HomeMy WebLinkAboutContract 57074 CSC No. 57074
FORT WORTH.
NON-EXCLUSIVE METAL AND STONE MAINTENANCE SERVICES AGREEMENT
This NON-EXCLUSIVE METAL AND STONE MAINTENANCE SERVICES
AGREEMENT (the "Agreement") is made and entered into by and between the CITY OF FORT
WORTH("City"),a Texas home rule municipal corporation,acting by and through its duly authorized
Assistant City Manager,and EDGE ARCHITECTURAL RESTORATION LLC("Vendor"),aTexas
limited liability company, Federal ID 946-4969491, acting by and through its duly authorized
representative,each individually referred to as a"party" and collectively referred to as the"parties."
WHEREAS, City, through its Property Management Department, contracts for
metal and stone maintenance services for the City's property located at 100 Energy Way,Fort Worth TX
76102; and
WHEREAS, through Invitation to Bid (ITB) No. 22-0030, the City solicited bids to award
agreements for metal and stone maintenance services on an as-needed basis in the City with an aggregate
amount of$60,000.00 per year for contracts awarded to the successful bidders; and
WHEREAS, Vendor was one of the successful bidders awarded a contract to provide
non-exclusive metal and stone maintenance services to the City; and
WHEREAS, City and Vendor wish to set out the terms of Vendor's non-exclusive metal and
stone maintenance services.
NOW THEREFORE,City and Vendor agree as follows:
AGREEMENT DOCUMENTS:
The Agreement documents shall include the following:
1. This-Non-Exclusive Metal and Stone Maintenance Services Agreement;and
2. Exhibit A—Scope of Services; and
3. Exhibit B—Payment Schedule; and
4. Exhibit C—Vendor Contact Information.
Exhibits A through C,which are attached hereto and incorporated herein,are made a part of this
Agreement for all purposes. In the event of any conflict between the terms and conditions of Exhibits A
through C and the terms and conditions set forth in the body of this Agreement,the terms and conditions
of this Agreement shall control.
1. Scope of Services.Metal and Stone Maintenance(the"Services"),which are set forth in
more detail in Exhibit"A,"attached hereto and incorporated herein for all purposes.
OFFICIAL RECORD
CITY SECRETARY
Vendor Services Agreement
Edge Architectural Restoration LLC FT. WORTH, TX
2. Term. This Agreement shall begin on February 1, 2022 ("Effective Date") and expire
on December 31,2023("Expiration Date"),unless terminated earlier in accordance with this Agreement
("Initial Term").City will have the option,in its sole discretion,to renew this Agreement under the same
terms and conditions,for up to four(4)one-year renewal option(s).
3. Compensation. City will pay Vendor in accordance with the provisions of this
Agreement, including Exhibit `B," which is attached hereto and incorporated herein for all purposes.
Total compensation under this Agreement shall not exceed Sixty Thousand Dollars and 00/100
($60,000.00) per year. The City makes no promise or guarantee of the total amount of work that
will be assigned to Vendor under this Agreement.Vendor will not perform any additional services or
bill for expenses incurred for City not specified by this Agreement unless City requests and approves in
writing the additional costs for such services. City will not be liable for any additional expenses of
Vendor not specified by this Agreement unless City first approves such expenses in writing.
4. Termination.
4.1. Written Notice. City or Vendor may terminate this Agreement at any time and
for any reason by providing the other party with 30 days' written notice oftermination.
4.2 Non-appropriation of Funds. In the event no funds or insufficient funds are
appropriated by City in any fiscal period for any payments due hereunder, City will notify
Vendor of such occurrence and this Agreement will terminate on the last day of the fiscal period
for which appropriations were received without penalty or expense to City of any kind
whatsoever,except as to the portions of the payments herein agreed upon for which funds have
been appropriated.
Duties and Obligations of the Parties. In the event that this Agreement is terminated prior to the
Expiration Date,City will pay Vendor for services actually rendered up to the effective date of
termination and Vendor will continue to provide City with services requested by City and in
accordance with this Agreement up to the effective date of termination.Upon termination of this
Agreement for any reason,Vendor will provide City with copies of all completed or partially
completed documents prepared under this Agreement. In the event Vendor has received access
to City Information or data as a requirement to perform services hereunder,Vendor will return
all City provided data to City in a machine-readable format or other format deemed acceptable
to City.
5. Disclosure of Conflicts and Confidential Information.
5.1 Disclosure of Conflicts.Vendor hereby warrants to City that Vendor has made
full disclosure in writing of any existing or potential conflicts of interest related to Vendor's
services under this Agreement.In the event that any conflicts of interest arise after the Effective
Date of this Agreement, Vendor hereby agrees immediately to make full disclosure to City in
writing.
5.2 Confidential Information. Vendor, for itself and its officers, agents and
employees, agrees that it will treat all information provided to it by City ("City Information")
as confidential and will not disclose any such information to a third party without the prior
written approval of City.
5.3 Public Information Act. City is a government entity under the laws of the State
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of Texas and all documents held or maintained by City are subject to disclosure under the Texas
Public Information Act. In the event there is a request for information marked Confidential or
Proprietary, City will promptly notify Vendor.It will be the responsibility of Vendor to submit
reasons objecting to disclosure.A determination on whether such reasons are sufficient will not
be decided by City,but by the Office of the Attorney General of the State of Texas or by a court
of competent jurisdiction.
5.4 Unauthorized Access. Vendor must store and maintain City Information in a
secure manner and will not allow unauthorized users to access, modify, delete or otherwise
corrupt City Information in any way. Vendor must notify City immediately if the security or
integrity of any City Information has been compromised or is believed to have been
compromised, in which event, Vendor will, in good faith, use all commercially reasonable
efforts to cooperate with City in identifying what information has been accessed by unauthorized
means and will fully cooperate with City to protect such City Information from further
unauthorized disclosure.
6. Right to Audit.Vendor agrees that City will,until the expiration of three(3)years after
final payment under this Agreement, or the final conclusion of any audit commenced during the said
three years, have access to and the right to examine at reasonable times any directly pertinent books,
documents,papers and records,including,but not limited to,all electronic records,of Vendor involving
transactions relating to this Agreement at no additional cost to City. Vendor agrees that City will have
access during normal working hours to all necessary Vendor facilities and will be provided adequate and
appropriate work space in order to conduct audits in compliance with the provisions of this section.City
will give Vendor reasonable advance notice of intended audits.
7. Indenendent Contractor`It is expressly understood and agreed that Vendor will
operate as an independent contractor as to all rights and privileges and work performed under this
Agreement, and not as agent,representative or employee of City. Subject to and in accordance with the
conditions and provisions of this Agreement,Vendor will have the exclusive right to control the details
of its operations and activities and be solely responsible for the acts and omissions of its officers,agents,
servants,employees,Vendors,and subcontractors.Vendor acknowledges that the doctrine of respondeat
superior will_not_apply_as_between_City,_its_officers,_agents,_servants_and_employees,_and_Vendor,_its
officers,agents,employees,servants,contractors,and subcontractors.Vendor further agrees that nothing
herein will be construed as the creation of a partnership or joint enterprise between City and Vendor. It
is further understood_that_City_will_in_no_way_be_considered_a_Co-employer_or_a_Joint_employer_of
Vendor-or-any officers,agents,servants,employees,contractors,or subcontractors.Neither Vendor,nor
any officers, agents, servants, employees, contractors, or subcontractors of Vendor will be entitled to
any employment benefits from City.Vendor will be responsible and liable for any and all payment and
reporting of taxes on behalf of itself,and any of its officers,agents, servants,employees,contractors,or
contractors.
8. Liability and Indemnification.
8.1 LIABILITY.- VENDOR WILL BE LIABLE AND RESPONSIBLE FOR
ANYAND ALL PROPERTYLOSS,PROPERTYDAMAGEAND/OR PERSONAL INJURY,
INCLUDING DEATH, TO ANY AND ALL PERSONS, OF ANY KIND OR CHARACTER,
WHETHER REAL OR ASSERTED, TO THE EXTENT CAUSED BY THE NEGLIGENT
ACT(S) OR OMISSION(S), MALFEASANCE OR INTENTIONAL MISCONDUCT OF
VENDOR,ITS OFFICERS,AGENTS, SERVANTS,EMPLOYEES, CONTRACTORS, OR
SUBCONTRACTORS.
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8.2 GENERAL INDEMNIFICATION - VENDOR HEREBY COVENANTS
AND AGREES TO INDEMNIFY, HOLD HARMLESS AND DEFEND CITY, ITS
OFFICERS, AGENTS, SERVANTS AND EMPLOYEES, FROM AND AGAINST ANY
AND ALL CLAIMS OR LAWSUITS OF ANY KIND OR CHARACTER, WHETHER REAL
OR ASSERTED,FOR EITHER PROPERTYDAMAGE OR LOSS(INCL UDINGALLEGED
DAMAGEORLOSSTO VENDOR'SBUSINESSANDANYRESULTINGLOSTPROFITS)
AND/OR PERSONAL INJURY, INCLUDING DEATH, TO ANY AND ALL PERSONS,
ARISING OUT OF OR IN CONNECTION WITH THIS A GREEMENT, TO THE EXTENT
CAUSED BY THE NEGLIGENT ACTS OR OMISSIONS OR MALFEASANCE OF
VENDOR,ITS OFFICERS,AGENTS, SERVANTS,EMPLOYEES, CONTRACTORS, OR
SUBCONTRACTORS.
8.3 INTELLECTUAL PROPERTY INDEMNIFICATION — Vendor agrees to
defend, settle, or pay, at its own cost and expense, any claim or action against City for
infringement of any patent, copyright,trade mark,trade secret,or similar property right
arising from City's use of the software and/or documentation in accordance with this
Agreement,it being understood that this agreement to defend,settle or pay will not apply
if City modifies or misuses the software and/or documentation. So long as Vendor bears
the cost and expense of payment for claims or actions against City pursuant to this section,
Vendor will have the right to conduct the defense of any such claim or action and all
negotiations for its settlement or compromise and to settle or compromise any such claim;
however, City will have the right to fully participate in any and all such settlement,
negotiations, or lawsuit as necessary to protect City's interest, and City agrees to
cooperate with Vendor in doing so. In the event City, for whatever reason, assumes the
responsibility for payment of costs and expenses for any claim or action brought against
City for infringement arising under this Agreement, City will have the sole right to
conduct the defense of any such claim or action and all negotiations for its settlement or
compromise and to settle or compromise any such claim; however, Vendor will fully
participate and cooperate with City in defense of such claim or action. City agrees to give
Vendor timely writtennotice of any such claim or action, with copies of all papers City
may receive relating thereto. Notwithstanding the foregoing, City's assumption of
payment of costs or expenses will not eliminate Vendor's duty to indemnify City under
this Agreement. If the software and/or documentation or any part thereof is held to
infringe and the use thereof is enjoined or restrained or, if as a result of a settlement or
compromise, such use is materially adversely restricted, Vendor will, at its own expense
and as City's sole remedy, either: (a) procure for City the right to continue to use the
software and/or documentation; or (b) modify the software and/or documentation to
make it non-infringing, provided that such modification does not materially adversely
affect City's authorized use of the software and/or documentation; or (c) replace the
software and/or documentation with equally suitable, compatible, and functionally
equivalent non-infringing software and/or documentation at no additional charge to City;
or (d) if none of the foregoing alternatives is reasonably available to Vendor terminate
this Agreement, and refund all amounts paid to Vendor by City, subsequent to which
termination City may seek any and all remedies available to City under law.
9. Assignment and Subcontracting.
9.1 Assigmment.Vendor will not assign or subcontract any of its duties,obligations
or rights under this Agreement without the prior written consent of City. If City grants consent
to an assignment, the assignee will execute a written agreement with City and Vendor under
which the assignee agrees to be bound by the duties and obligations of Vendor under this
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Agreement.Vendor will be liable for all obligations of Vendor under this Agreement prior to the
effective date of the assignment.
9.2 Subcontract. If City grants consent to a subcontract, the subcontractor will
execute a written agreement with Vendor referencing this Agreement under which subcontractor
agrees to be bound by the duties and obligations of Vendor under this Agreement as such duties
and obligations may apply. Vendor must provide City with a fully executed copy of any such
subcontract.
10. Insurance. Vendor must provide City with certificate(s) of insurance documenting
policies of the following types and minimum coverage limits that are to be in effect prior to
commencement of any Services pursuant to this Agreement:
10.1 Coverage and Limits
(a) Commercial General Liability:
$1,000,000- Each Occurrence
$2,000,000- Aggregate
(b) Automobile Liability:
$1,000,000- Each occurrence on a combined single limit basis
Coverage will be on any vehicle used by Vendor, or its employees, agents, or
representatives in the course of providing Services under this Agreement."Any
vehicle"will be any vehicle owned,hired and non-owned.
(c) Worker's Compensation:
Statutory limits according to the Texas Workers' Compensation Act or any
other state workers' compensation laws where the Services are being performed
Employers' liability
$100,000- Bodily Injury by accident;each accident/occurrence
$100,000- Bodily Injury by disease; each employee
$500,000- Bodily Injury by disease;policy limit
(d) Professional Liability(Errors&Omissions ] Applicably] N/A
$1,000,000- Each Claim Limit
$1,000,000- Aggregate Limit
Professional Liability coverage may be provided through an endorsement to the
Commercial General Liability (CGL) policy, or a separate policy specific to
Professional E&O. Either is acceptable if coverage meets all other
requirements. Coverage must be claims-made,and maintained for the duration
of the contractual agreement and for two (2) years following completion of
services provided.An annual certificate of insurance must be submitted to City
to evidence coverage.
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10.2 General Requirements
(a) The commercial general liability and automobile liability policies must
name City as an additional insured thereon, as its interests may appear. The
term City includes its employees, officers, officials, agents, and volunteers in
respect to the contracted services.
(b) The workers' compensation policy must include a Waiver of
Subrogation(Right of Recovery)in favor of City.
(c) A minimum of Thirty(30)days' notice of cancellation or reduction in
limits of coverage must be provided to City. Ten (10) days' notice will be
acceptable in the event of non-payment of premium.Notice must be sent to the
Risk Manager,City of Fort Worth,200 Texas Street,Fort Worth,Texas 76102,
with copies to the Fort Worth City Attorney at the same address.
(d) The insurers for all policies must be licensed and/or approved to do
business in the State of Texas. All insurers must have a minimum rating of A-
VII in the current A.M.Best Key Rating Guide, or have reasonably equivalent
financial strength and solvency to the satisfaction of Risk Management. If the
rating is below that required,written approval of Risk Management is required.
(e) Any failure on the part of City to request required insurance
documentation will not constitute a waiver of the insurance requirement.
(f) Certificates of Insurance evidencing that Vendor has obtained all
required insurance will be delivered to the City prior to Vendor proceeding with
any work pursuant to this Agreement.
11. Non-Discrimination Covenant.Vendor,for itself,its personal representatives,assigns,
contractors, subcontractors,and successors in interest,as part of the consideration herein,agrees that in
the performance of Vendor's duties and obligations hereunder,it will not discriminate in the treatment
or employment of any individual or group of individuals on any basis prohibited by law. IF ANY
CLAIM ARISES FROM AN ALLEGED VIOLATION OF THIS NON-DISCRIMINATION
COVENANT BY VENDOR, ITS PERSONAL REPRESENTATIVES, ASSIGNS,
CONTRACTORS, SUBCONTRACTORS, OR SUCCESSORS IN INTEREST, VENDOR
AGREES TO ASSUME SUCH LIABILITY AND TO INDEMNIFY AND DEFEND CITY AND
HOLD CITY HARMLESS FROM SUCH CLAIM.
12. Compliance with Laws. Ordinances.Rules and Regulations.Vendor agrees that in the
performance of its obligations hereunder,it will comply with all applicable federal, state and local laws,
ordinances,rules and regulations and that any work it produces in connection with this Agreement will also
comply with all applicable federal, state and local laws,ordinances,rules and regulations. If City notifies
Vendor of any violation of such laws, ordinances, rules or regulations, Vendor must immediately desist
from and correct the violation.
13. Notices. Notices required pursuant to the provisions of this Agreement will be
conclusively determined to have been delivered when (1) hand-delivered to the other party, its agents,
employees, servants or representatives, (2) delivered by facsimile with electronic confirmation of the
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transmission, or (3) received by the other party by United States Mail, registered, return receipt
requested,addressed as follows:
To CITY: To VENDOR:
City of Fort Worth Edge Architectural Restoration LLC
Attn: Assistant City Manager Rachel Guss,Account Executive
200 Texas Street 1244 Security Dr.
Fort Worth,TX 76102-6314 Dallas,Texas 75247
Facsimile: (817) 392-8654 Facsimile:N/A
With copy to Fort Worth City Attorney's Office at
same address
14. Solicitation of EmRyees. Neither City nor Vendor will, during the term of this
Agreement and additionally for a period of one year after its termination, solicit for employment or
employ, whether as employee or independent contractor, any person who is or has been employed by
the other during the term of this Agreement,without the prior written consent of the person's employer.
Notwithstanding the foregoing,this provision will not apply to an employee of either party who responds
to a general solicitation of advertisement of employment by either party.
15. Governmental Powers. It is understood and agreed that by execution of this
Agreement,City does not waive or surrender any of its governmental powers or immunities.
16. No Waiver. The failure of City or Vendor to insist upon the performance of any term
or provision of this Agreement or to exercise any right granted herein does not constitute a waiver of
City's or Vendor's respective right to insist upon appropriate performance or to assert any such right on
any future occasion.
17. Governing Law / Venue. This Agreement will be construed in accordance with the
laws of the State of Texas.If any action,whether real or asserted,at law or in equity,is brought pursuant
to this Agreement,venue for such action will lie in state courts located in Tarrant County, Texas or the
United States District Court for the Northern District of Texas,Fort Worth Division.
18. Severability. If any provision of this Agreement is held to be invalid, illegal or
unenforceable,the validity, legality and enforceability of the remaining provisions will not in any way
be affected or impaired.
19. Force Majeure.City and Vendor will exercise their best efforts to meet their respective
duties and obligations as set forth in this Agreement,but will not be held liable for any delay or omission
in performance due to force majeure or other causes beyond their reasonable control,including,but not
limited to,compliance with any government law,ordinance,or regulation;acts of God;acts of the public
enemy;fires;strikes;lockouts;natural disasters;wars;riots;epidemics or pandemics;government action
or inaction; orders of government; material or labor restrictions by any governmental authority;
transportation problems; restraints or prohibitions by any court, board, department, commission, or
agency of the United States or of any States;civil disturbances;other national or regional emergencies;or
any other similar cause not enumerated herein but which is beyond the reasonable control of the Party
whose performance is affected (collectively, "Force Majeure Event"). The performance of any such
obligation is suspended during the period of, and only to the extent of, such prevention or hindrance,
provided the affected Party provides notice of the Force Majeure Event, and an explanation as to how it
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prevents or hinders the Party's performance, as soon as reasonably possible after the occurrence of the
Force Majeure Event, with the reasonableness of such notice to be determined by the City in its sole
discretion. The notice required by this section must be addressed and delivered in accordance with
Section 13 of this Agreement.
20. Headings not Controlling.Headings and titles used in this Agreement are forreference
purposes only,will not be deemed a part of this Agreement,and are not intended to define or limit the
scope of any provision of this Agreement.
21. Review of Counsel. The parties acknowledge that each party and its counsel have
reviewed and revised this Agreement and that the normal rules of construction to the effect that any
ambiguities are to be resolved against the drafting party will not be employed in the interpretation of
this Agreement or Exhibits A,B, and C.
22. Amendments / Modifications / Extensions. No amendment, modification, or
extension of this Agreement will be binding upon a party hereto unless set forth in a written instrument,
which is executed by an authorized representative of each party.
23. Counterparts.This Agreement may be executed in one or more counterparts and each
counterpart will,for all purposes,be deemed an original,but all such counterparts will together constitute
one and the same instrument.
24. Warrantl of Services.Vendor warrants that its services will be of a high quality and
conform to generally prevailing industry standards. City must give written notice of any breach of this
warranty within thirty(30)days from the date that the services are completed.In such event,at Vendor's
option,Vendor will either(a)use commercially reasonable efforts to re-perform the services in a manner
that conforms with the warranty, or(b) refund the fees paid by City to Vendor for the nonconforming
services.
25. Immigration Nationality Act. Vendor must_verify_the identity_and_employment
eligibility of its employees who perform work under this Agreement, including completing the
Employment Eligibility Verification Form (I-9). Upon request by City, Vendor will provide City with
copies of all I-9 forms and supporting eligibility documentation for each employee who performs work
under this Agreement. Vendor must adhere to all Federal and State laws as well as establish appropriate
procedures and controls so that no services will be performed by Vendor employee who is not legally
eligible to perform such services. VENDOR WILL INDEMNIFY CITY AND HOLD CITY
HARMLESS FROM ANY PENALTIES, LIABILITIES, OR LOSSES DUE TO VIOLATIONS
OF THIS PARAGRAPH BY VENDOR, VENDOR'S EMPLOYEES, CONTRACTORS,
SUBCONTRACTORS, OR AGENTS. City, upon written notice to Vendor, will have the right to
immediately terminate this Agreement for violations of this provision by Vendor.
26. Ownership of Work Product.City will be the sole and exclusive owner of all reports,
work papers,procedures,guides, and documentation that are created,published,displayed,or produced
in conjunction with the services provided under this Agreement(collectively,"Work Product"). Further,
City will be the sole and exclusive owner of all copyright, patent, trademark, trade secret and other
proprietary rights in and to the Work Product. Ownership of the Work Product will inure to the benefit
of City from the date of conception, creation or fixation of the Work Product in a tangible medium of
expression(whichever occurs first).Each copyrightable aspect of the Work Product will be considered a
"work-made-for-hire"within the meaning of the Copyright Act of 1976,as amended.If and to the extent
such Work Product,or any part thereof,is not considered a"work-made-for-hire"within the meaning of
the Copyright Act of 1976,as amended,Vendor hereby expressly assigns to City all exclusive right,title
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and interest in and to the Work Product, and all copies thereof, and in and to the copyright, patent,
trademark,trade secret, and all other proprietary rights therein, that City may have or obtain, without
further consideration,free from any claim,lien for balance due,or rights of retention thereto on the part
of City.
27. Signature Authorit The person signing this Agreement hereby warrants that they
have the legal authority to execute this Agreement on behalf of the respective party, and that such
binding authority has been granted by proper order,resolution, ordinance or other authorization of the
entity.This Agreement and any amendment hereto,may be executed by any authorized representative of
Vendor. Each party is fully entitled to rely on these warranties and representations in entering into this
Agreement or any amendment hereto.
28. Change in Comes Name or Ownership. Vendor must notify City's Purchasing
Manager,in writing, of a company name,ownership,or address change for the purpose of maintaining
updated City records. The president of Vendor or authorized official must sign the letter. A letter
indicating changes in a company name or ownership must be accompanied with supporting legal
documentation such as an updated W-9, documents filed with the state indicating such change, copy of
the board of director's resolution approving the action,or an executed merger or acquisition agreement.
Failure to provide the specified documentation so may adversely impact future invoice payments.
29. No Boycott of Israel.If Vendor has fewer than 10 employees or this Agreement is
for less than $100,000, this section does not apply. Vendor acknowledges that in accordance with
Chapter 2271 of the Texas Government Code,the City is prohibited from entering into a contract with
a company for goods or services unless the contract contains a written verification from the company
that it: (1) does not boycott Israel; and (2) will not boycott Israel during the term of the contract. The
terms"boycott Israel" and"company"has the meanings ascribed to those terms in Section 2271 of the
Texas Government Code. By signing this Agreement, Vendor certifies that Vendor's signature
provides written verification to the City that Vendor: (1) does not boycott Israel; and(2)will not
boycott Israel during the term of the Agreement.
30. Prohibition on Boycotting Energy Companies.Vendor acknowledges that in accordance
with Chapter 2274 of the Texas Government Code, as added by Acts 2021, 87th Leg., R.S., S.B. 13, §
2,the City is prohibited from entering into a contract for goods or services that has a value of$100,000
or more that is to be_paid wholly_or partly_from_public funds of the City with a company_with_10 or more
full-time employees unless the contract contains a written verification from the company that it:(1)does
not boycott energy companies;and(2)will not boycott energy companies during the term of the contract.
The terms "boycott energy company" and "company" have the meaning ascribed to those terms by
Chapter 2274 of the Texas Government Code,as added by Acts 2021, 87th Leg.,R.S., S.B. 13, § 2. To
the extent that Chapter 2274 of the Government Code is applicable to this Agreement, by signing this
Agreement, Vendor certifies that Vendor's signature provides written verification to the City that
Vendor: (1) does not boycott energy companies; and (2)will not boycott energy companies during the
term of this Agreement.
31. Prohibition on Discrimination Against Firearm and Ammunition industries.
Vendor acknowledges that except as otherwise provided by Chapter 2274 of the Texas Government Code,
as added by Acts 2021, 87th Leg.,R.S., S.B. 19, § 1,the City is prohibited from entering into a contract
for goods or services that has a value of$100,000 or more that is to be paid wholly or partly from public
funds of the City with a company with 10 or more full-time employees unless the contract contains a
written verification from the company that it: (1)does not have a practice,policy,guidance,or directive
that discriminates against a firearm entity or firearm trade association; and (2) will not discriminate
during the term of the contract against a firearm entity or firearm trade association. The terms
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"discriminate," "firearm entity" and "firearm trade association" have the meaning ascribed to those
terms by Chapter 2274 of the Texas Government Code,as added by Acts 2021, 87th Leg.,R.S., S.B. 19,
§ 1.To the extent that Chapter 2274 of the Government Code is applicable to this Agreement,by signing
this Agreement, Vendor certifies that Vendor's signature provides written verification to the City that
Vendor: (1)does not have a practice,policy, guidance, or directive that discriminates against a firearm
entity or firearm trade association; and(2)will not discriminate against a firearm entity or firearm trade
association during the term of thisAgreement.
32. Electronic Signatures. This Agreement may be executed by electronic signature,
which will be considered as an original signature for all purposes and have the same force and effect as
an original signature. For these purposes, "electronic signature" means electronically scanned and
transmitted versions (e.g. via pdf file or facsimile transmission) of an original signature, or signatures
electronically inserted via software such as Adobe Sign.
33. Entirety of Agreement. This Agreement contains the entire understanding and
agreement between City and Vendor,their assigns and successors in interest,as to the matters contained
herein. Any prior or contemporaneous oral or written agreement is hereby declared null and void to the
extent in conflict with any provision of this Agreement.
(signature page follows)
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IN WITNESS WHEREOF,the parties hereto have executed this Agreement in multiples.
CITY OF FORT WORTH:
CONTRACT COMPLIANCE MANAGER:
By signing I acknowledge that I am the person
Dana B Lrchdoff responsible for the monitoring and administration of
this contract,including ensuring all performance and
By. Dana Burghdoff eb 3,202214:25 CST)
Name: Dana Burghdoff reporting requirements.
Title: Assistant City Manager
Age 4�
By: Alan H.Shuror(Feb 3,2022 10:25 CST)
Name: Alan H. Shuror
APPROVAL RECOMMENDED: Title: Asst. Property Management Director
APPROVED AS TO FORM AND LEGALITY:
By: Steve Cooke(Feb 3,2022 11:10 CST)
Name: Steve Cooke
Title: Property Management Director By: � w
Name: Matthew Murray
ATTEST: Title: Assistant City Attorney
CONTRACT AUTHORIZATION:
7�t�t�t�tt� Goocf�tCG M&C: N/A
By: Jannette S.Goodall(Feb 3,2022 14:51 CST) Form 1295•N/A
Name: Jannette S. GoodallroR dg44n�nn
Title: City Secretary map!°00000' ad
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VENDOR: a��'EXNO
Edge Architectural Restoration LLC
By• Rachel Guss(Feb10:11 CST)
Name: Rachel Guss
Title: Account Executive
Date: 12022
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
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EXHIBIT A
SCOPE OF SERVICES
METAL AND STONE MAINTENANCE FOR 100 ENERGY WAY,FORT WORTH TX 76102
1. INTENT
I.I. The intent of this Scope of Services is to describe the minimum requirements for the provision of
metal and stone maintenance for the City of Fort Worth (City) at 100 Energy Way, Fort Worth TX
76102.
1.2. Vendor shall include all costs for metal and stone maintenance including but not limited to fuel,travel
and/or time lost.No additional charges will be accepted or paid by the City.
1.3. The purpose is to maintain the finishes and the integrity of the metal and stone in the terrace, lobby,
and mezzanine lobbies. Protection of the stone,metal,and grout is of the upmost importance.
1.4. The City may request additional service locations and/or services of the same general category that
could have been encompassed in the award of this Agreement. Such additional services shall be
included only by the written agreement of City and Vendor.
2. DEFINITIONS
2.1. Vendor — The person or company submitting a bid proposal to preform specified work contained
herein
2.2. Department Contract Manager—City of Fort Worth employee assigned to manage the compliance,
oversight, and/or administration of the contract of project for their department of employment
2.3. Designee —a City of Fort Worth employee assigned by the Department Contract Manager to assist
with the compliance,oversight and/or administration of the contract or project
2.4. Restore—to bring back to or put back into a former or original state: renew
2.5. Limestone —a hard sedimentary rock, composed mainly of calcium carbonate or dolomite, used as
building material
2.6. Marble — a hard crystalline metamorphic form of limestone, typically with streaks of color, that is
capable of taking polish and is used in architecture and flooring
3. METAL MAINTENANCE
3.1. Vendor shall maintain Main Building entrance entering the Lobby consisting of sixteen(16)Stainless
Steel swing doors with handles, surrounding frame, handicap push button stations and clean only
aluminum handrails. Vendor shall Clean and Lacquer once a year. Vendor shall touch up once each
year.Vendor shall Wash and Wax once each month.
3.2. Vendor shall maintain Stainless Steel base trim on twenty-one (21) columns, security desk and TV
display case,all located in the Lobby.Vendor shall Clean and Lacquer once each year.Vendor shall
Wash and Wax once each month.
3.3. Vendor shall maintain Stainless Steel on two (2) escalator units,each consisting of. inner and outer
decks plus clean only landings.Vendor shall Clean and Lacquer once each year.Vendor shall Wash
and Wax four(4)times each year.
3.4. Vendor shall maintain Interior Stainless Steel in eight(8)Passenger elevator cabs,each consisting of-
doors, return panels, header, ceiling and rear handrail. Vendor shall Clean and Lacquer once each
year.Vendor shall touch up once each year.Vendor shall Wash and Wax once each month.
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Edge Architectural Restoration LLC
3.5. Vendor shall maintain Eighteen(18)Stainless Steel elevator entrances on the Lobby,Mezzanine,and
Terrace levels,each consisting of. doors,frames,call plates and hall lanterns.Vendor shall Clean and
Lacquer once each year.Vendor shall Wash and Wax four(4)times each year.
4. STONE MAINTENANCE
4.1. Vendor shall maintain Marble and Limestone flooring on Terrace Level.Vendor shall Restore Traffic
Patterns once each month.Vendor shall Clean and Polish once each month.
4.2. Vendor shall maintain Marble and Limestone flooring on Main Lobby and Mezzanine Level.Vendor
shall Restore Traffic Patterns four(4)times each year. Vendor shall Clean and Polish four(4)times
each year.
5. DELIVERY OF SERVICE
5.1. Vendor agrees that the service dates shall be communicated to the Department Contract Manager or
Designee on the Purchase Order a minimum of 7 Business Days prior to services rendered.
5.2. Vendor shall perform services during after working hours 6:00 p.m. through 6:00 a.m., Monday
through Friday,unless otherwise requested by the Department Contract Manager or Designee.
5.3. Vender shall not perform Service orders on City observed holidays:
5.3.1. New Year's Day
5.3.2. Martin Luther King Day
5.3.3. Memorial Day
5.3.4. June 19a`
5.3.5. July 4th
5.3.6. Labor Day
5.3.7. Thanksgiving Day
5.3.8. Christmas Day
6. VENDOR RESPONSIBILITIES
6.1. Supervision — The Vendor shall, during all periods of contract performance, provide competent
supervision of Vendor's employees to assure complete and satisfactory fulfillment of the work and
the terms of this Agreement. The Vendor or a capable, fully authorized representative must be
immediately available during all work activities to receive any and all special instructions from the
requesting Department's Designee.
6.1.1. The City shall have the right to require that the Vendor dismiss from the premises covered by
this Agreement any employees of the Vendor whose conduct is improper, inappropriate, or
offensive and such employees shall not be re-employed on the subject premises by Vendor
without written consent of the City.
6.2. Safety—The Vendor must be thoroughly familiar with and must comply with all prevailing safety
measures pertinent to its operations. This shall include, but is not necessarily limited to,
Environmental Health Agency (EPA) regulations, Fort Worth City Ordinances, and Occupational
Safety and Health Agency(OSHA) regulations. In addition,the Vendor shall be wholly responsible
for instructing its employees in these safety measures and seeing that they are fully complied with in
every respect.
6.2.1. Vendor's employees are required to wear an identification badge or unifonn shirt with
Vendor's logo at all times while performing work under this agreement.
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Edge Architectural Restoration LLC
6.3. Defective Work and Damages — The Vendor shall be wholly responsible for and shall promptly
correct or restore all defective work or damages to any job site caused by its activities. Restoration
and correction shall be to the complete satisfaction of the City. This shall apply to any part of a
building, its appurtenances, the adjacent grounds, or other tangible damage incurred in the
performance of the Agreement. Failure by the Vendor to proceed promptly with corrective actions
may be cause for cancellation of this Agreement with amount(s)necessary to correct defective work
and/or damage being withheld from payments due or to become due to the Vendor.
6.3.1. Vendor shall be responsible for any defects in the project due to faulty materials and
workmanship, or both, for a period of one (1) year from date of final acceptance of this project
by the City and will be required to replace at his/her expense any part or the entire project which
becomes defective due to these causes.
6.4. Clean Up — The Vendor shall keep the premises free as all times from accumulation of waste
materials or rubbish. At the completion of the work,the Vendor shall remove all waste and rubbish
from and about the work area, as well as tools, equipment and surplus materials, and shall leave the
area as clean and as free of spots, stains, etc., as before the work was undertaken. Vendor shall be
responsible for disposing/hauling of all trash,demolition debris,unused material, etc. in accordance
with all Local, State, and/or Federal guidelines.
6.5. Regulations —Vendor shall comply with all applicable Federal, State, and local laws, ordinances,
rules, and regulations pertaining to the performance of the work specified herein even if they come
into effect after the start of this agreement. All mandates requiring the City to comply with new
guidelines will also require the City Vendors to comply.
6.6. Performance—Failure of the City to insist in any one or more instances upon performance of any of
the terms and conditions of this Agreement shall not be construed as a waiver or relinquishment of
the future performance of any terms and conditions,but the Vendor's obligation with respect to such
performance shall continue in full force and effect.
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Edge Architectural Restoration LLC
EXHIBIT B
PAYMENT SCHEDULE
Line Details
Line: 1
Descri tion: City Unit UnitPrice Total
Clean and Lacquer Metal-Lobby entrance 1.00 YR
consisting of 16 doors per Specification 8.1.
Line: 2
Description• Qty Unit UnitPrice Total
Touch Up Metal-Lobby entrance consisting of 1.00 YR
16 doors per Specification B.I. 43Z 432
Line: 3
Description: Qty Unit UnitPrice Total
Clean and Lacquer Metal-base trim on 21 1.00 YR
Columns,security desk and TV display case in 1,696 1,fi96
Lobby per Specification 8.2
Line: 4
Description: Qtv Unit UnitPrice Total
Clean and Lacquer Metal-2 Escalators 1.00 YR
consisting of inner and outer decks plus 1,512 1,512
landings per Specification 8.3
Line: 5
Description: Qtv Unit UnitPrice Total
Clean and Lacquer Metal-8 Interior Elevator 1.00 YR
cabs per Specification 8.4. 2,968 2,968
Line: 6
Description: Qtv Unit UnitPrice Total
Touch Up Metal-8 tntedor Elevator cabs per 1.00 YR
Specification 8.4_ 432 432
— Llne: 7 —
Description: ON Unit UnitPrice Total
Clean and Lacquer Metal-18 Elevator 1.00 YR
Entrances per Specification 8.5. �� 2 ��
Line: 8
Description: Oty Unit UnitPrice Total
Wash and Wax Metal-all Metal per 12.00 MO
Specifications 8.1.,8.2.,and 8.4. $$ �8
Vendor Services Agreement
Edge Architectural Restoration LLC Page 15 of 17
Line: 9
Description: Qtv Unit UnitPrice Total
Wash and Wax Metal-2 Escalators consisting 4.00 01
of inner and outer decks plus landings per
Specification 8.3 Jr0 200
Line: 10
Descri tiore Q Unit UnitPrice Total
Wash and Wax Metal-18 Elevator Entrances per 4.00 Q1
Specification 8.5. 50 2U0
Line; 11
Description: Qty Unit UnitPrice Total
Restore Stone-Marble and Limestone flooring 12.00 MO
traffic patterns on Terrace per Specification
9.1. 280 3,360
Line: 12
Description: QtV Unit UnitPrice Total
Clean and Polish Stone-Marble and Limestone 12.00 MO
flooring on Terrece per Specification 9.1. 221 2,652
Line: 13
Description: Cft Unit UnitPrice Total
Restore Stone-Marble and Limestone flooring 4.00 Qi
traffic patterns on Lobby and Mezzanine per
Specification 9.2 2,268 9,072
Line: 14
Description: Qty Unit UnitPrice Total
Clean and Polish Stone-Marble and Limestone 4.00 Q1
flooring on Lobby and Mezzanine per
Specification 9.2
Total Bid Amount: 36,rJ80
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Edge Architectural Restoration LLC
ATTACHMENT C
VENDOR CONTACT INFORMATION
Vendor's Name: Ede Archioeotural Restoration,LLC.
Vendor's Local Address: 1244 secwq Dr.,Dai[as,Tx 75247
Phone: 817-W7-3am Fax: NIA
Email; rgussGaVNrc.com
Main Point of Contact:
%me/Title Rachel Gust I Acoourd Excalve
Phone; 617-807-3RM Fax: NA
Email: gasrsadgearc,00m
Back-Up Point of Contact;
Name/Title Carey Enyneh IAA Yoriage
Phone; sss-mr,2424 Fax: NA
Email: cengRish@edgearc.corn
Name of persons to contact when requesting services or billing questions:
NamelTitle Denise5parksl.OfficeManagQr
Phone: 281-23&7233 Fax:
Email' dsparka@edgearc.wrn
Will your company accept P-card payments?_yes x no
By signing this page,the contractor confirms that the people listed above will serve as the point of contact
forthe City of Fork Worth,The Contractor shall notify the City as soon as possible of any changes made to
the contact lisle.
!�
+ fiacnel GuB6 1 �(j
Signature Printed Name Date
Page 17 of 17
Vendor Services Agreement
Edge Architectural Restoration LLC