Loading...
R2021-158 2021-08-09RESOLUTION NO. R2021-158 A Resolution of the City Council of the City of Pearland, Texas, renewing a supply contract for water meters to Badger Meter, Inc., in the estimated amount of $162,613.00, for the period of August 10, 2021 through August 9, 2022. BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF PEARLAND, TEXAS: Section 1. Pursuant to Section 252.022 (a) (7) of the Texas Local Government Code, the City may procure products that are available from only one source. Section 2. That the City Council hereby renews a supply contract with Badger Meter, Inc., in the unit price amounts reflected in Exhibit "A" attached hereto. Section 3. The City Manager or his designee is hereby authorized to execute a supply contract for water meters. PASSED, APPROVED and ADOPTED this the 9th day of August, A.D., 2021. I J VIN COLE AYOR EST: STAL N. ROAN, TRMC, CMC CI SECRETARY APPROVED AS TO FORM: 04141--- DARRIN M. COKER CITY ATTORNEY City of Pearland 3519 Liberty Drive Pearland, TX 77581 SUPPLY CONTRACT NO. S0821-04 Badger Meters - 5/8" - 4" Water Meters THIS Contract ("Contract") is entered into by and between the City of Pearland, a Texas home - rule municipal corporation ("City") and Contractor ("Contractor"), and consisting of the following parts: I. Summary of Contract Terms II. Signatures III. Standard Contractual Provisions IV. Special Terms and Conditions V. Additional Contract Attachments I. Summary of Contract Terms. Contractor: Description of Supplies: Contract Amount: Effective Date: End Date: Renewals: Resolution No/Bid No: II. Signatures CITY OF PEARLAND Badger Meters 4545 W. Brown Deer Rd. Milwaukee, WI 53223 5/8" — 4" Water Meters $162,613.00 August 11, 2021 August 10, 2022 1 Remaining R2021-158 8.10.2021 Purchas Date *Signed ba/ Date Superintendent/Manager Director Deputy/Assistant City Manager City Manager *City Contract Signature Authority: CONTRACTOR Title: Jennifer A. Awah-Manga, Assistant Secretary Date: July 26. 2021 Badger Meter, Inc. Superintendent/Manager — up to $10,000 Director - $10,001 - $30,000 City Manager/Deputy/Assistant City Manager - $30,001 + City Council Resolution over $50,000 Supply Contract Standard Form Page 1 of 6 Approved as to Legal Form 6.28.2021 III. Standard Contract Provisions WHEREAS, Contractor has bid to provide supplies ("Supplies") in response to Request for Bid/Proposal or Quote No. BMI_Pearland_070121 ("Solicitation"), which Solicitation includes the required scope of work and all specifications and which Solicitation and the Contractor's bid or proposal response, as applicable, are incorporated by reference in this Contract as Exhibits 1 and 2, respectively, as if each were fully set out here in its entirety. NOW, THEREFORE, City and Contractor agree as follows: 1. Scope. Contractor will provide Supplies in accordance with the attached Scope of Work, as detailed in Attachment A, the content of which is incorporated by reference into this Contract as if fully set out here in its entirety, and in accordance with Exhibit 2. 2. Term. This Contract is for one year, with performance commencing upon the effective date or the date of issuance of the notice to proceed issued by the Contract Administrator or the Purchasing Division, or upon the performance date listed in the notice to proceed, whichever is later. The parties may mutually extend the Term of this Contract for up to one additional one-year periods ("Option Period(s)"), provided, the parties do so by written amendment prior to the expiration of the original term or the then -current Option Period. The City's extension authorization must be executed by the City Manager or designee. 3. Compensation and Payment. This Contract is for an amount not to exceed $223,905.00, subject to approved extensions and changes. Payment will be made for Supplies completed and accepted by the City within thirty (30) days of acceptance, subject to receipt of an acceptable invoice. Contractor shall invoice no more frequently than once per month. All pricing must be in accordance with the attached Bid/Pricing Schedule, as shown in Attachment B, the content of which is incorporated, in its entirety, by reference into this Contract. Any amount not expended during the initial term or any option period may, at the City's discretion, be allocated for use in the next option period. Invoices will be emailed to the following email address with a copy provided to the Contract Administrator: City of Pearland Attn: Accounts Payable Email: accountspavable(a�pearlandtx.ciov 4. Contract Administrator. The Contract Administrator designated by the City is responsible for approval of all phases of performance and operations under this Contract, including deductions for non-performance and authorizations for payment. The City's Contract Administrator for this Contract is as follows: Name: Misty John Department: PUBLIC WORKS Phone: 281.652.1946 Email: mjohn@pearlandtx.gov 5. Insurance; Bonds. ** The cancellation clause on the Certificate of Insurance reflects the ACORD standard, and we regret that our insurer cannot modify it. However, our insurer assures us that Badger Meter will receive notice of cancellation of the policies with ample time to provide notification to the City per the bid specification. Therefore, Badger Meter will comply with the City's bid requirement to give 30 days' advanced notice of insurance cancellation if, for some unforeseen reason, we choose not to renew the policies at the levels required by the bid. (A) Before performance can begin under this Contract, the Contractor must deliver a Certificate of Insurance ("COI"), as proof of the required insurance coverages, to the Contract Administrator. A-dctittorra ly, the--001-7ntrst stdte that -the City -shall be-provided- rto- ess titan-thirty-(30)-days'-advartee itterrtiotiee-ofeamelf'atier9, -materief-ehrange-in Supply Contract Standard Form Page 2 of 6 Approved as to Legal Form 6.28.2021 JAM eeverage�-ef-tfttenfflef e-fenew--afty-of-the--pofieies- The City must be named as an Initial - See above additional insured. The City Attorney must be given copies of all insurance policies for comment ** within ten (10) days of the City Manager or his designee's written request. Insurance requirements are as stated in Attachment C, the entirety of which is incorporated by reference into this Contract. (B) I Contractor shall provide any required payment bond, performance bond, or both, prior to commencement of performance under this Agreement. The terms, conditions, and amounts of the bonds and appropriate surety information shall be included in the RFB/RFP or as may be added to Attachment C, and such content, the entirety of which, shall be incorporated into this Contract y. 6. Purchase Release Order. For multiple -release purchases of Supplies to be provided by the Contractor over a period of time, the City will exercise its right to specify time, place and quantity of Supplies to be delivered in the following manner: the authorized City department or division shall send to Contractor a purchase release order signed by an authorized agent of the department or division. The purchase release order shall refer to this Contract, and Supplies shall not be rendered until the Contractor receives the signed purchase release order. 7. Inspection and Acceptance. City may inspect all Supplies before acceptance. Any Supplies or products that are provided but not accepted by the City must be corrected or re -worked immediately at no charge to the City. If immediate correction or re -working at no charge cannot be made by the Contractor, replacement Supplies may be procured by the City on the open market and any costs incurred, including additional costs over the item's bid/proposal price, shall be paid by the Contractor within thirty (30) days of receipt of City's invoice. 8. Warranty. (A) The Contractor warrants that all products supplied under this Contract are new, quality items that are free from defects, fit for their intended purpose, and of good material and workmanship. The Contractor warrants that it has clear title to the products and that the products are free of liens or encumbrances. (B) In addition, the products purchased under this Contract shall be warranted by the Contractor or, if indicated in Attachment D by the manufacturer, for the period stated therein. Attachment D, the entirety of which, is incorporated into this Contract. 9. Quality/Quantity Adjustments. Any quantities indicated on the Bid/Pricing Schedule are estimates only and do not obligate the City to order or accept more than the City's actual requirements nor do the estimates restrict the City from ordering less than its actual needs during the term of the Contract including any Option Period. Substitutions and deviations from the City's product requirements or specifications are prohibited without the prior written approval of the Contract Administrator. 10. Non -Appropriation. The continuation of this Contract after the close of any fiscal year of the City, which fiscal year ends on September 30th annually, is subject to appropriations and budget approval specifically covering this Contract as an expenditure in said budget, and it is within the sole discretion of the City's City Council to determine whether or not to fund this Contract. The City does not represent that this budget item will be adopted, as said determination is within the City Council's sole discretion when adopting each budget. 11. Independent Contractor. Contractor shall perform all work required by this Contract as an independent contractor and will furnish such Supplies in its own manner and method, and Supply Contract Standard Form Page 3 of 6 Approved as to Legal Form 6.28.2021 under no circumstances or conditions will any agent, servant or employee of the Contractor be considered an employee of the City. 12. Amendments. This Contract may be amended or modified only in writing and executed by authorized representatives of both parties. 13. Waiver. No waiver by either party of any breach of any term or condition of this Contract waives any subsequent breach of the same. 14. Taxes. The Contractor covenants to pay payroll taxes, Medicare taxes, FICA taxes, unemployment taxes and all other applicable taxes. Upon request, the City Manager shall be provided proof of payment of these taxes within 15 days of such request. 15. Notice. Any notice required under this Contract must be given by hand delivery, or certified mail, postage prepaid, and is deemed received on the day hand -delivered or on the third day after postmark if sent by certified mail. Notice must be sent as follows: IF TO CITY: City of Pearland Attn: John Hines Title: WS Maintenance & Construction Superintendent Address: 3501 E. Orange St., Pearland, TX 77581 Phone: 281.924.8290 IF TO CONTRACTOR: Badger Meter Attn: Toby Sledge Title: Account Manager Address: 4545 W. Brown Deer Rd., Milwaukee, WI 53224 Phone: 979.571.3183 16. Liability and Indemnity. ANY PROVISION OF ANY ATTACHED CONTRACT DOCUMENT THAT LIMITS THE CONTRACTOR'S LIABILITY TO THE CITY OR RELEASES THE CONTRACTOR FROM LIABILITY TO THE CITY FOR ACTUAL OR COMPENSATORY DAMAGES, LOSS, OR COSTS ARISING FROM THE PERFORMANCE OF THIS CONTRACT OR THAT PROVIDES FOR CONTRACTUAL INDEMNITY BY ONE PARTY TO THE OTHER PARTY TO THIS CONTRACT IS NOT APPLICABLE OR EFFECTIVE UNDER THIS CONTRACT. EXCEPT WHERE AN ADDITIONAL CONTRACT DOCUMENT PROVIDED BY THE CITY PROVIDES OTHERWISE, EACH PARTY TO THIS CONTRACT IS RESPONSIBLE FOR DEFENDING AGAINST AND LIABLE FOR PAYING ANY CLAIM, SUIT, OR JUDGMENT FOR DAMAGES, LOSS, OR COSTS ARISING FROM THAT PARTY'S NEGLIGENT ACTS OR OMISSIONS IN THE PERFORMANCE OF THIS CONTRACT IN ACCORDANCE WITH APPLICABLE LAW. THIS PROVISION DOES NOT AFFECT THE RIGHT OF EITHER PARTY TO THIS CONTRACT WHO IS SUED BY A THIRD PARTY FOR ACTS OR OMISSIONS ARISING FROM THIS CONTRACT TO BRING IN THE OTHER PARTY TO THIS CONTRACT AS A THIRD - PARTY DEFENDANT AS ALLOWED BY LAW. 17. Dispute Resolution Procedures. The Contractor and City desire an expeditious means to resolve any disputes that may arise between them regarding this Contract. If either party disputes any matter relating to this Contract, the parties agree to try in good faith, before Supply Contract Standard Form Page 4 of 6 Approved as to Legal Form 6.28.2021 bringing any legal action, to settle the dispute by submitting the matter to mediation before a third party who will be selected by agreement of the parties. The parties will each pay one-half of the mediator's fees. 18. Attorney's Fees. Should either party to this Contract bring suit against the other party for breach of contract or for any other cause relating to this Contract, neither party will seek or be entitled to an award of attorney's fees or other costs relating to the suit. 19. Termination. (A) City Termination for Convenience. Under this paragraph, the City may terminate this Contract during its term at any time for the City's own convenience where the Contractor is not in default by giving written notice to Contractor. If the City terminates this Contract under this paragraph, the City will pay the Contractor for all Supplies provided in accordance with this Contract to the date of termination. (B) Termination for Default. Either party to this Contract may terminate this Contract as provided in this paragraph if the other party fails to comply with its terms. The party alleging the default shall provide the other party notice of the default in writing citing the terms of the Contract that have been breached and what action the defaulting party must take to cure the default. If the party in default fails to cure the default as specified in the notice, the party giving the notice of default may terminate this Contract by written notice to the other party, specifying the date of termination. Termination of this Contract pursuant to this paragraph does not affect the right of either party to seek remedies for breach of the Contract as allowed by law, including any damages or costs suffered by either party. 20. Owner's Manual and Preventative Maintenance. Contractor agrees to provide a copy of the owner's manual and/or preventative maintenance guidelines or instructions if available for any equipment purchased by the City pursuant to this Contract. Contractor must provide such documentation upon delivery of such equipment and prior to receipt of the final payment by the City. 21. Limitation of Liability. The City's maximum liability under this Contract is limited to the total amount of compensation listed in this Contract. In no event shall the City be liable for incidental, consequential or special damages. 22. Assignment. No assignment of this Contract by the Contractor, or of any right or interest contained herein, is effective unless the City Manager first gives written consent to such assignment. The performance of this Contract by the Contractor is of the essence of this Contract, and the City Manager's right to withhold consent to such assignment is within the sole discretion of the City Manager on any ground whatsoever. 23. Severability. Each provision of this Contract is considered to be severable and, if, for any reason, any provision or part of this Contract is determined to be invalid and contrary to applicable law, such invalidity shall not impair the operation of nor affect those portions of this Contract that are valid, but this Contract shall be construed and enforced in all respects as if the invalid or unenforceable provision or part had been omitted. 24. Order of Precedence. In the event of any conflicts or inconsistencies between this Contract, its attachments, and exhibits, such conflicts and inconsistencies will be resolved by reference to the documents in the following order of priority: A. this Contract (excluding attachments and exhibits); Supply Contract Standard Form Page 5 of 6 Approved as to Legal Form 6.28.2021 B. its attachments; C. the bid solicitation document including any addenda (Exhibit 1); then, D. the Contractor's bid response (Exhibit 2). 25. Certificate of Interested Parties. Contractor agrees to comply with Texas Government Code Section 2252.908, as it may be amended, and to complete Form 1295 "Certificate of Interested Parties" as part of this Contract if required by said statute for items approved by City Council. 26. Governing Law. Contractor agrees to comply with all federal, Texas, and City laws in the performance of this Contract. The applicable law for any legal disputes arising out of this Contract is the law of the State of Texas, and such form and venue for such disputes is the appropriate district, county, or justice court in and for Brazoria County, Texas. 27. H.B. 89. In accordance with Chapter 2270 of the Texas Government Code, the signatory executing this contract on behalf of company verifies that the company does not boycott Israel and will not boycott Israel during the term of this contract. This clause is subject to companies with ten or more full time employees and the contract value is $100,000 or more that is to be paid wholly or partially with public funds of the governmental entity. 28. Public Information Act Requirements. This paragraph applies only to agreements that have a stated expenditure of at least $1,000,000 or that result in the expenditure of at least $1,000,000 by the City. The requirements of Subchapter J, Chapter 552, Government Code, regarding certain entities requirement to provide contracting information to governmental bodies in connection with a public information request, may apply to this contract and the Contractor agrees that the contract can be terminated if the Contractor knowingly or intentionally fails to comply with a requirement of that subchapter. 29. Entire Contract. This Contract constitutes the entire agreement between the parties concerning the subject matter of this Contract and supersedes all prior negotiations, arrangements, agreements, and understandings, either oral or written, between the parties. IV. Special Terms and Conditions. None V. Additional Contract Documents Attached and Incorporated by Reference: Attachment A: Scope of Work Attachment B: Bid/Pricing Schedule Attachment C: Insurance and Bond Requirements Attachment D: Warranty Requirements Incorporated by Reference Only: Exhibit 1: RFB/RFP/Quote No. #BM Pearland 070121 Exhibit 2: Contractor's Bid/Proposal Response Supply Contract Standard Form Page 6 of 6 Approved as to Legal Form 6.28.2021 ATTACHMENT A — SCOPE OF WORK Contractor shall provide 5/ 8" - 4" water meters with Itron connection per the specifications of Quote #BM_Pearland_070121, to the City of Pearland Public Works facility located at 3501 E. Orange St., Pearland, TX 77581. Material will be ordered on a as needed basis. All deliveries shall be made during the hours of 7am-5pm, Monday through Friday with the exception of City recognized holidays. Deliveries shall be completed and quality checked by the supplier. The City will not accept any damaged items. All shipping is included in the cost of the item. ATTACHMENT B - BID/PRICING SCHEDULE QTY PRODUCT DESCRIPTION UNIT PRICE AMOUNT 500 E-Series Ultrasonic Meter, 5/8 x 3/4", Brz , Itron connector $ 149.00 $ 74,500.00 5 E-Series Ultrasonic Meter, 3/4", Brz or SS, Itron connector $ 165.00 $ 825.00 300 . E-Series Ultrasonic Meter, 1", Brz or SS, Itron connector $ 193.00 $ 57,900.00 50 E-Series Ultrasonic Meter, 1 1/2", Brz or SS, Itron connector $ 448.00 $ 22,400.00 50 E-Series Ultrasonic Meter, 2", Brz or SS, Itron connector $ 613.00 $ 30,650.00 5 . E-Series Ultrasonic Meter, 3" x 12", Bronze, Itron connector $ 1,684.00 $ 8,420.00 5 E-Series Ultrasonic Meter, 3" x 17", Bronze, Itron connector $ 1,712.00 $ 8,560.00 5 E-Series Ultrasonic Meter, 4" x 14", Bronze, Itron connector $ 2,051.00 $ 10,255.00 5 E-Series Ultrasonic Meter, 4" x 20", Bronze, Itron connector $ 2,079.00 $ 10,395.00 ATTACHMENT C — INSURANCE REQUIREMENTS Contractors performing work on City property or public right-of-way for the City of Pearland shall provide the City a certificate of insurance or a copy of their insurance policy(s) evidencing the coverages and coverage provisions identified herein. Contractors shall provide the City evidence that all subcontractors performing work on the project have the same types and amounts of coverages as required herein or that the subcontractors are included under the contractor's policy. All insurance companies and coverages must be authorized by the Texas Department of Insurance to transact business in the State of Texas and must be acceptable to the City of Pearland. Listed below are the types and amounts of insurances required. The City reserves the right to amend or require additional types and amounts of coverages or provisions depending on the nature of the work. Type of Insurance Amount of Insurance Provisions 1. Workers' Compensation Employers' Liability Statutory Limits $100,000 per occurrence City to be provided a WAIVER OF SUBROGATION and 30-day notice of cancellation or material change in coverage. 2. Commercial General (Public) Liability to include coverage for: a) Premises/Operations b) Products/Completed Operations c) Independent Contractors d) Personal Injury e) Contractual Liability Personal Injury - $1,000,000 per person; Property Damage - $1,000,000 per occurrence; General Aggregate - $1,000,000 City to be listed as additional insured and provided 30-day notice of cancellation or material change in coverage. 3. Business Auto Liability to include coverage for: a) Owned/Leased vehicles b) Non -owned vehicles c) Hired vehicles Combined Single Limit - $1,000,000 City shall be provided 30-day notice of cancellation or material change in coverage. Certificate of Insurance forms may be sent to Purchasing Department. ATTACHMENT D - WARRANTY See Attached Badger Meter PRODUCTS E-Series® Ultrasonic Meter Lead -Free Bronze Alloy Meters, 3, 4 inch This warranty shall apply to all Badger Meter E-Series® Ultrasonic lead-free meters, sizes 3 inch and 4 inch, when used to measure potable cold water, and the internal encoder and battery used with these meters (collectively"Product"), sold on or after June 3, 2020. This warranty is not transferable and is extended only to utilities, municipalities, other commercial users and authorized distributors, hereafter referred to as "Customer" and does NOT apply to consumers or any person or entity who is not an original customer of Badger Meter or its authorized distributors. MATERIALS AND WORKMANSHIP Badger Meter, Inc. ("Badger Meter") warrants Product to be free from defects in materials and workmanship appearing within the following time frames. Housing Ten (10) years and six (6) months after shipment from Badger Meter. Electronics (Battery, Registration, Transducer) Ten (10) years and six (6) months after shipment from Badger Meter. Pressure Sensor Five (5) years and six (6) months after shipment from Badger Meter. METER ACCURACY The Product will meet or exceed all applicable specifications outlined in AWWA Standard C715 in addition to meeting meter accuracy of ±1.5% for the published ranges set forth in Badger Meter's current published product data sheet for ten (10) years from the date of shipment from Badger Meter. EXTENDED LOW -FLOW METER ACCURACY Badger Meter further warrants the Product will meet extended minimum test flow accuracy of ± 3% for the published ranges set forth in Badger Meter's current published data sheet for ten (10) years from date of shipment from Badger Meter. ESM-WR-02779-EN-04 (June 2020) PRODUCT RETURNS Any Product proved to the satisfaction of Badger Meter to have failed the foregoing warranties will, at the option of Badger Meter, be repaired or replaced without charge to the Customer. Any eligible Product repaired or replaced by Badger Meter will retain the original Product's warranty based on the original Product purchase date, at Badger Meter's sole discretion. The Badger Meter obligation hereunder shall be limited to such repair and replacement and shall be conditioned upon Badger Meter receiving written notice of any alleged defect within ten (10) days after its discovery.This exclusive remedy shall not be deemed to have failed its essential purpose so long as Badger Meter is willing and able to replace defective products or issue a credit to purchaser within a reasonable time of proof to Badger Meter that a defect is involved. Product returns must be shipped by the Customer prepaid F.O.B. to the nearest Badger Meter factory or distribution center. The Customer shall be responsible for all direct and indirect costs associated with removing the original Product and reinstalling the repaired or replacement Product. LIMITS OF LIABILITY This warranty shall not apply to Product repaired or altered by parties other than Badger Meter, or read by equipment not explicitly approved or licensed by Badger Meter.The foregoing warranty applies only to the extent that the Product is installed, serviced and operated strictly in accordance with AWWA Standard C715 and AWWA M6 Manual, as applicable.The warranty shall not apply and shall be void with respect to Product exposed to conditions other than those detailed in the Badger Meter Product technical and/or operational literature, or which, as determined at Badger Meter's sole discretion, have affected the ability of the Product to perform, including, but not limited to: exposure to adverse installation conditions; misuse; vandalism; negligence; accident; acts of God; alteration; improper installation, operation or repair; damage from passage of high-speed air slugs; damage by water quality conditions, including but not limited to: aggressive water, foreign matter, biofilms, or extreme corrosivity; damage caused by actions not in accordance with the intended use; or other circumstances which are beyond the reasonable control of Badger Meter, as determined at Badger Meter's sole discretion. With respect to product not manufactured by Badger Meter, the warranty obligations of Badger Meter shall in all respects conform and be limited to the warranty extended to Badger Meter by the supplier of product. THE FOREGOING WARRANTIES ARE EXCLUSIVE AND IN LIEU OF ALL OTHER EXPRESS AND IMPLIED WARRANTIES WHATSOEVER, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE (except warranties ofTitle). Warranty E-Series® Ultrasonic Meter, Lead -Free Bronze Alloy Meters, 3,4 inch Any description of Product, whether in writing or made orally by Badger Meter or its agents, specifications, samples, models, bulletins, drawings, diagrams, engineering sheets, or similar materials used in connection with any Customer's order are for the sole purpose of identifying Product and shall not be construed as an express warranty. Any suggestions by Badger Meter or its agents regarding use, application or suitability of Product shall not be construed as an express warranty unless confirmed to be such in writing by Badger Meter. Exclusion of Consequential Damages and Disclaimer of Other Liability Badger Meter liability with respect to breaches of the foregoing warranty shall be limited as stated therein. Badger Meter liability shall in no event exceed the contract price. BADGER METER SHALL NOT BE SUBJECTTO AND DISCLAIMS: (1) ANY OTHER OBLIGATIONS OR LIABILITIES ARISING OUT OF BREACH OF CONTRACT OR OF WARRANTY (2) ANY OBLIGATIONS WHATSOEVER ARISING FROM TORT CLAIMS (INCLUDING NEGLIGENCE AND STRICT LIABILITY) OR ARISING UNDER OTHER THEORIES OF LAW WITH RESPECT TO PRODUCTS SOLD OR SERVICES RENDERED BY BADGER METER, OR ANY UNDERTAKINGS, ACTS OR OMISSIONS RELATING THERETO, AND (3) ALL CONSEQUENTIAL, INCIDENTAL AND CONTINGENT DAMAGES WHATSOEVER. SMART WATER IS BADGER METER E-Series is a registered trademark of Badger Meter, Inc. Other trademarks appearing in this document are the property of their respective entities. Due to continuous research, product improvements and enhancements, Badger Meter reserves the right to change product or system specifications without notice, except to the extent an outstanding contractual obligation exists. © 2020 Badger Meter, Inc. All rights reserved. www.badgermeter.com Badger Meter PRODUCTS E-Series® Ultrasonic Meter Cold Water Stainless Steel Lead -Free Meters, 1-1/2, 2 in. This warranty shall apply to all Badger Meter E-Series® Ultrasonic lead-free meters, sizes 1-1/2 in. and 2 in., when used to measure potable water and the internal register/encoder and battery used with these meters (collectively"Product"), sold on or after June 3, 2020.This warranty is not transferable and is extended only to utilities, municipalities, other commercial users and authorized distributors, hereafter referred to as"Customer"and does NOT apply to consumers or any person or entity who is not an original customer of Badger Meter or its authorized distributors. MATERIALS AND WORKMANSHIP Badger Meter, Inc. ("Badger Meter") warrants Product to be free from defects in materials and workmanship appearing within the following time frames. Lead -Free Housings Ten (10) years and six (6) months after shipment from Badger Meter. Electronics, Battery, Transducers, and Register/Encoder Supplied with the Meters Listed Herein Ten (10) years and six (6) months after shipment from Badger Meter. METER ACCURACY The Product will meet or exceed all applicable specifications outlined in AWWA Standard C715 in addition to meeting meter accuracy of ±1.5% for the published ranges set forth in Badger Meter's current published product data sheet for ten (10) years from the date of shipment from Badger Meter. EXTENDED LOW -FLOW METER ACCURACY Badger Meter further warrants the Product will meet extended minimum test flow accuracy of ±3% for the published ranges set forth in Badger Meter's current published product data sheet for ten (10) years from the date of shipment from Badger Meter. ESM-WR-00621-EN-07 (June 2020) PRODUCT RETURNS Any Product proved to the satisfaction of Badger Meter to have failed the foregoing warranties will, at the option of Badger Meter, be repaired or replaced without charge to the Customer. Any eligible Product repaired or replaced by Badger Meter will retain the original Product's warranty based on the original Product purchase date, at Badger Meter's sole discretion. The Badger Meter obligation hereunder shall be limited to such repair and replacement and shall be conditioned upon Badger Meter receiving written notice of any alleged defect within ten (10) days after its discovery. This exclusive remedy shall not be deemed to have failed its essential purpose so long as Badger Meter is willing and able to replace defective products or issue a credit to purchaser within a reasonable time of proof to Badger Meter that a defect is involved. Product returns must be shipped by the Customer prepaid F.O.B. to the nearest Badger Meter factory or distribution center. The Customer shall be responsible for all direct and indirect costs associated with removing the original Product and reinstalling the repaired or replacement Product. LIMITS OF LIABILITY This warranty shall not apply to Product repaired or altered by parties other than Badger Meter, or read by equipment not explicitly approved or licensed by Badger Meter. The foregoing warranty applies only to the extent that the Product is installed, serviced and operated strictly in accordance with AWWA Standard C715 and AWWA M6 Manual, as applicable. The warranty shall not apply and shall be void with respect to Product exposed to conditions other than those detailed in the Badger Meter Product technical and/or operational literature, or which, as determined at Badger Meter's sole discretion, have affected the ability of the Product to perform, including, but not limited to: exposure to adverse installation conditions; misuse; vandalism; negligence; accident; acts of God; alteration; improper installation, operation or repair; damage from passage of high-speed air slugs; damage by water quality conditions, including but not limited to: aggressive water, foreign matter, biofilms, or extreme corrosivity; damage caused by actions not in accordance with the intended use; or other circumstances which are beyond the reasonable control of Badger Meter, as determined at Badger Meter's sole discretion. With respect to product not manufactured by Badger Meter, the warranty obligations of Badger Meter shall in all respects conform and be limited to the warranty extended to Badger Meter by the supplier of product. THE FOREGOING WARRANTIES ARE EXCLUSIVE AND IN LIEU OF ALL OTHER EXPRESS AND IMPLIED WARRANTIES WHATSOEVER, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE (except warranties of Title). Badger Meter Warranty E-Series® Ultrasonic Meter, Cold Water Stainless Steel Lead -Free Meters, 1-1/2, 2 in. Any description of Product, whether in writing or made orally by Badger Meter or its agents, specifications, samples, models, bulletins, drawings, diagrams, engineering sheets, or similar materials used in connection with any Customer's order are for the sole purpose of identifying Product and shall not be construed as an express warranty. Any suggestions by Badger Meter or its agents regarding use, application or suitability of Product shall not be construed as an express warranty unless confirmed to be such in writing by Badger Meter. Exclusion of Consequential Damages and Disclaimer of Other Liability Badger Meter liability with respect to breaches of the foregoing warranty shall be limited as stated therein. Badger Meter liability shall in no event exceed the contract price. BADGER METER SHALL NOT BE SUBJECTTO AND DISCLAIMS: (1) ANY OTHER OBLIGATIONS OR LIABILITIES ARISING OUT OF BREACH OF CONTRACT OR OF WARRANTY (2) ANY OBLIGATIONS WHATSOEVER ARISING FROM TORT CLAIMS (INCLUDING NEGLIGENCE AND STRICT LIABILITY) OR ARISING UNDER OTHER THEORIES OF LAW WITH RESPECTTO PRODUCTS SOLD OR SERVICES RENDERED BY BADGER METER, OR ANY UNDERTAKINGS, ACTS OR OMISSIONS RELATING THERETO, AND (3) ALL CONSEQUENTIAL, INCIDENTAL AND CONTINGENT DAMAGES WHATSOEVER. SMART WATER IS BADGER METER E-Series is a registered trademark of Badger Meter, Inc. Other trademarks appearing in this document are the property of their respective entities. Due to continuous research, product improvements and enhancements, Badger Meter reserves the right to change product or system specifications without notice, except to the extent an outstanding contractual obligation exists. O 2020 Badger Meter, Inc. All rights reserved. www.badgermeter.com Legacy Document Number: ESM-W-03 Badger Meter PRODUCTS E-Series® Ultrasonic Meter Cold Water Lead -Free Meters 5/8, 5/8 x 3/4, 3/4, 1 inch This warranty shall apply to all Badger Meter E-Series' Ultrasonic lead-free meters (stainless steel, bronze alloy or engineered polymer), sizes 5/8 inch, 5/8 x 3/4 inch, 3/4 inch, and 1 inch, when used to measure potable water and the internal register/encoder and battery used with these meters (collectively"Product"), sold on or after March 26, 2021. This warranty is not transferable and is extended only to utilities, municipalities, other commercial users and authorized distributors, hereafter referred to as"Customer"and does NOT apply to consumers or any person or entity who is not an original customer of Badger Meter or its authorized distributors. MATERIALS AND WORKMANSHIP Badger Meter, Inc. ("Badger Meter") warrants Product to be free from defects in materials and workmanship appearing within the earlier of the following time frames. Lead -Free Housings Twenty (20) years and six (6) months after shipment from Badger Meter. Electronics, Battery, Transducers, and Register/Encoder Supplied with the Meters Listed Herein Twenty (20) years and six (6) months, prorated, after shipment from Badger Meter. This warranty is prorated as follows: the first ten (10) years of the warranty and at prorated price discounts during the last ten (10) years of the warranty. Badger Meter will apply these prorated price discounts to the Product list prices in effect at the time of Product return and according to the following prorated price discount schedule: Years 11 through 12 — 75% discount; Years 13 through 15 — 50% discount; Year 16 — 40% discount; Year 17 — 30% discount; Year 18 — 20% discount; and Years 19 through 20 — 10% discount. Specifically, Badger Meter will repair or replace, at its discretion, a non -performing Product at no cost during the first ten (10) years of the warranty and at prorated price discounts during the last ten (10) years of the warranty. Badger Meter will apply these prorated price discounts to the Product list prices in effect at the time of Product return and according to the following prorated price discount schedule: • Years 11 through 12-75% discount • Years 13 through 15-50% discount • Year 16-40%discount • Year 17-30% discount • Year 18-20% discount • Years 19 through 20-10% discount ESM-WR-00044-EN-08 (March 2021) Pressure Sensor Five (5) years and six (6) months after shipment from Badger Meter. This warranty is only applicable for the bronze E-Series G2 Ultrasonic meter with the optional pressure sensor installed. METER ACCURACY The Product will meet or exceed all applicable specifications outlined in AWWA Standard C715 in addition to meeting meter accuracy of ±1.5% for the published ranges set forth in Badger Meter's current published product data sheet for twenty (20) years from the date of shipment from Badger Meter. EXTENDED LOW -FLOW METER ACCURACY Badger Meter further warrants the Product will meet extended minimum test flow accuracy of ±3% for the published ranges set forth in Badger Meter's current published product data sheet for twenty (20) years from the date of shipment from Badger Meter. PRODUCT RETURNS Any Product proved to the satisfaction of Badger Meter to have failed the foregoing warranties will, at the option of Badger Meter, be repaired or replaced without charge to the Customer. Any eligible Product repaired or replaced by Badger Meter will retain the original Product's warranty based on the original Product purchase date, at Badger Meter's sole discretion.The Badger Meter obligation hereunder shall be limited to such repair and replacement and shall be conditioned upon Badger Meter receiving written notice of any alleged defect within ten (10) days after its discovery.This exclusive remedy shall not be deemed to have failed its essential purpose so long as Badger Meter is willing and able to replace defective products or issue a credit to purchaser within a reasonable time of proof to Badger Meter that a defect is involved. Product returns must be shipped by the Customer prepaid F.O.B. to the nearest Badger Meter factory or distribution center. The Customer shall be responsible for all direct and indirect costs associated with removing the original Product and reinstalling the repaired or replacement Product. LIMITS OF LIABILITY This warranty shall not apply to Product repaired or altered by parties other than Badger Meter, or read by equipment not explicitly approved or licensed by Badger Meter.The foregoing warranty applies only to the extent that the Product is installed, serviced and operated strictly in accordance with AWWA Standard C715 and AWWA M6 Manual, as applicable. The warranty shall not apply and shall be void with respect to Product exposed to conditions other than those detailed in the Badger Meter Product Badger Meter Warranty E-Series' Ultrasonic Meter, Cold Water Lead -Free Meters, 5/8, 5/8 x 3/4, 3/4, 1 inch technical and/or operational literature, or which, as determined at Badger Meter's sole discretion, have affected the ability of the Product to perform, including, but not limited to: exposure to adverse installation conditions; misuse; vandalism; negligence; accident; acts of God; alteration; improper installation, operation or repair; damage from passage of high-speed air slugs; damage by water quality conditions, including but not limited to: aggressive water, foreign matter, biofilms, or extreme corrosivity; damage caused by actions not in accordance with the intended use; or other circumstances which are beyond the reasonable control of Badger Meter, as determined at Badger Meter's sole discretion. With respect to product not manufactured by Badger Meter, the warranty obligations of Badger Meter shall in all respects conform and be limited to the warranty extended to Badger Meter by the supplier of product. THE FOREGOING WARRANTIES ARE EXCLUSIVE AND IN LIEU OF ALL OTHER EXPRESS AND IMPLIED WARRANTIES WHATSOEVER, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE (except warranties ofTitle). Any description of Product, whether in writing or made orally by Badger Meter or its agents, specifications, samples, models, bulletins, drawings, diagrams, engineering sheets, or similar materials used in connection with any Customer's order are for the sole purpose of identifying Product and shall not be construed as an express warranty. Any suggestions by Badger Meter or its agents regarding use, application or suitability of Product shall not be construed as an express warranty unless confirmed to be such in writing by Badger Meter. Exclusion of Consequential Damages and Disclaimer of Other Liability Badger Meter liability with respect to breaches of the foregoing warranty shall be limited as stated therein. Badger Meter liability shall in no event exceed the contract price. BADGER METER SHALL NOT BE SUBJECTTO AND DISCLAIMS: (1) ANY OTHER OBLIGATIONS OR LIABILITIES ARISING OUT OF BREACH OF CONTRACT OR OF WARRANTY (2) ANY OBLIGATIONS WHATSOEVER ARISING FROM TORT CLAIMS (INCLUDING NEGLIGENCE AND STRICT LIABILITY) OR ARISING UNDER OTHER THEORIES OF LAW WITH RESPECTTO PRODUCTS SOLD OR SERVICES RENDERED BY BADGER METER, OR ANY UNDERTAKINGS, ACTS OR OMISSIONS RELATING THERETO, AND (3) ALL CONSEQUENTIAL, INCIDENTAL AND CONTINGENT DAMAGES WHATSOEVER. SMART WATER IS BADGER METER E-Series is a registered trademark of Badger Meter, Inc. Other trademarks appearing in this document are the property of their respective entities. Due to continuous research, product improvements and enhancements, Badger Meter reserves the right to change product or system specifications without notice, except to the extent an outstanding contractual obligation exists. O 2021 Badger Meter, Inc. All rights reserved. www.badgermeter.com Legacy Document Number: ESM-W-01 CITY OF PEARLAND STANDARD FORM OF AGREEMENT APPENDIX B House Bill 89 Verification I, Jennifer A. Awah-Manga (Person name), the undersigned representative (hereafter referred to as "Representative") of Badger Meter, Inc. (company or business name, hereafter referred to as "Business Entity"), being an adult over the age of eighteen (18) years of age, after being duly sworn by the undersigned notary, do hereby depose and affirm the following: 1. That Representative is authorized to execute this verification on behalf of Business Entity; 2. That Business Entity does not boycott Israel and will not boycott Israel during the term of any contract that will be entered into between Business Entity and the City of Pearland; and 3. That Representative understands that the term "boycott Israel" is defined by Texas Government Code Section 2270.001 to mean refusing to deal with, terminating business activities with, or otherwise taking any action that is intended to penalize, inflict economic harm on, or limit commercial relations specifically with Israel, or with a person or entity doing business in Israel or in an Israeli -controlled territory, but does not include an action made for ordinary business purposes. 1//i/1- SIGNATURE R REPRESENTATIVE Jennifer A. Awah-Manga, Assistant Secretary SUBSCRIBED AND SWORN TO BEFORE ME, the undersigned authority, on this 26th day of July , 2021 . 5,16Loul (ATIAA.0. VA - Notary Public mou,ke lunmAcLe,