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    INVOICE: TXDOT LUBBOCK DISTRICT                             PO Number: 7-000362
             VOUCHER PROCESSING                                Req Number: 60105-7-12915-G
             135 SLATON ROAD                                      PO Date: 01/29/07
             LUBBOCK TX 79404342-4018                             Expires: 01/12/20
                                                                                   
                                                                 VID: 1-74-123-6622
DESTINATION: SEE SPECIFIC INSTRUCTIONS FOR                       R E JANES GRAVEL CO
             EACH LINE ITEM.                                     P O BOX 2155
                                                                 AUSTIN TX 78768
                                                                                
                                                                                
     AGENCY POINT OF CONTACT:

     NAME: ROSE ATOM
     PHONE: 512-374-5408
     FAX: 512-374-5482
     EMAIL: RATOM@DOT.STATE.TX.US
                                 
     THIS IS A BLANKET PURCHASE ORDER FOR FLEXIBLE
     BASE, TYPE A, GRADE 4.

     THE QUANTITIES SHOWN ARE ESTIMATES ONLY. NO
     GUARANTEE OF ANY MINIMUM OR MAXIMUM PURCHASE IS
     MADE OR IMPLIED. THE AGENCY WILL ONLY ORDER THE
     AMOUNT NEEDED TO SATISFY OPERATING REQUIREMENTS
     WHICH MAY BE MORE OR LESS THAN INDICATED. THE
     VENDOR AGREES NOT TO SHIP ANY MATERIALS UNTIL
     INSTRUCTIONS ARE RECEIVED FROM THE AGENCY.
     DELIVERY WILL BE REQUESTED EITHER IN WRITING OR
     VERBALLY AND CONFIRMED IN WRITING BY THE AGENCY.
     THE ISSUANCE OF A PURCHASE ORDER IS NOT A REQUEST
     TO DELIVER UNLESS THE PURCHASE ORDER STATES
     OTHERWISE.

     THE VENDOR SHALL MAKE DELIVERY TO THE SPECIFIED
     F.O.B. POINT WITHIN 10 CALENDAR DAYS FROM
     NOTIFICATION TO SHIP. PURCHASE ORDER EXPIRES 12
     MONTHS AFTER PURCHASE ORDER DATE. THE PURCHASE
     ORDER MAY BE RENEWED FOR AN ADDITIONAL PERIOD OF
     TIME NOT EXCEEDING THE ORIGINAL PERIOD OF TIME,
     PROVIDED BOTH PARTIES AGREE TO DO SO IN WRITING
     PRIOR TO THE EXPIRATION DATE OF THE ORIGINAL
     PURCHASE ORDER.

     THE RENEWED PURCHASE ORDER SHALL BE FOR THE
     ORIGINAL PURCHASE ORDER UNIT PRICE, TERMS AND
     CONDITIONS, PLUS ANY TBPC APPROVED CHANGES.
                                                
     THE FOLLOWING APPLIES TO THE ENTIRE PURCHASE
     ORDER:

     TYPE A MATERIAL SHALL BE CRUSHED LIME-
     STONE, WITH A MINIMUM CALCIUM CARBONATE
     CONTENT OF 70%, PRODUCED FROM OVERSIZED
     QUARRIED AGGREGATE SIZED BY CRUSHING AND
     PRODUCED FROM A NATURALLY OCCURRING
     SINGLE SOURCE.

     CRUSHED GRAVEL OR UNCRUSHED GRAVEL SHALL
     NOT BE ACCEPTABLE FOR TYPE A MATERIAL.
     NO BLENDING OF SOURCES AND/OR ADDITIVE
     MATERIALS WILL BE ALLOWED.

     BASE PRODUCER: R.E. JANES GRAVEL CO.

     PIT LOCATION: WOOD PIT, CROSBY COUNTY, SLATON, TX

     PIT NAME: PLANT #10, WOOD PIT

     TRUCK DELIVERY AT A MINIMUM OF 500 TONS
     PER DAY.  TXDOT WILL HAVE THE OPTION OF
     HAVING THE MATERIAL DELIVERED IN BELLY
     DUMPS OR END DUMPS.

     WHEN ENGINEER ELECTS TO TEST, AND USES
     TXDOT TEST METHOD 116-E; WET BALL VALUE,
     WILL BE 55% MAX; AND MAX PERCENT OF
     INCREASE SHALL BE 25.
     LATERAL PRESSURE STRENGTH REQUIRMENT
     SHALL BE 150 LBS AT 15 PSI AS DETERMINED
     BY TEST METHOD TEX-117-E. GRADE 4 (AS
     SHOWN ON PLANS) TO MEET THE FOLLOWING:

     SIEVE SIZE          PER CENT BY WEIGHT
     1 3/4                   0
     7/8"                 10-30%
     1/2"                 30-55%
     NO.4                 50-75%
     NO.40                70-90%
     MAX LL               40
     MAX PI               15
                            
     THE TEXAS DEPARTMENT OF TRANSPORTATION (TXDOT)
     RESERVES THE RIGHT TO DIVERT MATERIAL TO ANOTHER
     LOCATION. TO ENABLE TXDOT TO DIVERT MATERIAL TO
     ANOTHER LOCATION, IF NEEDED, BIDDER SHOULD
     COMPLETE THE FREIGHT INFORMATION BELOW FOR FOB
     POINT(S) SHOWN. ALL FREIGHT CHARGES ARE TO BE
     SHOWN AS A SEPARATE LINE ITEM ON THE INVOICE. ANY
     FREIGHT INCREASE(S)/DECREASE(S) AS A RESULT OF A
     DIVERSION SHALL BE SHOWN AS DEBIT(S)/CREDIT(S)
     AND AS A SEPARATE ITEM ON THE INVOICE.
                                           
     750-52                                
  1. FLEXIBLE BASE, IN ACCORDANCE WITH ITEM                 6,000 TON           16.99     101,940.00
     247 OF THE 2004 STANDARD SPECIFICATIONS
     FOR THE CONSTRUCTION AND MAINTENANCE OF
     HIGHWAYS, STREETS AND BRIDGES.
     TYPE A, GRADE 4

     CONSIGNEE: DOUGLAS CAMPBELL
     P.O. BOX 331 FLOYDADA TEXAS 79235
     PHONE: 806-983-3320

     AUTH: 304

     F.O.B:  TRUCK DELIVERY TO VARIOUS
     LOCATIONS WITHIN FLOYD COUNTY.

     IF DELIVERY OUTSIDE FLOYD COUNTY, A
     $ 0.14 PER TON PER MILE WILL BE
     PAID FOR TRANSPORTATION COST.
                                  
  2. FLEXIBLE BASE, IN ACCORDANCE WITH ITEM                 1,000 TON           15.57      15,570.00
     247 OF THE 2004 STANDARD SPECIFICATIONS
     FOR THE CONSTRUCTION AND MAINTENANCE OF
     HIGHWAYS, STREETS AND BRIDGES.
     TYPE A, GRADE 4

     CONSIGNEE: JERRY MORPHIS
     P.O. BOX 1293 LEVELLAND TEXAS 79336
     PHONE: 806-894-4323

     AUTH: 306

     F.O.B:  TRUCK DELIVERY TO VARIOUS
     LOCATIONS  WITHIN HOCKLEY COUNTY.

     IF DELIVERY OUTSIDE HOCKLEY COUNTY, A
     $ 0.14 PER TON PER MILE WILL BE
     PAID FOR TRANSPORTATION COST.
                                  
  3. FLEXIBLE BASE, IN ACCORDANCE WITH ITEM                10,000 TON           19.34     193,400.00
     247 OF THE 2004 STANDARD SPECIFICATIONS
     FOR THE CONSTRUCTION AND MAINTENANCE OF
     HIGHWAYS, STREETS AND BRIDGES.
     TYPE A, GRADE 4

     CONSIGNEE: CARLOS HOWELL
     P.O. BOX 779  PLAINS TEXAS 793551
     PHONE: 806-456-7456

     AUTH: 312

     F.O.B:  TRUCK DELIVERY TO VARIOUS
     LOCATIONS WITHIN YOAKUM  COUNTY.

     IF DELIVERY OUTSIDE YOAKUM COUNTY, A
     $ 0.14 PER TON PER MILE WILL BE
     PAID FOR TRANSPORTATION COST.
                                  
  4. FLEXIBLE BASE, IN ACCORDANCE WITH ITEM                 4,000 TON           17.13      68,520.00
     247 OF THE 2004 STANDARD SPECIFICATIONS
     FOR THE CONSTRUCTION AND MAINTENANCE OF
     HIGHWAYS, STREETS AND BRIDGES.
     TYPE A, GRADE 4

     CONSIGNEE: RANDY WOODS
     P.O. BOX 148     PLAINVIEW  TEXAS  79072
     PHONE: 806-293-5101

     AUTH: 313

     F.O.B:  TRUCK DELIVERY TO VARIOUS
     LOCATIONS  WITHIN HALE COUNTY.

     IF DELIVERY OUTSIDE HALE COUNTY, A
     $ 0.14 PER TON PER MILE WILL BE
     PAID FOR TRANSPORTATION COST.
                                  
  5. FLEXIBLE BASE, IN ACCORDANCE WITH ITEM                 2,500 TON           14.44      36,100.00
     247 OF THE 2004 STANDARD SPECIFICATIONS
     FOR THE CONSTRUCTION AND MAINTENANCE OF
     HIGHWAYS, STREETS AND BRIDGES.
     TYPE A, GRADE 4

     CONSIGNEE: DANNY SAPPINGTON
     705 SOUTH BROADWAY  POST TEXAS 79356
     PHONE: 806-495-2245

     AUTH: 314

     F.O.B:  TRUCK DELIVERY TO VARIOUS
     LOCATIONS  WITHIN GARZA COUNTY.

     IF DELIVERY OUTSIDE GARZA COUNTY, A
     $ 0.14 PER TON PER MILE WILL BE
     PAID FOR TRANSPORTATION COST.
                                  
  6. FLEXIBLE BASE, IN ACCORDANCE WITH ITEM                 1,000 TON           13.64      13,640.00
     247 OF THE 2004 STANDARD SPECIFICATIONS
     FOR THE CONSTRUCTION AND MAINTENANCE OF
     HIGHWAYS, STREETS AND BRIDGES.
     TYPE A, GRADE 4

     CONSIGNEE: DAVID BARRERA
     P.O. BOX 508 RALLS TEXAS  79072
     PHONE: 806-253-2575

     AUTH: 315

     F.O.B:  TRUCK DELIVERY TO VARIOUS
     LOCATIONS WITHIN CROSBY COUNTY.

     IF DELIVERY OUTSIDE CROSBY COUNTY, A
     $ 0.14 PER TON PER MILE WILL BE
     PAID FOR TRANSPORTATION COST.
                                  
  8. FLEXIBLE BASE, IN ACCORDANCE WITH ITEM                20,000 TON           20.09     401,800.00
     247 OF THE 2004 STANDARD SPECIFICATIONS
     FOR THE CONSTRUCTION AND MAINTENANCE OF
     HIGHWAYS, STREETS AND BRIDGES.
     TYPE A, GRADE 4

     CONSIGNEE: RANDELL JAMES
     P.O. BOX 237  TULIA TEXAS 79088
     PHONE: 806-995-3009

     AUTH: 318

     F.O.B:  TRUCK DELIVERY TO VARIOUS
     LOCATIONS WITHIN SWISHER COUNTY.

     IF DELIVERY OUTSIDE SWISHER COUNTY, A
     $ 0.14 PER TON PER MILE WILL BE
     PAID FOR TRANSPORTATION COST.
                                  
     PAYMENT ON SPECIFIED UNIT OF MEASURE BASIS
     ONLY.
     FREIGHT BILL OR HAUL TICKET ISSUED
     BY STATE CERTIFIED SCALES, OR BY SCALES
     COMMERCIALLY CALIBRATED TO MEET THE
     REQUIREMENTS OF ITEM 520 OF TXDOT 2004
     STANDARD SPECIFICATIONS FOR CONSTRUCTION, AND
     MAINTENANCE OF HIGHWAYS, STEETS AND BRIDGES AS
     APPLICABLE, SHOWING GROSS, TARE, AND NET WEIGHT
     TO THE FOB POINT SPECIFIED SHALL BE INCLUDED
     WITH INVOICE.
     COPY OF VALID REPORT OR CERTIFICATE OF
     CALIBRATIONS FOR THE SCALE USED TO WEIGH
     THIS MATERIAL SHALL BE FURNISHED TO RECEIVING
     DISTRICT PRIOR TO DELIVERY OF MATERIAL.
                                            
     SHIPMENTS SHALL BE ACCOMPANIED BY FREIGHT BILLS
     OR CERTIFIED SCALE WEIGHTS SHOWING GROSS, TARE
     AND NET WEIGHTS.
                     
     ALL TRUCK DELIVERIES SHALL COMPLY WITH
     ITEM 7.8 OF THE 2004 TXDOT STANDARD
     SPECIFICATIONS FOR CONSTRUCTION AND MAINTENANCE
     OF HIGHWAYS, STREETS AND BRIDGES.
                                      
     SCALES AND WEIGHING PROCEDURES WILL BE SUBJECT TO
     INSPECTION BY THE DEPARTMENT. ALL MATERIAL
     SHIPMENTS MAY BE SUBJECT TO RANDOM REROUTING AND
     REWEIGHING TO DETERMINE ACCURACY OF WEIGHTS. THE
     DEPARTMENT WILL BE RESPONSIBLE FOR PAYMENT OF
     ADDITIONAL REROUTED MILEAGE/KILOMETERS (LOADED
     VEHICLE) ONLY WHEN THE NET LOAD SHOWN ON THE
     VENDOR'S WEIGHT TICKET IS VERIFIED TO BE
     ACCURATE WITHIN PLUS OR MINUS 1,000 POUNDS/
     454 KILOGRAMS. ANY PAYMENT REQUIRED FOR
     REROUTED MILES/KILOMETERS WILL BE MADE AS A
     SEPARATE ITEM ON THE INVOICE.  VENDOR SHALL
     BE RESPONSIBLE FOR THESE COSTS IF WEIGHTS VARY
     FROM THE ABOVE AND A NEW CORRECTED WEIGHT TICKET
     SHALL BE ISSUED.
                     
     THE GOODS OR MATERIALS ORDERED WILL BE TESTED
     UPON RECEIPT. TESTING WILL TAKE NOT MORE THAN
     22 WORKING DAYS. PAYMENT WILL BE MADE WITHIN
     30 DAYS AFTER TESTS HAVE BEEN COMPLETED AND
     GOODS OR MATERIALS ARE FOUND TO MEET
     SPECIFICATIONS OR THE DAY ON WHICH THE CORRECT
     INVOICE FOR GOODS OR MATERIALS WAS RECEIVED,
     WHICHEVER IS LATER.
                        
     NOTE: IF MATERIAL FAILS TO MEET SPECIFICATIONS,
     VENDOR WILL BE NOTIFIED BY FAX OR MAIL.  VENDOR
     WILL HAVE 10 WORKING DAYS AFTER NOTIFICATION TO
     REMOVE THE REJECTED MATERIAL FROM STATE PROPERTY.
     MATERIAL NOT REMOVED IN THE ALLOTTED TIME PERIOD
     WILL BE DISPOSED OF BY STATE FORCES.
                                         
     VENDOR'S POINT OF CONTACT: MIKE GREEN

     VENDOR'S TELEPHONE NO.: 806-828-6203

     VENDOR'S FAX NO.: 806-828-5280
     (FOR DELIVERY OR PICK UP INSTRUCTIONS.)
                                            
     CONSTRUCTION SAND/GRAVEL/CRUSHED STONE

     THE STATE OF TEXAS WILL PERMIT A "UNIT
     PRICE" ADJUSTMENT QUARTERLY (EVERY 90
     DAYS) BASED ON CHANGES TO THE PRODUCER
     PRICE INDEX (PPI) FOR CONSTRUCTION
     SAND/GRAVEL/CRUSHED STONE (COMMODITY
     CODE 1321). UNLESS OTHERWISE
     INDICATED, THE PRICE INDEX SHALL
     BE THE SPECIFIED INDEX AS PUBLISHED BY
     THE U.S. DEPARTMENT OF LABOR, BUREAU
     OF LABOR STATISTICS, WASHINGTON, DC,
     20212, WEB SITE LOCATION:
     http://www.bls.gov

     THE BASELINE INDEX SHALL BE THE PRICE
     POSTED FOR THE MONTH ON WHICH THE
     BID OPENED. THE ALLOWABLE PERCENT
     CHANGE SHALL BE CALCULATED BY
     SUBTRACTING THE BASELINE PRICE INDEX FROM
     THE PRICE POSTED FOR THE MONTH IN
     WHICH THE PRICE ADJUSTMENT IS REQUESTED
     (AT LEAST 90 DAYS FROM BID OPENING)
     AND DIVIDING THE RESULT BY THE BASELINE PRICE.
     THIS IS THE ALLOWABLE PERCENT CHANGE.

     SUBSEQUENT BASELINE PRICE WILL BE THE
     CURRENT UNIT PRICE SUBTRACTED FROM THE PRICE
     POSTED FOR THE MONTH ADJUSTMENT IS REQUESTED (AT
     LEAST 90 DAYS FROM LAST INCREASE) AND DIVIDING
     THE RESULTS BY THE CURRENT BASELINE PRICE.
     THIS IS THE ALLOWABLE PERCENT CHANGE.

     THE ALLOWABLE PERCENT CHANGE SHALL BE ROUNDED
     TO THE NEAREST ONE-HUNDREDTH OF ONE PERCENT
     AND SHALL BE THE MAXIMUM UNIT PRICE
     ADJUSTMENT PERMITTED. THE VENDOR MAY
     OFFER PRICE DECREASES IN EXCESS OF THE
     ALLOWABLE PERCENT CHANGE. VENDOR SHALL
     REQUEST UNIT PRICE ADJUSTMENTS IN WRITING
     IN ACCORDANCE WITH THE PURCHASE ORDER
     PROVISIONS. ALL ADJUSTMENTS SHALL BE
     SUPPORTED BY ACCEPTABLE DOCUMENTATION
     OF THE COST INCREASE/DECREASE. TXDOT WILL
     RESPOND TO VENDOR'S PRICE ADJUSTMENT
     REQUESTS WITHIN 30 DAYS FROM RECEIPT BY
     THE GSD PURCHASING OFFICE.
                               
     60-DAY CANCELLATION

     THE PURCHASE ORDER MAY BE CANCELLED,
     WITHOUT PENALTY, BY EITHER PARTY BY
     PROVIDING 60 DAYS WRITTEN NOTICE TO THE
     OTHER PARTY.  TERMINATION UNDER THIS
     PARAGRAPH SHALL NOT RELIEVE THE VENDOR
     OF ANY OBLIGATION OR LIABILITY THAT
     HAS OCCURRED PRIOR TO CANCELLATION.
                                        
     MATERIAL WILL BE PAID FOR ON A DRY WEIGHT
     BASIS.
           
     PIGGYBACK CLAUSE: THIS OPEN MARKET PURCHASE ORDER
     IS AVAILABLE FOR USE BY ALL STATE AGENCIES AND
     QUALIFIED ENTITIES PARTICIPATING IN THE TEXAS
     BUILDING PROCUREMENT COMMISSION (TBPC)
     COOPERATIVE PURCHASING PROGRAM (CO-OP) PROVIDING
     THERE IS NO CONFLICT WITH ANY APPLICABLE
     STATUTES, RULES, POLICIES OR PROCEDURES.

     THIS OPEN MARKET PURCHASE ORDER WAS COMPETITIVELY
     BID IN ACCORDANCE WITH APPLICABLE STATE OF TEXAS
     PURCHASING STATUTES, RULES, POLICIES AND
     PROCEDURES.  STATE AGENCIES AND ACTIVE TBPC CO-OP
     ENTITIES MAY USE THE PRICES SHOWN IN THIS OPEN
     MARKET PURCHASE ORDER TO ISSUE THEIR OWN PURCHASE
     ORDERS. ARRANGEMENTS FOR DELIVERY OF GOODS,
     INCLUDING APPLICABLE FREIGHT CHARGES IF OUTSIDE
     THE ORIGINAL GEOGRAPHIC DELIVERY AREA, ARE
     CONTINGENT UPON MUTUAL AGREEMENT OF THE STATE
     AGENCY OR ACTIVE TBPC CO-OP ENTITY AND THE
     VENDOR. THE STATE AGENCY OR ACTIVE TBPC CO-OP
     ENTITY'S PURCHASE ORDER ISSUED AGAINST THIS OPEN
     MARKET PURCHASE ORDER SHOULD REFERENCE THE TBPC
     ISSUED STATE OF TEXAS PURCHASE ORDER NUMBER AND
     REQUISITION NUMBER AND BE SENT DIRECTLY TO THE
     AWARDED VENDOR.

     VENDOR COMPLIANCE:  IF THE STATE AGENCY OR ACTIVE
     TBPC CO-OP ENTITY ENCOUNTERS RESISTANCE FROM A
     VENDOR NOT COMPLYING WITH THE TERMS AND
     CONDITIONS OF THIS OPEN MARKET PURCHASE ORDER,
     THE STATE AGENCY OR ACTIVE TBPC CO-OP ENTITY MUST
     ATTEMPT TO RESOLVE THE ISSUE BY CONTACTING THE
     VENDOR DIRECTLY.  IF A SATISFACTORY RESOLUTION
     CAN NOT BE REACHED, THE STATE AGENCY OR ACTIVE
     TBPC CO-OP ENTITY SHOULD FILE A VENDOR
     PERFORMANCE RESOLUTION REPORT WITH THE TBPC.  THE
     TBPC IS NOT RESPONSIBLE FOR RESOLVING
     NON-PERFORMANCE ISSUES INCLUDING BUT NOT LIMITED
     TO FUNDING, INVOICE PROCESSING, RENEWAL OR
     CANCELLATION.
                  
     VENDOR POINT-OF-CONTACT:

     A.) NAME OF PERSON TO CONTACT COORDINATING
         DELIVERIES:

     NAME: MIKE GREEN

     PHONE NO.: 806-828-6203

     FAX NO.: 806-828-5280

     B.) NAME OF PERSON TO CONTACT CONCERNING
         ACCOUNTING AND/OR INVOICES:

     NAME: MIKE SCHNEIDER

     PHONE NO.: 512-442-7871

     FAX NO.: 512-442-2787
                          
     SUSPENSION, DEBARMENT, AND TERRORISM:  VENDOR
     CERTIFIES THAT THE VENDOR AND ITS
     PRINCIPALS ARE ELIGIBLE TO PARTICIPATE IN THIS
     TRANSACTION AND HAVE NOT BEEN SUBJECTED TO
     SUSPENSION, DEBARMENT, OR SIMILAR INELIGIBILITY
     DETERMINED BY ANY FEDERAL, STATE OR LOCAL
     GOVERNMENTAL ENTITY AND THAT VENDOR IS IN
     COMPLIANCE WITH THE STATE OF TEXAS STATUTES AND
     RULES RELATING TO PROCUREMENT AND THAT VENDOR IS
     NOT LISTED ON THE FEDERAL GOVERNMENT'S TERRORISM
     WATCH LIST AS DESCRIBED IN EXECUTIVE ORDER 13224.
     ENTITIES INELIGIBLE FOR FEDERAL PROCUREMENT ARE
     LISTED AT http://www.epls.gov
                                  
 ***PUT REQ # AND ORDER # ON ALL PKGS***           TOTAL THIS ORDER         830,970.00
                                                                                      
This is a copy of the state purchase order only.  If you require additional information regarding
information from the Invitation for Bids including terms and conditions, please feel free to contact
the TBPC Cooperative Purchasing Program at coop@tbpc.state.tx.us. Please reference the state purchase
order and fiscal year in your email request, along with details as to the additional information required.