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R2023-135 2023-07-24
RESOLUTION NO. R2023-135 A Resolution of the City Council of the City of Pearland, Texas, authorizing a contract with P Squared (P²) Emulsion Plants, LLC, as a sole source vendor, for the purchase of emulsified asphalt associated with the recycling and application of asphalt streets, in the estimated amount of $239,547.60, for the period of July 25, 2023 through July 24, 2024. BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF PEARLAND, TEXAS: Section 1. That sole source pricing has been obtained for the purchase of emulsified asphalt. Section 2. That the City Manager or his designee is hereby authorized to execute a contract with P Squared (P²) Emulsion Plants, LLC, for the purchase of emulsified asphalt in the estimated amount of $239,547.60. PASSED, APPROVED and ADOPTED this the 24th day of July, A.D., 2023. ________________________________ J. KEVIN COLE MAYOR ATTEST: ________________________________ FRANCES AGUILAR, TRMC, MCC CITY SECRETARY APPROVED AS TO FORM: ________________________________ DARRIN M. COKER CITY ATTORNEY DocuSign Envelope ID: C2E4E4D8-BB0F-4EE4-9A19-C1ECFBB9A703 PURCHASING DEPARTMENT Erazona County coiinliouse WES!Annex 451 N.velaseo si.,suiie loo Anglclon,TX 77515 (979)24544325 SUSAN P.SERRANO,CTPM,CTCM Purchasing Directm iuly i i,2022 P2 Emulsion Planls,LLC Ann’sein McGinnls 516 s ivieuennan Lnnp Elm Mun,TX 7os4u Vii:EmaiI'seili@p2einuisions.eriin Re:C»l3—l)6 Eluuls edAsp|In|I Dear Mr.McGim-iis* we are pleased to inrnrin ynu iiini on June 23,2022 Blazaria couniy Commissioners’Courl approved iiie renewal orilie above iisred eonrraerwith a price increase due Io increnses in lll?lellz costs for (Iquid)aspliaii. 'i'lie renewal pei iod shall be from scpieniber 26.2022 (u sepreinber 25,2023. Per lire new reoniienienrsfa submissionof iiie Certi?cate iinnreresieri Parties,Form I295,vcndois arc rcqliiml lo log untu iiie Texas Elliics coinniissiona websiie h@S‘//W w e n and ?ll out Form I295 Once the roiin is i,Sign ilie farm,and email it io Amy Krodel ai myk@iiiazoria— in aoiiiiiion,eoinpieiion oniie Curi?icl oflntemsl Questionnaire,Form CIQ.is reqnireu ii iippiiealale.Texas local Goyernineni code no requires Ihal any peison who secirs in enier into a eonriaei will!a local govclnlncnl entity (including any agent cfsnch person or vendor) oiisniose in Form CIQ ilie vendor or peiso||'s empioyrnenr airiiiaiiun,isnsiness ielaiiu hip,rainiiy ieiazionsiiip or provision nfgi?s that mighl cause a eoniiier orinieresr.Yau may access the form and further inrorinarion on our weiisire at iiiip://iirazorineoungur gov/depamnenrs/purchasing under iiie Dning Busincu section;Coii?ict onnrcreuReporting Tiie Texas Local auvernrneiic code ciiapicrs xox.309,and 2274 srarethat a goyernrneinai enlity may not enler inio a ennn aei will! Vendors under oellain eireuinsianees rrii guads or services unless iiie conlmcl eiiniains a wrinen veririeaiionfmm Ille vendor iiiai ii:I) dues iirir boycott isiaei,Encigy coinponies.or riiseriininaie againsi a ?iearin enllty rir rirenrin iiarie assoeianan and 2)will not b ycntl Israel,Energy coinpanies,or iiisciimlrmc against a nieariii eniiry DI nieann nade associationduring iiie IEYIIIoriiie mnlmct.5 n and Ictuln the acrnciieiiveriiieaiion Fmm. lryou am in compliance wiih iliis renewal,please sign as Indicated al llie lmiloin onliis lener and email it to Amy Krodcl As always,your inieiesi in Biazoria couniy is appreeiareu. V y rruly yours ii-eno,Enizmiz Cmmly PurchasingDirectorAPPROVED:Naine &Till:DataCompanyNaineTelephone(979)3644825 or (281)756-1825 Fax (979)8644034 P2Elnlllsinns smru.Pzrfnrmance.Commilmznl. Pricing Effective As Of January 1,2023 Prlclng sub/Ectto mange mm wrltrerl rlatlre P2 Salesman:Seth McGinnis Contact Number:214-500-6725 Product Tanker FOB Plant Tanker FOE County Drum/Tole Plant F2 Stabilizer $2.63 $2.96 $2.90 ll=2s1 $2.68 $2.96 $2.90 P2 OWE-2 $3.01 $3.29 $3.23 (Chlp seal) P2 CWP $3.01 $3.29 $3.23 (Cold weamerPatch) F2 Roc $2.53 $3.10 $3.05 (Road Over Coa|) ‘F2Rejuvenalor $2.55 $2.96 $2.90 |P2 Prime Concentrate $1.97 $2.24 $2.19 PZRTU $1.93 $2.20 $2.15 "All ilsted prices are per u.s.gallon "Mlnlmum Tanker Delivery:5,000 Gallons “‘De|-very over 250 miles subject lo additional charges “Demurrage (trucking charge):First 2 hours lree,$50.00 per hour meraanar “Pump Charge (trucking charge):seam “Push Chl-1rge(truckirlg charge):ssunnper haur “Return Loads (trucking charge):Subject lo charge lrom delivering freight line "Smaller uuanmies Available,Sublectl/clFrergm Differential of$D.25Igal less man was gal Cmllalrlels avanlahle lnr smaller product ammmts rule Corllalllers l275gallons slze aacmcos|we no pel mrltalrlev “Dmm"summers L55gallnns 5415 mm coal 535 an per mm Cnrllalners me reusable and can be rlrlsed um braughl hack and verfllledar cusmmel dlscvellon Cumilneri priced lrldlvldually am sold only wllh erdels varrrlzlerlal Thank you and we look forward to serving all your emulsion needs! P2Emu1sions.com -516 SoulhMcLennanLuup -ElmMon,Texas 76640 -254-829-0330 DocuSign Envelope ID: C83DCB27-1DFA-48D7-B990-45BE04D153F9 8/1/2023 | 9:22 AM CDT 8/1/2023 | 1:25 PM CDT Supply Contract Standard Form Approved as to Legal Form 6.28.2021 Page 2 of 6 III.Standard Contract Provisions WHEREAS, Contractor has bid to provide supplies (“Supplies”) in response to Brazoria County Interlocal Agreement, C #13-06 (“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 (1) 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 for up to zero (0) year 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 $239,547.60, 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: accountspayable@pearlandtx.gov 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: Francesca Beltran Department: Engineering and Public Works Phone: 281.642.1946 Email: fbeltran@pearlandtx.gov 5.Insurance; Bonds. (A)Before performance can begin under this Contract, the Contractor must deliver a DocuSign Envelope ID: C83DCB27-1DFA-48D7-B990-45BE04D153F9 Supply Contract Standard Form Approved as to Legal Form 6.28.2021 Page 3 of 6 Certificate of Insurance (“COI”), as proof of the required insurance coverages, to the Contract Administrator. Additionally, the COI must state that the City shall be provided no less than thirty (30) days’ advance written notice of cancellation, material change in coverage, or intent not to renew any of the policies. The City must be named as an additional insured. The City Attorney must be given copies of all insurance policies 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. DocuSign Envelope ID: C83DCB27-1DFA-48D7-B990-45BE04D153F9 Supply Contract Standard Form Approved as to Legal Form 6.28.2021 Page 4 of 6 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 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: Dante Prescod Title: ROW Superintendent Address: 2016 Old Alvin Rd., Pearland, TX 77581 Phone: 281.652.1907 IF TO CONTRACTOR: P2 Emulsions Attn: Seth McGinnis Title: CEO Address: 516 S. McLennan Loop, Elm Mott, Texas 76640 Phone: 254.829.0330 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. DocuSign Envelope ID: C83DCB27-1DFA-48D7-B990-45BE04D153F9 Supply Contract Standard Form Approved as to Legal Form 6.28.2021 Page 5 of 6 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 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 DocuSign Envelope ID: C83DCB27-1DFA-48D7-B990-45BE04D153F9 Supply Contract Standard Form Approved as to Legal Form 6.28.2021 Page 6 of 6 to the documents in the following order of priority: A.this Contract (excluding attachments and exhibits); 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: Brazoria County Interlocal Agreement, C #13-06 Exhibit 2: Contractor’s Bid/Proposal Response DocuSign Envelope ID: C83DCB27-1DFA-48D7-B990-45BE04D153F9 ATTACHMENT A – SCOPE OF WORK Scope of services shall consist of the contractor providing emulsified asphalt for the City of Pearland, as needed, per specifications of Brazoria Counter Interlocal Agreement, C #13-06. Pricing is as follows per contractor’s response to the same, as listed per Attachment B. DocuSign Envelope ID: C83DCB27-1DFA-48D7-B990-45BE04D153F9 ATTACHMENT B – BID/PRICING SCHEDULE DocuSign Envelope ID: C83DCB27-1DFA-48D7-B990-45BE04D153F9 DocuSign Envelope ID: C83DCB27-1DFA-48D7-B990-45BE04D153F9 05/10/2023 Arthur Blake Insurance 1800 Preston Park Blvd Ste 245 Plano, TX 75093 Blake Fribourg (972)335-4115 (972)633-0477 blake@abigtexas.com 00009548-1118990 67 P Squared Emulsions, LLC & EMT Properties, LLC, Start at 55, LLC DBA P2 Emulsions 516 S Mclennan Loop Elm Mott, TX 76640-3585 Evanston Insurance Company 35378 A MKLV4PBC003144 12/31/2022 12/31/2023X X X 1,000,000 100,000 5,000 1,000,000 2,000,000 2,000,000 Mercury County Mutual Insurance Company 29394 B BA420000015089 01/03/2023 01/03/2024 X X X X 1,000,000 Evanston Insurance Company 35378 A MKLV4EUL103643 12/31/2022 12/31/2023X X X 10000 1,000,000 1,000,000 Texas Mutual Insurance Company C 0002025344 01/03/2023 01/03/2024 Y X 1,000,000 1,000,000 1,000,000 City of Pearland 2016 Old Alvin Rd Pearland, TX 77581 (CBF) Printed by CBF on 05/10/2023 at 09:47AM ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? INSR ADDL SUBR LTR INSD WVD DATE (MM/DD/YYYY) PRODUCER CONTACT NAME: FAXPHONE (A/C, No):(A/C, No, Ext): E-MAIL ADDRESS: INSURER A : INSURED INSURER B : INSURER C : INSURER D : INSURER E : INSURER F : POLICY NUMBER POLICY EFF POLICY EXPTYPE OF INSURANCE LIMITS(MM/DD/YYYY)(MM/DD/YYYY) AUTOMOBILE LIABILITY UMBRELLA LIAB EXCESS LIAB WORKERS COMPENSATION AND EMPLOYERS' LIABILITY DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) AUTHORIZED REPRESENTATIVE EACH OCCURRENCE $ DAMAGE TO RENTED CLAIMS-MADE OCCUR $PREMISES (Ea occurrence) MED EXP (Any one person)$ PERSONAL & ADV INJURY $ GEN'L AGGREGATE LIMIT APPLIES PER:GENERAL AGGREGATE $ PRO-POLICY LOC PRODUCTS - COMP/OP AGG $JECT OTHER:$ COMBINED SINGLE LIMIT $(Ea accident) ANY AUTO BODILY INJURY (Per person)$ OWNED SCHEDULED BODILY INJURY (Per accident)$AUTOS ONLY AUTOS HIRED NON-OWNED PROPERTY DAMAGE $AUTOS ONLY AUTOS ONLY (Per accident) $ OCCUR EACH OCCURRENCE $ CLAIMS-MADE AGGREGATE $ DED RETENTION $$ PER OTH- STATUTE ER E.L. EACH ACCIDENT $ E.L. DISEASE - EA EMPLOYEE $ If yes, describe under E.L. DISEASE - POLICY LIMIT $DESCRIPTION OF OPERATIONS below INSURER(S) AFFORDING COVERAGE NAIC # COMMERCIAL GENERAL LIABILITY Y / N N / A (Mandatory in NH) SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). COVERAGES CERTIFICATE NUMBER:REVISION NUMBER: CERTIFICATE HOLDER CANCELLATION © 1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORDACORD 25 (2016/03) CERTIFICATE OF LIABILITY INSURANCE DocuSign Envelope ID: C83DCB27-1DFA-48D7-B990-45BE04D153F9 ATTACHMENT D – WARRANTY Items or services shall conform to the proposed specifications and all warranties as stated in the Uniform Commercial Code and be free from all defects in material, workmanship and title. DocuSign Envelope ID: C83DCB27-1DFA-48D7-B990-45BE04D153F9 DocuSign Envelope ID: C83DCB27-1DFA-48D7-B990-45BE04D153F9 P2Emulsions.com 516 South McLennan Loop Elm Mott, Texas 76640 254-829-0330 Date: February 6, 2023 P2 Emulsions Service. Performance. Commitment. To: Pearland County Subject: P Squared Emulsion Plants LLC Sole Source Products This communication serves as certification that all products listed below are produced in accordance with the State of Texas' Sole Source requirements according to the proprietary formulas and specifications of P Squared Emulsion Plants LLC. Our proprietary products conform to the formal definition of --a confidential formulation usually containing two or more ingredients and about which information is not in the public domain" and as such, P Squared Emulsion Plants LLC is the only manufacturer and distributor of said products. P Squared Emulsion Plants LLC Products: "P2 Stabilizer" Our P2 Stabilizer is an asphalt emulsion that is incorporated into existing soil or base material to provide increased base strength and stability. P2 Stabilizer eliminates the need for additional material such as aggregates, lime, cement or other additives. The utilization of P2 Stabilizer results in increased base density and hardness without sacrificing the flexibility and waterproof properties of asphalt. "P2 Rejuvenator" Our P2 Rejuvenator is engineered to rejuvenate old asphalt roads, RAP and other millings with residual asphaltic content. A one-time application will rejuvenate the existing material through softening oxidized pavement materials and re-binding asphalt to revitalize the road base. "P2 ROC" Our P2 ROC is engineered to seal and protect existing road surfaces. Our "Road Over Coat" is a proven sealing solution that locks down loose chip seal aggregate while sealing oxidized and cracked surfaces. ROC is designed to be traffic safe in under an hour resulting in a uniform, black road surface. "CWE-2-No Bleed Chip Seal" Our unique chip seal formula exhibits superior performance when compared to commodity type CRS-2 emulsions. CWE-2 can be applied in a broader range of temperatures (19-20 degrees below other products) and WILL NOT BLEED under extreme summer temperatures. "CWP - Pothole Patch" This emulsion is specifically formulated to work in ALL patch machines, ALL year round with the exact same results. Smooth consistency, no bleed finish and extremely low clog rates differentiate CWP from all other patch materials. "P2 Prime Concentrate" We have several proprietary "ready-to-use" formulas that include prime, tack and dust control products that all derive from our P2 Prime Concentrate. Based on application, customer needs and dilution rates; we have something for literally every road across the state of Texas. *"'All P Squared Ernulsio11 Plums LLC propricrnry piotlucb (ullill 1he formal reqmremcms found 111 l exas Locnl Government Codes regarding county purchasing, Section 262 02--1 7 A (Available upon request) .. All P Squared Emulsion Plants LLC proprietary products are fully TCEQ and EPA compliant All of us at P Squared thank you for the opportunity and we look forward to serving all your emulsion needs! DocuSign Envelope ID: C83DCB27-1DFA-48D7-B990-45BE04D153F9 P2Emulsions.com 516 South McLennan Loop Elm Mott, Texas 76640 254-829-0330 P2 Emulsions Service. Performance. Commitment. SOLE-SOURCE PURCHASE AFFIDAVIT KNOW ALL MEN BY THESE PRESENTS THAT: Before me, the undersigned authority duly authorized to take acknowledgements and administer oaths on this day personally appeared Seth McGinnis, on sworn oath stated the following: My name is Seth McGinnis and I serve as the Chief Executive Officer of P Squared Emulsions Plants, LLC. I respect the required compliance of Pearland County to the competitive bidding requirements outlined under Chapter 262 of the Texas Local Government Code; however, the purchase of an item that can be obtained from only one source is exempted from said statutory competitive bidding provisions. The authority to purchase P Squared Emulsion Plants, LLC's proprietary products as defined as "Sole-Source" may be found under Texas Local Government Code § 262.024a (7)(A). a) A contract for the purchase of any of the following items is exempt from the requirement established by Section 262.023 if the commissioners court by order grants the exemption: (7) an item that can be obtained from only one source, including: (A) items for which competition is precluded because of the existence of patents, copyrights, secret processes" I represent and assert to the Purchasing Depa1tment of Pearland County and hereby warrant that P Squared Emulsion Plants, LLC is the sole-source manufacturer and supplier of the following item(s): P2 Stabilizer, P2 Rejuvenator, ROC, CWE-2, CWP & all P2 Road Primes. Each of our asphalt emulsion products is manufactured on site to the specifications of our proprietary formulas which are solely owned and manufactured by P Squared Emulsion Plants, LLC. I likewise asse,t that should P Squared Emulsion Plants, LLC cease to be the sole-source supplier of these proprietary products; I shall immediately make full disclosure in writing of all relevant facts and circumstances. IN WITNESS WHEREOF, the undersigned has executed this Affidavit on the 6th day of February 2023. (Signature) Seth McGinnis, C.E.O. (Printed Name) (Title) SWORN TO AND SUBSCRIBED before me on February 6, 2023 by Seth McGinnis. as My Commission expire 27 DocuSign Envelope ID: C83DCB27-1DFA-48D7-B990-45BE04D153F9 P2Emulsions.com 516 South McLennan Loop Elm Mott, Texas 76640 254-829-0330 P2 Emulsions Service. Performance. Commitment. Pricing Effective As Of January 1, 2023 Pricing subject to change with written notice. P2 Salesman: Seth McGinnis Contact Number: 214-500-6725 Product Tanker FOB Plant IP2 Stabilizer $2.68 IP2S1 $2.68 IP2 CWE-2 $3.01 (Chip Seal) IP2 CWP $3.01 (Cold Weather Patch) IP2 ROC $2.83 (Road Over Coat) IP2 Rejuvenator $2.68 IP2 Prime Concentrate $1.97 IP2RTU $1.93 Tanker FOB County Drum/Tote Plant $2.96 $2.90 $2.96 $2.90 $3.29 $3.23 $3.29 $3.23 $3.10 $3.05 $2.96 $2.90 $2.24 $2.19 $2.20 $2.15 **All listed prices are per U.S. gallon **Minimum Tanker Delivery: 5,000 Gallons **Delivery over 250 miles subject to additional charges **Demurrage (trucking charge): First 2 hours free, $80.00 per hour thereafter **Pump Charge (trucking charge): $80.00 **Push Charge (trucking charge): $80.00 per hour **Return Loads (trucking charge): Subject to charge from delivering freight line **Smaller Quantities Available, Subject to Freight Differential of $0.25/gal less than 5,000 gal Containers available for smaller product amounts 'Tote" Containers (275 gallons size each) cost $100.00 per container "Drum" Containers (55 gallons size each) cost $35.00 per drum Containers are re-usable and can be rinsed out, brought back and re-filled at customer discretion Containers priced individually and sold only with orders for material Thank you and we look forward to serving all your emulsion needs! DocuSign Envelope ID: C83DCB27-1DFA-48D7-B990-45BE04D153F9 DocuSign Envelope ID: C83DCB27-1DFA-48D7-B990-45BE04D153F9 Controlling Name of Interested Party4 Nature of interest City, State, Country (place of business) Intermediary (check applicable) CERTIFICATE OF INTERESTED PARTIES 1295FORM 1 of 1 1 OFFICE USE ONLY 2 06/26/2023 Complete Nos. 1 - 4 and 6 if there are interested parties. Complete Nos. 1, 2, 3, 5, and 6 if there are no interested parties. Name of business entity filing form, and the city, state and country of the business entity's place of business. P Squared Emulsion Plants, LLC Elm Mott, TX United States Name of governmental entity or state agency that is a party to the contract for which the form is being filed. Provide the identification number used by the governmental entity or state agency to track or identify the contract, and provide a description of the services, goods, or other property to be provided under the contract. 3 City of Pearland P2 Emulsions S0523-12 2023-1038874 07/03/2023 Date Filed: Date Acknowledged: Certificate Number: CERTIFICATION OF FILING 6 Signature of authorized agent of contracting business entity My name is _______________________________________________________________, UNSWORN DECLARATION Check only if there is NO Interested Party.5 X My address is _______________________________________________, _______________________, and my date of birth is _______________________. Executed in ________________________________________County, I declare under penalty of perjury that the foregoing is true and correct. (street)(state)(zip code)(country) (year)(month) _______, ______________, _________. State of ________________, on the _____day of ___________, 20_____. (city) (Declarant) Version V3.5.1.a18ea2cawww.ethics.state.tx.usForms provided by Texas Ethics Commission DocuSign Envelope ID: C83DCB27-1DFA-48D7-B990-45BE04D153F9