no degradation in performance from date of delivery.
1.9
Satisfactory Performance Life:
All supplied preformed, heat-fused thermoplastic material will be considered as providing
satisfactory performance life if they do not deteriorate due to natural or environmental causes within
their material warranty period as herein specified.
Unsatisfactory performance conditions will be cause for immediate material rejections and
replacement at no cost to the City. Consistent unsatisfactory performance may be grounds for
nonuse or cancellation of all or a portion of the contract. Unsatisfactory performance conditions
include, but are not limited to, the display of the following:
•
Bubbles, wrinkles, ripples, peeling, cracks or breaks on any portion of the applied material
greater than 1’’ x 1’’ inches in dimension. This requirement does not apply regarding minor
defects around edges or other imperfection in the material due to failure of the asphalt or
concrete substrate.
•
Any shrinkage
•
Significant visible delamination from the substrate
Page 13 of 35
Ennis-Flint, Inc.
Contract #2020047 (Groups 1, 2, 3)
•
Significant discoloration, including clouding or chalking of the surface.
•
Loss of nighttime retro-reflectivity as observed at night under headlights and/or objective
measures as based on this specification and other nationally accepted standards and
practices (including FHWA’s minimum retro-reflective guidelines) will be used by the City
to judge satisfactory performance
Page 14 of 35
Ennis-Flint, Inc.
Contract #2020047 (Groups 1, 2, 3)
TECHNICAL SPECIFICATIONS
GROUP 2: WATERBORNE TRAFFIC PAINT
1.1
Material Testing Submittals:
Contractor may be required to submit, as requested, verified testing results of materials. At the
City’s request, Contractor may also be required to supply batch samples of materials to the City
for the City to perform independent testing at its own expense. The City elects to perform
independent testing; the Department or its representative may perform any or all of the following
verification steps:
•
Sample raw materials and finished paint in accordance with these specifications
•
Test raw materials and finished paint in accordance
•
Inspect the manufacturing process
•
Take samples after the manufacturer makes final adjustments to the batch to establish or
verify performance
In case of variance to Contractor supplied testing results, the City’s tests will govern.
1.2
Quality control and Production Procedures:
The producer is responsible for ensuring that the proposed raw materials and manufacturing
procedure produce a product meeting the specification requirements. Contractor is required to
maintain and may be required to submit evidence of the following plant-specific written quality
control and production procedures to ensure product compliance with these specifications:
•
Procedures for verification of raw material quality
•
Batching procedures for ensuring mixing/batching operations are producing homogenous
traffic paint in accordance with the material specification.
•
Quality control procedures for verification of Departmental material requirements
•
Procedures for handling material failing to meet specification requirements
•
Procedures for handling, storage, and shipment of finished traffic paint
•
List of designated on-site quality control personnel with copies of their qualifications and a
detailed description of their quality control-related experience as related to the inspection
duties listed above
1.3
Documentation: Contractor will maintain the following documentation, with a minimum of one (1)
year retention, available upon request to the Department.
•
All quality control data for the raw materials used in the manufacture of supplied traffic paint
•
All quality control data for each batch produced
•
Shipping invoices for delivery of City traffic paint
1.4.
Raw Materials:
1.4.1
Substitutions:
The exact brands and types of raw materials used in the Standard are listed to facilitate
the selection of materials equal in quality, composition, and physical and chemical behavior
after aging in the finished product.
1.4.2
Specifications:
All materials required to meet federal, ASTM, or Department Specifications must meet the
latest specifications in effect on the date of the Request for Bids.
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Ennis-Flint, Inc.
Contract #2020047 (Groups 1, 2, 3)
1.4.3 Approved Pigments:
•
Titanium Dioxide—ASTM D 476, Type II V, VI, VII
•
Yellow Pigment—As specified in Table 1
•
Calcium Carbonate—ASTM D 1199, Type GC, Grade I, with minimum 95% CaCO3
•
Type PC, minimum 98% CaCO3
Table 1
Yellow Pigment
Requirements
Yellow Pigment CI 65 (Reddish Yellow)
Specific Gravity
1.40 to 1.76
Oil Absorption
20 to 30%
Moisture
0.5% Max
Pigment Retained on #325 Sieve
0.1% Max
C.I. Number
11740
Heat Stability
266°F Min
1.4.4 Approved Acrylic Resin Emulsions:
• Dow Fastrack HD-21
• Arkema DT-400
Acrylic resin emulsions must meet the requirements listed in Table 2
Table 2
Acrylic Resin Emulsions
Requirement
Solids Content, %
48.5–51.5
Viscosity, #2 Spindle, 60 RPM, 25°C, cps
250 Max
pH
10.0–10.6
Film Appearance, 3 mil dry
Smooth, clear, continuous
1.5
Finished Paint:
1.5.1
Requirements
• Total Percent Solids — 77% +/- 2%
• Total White pigment per gallon — 7.4 to 8.7 pounds
• Total Yellow pigment per gallon — 7.4 to 8.1 pounds
• Grind ASTM D 1210, Standard Test Method for Fineness of Dispersion of Pigment-
Vehicle Systems by Hegman-Type Gage— 3 minimum, 5 maximum
• Viscosity—80–90 KU 77 +/- 1, ASTM D 562, Standard Test Method for Consistency of
Paints Measuring Krebs Unit (KU) Viscosity Using a Stormer-Type Viscometer
• pH—9.6 minimum
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Ennis-Flint, Inc.
Contract #2020047 (Groups 1, 2, 3)
• Skinning—none within 48 hr.
• Dry Time to No-Pick-Up, per ASTM D 711, Standard Test Method for No-Pick-Up Time of
Traffic Paint (no Beads) — 10 min. max.
• Film Appearance—a 15 mil drawdown must exhibit a uniform film appearance with no
apparent cracking
• Directional Reflectance, ASTM E1347 Standard Test Method for Color and Color-
Difference Measurement by Tristimulus Colorimetry Reflectance, for the white paint will
be a Minimum of 85. Reflectance for the yellow paint may range from 42 to 59, inclusive
• V.O.C. Less than 150 grams/liter
• Dry Time to a no-track condition in five minutes or less when the line is crossed over in a
passing maneuver with a standard-sized automobile when applied at a 15 mils wet film
thickness in the field at ambient temperatures of 50 to 100 degrees F with a paint spray
temperature of 150 degrees F, maximum, and six to eight pounds of post-applied glass
beads per gallon of paint.
• Non-High Build Traffic Paint in white, red and black (as listed in the line items) will be
capable of meeting Arizona specifications as well as federal specification TT-P-1952E
type 1 and 2
The remainder of the paint composition will be determined by the manufacturer – within the
constraints of the requirements above. No glass beads or sand will be permitted in the paint
formulations. In addition to being essentially lead and chromium-free, the paint will not contain any
hazardous materials at levels that would cause the paint (when dry) to be classified as a hazardous
waste.
1.5.2
Filling Instructions:
•
Buckets must be filled at 4.95 gal., by weight, with a water float of 0.05 gal.
•
Bulk containers must be filled to the proper target weight of the tote. The target weight is
determined by the following formula: (Final Fill Volume - Float) X (Weight per Gallon of
the specific paint being packaged). The pH of the float water must be between 10.0 and
10.5.
1.6
Shipped Products:
It will be the manufacturer’s responsibility to produce a pigmented waterborne traffic paint
containing the necessary: co-solvents, dispersants, preservatives, wetting agents and all other
additives so that the paint will retain its viscosity, stability and all other properties as specified
herein.
The finished product must maintain a minimum shelf life of one (1) year from date of receipt,
provided the product is stored in a shelter or out of direct sunlight and freezing temperatures.
Ordered paint will be no more than ninety (90) days old (based on date of manufacture) upon
delivery.
The paint, as received, will show no evidence of biological growth, corrosion of the container, or
hard setting. The paint will be returned to a smooth and homogenous consistency, which is free
from: gel structures, persistent foam or air bubbles – using only hand mixing. Settled pigment will
be easily re-dispersed, with a minimum of resistance to the sideways manual motion of the paddle
across the bottom of the container. If the paint cannot be easily re-dispersed, due to excessive
pigment settlement or any other cause, then the paint will be considered unfit for use. Contractor
will be responsible for all costs and transportation charges incurred in replacing paint that is unfit
for use.
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Ennis-Flint, Inc.
Contract #2020047 (Groups 1, 2, 3)
1.7
Containers and Markings:
Contractor will ship the finish products in suitable, strong, well-sealed containers that meet
specifications and federal requirements and are sufficiently sturdy to withstand normal shipping
and handling. All shipping containers must comply with Code of Federal Regulations, Title 49 and
all other applicable Federal and State Regulations governing their use. The containers and lids
must be lined with a suitable coating so as to prevent attack by the paint or agents in the airspace
above the paint. The lining must not come off the container or lid as skins. Lids with bungholes
will not be used. All containers will be properly sealed with suitable gaskets and will show no
evidence of leakage and will remain in a satisfactory condition for a period of twelve (12) months
after delivery. Contractor will be held responsible for replacing containers unfit for use and will be
responsible for all costs and transportation charges incurred in replacing paint and containers. All
containers will be palletized, banded for shipment and packaged so that all items can be safely
handled by a forklift truck for the ease of unloading the containers. Supplier will accept return of
empty barrels and totes at the City’s facility with no additional charge to the City. A tote deposit
may not be charged.
1.7.1
Bucket Requirements: Contractor will provide new non-leaking five (5) gallon high-density
polyethylene (HDPE) buckets conforming to UN 1H2.
1.7.2
Bulk Container Requirements: When 946-liter (250-gal.) bulk containers are specified, they
will be an industry standard type bulk paint container that meets all of the following
requirements:
• Tank volumes are estimated, and Contractor will allow a 19-liter headspace for expansion
of the paint
• Top openings; 46 cm diameter manhole and 15 cm diameter fill cap/viewport
• Bottom outlet; 5 cm I.D. full flow non-restrictive valve with outlet guard
• Outlet to have 'Ever-Tite' or compatible quick coupler
• Capable of being stacked two (2) high when full
• Capable of being lifted by forklift when full
• Top of tank will be equipped with one (1) vacuum relief valve and one (1) pressure relief
valve
1.7.3
Markings: Contractor will label the finished product containers and cases with a durable
label, legibly printed with the following:
• “City of Mesa”
• Name and designation of the product
• Requisition Number
• Batch Number
• Manufacturing date (month and year)
• Gross Weight
• Manufacturer’s Name
Contractor will label the sides of containers and cases. Labels must be sufficiently moisture
resistant to withstand outdoor storage for a minimum of one (1) year.
After palletizing the finished product, Contractor will place the containers with the labels
facing to the outside for easy identification. Once properly labeled, do not modify or change
the label in any manner without specific approval.
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Ennis-Flint, Inc.
Contract #2020047 (Groups 1, 2, 3)
1.8
Hazardous Materials:
For all items that involve hazardous materials:
Contractor will furnish updated Material Safety Data Sheets on all chemicals and hazardous
materials specifying the generic and trade name of product, product specification, and full hazard
information, including receiving and storage hazards. Instructions, special equipment needed for
handing, information on approved containers, and instructions for the disposal of the material are
also required.
The MSDS, instructions and information required must be included with each shipment under the
contract and will comply with OSHA’s Hazard Communication Standard 29 CFR § 1910.1200.
All products are to conform to the Federal Clean Air Act Amendment of 1990. Volatile Organic
Content will be below 150 grams per liter. All products are free of lead, chrome and other heavy or
toxic metals. Consult MSDS for additional safety and regulatory information.
Page 19 of 35
Ennis-Flint, Inc.
Contract #2020047 (Groups 1, 2, 3)
TECHNICAL SPECIFICATIONS
GROUP 3: ALKYD EXTRUDE THERMOPLASTIC
The thermoplastic material will be either white or yellow colored alkyd binder formulation, which
is compatible for the gravity, feed contact extrusion equipment, and application methods used by
the City's striping crews.
The bulk thermoplastic will be supplied on pallets consisting of stacked individual 50-pound bags
of free-flowing powder/granular material. All shipments of materials will be in containers and
prepared in such a manner that they conform to the applicable federal, state and local
requirements as well as those specified herein.
Once melted, the material will be applied to new and old asphaltic concrete pavement, Portland
cement concrete pavement and existing pavement markings of either thermoplastic, paint or
epoxy.
The contractor will have sufficient manufacturing and shipping capacity to meet the City’s needs.
If a supplier cannot meet these needs in a timely fashion, the City reserves the right to obtain
material from other sources. If the thermoplastics supplied does not perform as required, the City
has the right to suspend the use of those thermoplastic products and obtain similar products from
alternative sources. Additionally, if this non-performance results in loss of time to a Department's
striping crew or other tangible harm that is directly related to the defective thermoplastic product
supplies, the Department may have the right to pursue other remedies as stated in the Standard
Terms & Conditions.
The thermoplastic material specified and supplied on this contract will be referred to as the
"Arizona Maintenance Standard" (AZ Maint Std) formulations. The requirements for this material
differ from that specified in the State of Arizona's Standard Specifications for Road and Bridge
Construction" -"Section 704 - Thermoplastic Pavement Markings".
1.1
Material Requirements:
The thermoplastic material will consist of a 100% sold mixture of heat stable resins, white, or
yellow pigment, inter-mixed glass beads, filler, and other materials in granular form specifically
compounded for reflectorized pavement markings to be applied to the pavement in a molten state
via a hand cart extrusion or gravity fed method. The drop-on glass beads will be dropped onto the
surface of the white and yellow molten material immediately after it has been extruded onto the
pavement surface.
The characteristics of the liquified material will be such that complete and even coverage of
specified width and thickness as a line, legend or symbol is provided by the required application
method and rate. Upon cooling to normal pavement temperature, this material will produce an
adherent reflectorized pavement marking capable of resisting deformation and wear in the
roadway.
The white colored alkyd thermoplastic formulation will be used for symbols, legends and
transverse lines, including stop bars and crosswalks where vehicles typically stop, wait,
accelerate and turn. Therefore, the thermoplastic material used to make these pavement
markings will be subjected to constant wheel loading and vehicle drippings (oils, fuel, antifreeze,
hydraulic fluid, etc.). Combining these factors with Arizona’s hot desert climate presents an
extremely harsh environment for pavement markings. The thermoplastic formulation supplied will
be configured to account for these factors so the markings, if properly applied at thicknesses from
75 to 125 mils, have the ability to have durable and proper function for at least 12 months or
Page 20 of 35
Ennis-Flint, Inc.
Contract #2020047 (Groups 1, 2, 3)
longer on any roadway or pavement surface. All thermoplastic will be warranted to perform as
such if they are properly applied by the City in the field.
If the thermoplastics supplied do not perform as required, the City has the right to suspend the
use of those thermoplastic products and obtain similar products from alternative sources.
Both the white and yellow thermoplastic material will also be used for reflectorized lane, edge,
storage, cross hatch and gore line applications. The yellow will be used for school crosswalks and
channelization lines.
1.2
Composition:
The thermoplastic composition will conform to the following requirements:
Percent by Weight
White
Yellow
Binder (alkyd)
18-28
18-28
10% White Pigment
10 min
N/A
Yellow Pigment
N/A
N/A
Intermix Beads
30-40
30-40
Calcium Carbonate Filler
*Note 1
(*Note (1) The maximum percentages for calcium carbonate filler are as follows for the 8% white
it is 44%, for the 10% white it is 42%, and for the yellow it is 48%. Other than these maximums,
the exact amount of calcium carbonate filler used will be at the option of the manufacturer
providing that all other requirements are met).
The ingredients of the thermoplastic composition will be thoroughly mixed and in a free flowing
granular form. The material will readily liquify when heated in a melting apparatus into a uniform
solution. This solution, when at the recommended application temperature, will have the proper
viscosity so it flows uniformly in a manner, which allows it to be properly handled and applied.
Additionally, the solution will be free from all skins, dirt, lumps, foreign objects or any other
ingredient which would cause bleeding, staining, blotting, ripping, discoloration, or deformation
when applied to a surface through an extrusion die of any make or model.
The thermoplastic will have an alkyd binder system. The alkyd binder system will consist of a
mixture of synthetic resins, at least one of which is solid at room temperature and high boiling
point plasticizers. At least one-third (1/3) of the binder composition and no less than eight (8) %
by weight of the entire material formulation will be solid maleic-modified glycerol ester resin. The
alkyd binder will not contain any petroleum-based hydrocarbon resins.
All compositional elements of the thermoplastic formulation will be known to be compatible in
terms of the initial and long-term performance. This means that no element will be used and/or
changed without sufficient data that verifies its compatibility as a part of a durable extrudable
thermoplastic formulation. Typically, it is necessary to conduct field application and durability tests
(e.g., AASHTO-NTPEP or similar controlled test), to establish and verify a new element's function
and performance abilities in a formulation.
The thermoplastic will be free of contaminates that are not a part of the formulation that would
cause the thermoplastic not to function properly. The formulation will be readily meltable and
extrudable at the manufacturer's specified temperatures.
All items will be manufactured in such a manner that they are consistent in formulation, function,
performance and color from order to order.
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Ennis-Flint, Inc.
Contract #2020047 (Groups 1, 2, 3)
1.2.1
Pre-Mix (or Inter-Mix) Glass Beads: The inter-mix glass beads will be uniformly distributed
in the thermoplastic mix and will remain that way when the bag is melted properly agitated
and applied as a pavement marking.
The inter-mix glass beads will conform to AASHTO M247 Type 1 requirements it is the
manufacturer's option to use or not use bead coating for the inter-mix glass beads.
1.2.2
Filler: The filler will be a white calcium carbonate or equivalent inert filler with a
compressive strength of at least 5,000 pounds per square inch.
1.2.3
White Pigment: The white pigment will be titanium dioxide and will conform to the
requirements of ASTM D-476 for Type II (92 percent).
1.2.4
Yellow Pigment: The yellow pigment will be heat resistant and lead free. The amount
above the specified minimum) and type of yellow pigment will be at the option of the
manufacturer provided that the material is able to conform to all color requirements in a
stable and durable fashion herein.
1.3
Physical Characteristic of the Composition: The thermoplastic material will not give off fumes that
are toxic, injurious or require specialized breathing apparatus when heated to the temperature
range specified by the manufacturer for application. The material will remain stable when held for
four (4) hours at this temperature, or when subjected to four (4) reheatings, not exceeding a total
of four (4) hours after cooling to ambient temperature. The temperature viscosity characteristics
of the plastic material will remain constant throughout the reheatings and will show like
characteristics from batch to batch. There will be no obvious change in color of the thermoplastic
material as a result of reheating, and the color of the material will not vary from batch to batch.
1.3.1
Color: The thermoplastic material, after heating for four hours +/- five minutes at 425 +/-
3 degrees F and cooled to 77 +/- 3 degrees F, will meet the following:
• White - daylight reflectance (Y) at 45 degrees - 0 degrees will be 70 percent minimum.
The color will match within the tolerances of Federal Test Standard Number 595, color
chip no 17925 visually and per the equivalent colorimetry.
• Yellow - daylight reflectance (Y) at 45 degrees - 0 degrees will be 43 percent minimum.
The color will match within the tolerances of Federal Test Standard Number 595, color
chip no 13538 visually and per the equivalent colorimetry.
The values given above are at CIE Illuminating angle of 45 degrees and viewing (or
detector) angle of zero degrees from a horizontal plane (the surface of the material to be
measured).
No drop-on glass beads will be applied to the sample that is to be measured. The surface
of the test samples will be fairly even and smooth with a uniform appearance over the
area to be measured.
Verification of the color requirements herein specified can be determined using test
methods and/or practices designated in AASHTO Designation T 250 Standard Method of
Test for Thermoplastic Traffic Line Material (ref ASTM E 1347 - Standard Test Method
for ColorDifference Measurement by Tristimulus (Filter) Colorimetry), the City's Test
Method or an adaptation of these methods using a spectrophotometer with a CIE
standard observer (1931 2 degree or 1964 10 degree at 5nm intervals) and standard
illuminate 065 (Ref ASTM E 1164 Standard Practice for Obtaining Spectrophotometric
Data for Object-Color Evaluation & ASTM E 308 Practice for Computing the Colors of
Objects by Using the CIE System).
1.3.2
Retro reflectance: If properly applied with a drop-on glass bead rate of ten pounds per
100 square feet of either ADOT Standard (Per Subsection 708-2 02 of the Standard
Specifications) or AASHTO M247-81, Type 1 glass beads of all the white and yellow
thermoplastic materials supplied will have the following minimum coefficient of retro
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Ennis-Flint, Inc.
Contract #2020047 (Groups 1, 2, 3)
reflected luminance values (retro reflectrometer) 14 to 30 days after application to the
roadway surface.
Product Color
Retro Reflectance
White
175
Yellow
100
The units of retro reflectance are millicandelas per square meter per lux. The retro
reflectometer will have an 86.5 degrees entrance angle and a 1.5 degrees observation
angle. All measurements should be made in the direction of traffic.
Compliance with the retro reflectance requirements will be based on a random number
of measurements that are taken at representative portions of the applied pavement
marking. The City will determine the exact sample locations and number of
measurements to be taken. However, the following general criteria will apply:
• For transverse lines two measurements are to be taken per lane (one-wheel patch and
center of the lane) for which the line crosses (up to a maximum of 20 measurements),
• For continuous longitudinal lines a minimum of 20 reading will be taken per line. The
spacing of these measurements are to be roughly at the start, midpoint and end point
for the line being measured. The minimum distance between any one measurement
should be three feet,
• For longitudinal lane (or skip) lines a total of two readings per lane line are to be taken
with a minimum number of ten lane lines to be sampled. The spacing of the lines to be
sampled should be at the start, midpoint and end point in the area to be measured. The
minimum distance between the two measurements should be two feet, and
• For symbol and legends three measurements should be taken on each individual
symbol (arrow) or legend letter. The location of the measurements should be near the
top, midpoint and bottom of the symbol or legend
• For lines, if 15% of the measurements are below the required minimum then the line
segment is to be considered acceptable if no other failure factors (e g discoloration,
loss of adhesion, etc.) are involved. For the legends and symbols the average of the
three readings should be above the minimum required value for it to be considered
acceptable.
1.3.3
Softening Point: After heating the thermoplastic material for four hours +/- five minutes at
425 +/- 3 degrees F and testing in accordance with ASTM D36, the thermoplastic
materials will have a softening point of 215 +/- 15 degrees F.
1.3.4
Water Absorption and Specific Gravity: The thermoplastic material will not exceed 0.5
percent by weight of retained water when tested in accordance with the requirements of
ASTM D 570.
The specific gravity of the material, as determined by Section 11 of AASHTO T 250, will
be between 1.85 and 2.3.
1.3.5
Impact Resistance: After heating the thermoplastic material for four hours +/- five minutes
at 425 +/- 3 degrees F, and forming test specimens, the impact resistance will be not less
than 10-inch pounds when tested in accordance with Section 9 of AASHTO T 250.
1.3.6
Bond Strength: After heating the thermoplastic material for four hours +/- five minutes at
425 +/- 3 degrees F, the bond strength to Portland cement concrete will be not less than
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Ennis-Flint, Inc.
Contract #2020047 (Groups 1, 2, 3)
180 pounds per square inch. The bond strength will be determined in accordance with
the procedures specified in Section 7 of AASHTO T 250.
1.3.7
Abrasion Resistance: The maximum loss of thermoplastic material during the abrasion
resistance test herein specified will be 0.5 grams. The abrasion resistance of the
thermoplastic material will be determined by forming a representative lot of the material
at a thickness of 0.125 inch on a four inch square monel panel (thickness 0.050 +/- 0.001
inch), on which a suitable primer has been previously applied, and subjecting it to 200
revolutions on a Taber Abraser at 25 degrees C, using H-22 calibrated wheels weighted
to 250 grams. The wearing surface will be kept wet with distilled water throughout the
test.
1.3.8
Cracking Resistance a Low Temperature: After heating the thermoplastic material for four
hours +/- five minutes at 425 +/- 3 degrees F, applying to concrete blocks, and cooling to
15 +/- 3 degrees F, the material will show no cracks when observed from a distance
exceeding 12 inches. Testing for low temperature crack resistance will be in accordance
with the procedures specified in Section 8 of AASHTO T 250.
1.3.9
Flow Ability: After heating the thermoplastic material for four hours +/- five minutes at 425
+/- 3 degrees F and testing for flow ability in accordance with Section 6 of AASHTO T
250, the white thermoplastic will have a maximum percent residue of 18 and the yellow
thermoplastic will have maximum percent residue of 21.
1.3.10 Yellowness Index: The white thermoplastic material will not exceed a yellowness index
0.12 when tested in accordance with Section 4 of AASHTO T 250.
1.3.11 Flow Ability (Extended Heating): After heating the thermoplastic material for eight +/- ½
hours at 425 +/- 3 degrees F with stirring the last six hours, and testing for flow ability in
accordance with Section 12 of AASHTO T 250, the thermoplastic will have a maximum
percent residue of 28.
1.3.12 Flash Point: The thermoplastic material will have a flash point not less than 475 degrees
F when tested in accordance with the requirements of ASTM D92.
1.3.13 Dry Time: The drying time of the hot applied thermoplastic will be defined as the minimum
elapsed time, after application, when the thermoplastic will have and will retain the
characteristics required herein and after which normal traffic will leave no impression or
imprint on the newly applied stripes or markings.
1.3.14 Storage Life: The materials will meet the requirements of this specification for a period of
one year form the date of manufacture. The month and year of manufacture will be clearly
marked on all packages of thermoplastic material. The thermoplastic must also melt
uniformly with no evidence of skins or un-melted particles for this one-year period. The
supplier will replace any material that does not meet these requirements at no additional
cost to the City.
1.3.15 Primer Sealer: The thermoplastic primer sealer will be especially low Volatile Organic
Compound (VOC) system that is specified formulated to enhance adhesion of hot melt
thermoplastic material to any type of roadway surface.
Primer-sealers will be used on Portland cement concrete, or existing hot mix asphaltic
concrete surfaces prior to application of the thermoplastic material and will be applied as
recommended by the thermoplastic material manufacturer. The primer-sealer will be
compounded specifically for use with the specified thermoplastic material.
Application of primer-sealer will not be required on newly placed hot-mix asphaltic
concrete surfaces prior to application of the thermoplastic material. Compatible primer
sealer will be available through the Contractor.
Page 24 of 35
Ennis-Flint, Inc.
Contract #2020047 (Groups 1, 2, 3)
1.4
Installation Characteristics of Thermoplastic Material: The thermoplastic material supplied will be
fully compatible and suitable to be placed on newly laid asphaltic pavement surfaces, micro-
sealed surfaces, chip-sealed surfaces, Portland cement concrete surfaces and surfaces that have
been previously striped with paint, thermoplastic or epoxy pavement-marking materials. The
supplier will give detailed recommendations on how the thermoplastic is to be applied on each
surface so the City can achieve its maximum durability and performance. A surface application
guide matrix should be included in the user’s manual furnished as a part of this contract.
1.5
Packaging: All packaging of thermoplastic material will be clearly marked to identify the color of the
contents, the binder type (alkyd), formulation type (extrude), summary of use instructions,
health/safety information, manufacturer's name/contact information, specification requirement ("AZ
Maint. Std"), batch number (traceable code) and date of manufacture. All containers are to be
marked as necessary per the applicable Hazardous Material Identification System, National Fire
Protection Association (NFPA) and any other applicable federal requirements.
Each pallet will be neatly packed, thoroughly/securely wrapped and clearly marked with its
destination and contents. The exterior of each pallet will display a pocket that includes material
use instructions and all applicable MSDS.
• Granular Material: The granular material will be contained in 50-pound bags that are made
of a packaging material designed to be placed directly into the melting kettle and assimilated
into the melting mixture without adversely affecting the properties of the extruded
thermoplastic material. The packaging material will be of sufficient durability to require no
special handling or protection during shipping or storage indoors or outdoors.
• Primer Sealer: The liquid primer sealer will be contained in resealable metal or plastic five
gallon pails. Each pail will have a hinged handle with a plastic hand guar
Page 25 of 35
Ennis-Flint, Inc.
Contract #2020047 (Groups 1, 2, 3)
EXHIBIT B
PRICING
Page 26 of 35
Ennis-Flint, Inc.
Contract #2020047 (Groups 1, 2, 3)
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Ennis-Flint, Inc.
Contract #2020047 (Groups 1, 2, 3)
EXHIBIT C
MESA STANDARD TERMS AND CONDITIONS
1.
INDEPENDENT CONTRACTOR. It is expressly understood that the relationship of Contractor to
the City will be that of an independent contractor. Contractor and all persons employed by
Contractor, either directly or indirectly, are Contractor’s employees, not City employees.
Accordingly, Contractor and Contractor’s employees are not entitled to any benefits provided to
City employees including, but not limited to, health benefits, enrollment in a retirement system, paid
time off or other rights afforded City employees. Contractor employees will not be regarded as City
employees or agents for any purpose, including the payment of unemployment or workers’
compensation. If any Contractor employees or subcontractors assert a claim for wages or other
employment benefits against the City, Contractor will defend, indemnify and hold harmless the City
from all such claims.
2.
SUBCONTRACTING. Contractor may not subcontract work under this Agreement without the
express written permission of the City. If Contractor has received authorization to subcontract work,
it is agreed that all subcontractors performing work under the Agreement must comply with its
provisions. Further, all agreements between Contractor and its subcontractors must provide that
the terms and conditions of this Agreement be incorporated therein.
3.
ASSIGNMENT. This Agreement may not be assigned, either in whole or in part, without first
receiving the City’s written consent. Any attempted assignment, either in whole or in part, without
such consent will be null and void and in such event the City will have the right, at its option, to
terminate the Agreement. No granting of consent to any assignment will relieve Contractor from
any of its obligations and liabilities under the Agreement.
4.
SUCCESSORS AND ASSIGNS, BINDING EFFECT. This Agreement will be binding upon and
inure to the benefit of the parties and their respective permitted successors and assigns.
5.
NO THIRD-PARTY BENEFICIARIES. This Agreement is intended for the exclusive benefit of the
parties. Nothing set forth in this Agreement is intended to create, or will create, any benefits, rights,
or responsibilities in any third parties.
6.
NON-EXCLUSIVITY. The City, in its sole discretion, reserves the right to request the materials or
services set forth herein from other sources when deemed necessary and appropriate. No
exclusive rights are encompassed through this Agreement.
7.
AMENDMENTS. There will be no oral changes to this Agreement. This Agreement can only be
modified in a writing signed by both parties. No charge for extra work or material will be allowed
unless approved in writing, in advance, by the City and Contractor.
8.
TIME OF THE ESSENCE. Time is of the essence to the performance of the parties’ obligations
under this Agreement.
9.
COMPLIANCE WITH APPLICABLE LAWS.
a. General. Contractor must procure all permits/licenses and pay all charges and fees necessary
and incidental to the lawful conduct of business. Contractor must stay fully informed of existing
and future federal, state, and local laws, ordinances, and regulations that in any manner affect
the fulfillment of this Agreement and must comply with the same at its own expense. Contractor
bears full responsibility for training, safety, and providing necessary equipment for all
Contractor personnel to achieve compliance throughout the term of the Agreement. Upon
request, Contractor will demonstrate to the City's satisfaction any programs, procedures, and
other activities used to ensure compliance.
b. Drug-Free Workplace. Contractor is hereby advised that the City has adopted a policy
establishing a drug-free workplace for itself and those doing business with the City to ensure
the safety and health of all persons working on City contracts and projects. Contractor will
require a drug-free workplace for all Contractor personnel working under this Agreement.
Specifically, all Contractor personnel who are working under this Agreement must be notified
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Ennis-Flint, Inc.
Contract #2020047 (Groups 1, 2, 3)
in writing by Contractor that they are prohibited from the manufacture, distribution,
dispensation, possession, or unlawful use of a controlled substance in the workplace.
Contractor agrees to prohibit the use of intoxicating substances by all Contractor personnel
and will ensure that Contractor personnel do not use or possess illegal drugs while in the course
of performing their duties.
c. Federal and State Immigration Laws. Contractor agrees to comply with the Immigration
Reform and Control Act of 1986 (IRCA) in performance under this Agreement and to permit the
City and its agents to inspect applicable personnel records to verify such compliance as
permitted by law. Contractor will ensure and keep appropriate records to demonstrate that all
Contractor personnel have a legal right to live and work in the United States.
i.
As applicable to Contractor, under the provisions of A.R.S. § 41-4401, Contractor hereby
warrants to the City that Contractor and each of its subcontractors will comply with, and
are contractually obligated to comply with, all federal immigration laws and regulations that
relate to their employees and A.R.S. § 23-214(A) (hereinafter collectively the “Contractor
Immigration Warranty”).
ii.
A breach of the Contractor Immigration Warranty will constitute a material breach of this
Agreement and will subject Contractor to penalties up to and including termination of this
Agreement at the sole discretion of the City.
iii. To ensure Contractor and its subcontractors are complying with the Contractor Immigration
Warranty, the City retains the legal right to conduct random verification of the employment
records of any Contractor or subcontractor employee who works on this Agreement,
including the inspection of the papers of such employees. Contractor agrees to assist the
City in regard to any random verification performed.
iv. Neither Contractor nor any subcontractor will be deemed to have materially breached the
Contractor Immigration Warranty if Contractor or subcontractor establishes that it has
complied with the employment verification provisions prescribed by Sections 274a and
274b of the Federal Immigration and Nationality Act and the E-Verify requirements
prescribed by A.R.S. § 23-214(A).
d. Nondiscrimination. Contractor understands and acknowledges that it is the policy of the City
of Mesa to promote non-discrimination. As such, Contractor represents and warrants that it
does not discriminate against any employee or applicant for employment or person to whom it
provides services because of race, color, national origin, age, disability, religion, sex, sexual
orientation, gender identity and expression, veterans’ status, marital status, or genetic
information, and represents and warrants that it complies with all applicable federal, state, and
local laws and executive orders regarding employment. In performance under this Agreement,
Contractor and Contractor’s personnel will comply with applicable provisions of the following
laws (as amended): Title VII of the U.S. Civil Rights Act of 1964, Section 504 of the Federal
Rehabilitation Act, the Americans with Disabilities Act (42 U.S.C. § 12101 et seq.), and any
other applicable non-discrimination laws and rules.
e. State Sponsors of Terrorism Prohibition. Per A.R.S. § 35-392, Contractor must not be in
violation of section 6(j) of the Federal Export Administration Act and subsequently prohibited
by the State of Arizona from selling goods or services to the City.
f.
Israel Boycott Divestments. In accordance with the requirements of A.R.S. § 35-393.01, if
the Agreement requires Contractor to acquire or dispose of services, supplies, information
technology or construction with a value of $100,000 or more, then, by entering into this
Agreement, Contractor certifies that it is not currently engaged in, and agrees for the duration
of the Agreement to not engage in, a boycott of goods and services from Israel.
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Ennis-Flint, Inc.
Contract #2020047 (Groups 1, 2, 3)
10.
SALES/USE TAX, OTHER TAXES.
a. Contractor is responsible for the payment of all taxes including federal, state, and local taxes
related to or arising out of Contractor’s services under this Agreement including, by way of
illustration but not limitation, federal and state income tax, Social Security tax, unemployment
insurance taxes, and any other taxes or business license fees, as required. If any taxing
authority should deem Contractor or Contractor employees an employee of the City, or should
otherwise claim the City is liable for the payment of taxes that are Contractor’s responsibility
under this Agreement, then Contractor will indemnify the City for any tax liability, interest, and
penalties imposed upon the City.
b. The City is exempt from paying certain federal excise taxes and will furnish an exemption
certificate upon request. The City is not exempt from state and local sales/use taxes.
11.
AMOUNTS DUE THE CITY. Contractor must be current and remain current in all obligations,
whether or not related to the Agreement, due to the City during the performance of services under
the Agreement. Payments to Contractor may be offset by any delinquent amounts due the City or
fees and charges owed to the City.
12.
PUBLIC RECORDS. Contractor acknowledges that the City is a public body, subject to Arizona’s
public records laws (A.R.S. § 39-121 et seq.) and any documents related to this Agreement may
be subject to disclosure pursuant to state law in response to a public records request or to
subpoena or other judicial process.
a. If Contractor believes documents related to the Agreement contain trade secrets or other
proprietary data, Contractor must have notified the City pursuant to Mesa Procurement Rules
Section 2.1 or notified the City with a notification statement specifically identifying the trade
secrets or other proprietary data that Contractor believes should remain confidential.
b. In the event the City determines it is legally required to disclose pursuant to law any documents
or information Contractor deems confidential trade secrets or proprietary data, the City, to the
extent possible, will provide Contractor with prompt written notice by certified mail, fax, email
or other method that tracks delivery status of the requirement to disclose the information so
Contractor may seek a protective order from a court having jurisdiction over the matter or obtain
other appropriate remedies. The notice will include a time period for Contractor to seek court
ordered protection or other legal remedies as deemed appropriate by Contractor. If Contractor
does not obtain such court ordered protection by the expiration of said time period, the City
may release the information without further notice to Contractor.
13.
AUDITS AND RECORDS. Contractor must preserve the records related to this Agreement for six
(6) years after completion of the Agreement. The City or its authorized agent reserves the right to
inspect any records related to the performance of work specified herein. In addition, the City may
inspect all payroll, billing or other relevant records kept by Contractor in relation to the Agreement.
Contractor will permit such inspections and audits during normal business hours and upon
reasonable notice by the City. The audit of records may occur at Contractor’s place of business or
at City offices, as determined by the City.
14.
BACKGROUND CHECK. In accordance with the City’s current background check policies, the
City may conduct criminal, driver history, and all other requested background checks of Contractor
personnel who would perform services under the Agreement who will have access to the City’s
information, data, or facilities. Any officer, employee, or agent that fails the background check must
be replaced immediately for any reasonable cause not prohibited by law.
15.
SECURITY CLEARANCE AND REMOVAL OF CONTRACTOR PERSONNEL. The City will
have final authority, based on security reasons: (i) to determine when security clearance of
Contractor personnel is required; (ii) to determine the nature of the security clearance, up to and
including fingerprinting Contractor personnel; and (iii) to determine whether any individual or entity
may provide services under this Agreement. If the City objects to any Contractor personnel for any
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Ennis-Flint, Inc.
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reasonable cause not prohibited by law, then Contractor will, upon notice from the City, remove
any such individual from performance of services under this Agreement.
16.
DEFAULT.
a. A party will be in default of the Agreement if that party:
i.
Is or becomes insolvent or is a party to any voluntary bankruptcy or receivership
proceeding, makes an assignment for a creditor, or there is any similar action that affects
Contractor’s capability to perform under the Agreement;
ii.
Is the subject of a petition for involuntary bankruptcy not removed within sixty (60) calendar
days;
iii. Conducts business in an unethical manner as set forth in the City Procurement Rules
Article 7 or in an illegal manner; or
iv. Fails to carry out any term, promise, or condition of the Agreement.
b. Contractor will be in default of this Agreement if Contractor is debarred from participating in
City procurements and solicitations in accordance with Article 6 of the City’s Procurement
Rules.
c. Notice and Opportunity to Cure. In the event a party is in default then the other party will
provide written notice to the defaulting party of the default. The defaulting party will have thirty
(30) days from receipt of the notice to cure the default, unless the default is of a nature that it
is reasonably anticipated to affect the health, safety or welfare of the public and, in such an
event, the non-defaulting party may require a minimum seven (7) days to cure the default from
the date of receipt of the notice; the cure period may be extended by mutual agreement of the
parties, but no cure period may exceed ninety (90) days. A default notice will be deemed to be
sufficient if it is reasonably calculated to provide notice of the nature and extent of such default.
Failure of the non-defaulting party to provide notice of the default does not waive any rights
under the Agreement. Failure of the defaulting party to cure the default will entitle the non-
defaulting party to the election of remedies specific to the party as set forth in section 17 below.
d. Anticipatory Repudiation. Whenever the City in good faith has reason to question
Contractor’s intent or ability to perform, the City may demand that Contractor give a written
assurance of its intent and ability to perform. In the event demand is made and no written
assurance is given within ten (10) calendar days, the City may treat this failure as an
anticipatory repudiation of the Agreement entitling the City to terminate the Agreement in
accordance with section 17(a) below.
17.
REMEDIES. The remedies set forth in this Agreement are not exclusive. Election of one remedy
will not preclude the use of other remedies. In the event of default:
a. The non-defaulting party may terminate the Agreement, and the termination will be effective
immediately or at such other date as specified by the terminating party.
b. The City may purchase the services or materials required under the Agreement from the open
market, complete required work itself, or have it completed at the expense of Contractor. If the
cost of obtaining substitute services exceeds the contract price in the Agreement, the City may
recover the excess cost by: (i) requiring immediate reimbursement by the Contractor to the
City; (ii) deduction from an unpaid balance due to Contractor; (iii) collection against the proposal
and performance security, if any; (iv) collection against liquidated damages (if applicable); or
(v) a combination of the aforementioned remedies or other remedies as permitted by law.
Costs in this Subsection (b) include any and all, fees, and expenses incurred in obtaining
substitute services and expended in obtaining reimbursement including, but not limited to,
administrative expenses, attorneys’ fees, and costs.
c. The non-defaulting party will have all other rights granted under this Agreement and all rights
at law or in equity that may be available to it.
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Ennis-Flint, Inc.
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d. Neither party will be liable for incidental, special, or consequential damages.
18.
CONTINUATION DURING DISPUTES. Contractor agrees that during any dispute between the
parties, Contractor will continue to perform its obligations until the dispute is settled, instructed to
cease performance by the City, enjoined or prohibited by judicial action, or otherwise required or
obligated to cease performance by other provisions in this Agreement.
19.
TERMINATION FOR CONVENIENCE. The City reserves the right to terminate this Agreement, in
part or in whole, for its sole convenience upon thirty (30) calendar days’ written notice. Contractor
acknowledges that, as with any termination permitted under this Agreement, in the event of a
termination for convenience, Contractor is only entitled to payment in accordance with section 22
(Payment to Contractor Upon Termination); Contractor will not be entitled to any anticipated lost
profits had the Agreement been performed to completion.
20.
TERMINATION FOR CONFLICT OF INTEREST (A.R.S. § 38-511). Pursuant to A.R.S. § 38-511,
the City may cancel this Agreement within three (3) years after its execution, without penalty or
further obligation, if any person significantly involved in initiating, securing, drafting, or creating the
Agreement for the City becomes an employee or agent of Contractor.
21.
TERMINATION FOR NON-APPROPRIATION AND MODIFICATION FOR BUDGETARY
CONSTRAINT. The City is a governmental agency which relies upon the appropriation of funds
by its governing body to satisfy its obligations. If the City reasonably determines it does not have
funds to meet its obligations under this Agreement, the City will have the right to terminate the
Agreement without penalty on the last day of the fiscal period for which funds were legally available.
In the event of such termination, the City agrees to provide written notice of its intent to terminate
thirty (30) calendar days prior to the stated termination date.
22.
PAYMENT TO CONTRACTOR UPON TERMINATION. Upon termination of this Agreement for
any reason, Contractor will be entitled only to payments authorized under the Agreement for those
services performed or materials provided in accordance with the Agreement up to the date of
termination, and any authorized expenses already incurred up to such date of termination. The
City will make final payment within thirty (30) calendar days after the City has both completed its
appraisal of the materials and services provided and received Contractor’s properly prepared final
invoice.
23.
NON-WAIVER OF RIGHTS. There will be no waiver of any provision of this Agreement unless
approved in writing and signed by the waiving party. Failure or delay to exercise any rights or
remedies provided herein or by law or in equity, or the acceptance of, or payment for, any services
hereunder, will not release the other party of any of the warranties or other obligations of the
Agreement and will not be deemed a waiver of any such rights or remedies.
24.
INDEMNIFICATION; LIABILITY.
a. To the fullest extent permitted by law, Contractor agrees to defend, indemnify and hold
harmless the City, its elected officials, agents, representatives and employees (collectively,
including the City, “City Personnel”) from and against any and all liabilities, demands, claims,
suits, penalties, obligations, losses, damages, causes of action, fines or judgments of any kind,
including costs, attorneys’, witnesses’ and expert witnesses’ fees, and expenses incident
thereto (all of the foregoing, collectively “Claims”) imposed upon or asserted against City
Personnel by a third party relating to, arising out of or resulting from, in whole or in part: (i)
services or materials provided under this Agreement by Contractor or its officers’, agents’, or
employees’ (collectively, including Contractor, “Contractor Personnel”): (ii) negligent acts,
errors, mistakes or omissions of Contractor Personnel; or (iii) failure of Contractor Personnel
to comply with or fulfill the obligations established by this Agreement. Contractor’s
indemnification, duty to defend and hold harmless City Personnel in this Subsection (a) will
apply to all Claims against City Personnel except Claims arising solely from the negligence or
intentional acts of City Personnel.
b. The City assumes no liability for the actions of Contractor Personnel and will not indemnify or
hold Contractor Personnel or any third party harmless for Claims relating to, arising out of or
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Ennis-Flint, Inc.
Contract #2020047 (Groups 1, 2, 3)
resulting from, in whole or in part, this Agreement or use of Contractor Personnel-provided
services or materials.
25.
WARRANTY. Contractor warrants that the services and materials will conform to the requirements
of the Agreement. Additionally, Contractor warrants that all services will be performed in a good,
workman-like and professional manner. The City’s acceptance of services or materials provided
by Contractor will not relieve Contractor from its obligations under this warranty. If the City
reasonably determines any materials or services are of a substandard or unsatisfactory manner,
Contractor, at no additional charge to the City, will provide materials or redo such services until in
accordance with this Agreement and to the City’s reasonable satisfaction.
Unless otherwise agreed, Contractor warrants that materials will be new, unused, of most current
manufacture and not discontinued, will be free of defects in materials and workmanship, will be
provided in accordance with manufacturer's standard warranty for at least one (1) year unless
otherwise specified, and will perform in accordance with manufacturer's published specifications.
26.
THE CITY’S RIGHT TO RECOVER AGAINST THIRD PARTIES. Contractor will do nothing to
prejudice the City’s right to recover against third parties for any loss, destruction, or damage to City
property and will, at the City’s request and expense, furnish to the City reasonable assistance and
cooperation in obtaining recovery, including assistance in the prosecution or defense of suit and
the execution of instruments of assignment in favor of the City.
27.
NO GUARANTEE OF WORK. Contractor acknowledges and agrees: (i) it is not entitled to deliver
any specific amount of materials or services, or any materials or services at all, under this
Agreement; and (ii) the materials or services will be requested by the City on an as needed basis,
at the sole discretion of the City. Any document referencing quantities or performance frequencies
represent the City's best estimate of current requirements, but will not bind the City to purchase,
accept, or pay for materials or services which exceed its actual needs.
28.
OWNERSHIP. All deliverables, services, and information provided by Contractor or the City
pursuant to this Agreement (whether electronically or manually generated) including without
limitation, reports, test plans, and survey results, graphics, and technical tables, originally prepared
in the performance of this Agreement, are the property of the City and will not be used or released
by Contractor or any other person except with prior written permission by the City.
29.
USE OF NAME. Contractor will not use the name of the City of Mesa in any advertising or publicity
without obtaining the prior written consent of the City.
30.
PROHIBITED ACTS. Contractor acknowledges the applicability of A.R.S. § 38-504 which prohibits
a person who, within the preceding twelve (12) months, is or was a public officer or employee of
the City from representing another person (including Contractor) before the City on any matter for
which the officer or employee was directly concerned and personally participated in during their
service or employment by a substantial and material exercise of administrative discretion. Further,
while employed by the City and for two (2) years thereafter, public officers or employees are
prohibited from disclosing or using, without appropriate authorization, any confidential information
acquired by such person in the course of his or her official duties at the City.
31.
FOB DESTINATION FREIGHT PREPAID AND ALLOWED. All deliveries will be FOB destination
freight prepaid and allowed unless otherwise agreed.
32.
RISK OF LOSS. Contractor agrees to bear all risk of loss, injury, or destruction of Contractor’s
goods or equipment incidental to Contractor providing the services and materials under this
Agreement and such loss, injury, or destruction will not release Contractor from any obligation
hereunder.
33.
SAFEGUARDING CITY PROPERTY. Contractor will be responsible for any damage or loss to
City real or personal property when such property is the responsibility of or in the custody of
Contractor or its personnel.
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Ennis-Flint, Inc.
Contract #2020047 (Groups 1, 2, 3)
34.
WARRANTY OF RIGHTS. Contractor warrants it has title to, or the right to allow the City to use,
the materials and services being provided and that the City may use same without suit, trouble or
hindrance from Contractor or third parties.
35.
PROPRIETARY RIGHTS INDEMNIFICATION. Without limiting the warranty in section 34,
Contractor will without limitation and at its expense defend the City against all claims asserted by
any person that anything provided by Contractor infringes a patent, copyright, trade secret or other
intellectual property right and must, without limitation, pay the costs, damages and attorneys' fees
awarded against the City in any such action, or pay any settlement of such action or claim. Each
party agrees to notify the other promptly of any matters to which this provision may apply and to
cooperate with each other in connection with such defense or settlement. If a preliminary or final
judgment is obtained against the City’s use or operation of the items provided by Contractor
hereunder or any part thereof by reason of any alleged infringement, Contractor will, at its expense
and without limitation, either: (a) modify the item so that it becomes non-infringing; (b) procure for
the City the right to continue to use the item; (c) substitute for the infringing item other item(s) having
at least equivalent capability; or (d) refund to the City an amount equal to the price paid, less
reasonable usage, from the time of installation acceptance through cessation of use, which amount
will be calculated on a useful life not less than five (5) years, plus any additional costs the City may
incur to acquire substitute supplies or services.
36.
CONTRACT ADMINISTRATION. The contract will be administered by the applicable Purchasing
Officer and/or an authorized representative from the using department (collectively “Contractor
Administrators”); all questions regarding the Agreement will be referred to the Contract
Administrators. If authorized by the Contract Administrators, supplements or amendments may be
written to the Agreement for the addition or deletion of services. Payment will be negotiated and
determined by the Contract Administrators.
37.
FORCE MAJEURE. Failure by either party to perform its duties and obligations will be excused by
unforeseeable circumstances beyond its reasonable control, including acts of nature, acts of the
public enemy, riots, fire, explosion, legislation, and governmental regulation. The party whose
performance is so affected will, within five (5) calendar days of the unforeseeable circumstance,
notify the other party of all pertinent facts and identify the force majeure event. The party whose
performance is so affected must also take all reasonable steps, promptly and diligently, to prevent
such causes if it is feasible to do so or to minimize or eliminate the effect thereof. The delivery or
performance date will be extended for a period equal to the time lost by reason of delay, plus such
additional time as may be reasonably necessary to overcome the effect of the delay, provided
however, under no circumstances will delays caused by a force majeure extend beyond one
hundred-twenty (120) calendar days from the scheduled delivery or completion date of a task
unless agreed upon by the parties.
38.
COOPERATIVE USE OF CONTRACT. The City has entered into various cooperative purchasing
agreements with other Arizona government agencies, including the Strategic Alliance for Volume
Expenditures (SAVE) cooperative. Under the SAVE Cooperative Purchasing Agreement, any
contract may be extended for use by other municipalities, school districts and government agencies
in the State of Arizona with the approval of Contractor. Any such usage by other entities must be
in accordance with the statutes, codes, ordinances, charter and/or procurement rules and
regulations of the respective government agency.
The City currently holds or may enter into Intergovernmental Governmental Agreements (IGA) with
numerous governmental entities. These agreements allow the entities, with the approval of
Contractor, to purchase their requirements under the terms and conditions of this Agreement.
A contractor, subcontractor or vendor or any employee of a contractor, subcontractor or vendor
who is contracted to provide services on a regular basis at an individual school shall obtain a valid
fingerprint clearance card pursuant to title 41, chapter 12, article 3.1. A school district governing
board shall adopt policies to exempt a person from the requirements of this subsection if the
person's normal job duties are not likely to result in independent access to or unsupervised contact
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Ennis-Flint, Inc.
Contract #2020047 (Groups 1, 2, 3)
with pupils. A school district, its governing board members, its school council members and its
employees are exempt from civil liability for the consequences of adoption and implementation of
policies and procedures pursuant to this subsection unless the school district, its governing board
members, its school council members or its employees are guilty of gross negligence or intentional
misconduct.
Additionally, Contractor will comply with the governing body’s fingerprinting policy of each individual
school district and public entity. Contractor, subcontractors, vendors and their employees will not
provide services on school district properties until authorized by the school district.
Orders placed by other agencies and payment thereof will be the sole responsibility of that agency.
The City is not responsible for any disputes arising out of transactions made by others.
39.
FUEL CHARGES AND PRICE INCREASES. No fuel surcharges will be accepted. No price
increases will be accepted without proper request by Contractor and response by the City’s
Purchasing Division.
40.
NOTICES. All notices to be given pursuant to this Agreement must be delivered to the parties at
their respective addresses. Notices may be sent via personally delivery, certified or registered mail
with postage prepaid, overnight courier, or facsimile. If provided by personal delivery, receipt will
be deemed effective upon delivery. If sent via certified or registered mail, receipt will be deemed
effective three (3) calendar days after being deposited in the United States mail. If sent via
overnight courier, or facsimile, receipt will be deemed effective two (2) calendar days after the
sending thereof.
41.
GOVERNING LAW, FORUM. This Agreement is governed by the laws of the State of Arizona.
The exclusive forum selected for any proceeding or suit, in law or equity, arising from or incident to
this Agreement will be Maricopa County, Arizona.
42.
INTEGRATION CLAUSE. This Agreement, including all attachments and exhibits hereto,
supersede all prior oral or written agreements, if any, between the parties and constitutes the entire
agreement between the parties with respect to the work to be performed.
43.
PROVISIONS REQUIRED BY LAW. Any provision required by law to be in this Agreement is a
part of this Agreement as if fully stated herein.
44.
SEVERABILITY. If any provision of this Agreement is declared void or unenforceable, such
provision will be severed from this Agreement, which will otherwise remain in full force and effect.
The parties will negotiate diligently in good faith for such amendment(s) of this Agreement as may
be necessary to achieve the original intent of this Agreement, notwithstanding such invalidity or
unenforceability.
45.
SURVIVING PROVISIONS. Notwithstanding any completion, termination, or other expiration of
this Agreement, all provisions which, by the terms of reasonable interpretation thereof, set forth
rights and obligations that extend beyond completion, termination, or other expiration of this
Agreement, will survive and remain in full force and effect. Except as specifically provided in this
Agreement, completion, termination, or other expiration of this Agreement will not release any party
from any liability or obligation arising prior to the date of termination.
46.
A.R.S. SECTIONS 1-501 and 1-502. Pursuant to A.R.S §§ 1-501 and 1-502, any person who
applies to the City for a local public benefit (the definition of which includes a grant, contract or
loan) must demonstrate his or her lawful presence in the United States. As this Agreement is
deemed a local public benefit, if Contractor is an individual (natural) person or sole proprietorship,
Contractor agrees to sign and submit the necessary documentation to prove compliance with the
statutes if applicable.
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Ennis-Flint, Inc.
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47.
AUTHORITY. Each party hereby warrants and represents that it has full power and authority to
enter into and perform this Agreement, and that the person signing on behalf of each is properly
authorized and empowered to enter into the Agreement. Each party further acknowledges that it
has read this Agreement, understands it, and agrees to be bound by it.
48.
UNIFORM ADMINISTRATIVE REQUIREMENTS. By entering into this Agreement, the Contractor
agrees to comply with all applicable provisions of Title 2, Subtitle A, Chapter II, PART 200—
UNIFORM
ADMINISTRATIVE
REQUIREMENTS,
COST
PRINCIPLES,
AND
AUDIT
REQUIREMENTS FOR FEDERAL AWARDS contained in Title 2 C.F.R. § 200 et seq.
49.
PCI DSS Compliance. In the event any Contractor engages in payment card transactions as a
part of the services provided to the City, Contractor shall comply with the Payment Card Industry
Data Security Standards (“PCI DSS”) and any amendments or restatements of the PCI DSS during
the Term of this Agreement. Contractor accepts responsibility for the security of the City’s and/or
any customer’s credit card data in its possession, even if all or a portion of the services to City are
subcontracted to third parties.