HomeMy WebLinkAboutCORRESPONDENCE - PURCHASE ORDER - 9201604Official Purchasing Document
Last updated 10/2017
SERVICES AGREEMENT
THIS AGREEMENT made and entered into the day and year set forth below by and
between THE CITY OF FORT COLLINS, COLORADO, a Municipal Corporation, hereinafter
referred to as the "City" and CORROSION PROBE, INC., hereinafter referred to as "Service
Provider".
WITNESSETH:
In consideration of the mutual covenants and obligations herein expressed, it is agreed by
and between the parties hereto as follows:
1. Scope of Services. The Service Provider agrees to provide services in accordance with the
scope of services attached hereto as Exhibit A, consisting of five (5) pages and incorporated
herein by this reference. Irrespective of references in Exhibit A to certain named third
parties, Service Provider shall be solely responsible for performance of all duties hereunder.
2. Contract Period. This Agreement shall commence October 26, 2020 and shall continue in
full force and effect until December 31, 2020, unless sooner terminated as herein provided.
In addition, at the option of the City, the Agreement may be extended for an additional one
(1) year period. Renewals and pricing changes shall be negotiated by and agreed to by
both parties. Written notice of renewal shall be provided to the Service Provider and mailed
no later than thirty (30) days prior to contract end.
3. Delay. If either party is prevented in whole or in part from performing its obligations by
unforeseeable causes beyond its reasonable control and without its fault or negligence, then
the party so prevented shall be excused from whatever performance is prevented by such
cause. To the extent that the performance is actually prevented, the Service Provider must
provide written notice to the City of such condition within fifteen (15) days from the onset of
such condition.
4. Early Termination by City/Notice. Notwithstanding the time periods contained herein, the
City may terminate this Agreement at any time without cause by providing written notice of
termination to the Service Provider. Such notice shall be delivered at least fifteen (15) days
prior to the termination date contained in said notice unless otherwise agreed in writing by
the parties. All notices provided under this Agreement shall be effective when mailed,
postage prepaid and sent to the following addresses:
Service Provider: City: Copy to:
Corrosion Probe, Inc.
Attn: Donald N. Righenzi, VP
PO Box 178
Centerbrook, CT 06409-0178
City of Fort Collins
Attn: Christina Schroeder
PO Box 580
Fort Collins, CO 80522
City of Fort Collins
Attn: Purchasing Dept.
PO Box 580
Fort Collins, CO 80522
In the event of early termination by the City, the Service Provider shall be paid for services
rendered to the date of termination, subject only to the satisfactory performance of the
Service Provider's obligations under this Agreement. Such payment shall be the Service
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Provider's sole right and remedy for such termination.
5. Contract Sum. The City shall pay the Service Provider for the performance of this Contract,
subject to additions and deletions provided herein, per the attached Exhibit A, consisting of
five (5) pages, and incorporated herein by this reference.
6. City Representative. The City will designate, prior to commencement of the work, its
representative who shall make, within the scope of his or her authority, all necessary and
proper decisions with reference to the services provided under this agreement. All requests
concerning this agreement shall be directed to the City Representative.
7. Independent Service Provider. The services to be performed by Service Provider are those
of an independent service provider and not of an employee of the City of Fort Collins. The
City shall not be responsible for withholding any portion of Service Provider's compensation
hereunder for the payment of FICA, Workmen's Compensation or other taxes or benefits or
for any other purpose.
8. Subcontractors. Service Provider may not subcontract any of the Work set forth in the
Exhibit A, Statement of Work without the prior written consent of the city, which shall not be
unreasonably withheld. If any of the Work is subcontracted hereunder (with the consent of
the City), then the following provisions shall apply: (a) the subcontractor must be a reputable,
qualified firm with an established record of successful performance in its respective trade
performing identical or substantially similar work, (b) the subcontractor will be required to
comply with all applicable terms of this Agreement, (c) the subcontract will not create any
contractual relationship between any such subcontractor and the City, nor will it obligate the
City to pay or see to the payment of any subcontractor, and (d) the work of the subcontractor
will be subject to inspection by the City to the same extent as the work of the Service
Provider.
9. Personal Services. It is understood that the City enters into the Agreement based on the
special abilities of the Service Provider and that this Agreement shall be considered as an
agreement for personal services. Accordingly, the Service Provider shall neither assign any
responsibilities nor delegate any duties arising under the Agreement without the prior written
consent of the City.
10. Acceptance Not Waiver. The City's approval or acceptance of, or payment for any of the
services shall not be construed to operate as a waiver of any rights or benefits provided to
the City under this Agreement or cause of action arising out of performance of this
Agreement.
11. Warranty.
a. Service Provider warrants that all work performed hereunder shall be performed with the
highest degree of competence and care in accordance with accepted standards for work
of a similar nature.
b. Unless otherwise provided in the Agreement, all materials and equipment incorporated
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into any work shall be new and, where not specified, of the most suitable grade of their
respective kinds for their intended use, and all workmanship shall be acceptable to City.
c. Service Provider warrants all equipment, materials, labor and other work, provided under
this Agreement, except City-furnished materials, equipment and labor, against defects
and nonconformances in design, materials and workmanship/workwomanship for a
period beginning with the start of the work and ending twelve (12) months from and after
final acceptance under the Agreement, regardless whether the same were furnished or
performed by Service Provider or by any of its subcontractors of any tier. Upon receipt
of written notice from City of any such defect or nonconformances, the affected item or
part thereof shall be redesigned, repaired or replaced by Service Provider in a manner
and at a time acceptable to City.
12. Default. Each and every term and condition hereof shall be deemed to be a material element
of this Agreement. In the event either party should fail or refuse to perform according to the
terms of this agreement, such party may be declared in default thereof.
13. Remedies. In the event a party has been declared in default, such defaulting party shall be
allowed a period of ten (10) days within which to cure said default. In the event the default
remains uncorrected, the party declaring default may elect to (a) terminate the Agreement
and seek damages; (b) treat the Agreement as continuing and require specific performance;
or (c) avail himself of any other remedy at law or equity. If the non-defaulting party
commences legal or equitable actions against the defaulting party, the defaulting party shall
be liable to the non-defaulting party for the non-defaulting party's reasonable attorney fees
and costs incurred because of the default.
14. Binding Effect. This writing, together with the exhibits hereto, constitutes the entire
agreement between the parties and shall be binding upon said parties, their officers,
employees, agents and assigns and shall inure to the benefit of the respective survivors,
heirs, personal representatives, successors and assigns of said parties.
15. Indemnity/Insurance.
a. The Service Provider agrees to indemnify and save harmless the City, its officers, agents
and employees against and from any and all actions, suits, claims, demands or liability
of any character whatsoever brought or asserted for injuries to or death of any person
or persons, or damages to property arising out of, result from or occurring in connection
with the performance of any service hereunder.
b. The Service Provider shall take all necessary precautions in performing the work
hereunder to prevent injury to persons and property.
c. Without limiting any of the Service Provider's obligations hereunder, the Service Provider
shall provide and maintain insurance coverage naming the City as an additional insured
under this Agreement of the type and with the limits specified within Exhibit B, consisting
of one (1) page, attached hereto and incorporated herein by this reference. The Service
Provider before commencing services hereunder, shall deliver to the City's Purchasing
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Director, P. O. Box 580 Fort Collins, Colorado 80522 one copy of a certificate evidencing
the insurance coverage required from an insurance company acceptable to the City.
16. Entire Agreement. This Agreement, along with all Exhibits and other documents
incorporated herein, shall constitute the entire Agreement of the parties. Covenants or
representations not contained in this Agreement shall not be binding on the parties.
17. Law/Severability. The laws of the State of Colorado shall govern the construction
interpretation, execution and enforcement of this Agreement. In the event any provision of
this Agreement shall be held invalid or unenforceable by any court of competent jurisdiction,
such holding shall not invalidate or render unenforceable any other provision of this
Agreement.
18. Prohibition Against Unlawful Discrimination. The City of Fort Collins, in accordance with the
provisions of Title VI of the Civil Rights Act of 1964 (78 Stat. 252, 42 US.C. §§ 2000d to
2000d-4) and the Regulations, hereby notifies all bidders that it will affirmatively ensure that
any contract entered into pursuant to this advertisement, disadvantaged business
enterprises will be afforded full and fair opportunity to submit bids in response to this
invitation and will not be discriminated against on the grounds of race, color, or national
origin in consideration for an award.
The City strictly prohibits unlawful discrimination based on an individual’s gender
(regardless of gender identity or gender expression), race, color, religion, creed, national
origin, ancestry, age 40 years or older, marital status, disability, sexual orientation, genetic
information, or other characteristics protected by law. For the purpose of this policy “sexual
orientation” means a person’s actual or perceived orientation toward heterosexuality,
homosexuality, and bisexuality. The City also strictly prohibits unlawful harassment in the
workplace, including sexual harassment. Further, the City strictly prohibits unlawful
retaliation against a person who engages in protected activity. Protected activity includes
an employee complaining that he or she has been discriminated against in violation of the
above policy or participating in an employment discrimination proceeding.
The City requires its vendors to comply with the City’s policy for equal employment
opportunity and to prohibit unlawful discrimination, harassment and retaliation. This
requirement applies to all third-party vendors and their subcontractors at every tier.
19. Prohibition Against Employing Illegal Aliens. Pursuant to Section 8-17.5-101, C.R.S., et.
seq., Service Provider represents and agrees that:
a. As of the date of this Agreement:
1. Service Provider does not knowingly employ or contract with an illegal alien who will
perform work under this Agreement; and
2. Service Provider will participate in either the e-Verify program created in Public Law
208, 104th Congress, as amended, and expanded in Public Law 156, 108th
Congress, as amended, administered by the United States Department of Homeland
Security (the “e-Verify Program”) or the Department Program (the “Department
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Program”), an employment verification program established pursuant to Section 8-
17.5-102(5)(c) C.R.S. in order to confirm the employment eligibility of all newly hired
employees to perform work under this Agreement.
b. Service Provider shall not knowingly employ or contract with an illegal alien to perform
work under this Agreement or knowingly enter into a contract with a subcontractor that
knowingly employs or contracts with an illegal alien to perform work under this
Agreement.
c. Service Provider is prohibited from using the e-Verify Program or Department Program
procedures to undertake pre-employment screening of job applicants while this
Agreement is being performed.
d. If Service Provider obtains actual knowledge that a subcontractor performing work under
this Agreement knowingly employs or contracts with an illegal alien, Service Provider
shall:
1. Notify such subcontractor and the City within three days that Service Provider has
actual knowledge that the subcontractor is employing or contracting with an illegal
alien; and
2. Terminate the subcontract with the subcontractor if within three days of receiving the
notice required pursuant to this section the subcontractor does not cease employing
or contracting with the illegal alien; except that Service Provider shall not terminate
the contract with the subcontractor if during such three days the subcontractor
provides information to establish that the subcontractor has not knowingly employed
or contracted with an illegal alien.
e. Service Provider shall comply with any reasonable request by the Colorado Department
of Labor and Employment (the “Department”) made in the course of an investigation that
the Department undertakes or is undertaking pursuant to the authority established in
Subsection 8-17.5-102 (5), C.R.S.
f. If Service Provider violates any provision of this Agreement pertaining to the duties
imposed by Subsection 8-17.5-102, C.R.S. the City may terminate this Agreement. If
this Agreement is so terminated, Service Provider shall be liable for actual and
consequential damages to the City arising out of Service Provider’s violation of
Subsection 8-17.5-102, C.R.S.
g. The City will notify the Office of the Secretary of State if Service Provider violates this
provision of this Agreement and the City terminates the Agreement for such breach.
20. Special Provisions. Special provisions or conditions relating to the services to be performed
pursuant to this Agreement are set forth in Exhibit C - Confidentiality, consisting of one (1)
page, attached hereto and incorporated herein by this reference.
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THE CITY OF FORT COLLINS, COLORADO
By:
Gerry Paul
Purchasing Director
DATE:
ATTEST:
APPROVED AS TO FORM:
CORROSION PROBE, INC.
By:
Printed: Donald N. Righenzi
Title: Vice President
Date:
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10/26/2020
Assistant City Attorney ll
10/26/2020
City Clerk
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12 October 2020
Via email: cschroeder@fcgov.com
Ms. Christina Schroeder, Project Manager
Fort Collins Utilities
Drake Water Reclamation Facility
3036 Environmental Drive
Fort Collins, CO 80525
Subject: Revision 1: Proposal for Protective Lining Failure Analysis Services for
Digester 611 at Drake Water Reclamation Facility for Fort Collins Utilities in
Fort Collins, Colorado.
Dear Ms. Schroeder:
Pursuant to your request, Corrosion Probe, Inc. (CPI) is pleased to submit this revised proposal for
the above-referenced services.
As we understand the situation, Digester 611 consists of a concrete digester shell and sloped floor
with a floating coated carbon steel cover or lid which when in its downward most position is
supported by reinforced concrete corbels. The steel cover was fabricated in China and shop primed
with an epoxy primer of some type in China before being shipped to Colorado for erection. Once
erected, the cover was brush-off blast cleaned to roughen the shop primer followed by coating with
Tnemec Series 435 as the finish coat in one application. This field coating work was performed in
2015. Subsequently the coating system on the interior of the steel floating cover has failed via
disbonding from the steel substrate in a prevalent manner. Photographs provided by Fort Collins
Utilities and Carollo Engineers depict widespread loss of coating system adhesion. The
photographs reveal that well over 85% of the coating system has delaminated from the substrate.
Corrosion Probe, Inc. has been requested to perform a failure analysis investigation and prepare a
detailed failure analysis report identifying the root cause or causes of the coating failure. CPI’s
services have been requested to include recommendations for corrective action. It is clear from the
photographs provided that complete existing coating removal followed by complete coating system
replacement is required.
CPI’s Scope of Services will be as follows:
A. Review all project records including coating specifications, inspection reports, product
technical data on type of shop applied primer, and all other pertinent documents to be
provided by Fort Collins Utilities or Carollo Engineers.
EXHIBIT A
SCOPE OF SERVICES
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B. Perform careful visual inspection of the coating failure to determine the extent of the failure,
the failure plane location (whether between primer and 435 or at substrate, etc.), and any
pattern associated with the coating disbonding. Identify coating film quality issues such as
pinholes, if present. This will include examination of the coating conditions on the exterior
of the cover skirt per discussions with the City of Fort Collins. CPI will also measure the
surface profile present on the steel substrate by making Testex tape measurements on the
steel under the primer (where bonded and disbonded) and by examining the backside of the
disbonded primer.
C. Prepare written documentation of all field observations.
D. Perform pit depth gauge measurements of pits in the exposed lid steel to discern the extent
of corrosion losses. Perform ultrasonic thickness (U.T.) measurements at representative
areas to determine if topside of lid corrosion losses are also occurring.
E. Perform invasive examination of the coating system where still adhered using 5-in-1 tool to
discern if intercoat adhesion was problematic.
F. Perform adhesion testing per ASTM D6677 (knife adhesion test) to determine quality of
adhesion where the coating system remains intact. Substrate and intercoat adhesion will be
tested where systems remain adhered.
G. Obtain samples of the delaminated coating system from representative areas on the digester
lid surfaces. These samples will be used for laboratory analysis. Twelve (12) samples will
be obtained from the digester cover for these purposes. Samples from failed and non-failed
areas will be compared.
H. Perform dry film thickness (DFT) measurements per SSCP-PA-2 where coating system
remains intact. These results will be compared to specified DFT requirements. If this is not
practical to perform, CPI will obtain coating chip samples and measure the dry film
thickness of the coating using a micrometer.
I. Perform surface pH measurements on bare steel and coated surfaces.
J. Laboratory Testing and Analysis – perform the following:
1. Analyze the primer coating using Fourier Transform Infrared Spectroscopy (FT-IR)
to determine the coating type, i.e. epoxy, polyurethane, etc. This will be done for
two (2) samples from the digester cover.
2. Examine disbonded coating samples microscopically to assess the number of coating
layers, to measure thickness of those coating layers, and to assess film quality, e.g.
presence of pinholes and discontinuities in coating layers. This will be documented
with annotated digital microphotographs. This will be performed on three (3)
samples obtained from representative areas of the digester cover.
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3. Perform elemental analysis of the corrosion product samples collected in the field
using energy dispersive x-ray spectroscopy (EDS) on the Scanning Electron
Microscope (SEM). This is done to determine if corrosion is related to any specific
corrodents such as H2S. This will be performed on two (2) samples of corrosion
products taken from the digester.
4. Perform pH measurements on the corrosion deposit and back of failed coating
samples to determine if acidification occurred beneath the coating film. This will
be performed on the three (3) samples.
K. Document all salient field findings with annotated digital photographs.
L. Prepare Technical Failure Analysis Report to provide the following information:
1. Background and project objectives.
2. Review of all project documents.
3. Written observations of all field inspection findings with annotated digital
photographs.
4. Tabulation and write-up of all field test and examination findings along with
interpretation of all findings. This will include pit depth gauge measurements, U.T.
measurements, DFT measurements, surface pH measurements, adhesion test results,
etc.
5. Inspection sketches showing locations of all major findings and sample locations.
6. Laboratory test and examination results and data to include FT-IR spectra (compared
to FT-IR database for coating type), micrographs of magnified coating sample
thicknesses, cross sections, and film quality assessments, EDS results, and pH data.
All lab data will be interpreted in the report.
7. Technical discussion of the mode and causal mechanism of coating failure.
8. Conclusions as to root cause or causes of the coating system failure.
9. Recommendations for corrective action to include surface preparation requirements
and recommended coating materials for recoating the steel digester cover or lid.
M. CPI to participate in telephone conference calls with the City of Fort Collins’ staff to review
investigation findings and to discuss the root cause failure analysis and extent of failure, etc.
In addition, CPI will respond to comments on our report and incorporate comments and
requested revisions to the report from the City and any city designated parties.
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Schedule for Failure Analysis Work by CPI
CPI can perform the field failure analysis work within the next 3-4 weeks. CPI can complete the
laboratory work within 7 to 14 days after receipt of the coating and corrosion product samples. CPI
can complete the technical report this fall to meet the City’s schedule requirements provided the
field work can be scheduled in the appropriate timeframe.
The Cost of CPI’s Services as proposed herein will be: Nineteen Thousand Five Hundred Fifty-
Five Dollars ($19,555.00).
Allowance for Additional Testing, Research and Analyses
Per discussions with the City of Fort Collins, an allowance of $2,500.00 has been included here to
be funded in the event investigation findings indicate the need for additional CPI effort for research,
laboratory testing, and analysis to establish clear and thorough evidence supporting the cause or
causes of the coating system failure. This allowance is not included in the $19,555.00 cost
presented above, but should be added to the contract funding for CPI. These costs can only be
deemed necessary after the initial investigation has been completed. None of the allowance money
will be expended by CPI without prior approval by the City of Fort Collins.
Qualifications to This Proposal
CPI’s qualifications to this proposal are as follows:
1. Provision of scaffolding to access representative portions of the digester roof is to be
covered by others.
2. Confined space entry support including ladders, tank watch, air quality testing, rescue
support, and lock-out/tag-out assistance to be provided by others,
3. A laborer to assist CPI’s Principal Consultant when field investigation is performed will be
provided by others.
4. The City will provide CPI with all background information including specifications for
primer application and field coating specifications and QC reports prepared during
construction, etc.
CPI has attached resumes of the Principal Consultants (one of the two will do the work – schedule
dependent) who will perform the field investigation.
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We at CPI sincerely appreciate this opportunity to submit our revised proposal. We look forward
to the honor of being of service to the Fort Collins Utilities.
This revised proposal is respectfully submitted for your review and consideration by,
The Staff of Corrosion Probe, Inc.
Robert A. (Randy) Nixon
President/Principal
NACE Certified Protective Coating Specialist #70989
SSPC Protective Coatings Specialist #2019-117-310
Attachments
cc: J. Garside – Carollo (JGarside@carollo.com)
D. Sherman – CPI
T. Long – CPI
K. Shields – CPI
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EXHIBIT B
INSURANCE REQUIREMENTS
1. The Service Provider will provide, from insurance companies acceptable to the City, the
insurance coverage designated hereinafter and pay all costs. Before commencing work
under this bid, the Service Provider shall furnish the City with certificates of insurance
showing the type, amount, class of operations covered, effective dates and date of
expiration of policies, and containing substantially the following statement:
“The insurance evidenced by this Certificate will not reduce coverage or limits and
will not be cancelled, except after thirty (30) days written notice has been received
by the City of Fort Collins.”
In case of the breach of any provision of the Insurance Requirements, the City, at its
option, may take out and maintain, at the expense of the Service Provider, such
insurance as the City may deem proper and may deduct the cost of such insurance from
any monies which may be due or become due the Service Provider under this
Agreement. The City, its officers, agents and employees shall be named as additional
insureds on the Service Provider 's general liability and automobile liability insurance
policies for any claims arising out of work performed under this Agreement.
2. Insurance coverages shall be as follows:
A. Workers' Compensation & Employer's Liability. The Service Provider shall
maintain during the life of this Agreement for all of the Service Provider's
employees engaged in work performed under this agreement:
1. Workers' Compensation insurance with statutory limits as required by
Colorado law.
2. Employer's Liability insurance with limits of $100,000 per accident,
$500,000 disease aggregate, and $100,000 disease each employee.
B. Commercial General & Vehicle Liability. The Service Provider shall maintain
during the life of this Agreement such commercial general liability and automobile
liability insurance as will provide coverage for damage claims of personal injury,
including accidental death, as well as for claims for property damage, which may
arise directly or indirectly from the performance of work under this Agreement.
Coverage for property damage shall be on a "broad form" basis. The amount of
insurance for each coverage, Commercial General and Vehicle, shall not be less
than $1,000,000 combined single limits for bodily injury and property damage.
In the event any work is performed by a subcontractor, the Service Provider shall
be responsible for any liability directly or indirectly arising out of the work
performed under this Agreement by a subcontractor, which liability is not covered
by the subcontractor's insurance.
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EXHIBIT C
CONFIDENTIALITY
IN CONNECTION WITH SERVICES provided to the City of Fort Collins (the “City”) pursuant to
this Agreement (the “Agreement”), the Service Provider hereby acknowledges that it has been
informed that the City has established policies and procedures with regard to the handling of
confidential information and other sensitive materials.
In consideration of access to certain information, data and material (hereinafter individually and
collectively, regardless of nature, referred to as “information”) that are the property of and/or relate
to the City or its employees, customers or suppliers, which access is related to the performance
of services that the Service Provider has agreed to perform, the Service Provider hereby
acknowledges and agrees as follows:
That information that has or will come into its possession or knowledge in connection with the
performance of services for the City may be confidential and/or proprietary. The Service Provider
agrees to treat as confidential (a) all information that is owned by the City, or that relates to the
business of the City, or that is used by the City in carrying on business, and (b) all information
that is proprietary to a third party (including but not limited to customers and suppliers of the City).
The Service Provider shall not disclose any such information to any person not having a legitimate
need-to-know for purposes authorized by the City. Further, the Service Provider shall not use
such information to obtain any economic or other benefit for itself, or any third party, except as
specifically authorized by the City.
The foregoing to the contrary notwithstanding, the Service Provider understands that it shall have
no obligation under this Agreement with respect to information and material that (a) becomes
generally known to the public by publication or some means other than a breach of duty of this
Agreement, or (b) is required by law, regulation or court order to be disclosed, provided that the
request for such disclosure is proper and the disclosure does not exceed that which is required.
In the event of any disclosure under (b) above, the Service Provider shall furnish a copy of this
Agreement to anyone to whom it is required to make such disclosure and shall promptly advise
the City in writing of each such disclosure.
In the event that the Service Provider ceases to perform services for the City, or the City so
requests for any reason, the Service Provider shall promptly return to the City any and all
information described hereinabove, including all copies, notes and/or summaries (handwritten or
mechanically produced) thereof, in its possession or control or as to which it otherwise has
access.
The Service Provider understands and agrees that the City’s remedies at law for a breach of the
Service Provider’s obligations under this Confidentiality Agreement may be inadequate and that
the City shall, in the event of any such breach, be entitled to seek equitable relief (including without
limitation preliminary and permanent injunctive relief and specific performance) in addition to all
other remedies provided hereunder or available at law.
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