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HomeMy WebLinkAboutResolution - 2019-R0181 - West Gaines Seed - 05_28_2019Resolution No. 2019-R0181 Item No. 6.7 May 28, 2019 RESOLUTION BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF LUBBOCK: THAT the Mayor of the City of Lubbock is hereby authorized and directed to execute for and on behalf of the City of Lubbock, Service Contract No. 14632 for Triticale Harvesting Services, by and between the City of Lubbock and West Gaines Seed, of Lubbock, Texas, and related documents. Said Contract is attached hereto and incorporated in this resolution as if fully set forth herein and shall be included in the minutes of the City Council. Passed by the City Council on Ma 28, 2019 DANILI. M. POPE, MAYOR ATTEST: Reb cca Garza, City Secret ry APPROVED AS TO CONTENT: L JesicaVcEQachem, Assistant City Manager APPROVED AS TO FORM: Amy to , D y City A me ccdocs/RFS.Contract 14632 Triticale I°larvestin- Services May 9, 2019 Resolution No. 2019-RO181 City of Lubbock, TX Triticale Seed Harvest SERVICE AGREEMENT Contract No. 14632 This Service Agreement (this "Agreement") is entered into as of the 2Sth day of Ma_y 2019, ("Effective Date") by and between West Gaines Seed (the Contractor), and the City of Lubbock (the "City"). RECITALS WHEREAS, the proposal submitted by the Contractor has been selected which best meets the needs of the City for this service; and WHEREAS, Contractor desires to perform as an independent contractor to provide for Harvesting Services upon terms and conditions maintained in this Agreement; and NOW THEREFORE-, for and in consideration of the mutual promises contained herein, the City and Contractor agree as follows: City and Contractor acknowledge the Agreement consists of the following exhibits, which are attached hereto and incorporated herein by reference, listed in their order of priority in the event of inconsistent or contradictory provisions: 1. This Agreement 2. Exhibit A — Triticale Grower 2019 3. Exhibit B — Insurance Requirements Scope of Work Contractor shall provide the services that are specified in Exhibit A. The Contractor shall comply with all the applicable requirements set forth in Exhibit B attached hereto. Article 1 Terms 1.1 The contract shall be for 120 days. 1.2 Contractor shall use its conunercially reasonable efforts to render Services under this Agreement in a professional and business -like manner and in accordance with the standards and practices recognized in the industry. 1.3 This contract shall remain in effect until the first of the following occurs: (1) the expiration date, (2) performance of services ordered, or (3) termination of by either party with a 30 day written notice. 1.4 The Contractor shall not assign any interest in this Agreement and shall not transfer any interest in the Agreement, whatsoever, without prior consent of the City. 1.5 All funds for payment by the City under this Agreement are subject to the availability of an annual appropriation for this purpose by the City. In the event of non -appropriation of funds by the City Council of the City of Lubbock for the goods or services provided under the Agreement, the City will terminate the Agreement, without termination charge or other liability, on the last day of the then - current fiscal year or when the appropriation made for the then -current year for the goods or services covered by this Agreement is spent, whichever event occurs first. If at any time funds are not appropriated for the continuance of this Agreement, cancellation shall be accepted by the contractor on 30 days prior written notice, but failure to give such notice shall be of no effect and the City shall not be obligated under this Agreement beyond the date of termination. Article 2 Miscellaneous. 2.1 This Agreement is made in the State of Texas and shall for all purposes be construed in accordance with the laws of said State, without reference to choice of law provisions. 2.2 This Agreement is performable in, and venue of any action related or pertaining to this Agreement shall lie in, Lubbock, Texas. 2.3 -Thus Agreement and its Exhibits contains the entire agreement between the City and Contractor and supersedes any and all previous agreements, written or oral, between the parties relating to the subject matter hereof. No amendment or modification of the terms of this Agreement shall be binding upon the parties unless reduced to writing and signed by both parties. 2.4 This Agreement may be executed in counterparts, each of which shall be deemed an original. 2.5 In the event any provision of this Agreement is held illegal or invalid, the remaining provisions of this Agreement shall not be affected thereby. 2.6 The waiver of a breach of any provision of this Agreement by any parties or the failure of any parties otherwise to insist upon strict performance of any provision hereof shall not constitute a waiver of any subsequent breach or of any subsequent failure to perform. 2.7 This Agreement shall be binding upon and inure to the benefit of the parties and their respective heirs, representatives and successors and inay be assigned by Contractor or the City to any successor only on the written approval of the other- party. 2.8 All claims, disputes, and other matters in question between the Parties arising out of or relating to this Agreement or the breach thereof, shall be formally discussed and negotiated between the Parties for resolution. In the event that the Parties are unable to resolve the claims, disputes, or other matters in question within thirty (30) clays of written notification from the aggrieved Party to the other Party, the aggrieved Party shall be free to pursue all remedies available at law or in equity. 2.9 At any time during the term of the contract, or thereafter, the City, or a duly authorized audit representative of the City or the State of Texas, at its expense and at reasonable tirnes, reserves the right to audit Contractor's records and books relevant to all services provided to the City under this Contract. In the event such an audit by the City reveals any errors or overpayments by the City, Contractor shall refund the City the full amount of such overpayments within thirty (30) days of such audit findings, or the City, at its option, reserves the right to deduct such amounts owing the City from any payments due Contractor. 2.10 The City reserves the right to exercise any right or remedy to it by law, contract, equity, or otherwise, including without limitation, the right to seek any and all forms of relief in a court of competent jurisdiction. Further, the City shall not be subject to any arbitration process prior- to exercising its unrestricted right to seek judicial remedy. The remedies set forth herein are cumulative and not exclusive, and may be exercised concurrently. To the extent of any conflict between this provision and another provision in, or related to, this docurnent, this provision shall control. 2.11 The Contractor warrants that it complies with Chapter 2270, Subtitle F, Title 10 of the Texas Government Code by verifying that: (1) The Contractor does not boycott Israel; and on 30 days prior written notice, but failure to give such notice shall be of no effect and the City shall not be obligated under this Agreement beyond the date of termination. Article 2 Miscellaneous. 2.1 This Agreement is made in the State of Texas and shall for all purposes be construed in accordance with the laws of said State, without reference to choice of law provisions. 2.2 This Agreement is performable in, and venue of any action related or pertaining to this Agreement shall lie in, Lubbock, Texas. 2.3 This Agreement and its Exhibits contains the entire agreement between the City and Contractor and supersedes any and all previous agreements, written or oral, between the parties relating to the subject matter hereof. No amendment or modification of the terms of this Agreement shall be binding upon the parties unless reduced to writing and signed by both parties. 2.4 This Agreement may be executed in counterparts, each of which shall be deemed an original. 2.5 In the event any provision of this Agreement is held illegal or invalid, the remaining provisions of this Agreement shall not be affected thereby. 2.6 The waiver of a breach of any provision of this Agreement by any parties or the failure of any parties otherwise to insist upon strict performance of any provision hereof shall not constitute a waiver of any subsequent breach or of any subsequent failure to perform. 2.7 This Agreement shall be binding upon and inure to the benefit of the parties and their respective heirs, representatives and successors and may be assigned by Contractor or the City to any successor only on the written approval of the other party. 2.8 All claims, disputes, and other matters in question between the Parties arising out of or relating to this Agreement or the breach thereof, shall be formally discussed and negotiated between the Parties for resolution. In the event that the Parties are unable to resolve the claims, disputes, or other matters in question within thirty (30) days of written notification from the aggrieved Party to the other Party, the aggrieved Party shall be free to pursue all remedies available at law or in equity. 2.9 At any time during the tern of the contract, or thereafter, the City, or a duly authorized audit representative of the City or the State of Texas, at its expense and at reasonable times, reserves the right to audit Contractor's records and books relevant to all services provided to the City under this Contract. In the event such an audit by the City reveals any errors or overpayments by the City, Contractor shall refund the City the full amount of such overpayments within thirty (30) days of such audit findings, or the City, at its option, reserves the right to deduct such arnounts owing the City from any payments due Contractor. 2.10 The City reserves the right to exercise any right or remedy to it by law, contract, equity, or otherwise, including without limitation, the right to seek any and all forms of relief in a court of competent jurisdiction. Further, the City shall not be subject to any arbitration process prior to exercising its unrestricted right to seek judicial remedy. The remedies set forth herein are cumulative and not exclusive, and may be exercised concurrently. To the extent of any conflict between this provision and another provision in, or related to, this document, this provision shall control. 2.11 The Contractor warrants that it complies with Chapter 2270, Subtitle F, Title 10 of the Texas Government Code by verifying that: (1) The Contractor does not boycott Israel; and (2) The Contractor will not boycott Israel during the term of the Agreement. 2.12 SB 252 prohibits the City from entering into a contract with a vendor that is identified by The Comptroller as a company known to have contracts with or provide supplies or service with Iran, Sudan or a foreign terrorist organization. IN WITNESS WHEREOF, this Agreement is executed as of the Effective Date. CITY OF LUBBOCK CONTRACTOR LA—� 0�-4 n.<M Daniel M. Pope, Mayor West Gaines, Seed, Iuc- ATTEST: Rebe arza, City SecretUry APP VE(Dl AS TO CO TENT: _ (,Vt� f i Aubrey Spear, P. . Dire for of Water Utilities APPROV AS TO FORM: Amy Sirris, puty ity Attorne Address: I S15 W dv UA, Email: f�rar��(� wPs�yaineSSccf .corv� Exhibit A GAINES S F E © Customer No. Triticale Grower Contract 2019 This Contract is an agreement for the sale of triticale of the Grower to WEST GAINES SEED, INC, a Texas corporation, referred to as'WGS.' Grower and WGS collectively are referred to as the 'parties.' Contract #: 19TTF0138 � Date: Owner%: Farm # Grower: Address: Phone Number: Landlords: Other Comments: Field Location: #2 Variety: NEXTRIT Acres: 114 Freight Paid By: Minimum Germination: Cfeanout Price: WEST GAINES SEED. Price: 1 $1WCWT I �96 Recommended Seed Rate Per Acre: Moisture: 12.5%OR1ESS Seed Stock Price: Other Agreements: WEST GAINES SEED WILL PAY FOR HERBICIDE APPLICATION. WEST GAINES SEED WILL PAY FOR HARVESTICOMBINING. I ts Contract is goyerned by and subject to WGS's Terms & Conditions on the reverse. Accepted by: � ?� �L,.�'uti CC Z' By: GROWER WEST GAINES SEED, INC. 2019 Triticale TERMS AND CONDITIONS 2. 3. 4. 5. 6. Grower Representations. Grower represents the following: (a) Grower's information provided on the front of this Contract is true and correct; (b) Grower is the owner or lessee of the listed acres that shall be used for the sowing, growing, and harvesting of the triticale crop specified in this Con- tract, (c) Grower will grow triticale on the premises in accordance with the stated terms and conditions; (d) the triticale (sometimes referred to herein as the "seed") shall be of the quality and variety and sold at the prices specified herein; (d) Grower possesses the legal capacity to enter into this Contract and has not sold or contracted to sell the seed to anyone other than WGS; (e) title to the seed conveyed shall be good and its transfer rightful; and (f) the seed shall be delivered free from any security interest, lien or encumbrances. Purchase Contract. Grower shall sell all seed produced from the field location listed; all seed is contracted seed and all contracted seed blocks must be taken to harvest and must NOT be used for hay or silage. WGS agrees to purchase all produced seed subject to its rights of rejection in Paragraph 8 and the attached Exhibit A. Seed Provision. WGS shall provide Grower, at Grower's expense, the planting seed for the triticale to be grown hereunder. Planting seed shall be invoiced to Grower upon delivery of same, and payment shall be due on or before December 31, 2018. Price and Payment. Within 30 days of delivery of the seed to be grown hereunder, WGS shall pay Grower the total amount owing for the seed based on the price specified in the Contract, subject to the dockage table set forth on Exhibit A. In addition, WGS agrees to reimburse Grower for any actual herbicide costs expended and substantiated by valid invoices for each field where the crop is harvested and provided the seed produced therefrom is not rejected as set forth under paragraph B. WGS may de- duct any outstanding obligation of Grower due WGS from the payments due Grower hereunder. Grower authorizes WGS to deduct from any money due Grower hereunder and pay on Growers behalf any and all fees or charges payable on account of the seed by Grower under any ag- ricultural lien, governmental order, regulation, or license. In addition, WGS may deduct any outstanding obligation of Grower due WGS from the seed payment due Grower hereunder. Preparation and Cultivation of Crops. (a) Grower, at Grower's cost, shall prepare and cultivate the premises, and sow and maintain the crops, including irrigation, fertilizing, and control of weeds and insect infestations, in accordance with principles of good husbandry and the best practices of the farming community in which the premises are situated. (b) All planting equipment must be inspected by WGS prior to planting. (c) Water requirements must meet 400 gallons per minute on production fields. If grazing cattle on seed fields, cattle must be removed by March 1st for production purposes. Pesticide and Chemicals (a) Grower agrees not to apply to the triticale crop any pesticide chemical or treat the soil on which they are grown with any pesticide chemical, as defined in 21 U.S.C. § 321(q), except as may be permitted under the regulations specifying tolerance levels for application of pesticide chem- icals promulgated by the Environmental Protection Agency. Grower shall not adulterate or misbrand the seed, as defined by 21 U.S.C. §§ 342 and 343. On delivery, Grower shall provide WGS with an undertak- ing signed by Grower guaranteeing that the seed have not been so adulterated or misbranded. (b) Grower agrees not to apply to the seed or treat the seed with any pesti- cide chemical, as defined by Tax. Agric Cale § 76.001(18) that has been prohibited by a Texas regulatory agency under Tex. Agda Code §§ 76.003 and 76.104(b). (c) LV6 at 1.25 pints or Affinity at 8110 dry ounce per acre must be applied and spray date must be communicated to West Gaines production per- sonnel. Failure of Grower to provide notice of any pesticide application is a breach of this Contract, giving WGS the option to refuse delivery of the seed. 2019 Triticale page 2 (d) Grower guarantees that any permitted pesticide chemical was or will be used only in accordance with the applicable use data provided by gov- ernment regulations applicable to the pesticide. 7. Harvest and Delivery of Seed. (a) Grower must shred around circle prior to harvest. (b) All contracted seed blocks must be taken to harvest. (c) At the appropriate time for harvest, WGS shall inspect each of Grower's fields to make a preliminary determination whether crop will meet WGS quality standards. For each field which passes WGS' initial inspection, WGS shall commence harvest of the seed, at WGS' cost, and deliver same to WGS's processing plant located in Seminole, Texas. (d) All seed must meet quality standards set forth on the attached Adden- dum. WGS lab will be the official test site for all inbound seed. 8. Right of Rejection. (a) WGS has the right to reject any Grower field, prior to harvest, in WGS' sole discretion. If a field is rejected prior to harvest, WGS shall not be obligated to harvest the rejected field or purchase any seed produced therefrom. (b) WGS has the right to reject any quantity of seed which has been har- vested and delivered hereunder that does not meet the conditions, specifications, and requirements described in this Contract, the terms or conditions, or as set forth on the attached Exhibit A. (c) On rejection of harvested seed, WGS shall return the rejected seed to Grower or Grower's designated elevator and any costs, freight charges, and expenses paid or incurred by WGS in connection with the return of the rejected seed shall be deducted from the payments due Grower un- der Paragraph 4. (d) The rejection of any seed by WGS shall not relieve Grower's duty to provide WGS with the remaining amount of seed due hereunder. 9. Passage of Title. Title to any seed crop produced hereunder now in ex- istence passes to WGS on execution of ibis Contract, and title to any crop not now in existence passes to WGS as soon as that crop comes into ex- istence. All risk of loss, depreciation, and damage shall remain with Grow- er until actual delivery of the crop to WGS. 10. Fair Labor Standards Act. Grower warrants and represents that seed delivered pursuant to this Contract have been or will be produced in com- pliance with all applicable provisions of the Fair Labor Standards Act, 29 U.S. C. §§ 201 et seq., as amended. 11. Miscellaneous. (a) Grower is, for purposes of this Contract, an independent contractor and nothing contained in this Contract shall make Grower an employee or agent of WGS or authorize him/her to act on behalf of WGS. Grower shall indemnify and hold WGS harmless from all claims in any way con- nected directly or indirectly with Grower's operations pursuant to this Contract. (b) Grower shall not assign or transfer this Contract or any duty or obliga- tion hereunder (c) This Contract may be modified only by a writing signed by both parties. (d) This Contract shall be governed by and construed in accordance with the laws of Texas and is performable in Gaines County, Texas. (e) The terms and conditions specified in this instrument and incorporated Exhibit constitutes the sole agreement between the parties concerning the seed that constitutes its subject matter. Any prior agreements, prom- ises, negotiations, or representations not expressly set forth in this Con- tract are of no force and effect. (f) If any term or provision of this Contract or any application of this Con- tract is held invalid or unenforceable, the remainder of this Contract and any application of its terms and provisions shall not be affected but shall be valid and enforceable. (g) The failure of either party to this Contract to demand full performance of any of its provisions by the other party shall not constitute a waiver of performance unless the party failing to demand performance states in a signed writing that the party is waiving that performance. The waiver of any breach of any of the provisions of this Contract by the parties shall not constitute a continuing waiver or a waiver of any subsequent breach by either party of the same or any other provision of this Contract. Grower's Initials: WESTGAINES �^ SEED CustomerNo. Triticale Grower Contract 2019 This Contract is an agreement for the sate of triticale of the Grower to WEST GAINES SEED, INC., a Texas corporation, referred to as "WGS." Grower and WGS collectively are referred to as the'parties." Contract #: 19TrF013C Date: Owner%: Farm # Grower: Address: Phone Number: Landlords; Other Comments: Field Location: #3 Variety: � Acres: 114 Freight Paid By: WEST GAINES SEED. , 4 Minimum Germination: 171 _ Price: s10/CW1' Cleancut Price: Recommended Seed Rate Per Acre: Moisture: i2.5°Ni OR LESS I Seed Stock Price: Other Agreements: WEST GAINES SEED WILL PAY FOR HERBICIDE APPLICATION. I WEST GAINES SEED WILL PAY FOR HARVESTICOMBINING. This Contract Is governed by and subject to WGS's Terms & Conditions on the reverse. Accepted by, By: GROWER WEST GAINES SEED, INC. 2019 Triticale W[S-T iGAINES Customer No. _ Triticale Grower Contract 2019 This Contract is an agreement for the sale of triticale of the Grower to WEST GAINES SEED, INC., a Texas corporation, referred to as 'WGS! Grower and WGS collectively are referred to as the 'parties! Contract #: 19TTF013D Date: Owner%: � Farm # Grower: Address: F Phone Number: Landlords: Other Comments: Field Location: �---- Ig6 _ I Variety: N� EX' XTRIT Acres: 11i Freight Paid By: FWEST GAINES SEED. Minimum Germination: 8596 Price: 010fCWT —' Cleanout Price: -0�'% Recommended Seed Rate 7 Per Acre: Moisture: 112.5% OR LESS Seed Stock Price: Other Agreements: WEST GAINES SEED WILL PAY FOR HERBICIDE APPLICATION, WEST GAINES SEED WILL PAY FOR HARVESTICOMBINING. This Contract Is governed by and subject to WGS's Terms S Conditions on the reverse. Accepted b By. qAslvu.�..- GROWER WEST GAINES SEED, INC. 2019 Triticale WEST&t7AINES ~ Si ED Customer No. Triticale Grower Contract 2019 This Contract is an agreement for the sale of triticale of the Grower to WEST GAINES SEED, INC., a Texas corporation, referred to as 'WGS." Grower and WGS coflectively are referred to as the "parties." Contract #: 19TTF013E Date: Owner%: Farm # Grower: Address: Phone Number: Landlords: Other Comments: Field Location: E#7 Variety: NEXTRI7 Acres: 113 Freight Paid By: 1*iST GAINES SEED. Minimum Germination; Ir Price: $101CWT Cleanout Price: �"0.9� �} Recommended Seed Rate I Per Acre: Moisture: 12.5%OR LESS Seed Stock Price: M I Other Agreements: WEST GAINES SEED WILL PAY FOR HERBICIDE APPLICATION. WEST GAINES SEED WILL PAY FOR HARVESTICOMBINING. This Contract is governed by and subject to WGS's Terms & Conditions on the reverse. Accept7,7a 4 'Z _ air ZP-O- _ JA*� GROWER WEST GAINES SEED, INC, 2019 Triticale WEST GAINES SEE' Customer No. Triticale Grower Contract 2019 This Contract is an agreement for the sale of triticaie of the Grower to WEST GAINES SEED, INC., a Texas corporation, referred to as'WGS " Grower and WGS collectively are referred to as the 'parties! Contract #: 19TTF013F Owner%: Grower: Landlords: Other Comments: Field Location: I #9 Variety: Freight Paid By: Minimum Germination: Cleanout Price: Moisture: Other Agreements: (N RT WEST GAINES SEED. 8t3% Date: Farm # Address: Phone Number: Acres: 119 Price: 3101CWT J •0�� i Recommended Seed Rate Per Acre: 12.l% OR LESS Seed Stock Price: WEST GAINES SEED WILL PAY FOR HERBICIDE APPLICATION. WEST GAINES SEED WILL PAY FOR HARVESTICOMBINING. I This Contract is goys i p Accepted by: )�� GROWER 2019 Triticale by and subject to WGS's Terms & Conditions on the reverse. WEST GAINES SEED, INC. ilV_ _�E_ STGAINES Z - L L ; Customer No. _ Triticale Grower Contract 2019 This Contract is an agreement for the sale of triticale of the Grower to WEST GAINES SEED, INC., a Texas corporation, referred to as "WGS.' Grower and WGS collectively are referred to as the 'parties.' Contract #; 19TTFOt38 bate: Owner%: � Farm # Grower. Address: Phone Number: Landlords: Other Comments: Field Location: #t6 Variety: NEXTRCT � Acres: 118 Freight Paid By: WEST GAINES SEED. Minimum Germination: 85% � Price: $101C T Cfeanout Price: A"96 Recommended Seed Rate Per Acre: Moisture: 12.5%OR LESS Seed Stock Price: Other Agreements: WEST GAINES SEED WILL PAY FOR HERBICIDE APPLICATION. WEST GAINES SEED WILL PAY FOR HARVESTICOMBINING. �J This Contract is governed by and subject to WGS's Terms & Conditions on the reverse. Accepted by�4 ( xt. L� GROWER WEST GAINES SEED, INC. 2019 Triticale GAINES SEED Customer No. Triticale Grower Contract 2019 This Contract is an agreement for the sale of triticale of the Grower to WEST GAINES SEED, INC., a Texas corporation, referred to as 'WGS." Grower and WGS collectively are referred to as the 'parties." Contract #: IOTTF013H Owner°/a: Grower: Landlords: Other Comments: Field Location: Variety: Freight Paid By: Date: Farm # I Address: Phone Number: Acres: 105 Minimum Germination: ($596 � Price: ;101CWT Cleanout Price: -0-% Recommended Seed Rate Per Acre: Moisture: 12J% OR LESS Seed Stock Price: Other Agreements: WEST GAINES SEED WILL PAY FOR HERBICIDE APPLICATION. WEST GAINES SEED WILL PAY FOR HARVEST/COMBINING. This contract is ovemed by and subject to WGS's Terms & Conditions on the reverse. Accepted b —"" By: GROWER I WEST GAINES SEED, INC. 2019 Trificale `"IFST6'GAINES ---_--SEED Customer No. Triticale Grower Contract 2019 This Contract is an agreement for the sale of Mbeale of the Grower to WEST GAINES SEED, INC., a Texas corporation, referred to as'WGS." Grower and WGS collectively are referred to as the 'parties.' Contract #: tSTTF0131 Owner%: Grower: Landlords: Other Comments: Field Location: L#26 Variety: Freight Paid By: Minimum Germination: Cleanout Price: Moisture: WEST GAINES SEED. I"%-- __ - = Date: Farm # Address: ' Phone Number:. ^ Acres: I Be Price: 5901CWT -0-% � Recommended Seed Rate Per Acre: 1Z5% OR LESS Seed Stock Price: Other Agreements: WEST GAINES SEED WILL PAY FOR HERBICIDE APPLICATION. WEST GAINES SEED WILL PAY FOR HARVESTICOMSINING. This Contract is governed by and subject to WGS's Terms & Conditions on the reverse. Accepted b GROWER. WEST GAINES SEED, INC. 2019 Tritic,ale WEST &GAINES Customer No. Triticale Grower Contract 2019 This Contract is an agreement for the sale of triticale of the Grower to WEST GAINES SEED, INC., a Texas corporation, referred to as "WGS.' Grower and WGS collectively are referred to as the parties.' Contract #: 19TTF013J Owner%: Grower: Landlords: Other Comments: Field Location: Variety: Date: Farm # Address: Phone Number: I #27 NEXTRIT 7 Acres: 71 Freight Paid By: WESY GAINES SEED. Minimum Germination: 65%. � Price: $1 C Cleanout Price: Recommended Seed Rate Per Acre: Moisture: 12 5% OR LESS Seed Stock Price: I Other Agreements: ( WEST GAINES SEED WILL PAY FOR HERBICIDE APPLICATION. WEST GAINES SEED WILL PAY FOR HARVEST/COMBINING. T"Is Contra fs governed by and subject to WGS's Terms S Conditions on the reverse. Accepted by: 4-4— �A-C - Qy: GROWER /f WEST GAINES SEED, INC. 2019 Triticale (� WEST`GAINES Customer No. _ Triticale Grower Contract 2019 This Contract is an agreement for the sale of triticale of the Grower to WEST GAINES SEED, INC., a Texas corporation, referred to as "WGS." Grower and WGS collectively are referred to as the 'parfies." Contract #: 19TTF013A � Date: Owner%: Farm # F— Grower: Address: Phone Number: _ r Landlords: Other Comments: Field Location: Variety: NEXTRIT Acres: 95 Freight Paid By: WEST GAINES SEED. Minimum Germination: 8S'14 Price: s1�CWT Cleanout Price: t Recommended Seed Rate Per Acre: Moisture: 1Y.5% OR LESS Seed Stock Price: Other Agreements: WEST GAINES SEED WILL PAY FOR HERBICIDE APPLICATION. WEST GAINES SEED WILL PAY FOR HARVEST/COMBINING. This Contract is g § evemed by and subject to WGS's Terms & Conditions on the reverse. Je Accepted b y: LZBy: �vu' GROWER WEST GAINES SEED, INC. 2019 Triticale WEST4�GAINES -SEED TRITiCALE ADDENDUM WGS will have the following dockage table on all triticale that is contracted for the 2019 growing season. These inspections will be made on the inbound check -in at WGS Quality Assurance Lab whose test results shall be controlling for purposes of this Contract. The table is as follows: TEST WEIGHT 49.9-49.0 lbs. 48,9A8.0 lbs. 47.9 Ibs. and Under MOISTURE 12.6-13.0% 13.1 & Over FOREIGN MATTER & CRACKS 0-1.5% 1.6-3.0% 3.1-4.0% 4.1-5.0% 5.1 & UP 10 c/cwt. 20 c/cwt. Subject to Rejection. if purchased by WGS, dockage will be 30 cfcwt, for each pound under 48.0 lbs. (47.9.47.0, etc.) Subject to Rejection. If purchased by WGS, dockage will be 20 c1cwt. Subject to Rejection. If purchased by WGS, dockage will be 40 c/cwt. for each .1 percentage point over 13.0. -0-c/cwt. 10 c/cwt. 20 c/cwt. 40 cicwt. Subject to Rejection. If purchased by WGS, dockage will be 50 cicwt for each percentage point over 5.0 (5.1.6.0, 6.1.7.0, etc.) OTHER CROP: ANY LOADS HIGHER THAN 0.5% WILL BE REJECTED. If purchased, price will be agreed upon in writing between WGS and Grower NOXIOUS WEEDS. ALL LOADS CONTAINING NOXIOUS WEEDS WILL BE REJECTED. ANY LOADS CONTAINING WEEDS THAT WGS AGREES TO PURCHASE WILL BE AT THE DISCOUNT OF $41CWT, DELAYED HARVEST AND/OR DELIVERY OF SEED. Loads delivered to WGS after August 1st are sub- ject to rejection. Accepted by: GROWER Date:' 2019 Tdcale By: ju_ 7A_tllv�- WEST GAINES SEED, INC. Exhibit B City of Lubbock, TX Insurance Requirements SECTION A. Prior to the approval of this contract by the City, the Contractor shall furnish a completed Insurance Certificate to the City, which shall be completed by an agent authorized to bind the named underwriter(s) to the coverages, limits, and termination provisions shown thereon, and which shall furnish and contain all required information referenced or indicated thereon. THE CITY SHALL HAVE NO DUTY TO PAY OR PERFORM UNDER THIS CONTRACT UNTIL SUCH CERTIFICATE SHALL HAVE BEEN DELIVERED TO THE CITY. INSURANCE COVERAGE REQUIRED SECTION B. The City reserves the right to review the insurance requirements of this section during the effective period of the contract and to require adjustment of insurance coverages and their limits when deemed necessary and prudent by the City based upon changes in statutory law, court decisions, or the claims history of the industry as well as the Contractor. SECTION C. The Contractor shall obtain and maintain in full force and effect for the duration of this contract, and any extension hereof, at Contractor's sole expense, insurance coverage written by companies approved by the State of Texas and acceptable to the City, in the following type(s) and amount(s): INSURANCE (Copies of Endorsements will be Required) TYPE OF INSURANCE GENERAL LIABILITY ❑ Commercial General Liability ❑ Other ❑ Claims Made ❑ Occurrence ❑ W/Heavy Equipment ❑ XCU ❑ To Include Products of Complete Operation Endorsements AUTOMOTIVE LIABILITY ❑ Any Auto per Occurrence EXCESS LIABILITY ❑ Umbrella Form GARAGE LIABILITY ❑ Any Auto ❑ _ COMBINED SINGLE LIMIT General Aggregate Products-Comp/Op AGG Personal & Adv. Injury Contractual Liability Per Occurrence Each Occurrence Aggregate Auto Only - Each Accident Each Accident Aggregate ❑ BUILDER'S RISK ❑ 100% of the Total Contract Price ❑ INSTALLATION FLOATER ❑ 100% of the Total Material Costs ❑ POLLUTION ❑ CARGO ❑ WORKERS COMPENSATION — STATUTORY AMOUNTS OR OCCUPATIONAL MEDICAL AND DISABILITY ❑ EMPLOYERS' LIABILITY OTHER: COPIES OF ENDOSEMENTS ARE REQUIRED ® City of Lubbock named as additional insured on Auto/General Liability on a primary and non-contributory basis. ❑ To include products of completed operations endorsement. ® Waiver of subrogation in favor of the City of Lubbock on all coverages, except The City of Lubbock shall be named as an additional insured on a primary and non-contributory basis and shall include waivers of subrogation in favor of the City on all coverage's. Copies of the Certificates of Insurance and all applicable endorsements are required. ADDITIONAL POLICY ENDORSEMENTS The City shall been, upon request, and without expense, to receive copies of the policies and all endorsements thereto and may make any reasonable request for deletion, revision, or modification of particular policy terms, conditions, limitations, or exclusions (except where policy provisions are established by law or regulation binding upon either of the parties hereto or the underwriter of any of such policies). Upon such request by the City, the Contractor shall exercise reasonable efforts to accomplish such changes in policy coverages, and shall pay the cost thereof. REQUIRED PROVISIONS The Contractor agrees that with respect to the above required insurance, all insurance contracts and certificate(s) of insurance will contain and state, in writing, on the certificate or its attachment, the following required provisions: a. Name the City of Lubbock and its officers, employees, and elected representatives as additional insureds, (as the interest of each insured may appear) as to all applicable coverage; b. Provide for 30 day notice to the City for cancellation, nonrenewal, or material change; c. Provide for notice to the City at the address shown below by registered mail; d. The Contractor agrees to waive subrogation against the City of Lubbock, its officers, employees, and elected representatives for injuries, including death, property damage, or any other loss to the extent same may be covered by the proceeds of insurance, e. Provide that all provisions of this contract concerning liability, duty, and standard of care together with the indemnification provision, shall be underwritten by contractual liability coverage sufficient to include such obligations within applicable policies. NOTICES The Contractor shall notify the City in the event of any change in coverage and shall give such notices not less than 30 days prior the change, which notice must be accompanied by a replacement CERTIFICATE OF INSURANCE. All notices shall be given to the City at the following address: Marta Alvarez, Director of Purchasing and Contract Management City of Lubbock 1625 13"' Street, Room 204 Lubbock, Texas 79401 SECTION D. Approval, disapproval, or failure to act by the City regarding any insurance supplied by the Contractor shall not relieve the Contractor of full responsibility or liability for damages and accidents as set forth in the contract documents. Neither shall the bankruptcy, insolvency, or denial of liability by the insurance company exonerate the Contractor from liability