Res 2024-233 approving the award of a contract to CXT Inc., through the Sourcewell Cooperative Purchasing Program, for a precast concrete fully accessible restroom facility for the Dunbar Park Restroom

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Docusign Envelope ID:4882FD96-A208-44EA-8573-FB7767E265D9 make such addition or change. The Authorization of Change in Services Form must be agreed to and signed by both parties before any change to this Agreement is effective. MISCELLANEOUS PROVISIONS 16. Entire Agreement. This Agreement supersedes all prior agreements,written or oral,between the Contractor and City and constitutes the entire and integrated Agreement and understanding between the parties with respect to the subject matter of the Agreement. This Agreement may only be amended by a written instrument signed by both parties. 17. Applicable Law/Venue. The Agreement will be governed by and construed under the laws of the State of Texas. Any controversy, claim or dispute arising out of or relating to this Agreement will be brought in a state court of competent jurisdiction in Hays County or, if in federal court, in the Federal Western District of Texas, Austin Division for trial. 18. Waiver. A delay or omission by either party in exercising any right or power under the Agreement shall not be construed as a waiver of that right or power. A waiver by either party of any term or condition of the Agreement shall not be construed as a waiver of any subsequent breach of that term or condition or of any other term or condition of the Agreement. 19. Severability. If any provision of this Agreement is determined to be invalid or unenforceable in any respect,that determination shall not affect any other provision of this Agreement which shall be interpreted as if the invalid or unenforceable provision had not been included. 20. Independent Contractor. Contractor recognizes that it is engaged as an independent contractor and acknowledges that the City shall have no responsibility to provide Contractor or its employees with any benefits normally associated with employee status. The Contractor will neither hold itself out as nor claim to be an officer,partner, employee or agent of City. 21. Family Code Child Support Certification. If State funds are being used in in the procurement of the services described in Exhibit 1, pursuant to Section 231.006, Texas Family Code, Contractor certifies that it is not ineligible to receive the award of or payments under this Agreement and acknowledges that this Agreement may be terminated, and payment may be withheld if this certification is inaccurate. 22. Prohibition on Contracts with Companies Boycotting Israel. Pursuant to Chapter 2271 and 808, Texas Government Code,the Contractor certifies that is not ineligible to receive the award of or payments under the Agreement and acknowledges that the Agreement may be terminated, and payment may be withheld if this certification is inaccurate.Failure to meet or maintain the requirements under this provision will be considered a material breach. 23. Section 2252 Compliance. Section 2252 of the Texas Government Code restricts the Owner from contracting with companies that do business with Iran, Sudan, or a foreign terrorist organization. The Contractor hereby certifies that is not ineligible to receive the award of or payments under this Agreement. Failure to meet or maintain the requirements under this provision will be considered a material breach. 24. Prohibition on Contracts with Certain Foreign-Owned Companies. Section 2274 of the Texas Government Code(SB21 16) restricts the City from contracting with companies that do business with certain foreign-owned companies in connection with critical infrastructure if the company is granted direct or remote access; and if the company is owned by citizens of or is directly controlled by the government of China, Iran, North Korea, Russia, or a "designated country", or headquartered in China, Iran, North Korea, Russia, or a designated country. Designated country is Governor-designated country as a threat to critical infrastructure. By signing below as an authorized signer, the Bidder hereby certifies that it does not do business with certain _............m_. Rev 1 1,27 2023 Page 4 of 7