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HomeMy WebLinkAboutContract 57099 CSC No.57099 CONTRACTOR SERVICES AGREEMENT FIN-TEK CORPORATION SOLE SOURCE This CONTRACTOR SERVICES AGREEMENT ("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 Fin-Tek Corporation an entity authorized to perform work in Texas, acting by and through its duly authorized. This Agreement shall be effective as of the Effective Date established herein. AGREEMENT DOCUMENTS: The additional documents comprising this Contractor Services Agreement shall include the following: 1. Attachment A-Standard Terms and Conditions Parts I and II 2. Attachment B-The City's Sole Source Scope Request; 3. Attachment C-Contractor's Response to City's Sole Source Request; 4. Attachment D-Insurance and Bonds; 5. Attachment E-Verification of Signature Authority Form; 6. Attachment F-Conflict Of Interest Disclosure Requirement; 7. Attachment G-Contractor's Contact Information. Attachments A - D, are incorporated herein and made a part of this Agreement for all purposes. In the event of any conflict between the terms and conditions of Attachments A-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 Contractor hereby agrees to provide OEM Mitsubishi Ozone Generators Preventative Maintenance Service and Parts for the City of Fort Worth Water Department as per Attachments B and C which more specifically describe the services to be provided hereunder. 2. TERM This Agreement is effective as of the date subscribed below by the City's designated Assistant City Manager ("Effective Date") and shall expire on the immediately following September 30t1i ("Initial Term"). Upon the expiration of the Initial Term,the Agreement shall renew automatically under the same terms and conditions for up to four (4) one-year renewal periods (October 1 to September 30) and for a fifth renewal period which shall expire on the month and day of the Effective Date creating a five year total duration. City may elect or Contractor may request a non-renewal by providing the other party with notice of same at least 60 days before the expiration of the Initial Term or any renewal period. 3. COMPENSATION City shall pay Contractor in accordance with the provisions of this Agreement and Attachment B. The annual contract amount under this Agreement, per term, shall be the amount of or up to $100,000.00. For any term that is less than a full year, the Contract Amount shall be pro-rated based on the number of calendar months in the term and work performed. The Contract Amount shall not change in any subsequent renewal period, except as provided in the Sole Source. Contractor shall not perform any additional services or bill for expenses incurred for City not specified by this Agreement unless City SOLE SOURCE-OEM Mitsubishi Ozone Generators OFFICIAL RECORD Contractor Services Agreement Page 1 of 27 CITY SECRETARY FT.WORTH, TX requests and approves in writing the additional costs for such services. City shall not be liable for any additional expenses of Contractor not specified by this Agreement unless City first approves such expenses in writing. 4. TERMINATION/CANCELLATION Termination: The City reserves the right to terminate this agreement, or any part hereof, with or without cause, for its sole convenience. The City shall deliver to Contractor a written "Notice of Termination" specifying the extent to which performance of work or the goods to be purchased under the order is terminated and the date upon which such termination becomes effective. In the event of such termination, the Contractor shall immediately stop all work hereunder and shall immediately cause any and all of its suppliers and subcontractors to cease work. The Contractor shall be paid a percentage of the agreement price reflecting the percentage of the work performed prior to the notice of termination, plus reasonable charges the Contractor can demonstrate to the reasonable satisfaction of the City, incurred as a result of the termination. In no event shall the total of all amounts paid to the Contractor under this section exceed the price stated in the Agreement. The Contractor shall not be reimbursed for any profit which may have been anticipated, but which have not been earned up to the date of termination. Cancellation: City shall have the sole right to cancel this contract prior to the commencement of work should there be a change in the need for the product or services as determined by the Department Head or his/her Assistant City Manager. Non-Appropriation of Funds: In the event no funds or insufficient funds are appropriated and budgeted in any fiscal period for payments due under this contract, then City will immediately notify Contractor of such occurrence and this contract shall be terminated on the last day of the fiscal period for which funds have been appropriated without penalty or expense to City of any kind whatsoever,except to the portions of annual payments herein agreed upon for which funds shall have been appropriated and budgeted or are otherwise available. 5. DISCLOSURE OF CONFLICTS AND CONFIDENTIAL INFORMATION Disclosure of Conflicts. Contractor hereby warrants to City that Contractor has made full disclosure in writing of any existing or potential conflicts of interest related to Contractor's services under this Agreement. In the event that any conflicts of interest arise after the Effective Date of this Agreement, Contractor hereby agrees immediately to make full disclosure to City in writing. Confidential Information. Contractor, for itself and its officers, agents and employees, agrees that it shall treat all information provided to it by City ("City Information") as confidential and shall not disclose any such information to a third party without the prior written approval of City. Unauthorized Access. Contractor shall store and maintain City Information in a secure manner and shall not allow unauthorized users to access, modify, delete or otherwise corrupt City Information in any way. Contractor shall 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, Contractor shall, in good faith, use all commercially reasonable efforts to cooperate with City in identifying what information has been accessed by unauthorized means and shall fully cooperate with City to protect such City Information from further unauthorized disclosure. SOLE SOURCE-OEM Mitsubishi Ozone Generators Page 2 of 27 Contractor Services Agreement 6. INDEPENDENT CONTRACTOR It is expressly understood and agreed that Contractor shall operate as an independent Contractor as to all rights and privileges and work performed under this Agreement, and not as an agent, representative or employee of City. Subject to and in accordance with the conditions and provisions of this Agreement, Contractor shall have the exclusive right to control the details of its operations and activities and shall be solely responsible for the acts and omissions of its officers, agents, servants, employees, consultants and subcontractors. Contractor acknowledges that the doctrine of respondeat superior shall not apply as between City, its officers, agents, servants and employees, and Contractor, its officers, agents, employees, servants, Contractors and subcontractors. Contractor further agrees that nothing herein shall be construed as the creation of a partnership or joint enterprise between City and Contractor. It is further understood that City shall in no way be considered a co-employer or a joint employer of Contractor or any officers, agents, servants, employees or subcontractor of Contractor. Neither Contractor, nor any officers, agents, servants, employees or subcontractor of Contractor shall be entitled to any employment benefits from City. Contractor shall 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 or subcontractor. 7. LIABILITY AND INDEMNIFICATION LIABILITY- CONTRACTOR SHALL BE LIABLE AND RESPONSIBLE FOR ANY AND ALL PROPERTY LOSS, PROPERTY DAMAGE AND/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 CONTRACTOR, ITS OFFICERS, AGENTS,SERVANTS OR EMPLOYEES. INDEMNIFICATION - CONTRACTOR 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 (INCLUDING ALLEGED DAMAGE OR LOSS TO CONTRACTOR'S BUSINESS AND ANY RESULTING LOST PROFITS) AND/OR PERSONAL INJURY, INCLUDING DEATH, TO ANY AND ALL PERSONS,ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, TO THE EXTENT CAUSED BY THE NEGLIGENT ACTS OR OMISSIONS OR MALFEASANCE OF CONTRACTOR,ITS OFFICERS,AGENTS,SERVANTS OR EMPLOYEES. 8. ASSIGNMENT Contractor shall not assign 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 shall execute a written agreement with City and Contractor under which the assignee agrees to be bound by the duties and obligations of Contractor under this Agreement. Contractor and assignee shall be jointly liable for all obligations of Contractor under this Agreement prior to the effective date of the assignment. 9. INSURANCE AND BONDING Contractor shall provide City with certificate(s) of insurance documenting policies of the types and minimum coverage limits and performance and/or payment bonds (if required) each to be in effect SOLE SOURCE-OEM Mitsubishi Ozone Generators Page 3 of 27 Contractor Services Agreement prior to commencement of any work pursuant to this Agreement as provided for in Attachments D or D-I (if applicable). 10. COMPLIANCE WITH LAWS,ORDINANCES,RULES AND REGULATIONS Contractor agrees that in the performance of its obligations herwndrek�nab�qhall 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 as set forth in Attachment A, Part II, Section 14. If City notifies Contractor of any violation of such laws, ordinances, rules or regulations, Contractor shall immediately desist from and correct the violation. II. NON-DISCRIMINATION COVENANT Contractor, for itself, its personal representatives, assigns, subcontractors and successors in interest, as part of the consideration herein, agrees that in the performance of Contractor's duties and obligations hereunder, it shall not discriminate in the treatment or employment of any individual or group of individuals on any basis prohibited by law, including Chapter 17, Article III, Division 3 of the Fort Worth Code. IF ANY CLAIM ARISES FROM AN ALLEGED VIOLATION OF THIS NON- DISCRIMINATION COVENANT BY CONTRACTOR, ITS PERSONAL REPRESENTATIVES, ASSIGNS, SUBCONTRACTORS OR SUCCESSORS IN INTEREST, CONTRACTOR AGREES TO ASSUME SUCH LIABILITY AND TO INDEMNIFY AND DEFEND CITY AND HOLD CITY HARMLESS FROM SUCH CLAIM. 12. NOTICES Notices required pursuant to the provisions of this Agreement shall be conclusively determined to have been delivered when (1) hand-delivered to the other party, its agents, employees, servants or representatives, (2) delivered by electronic means with electronic confirmation of the transmission, or(3) received by the other party by United States Mail, registered, return receipt requested, addressed as follows: To CITY: To CONTRACTOR: City of Fort Worth Fin-Tek Corporation Attn: Shatabya Bergland, Contract Compliance Address: Type text here Specialist 200 Texas Street 6 Leo Place,Wayne, NJ 07470 Fort Worth,TX 76102-6314 Email: Shatabya.Berglandgfortworthtexas.gov Phone: 973-988-1081 or 1082 Phone: 817-392-4940 Facsimile: (817) 392-8654 Facsimile: 973-628-2989 With copy to Fort Worth City Attorney's Office at same address Email: mary@fin-tek.com 13. SOLICITATION OF EMPLOYEES Neither City nor Contractor shall, 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 SOLE SOURCE-OEM Mitsubishi Ozone Generators Page 4 of 27 Contractor Services Agreement 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 shall not apply to an employee of either party who independently responds to a general solicitation of advertisement of employment by either party. 14. 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. 15. NO WAIVER The failure of City or Contractor to insist upon the performance of any term or provision of this Agreement or to exercise any right granted herein shall not constitute a waiver of City's or Contractor's respective right to insist upon appropriate performance or to assert any such right on any future occasion. 16. GOVERNING LAW/VENUE This Agreement shall 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 shall lie in state courts located in Tarrant County, Texas or the United States District Court for the Northern District of Texas,Fort Worth Division. 17. SEVERABILITY If any provision of this Agreement is held to be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions shall not in any way be affected or impaired. 18. FORCE MAJEURE City and Contractor shall exercise their best efforts to meet their respective duties and obligations as set forth in this Agreement, but shall 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,acts of the public enemy,fires,strikes,lockouts,natural disasters,wars,riots,material or labor restrictions by any governmental authority and/or any other similar causes. 19. AMENDMENTS/MODIFICATIONS/EXTENSIONS No amendment,modification,or extension of this Agreement shall be binding upon a party hereto unless set forth in a written instrument,which is executed by an authorized representative of each party. 20. ENTIRETY OF AGREEMENT This Agreement, including its attachments and exhibits, contains the entire understanding and agreement between City and Contractor, their respective 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. 21. WARRANTY SOLE SOURCE-OEM Mitsubishi Ozone Generators Page 5 of 27 Contractor Services Agreement Contractor warrants that its services will be of a professional quality and conform to generally prevailing industry standards. Contractor warrants that it will perform all services under this contract in a safe, efficient and lawful manner using industry accepted practices, and in full compliance with all applicable state and federal laws governing its activities and is under no restraint or order which would prohibit performance of services under this contract. This warranty, as to services, shall expire 30 days from the date of the particular site visit. Additional specific warranty provision are found in Attachment A, Part I, Sections 9-13. All warranty provisions shall survive the expiration of this Agreement. THE FOREGOING WARRANTIES ARE EXCLUSIVE AND IN LIEU OF ALL OTHER WARRANTIES (WHETHER WRITTEN, ORAL, IMPLIED, OR OTHERWISE), AND ALL OTHER WARRANTIES,INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, ARE HEREBY EXPRESSLY DISCLAIMED. If Contractor provides parts in connection with the service, Contractor warrants that the parts are free of defects in material and workmanship; this warranty shall expire ninety (90) days from the date City accepts such part and service. If service (and/or parts provided in connection therewith) does not meet the above-stated warranties, City shall promptly within the applicable above-stated warranty period notify Contractor in writing. Contractor shall as its sole responsibility under warranty (i) re-perform the non-conforming portion of the service and (if applicable) repair or (at City's option) replace the nonconforming part, or(ii)provide a refund or credit allocable to the nonconforming portion of the service/part. Contractor offers various warranties on specific models in its portfolio. Some models also carry component warranties. For purchase of equipment, the warranty shall be defined in Contractor's quotation. City shall give written notice of a breach of any warranty within thirty (30) days from the date that the cause for same is discovered. 22. PROHIBITION ON CONTRACTING WITH COMPANIES THAT BOYCOTT ISRAEL Contractor, unless a sole proprietor, acknowledges that in accordance with Chapter 2270 of the Texas Government Code, if Contractor has 10 or more full time-employees and the contract value is $100,000 or more, 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" shall have the meanings ascribed to those terms in Section 808.001 of the Texas Government Code. By signing this contract, Contractor certifies that Contractor's signature provides written verification to the City that if Chapter 2270, Texas Government Code applies, Contractor: (1) does not boycott Israel; and(2)will not boycott Israel during the term of the contract. 23. LICENSES AND PERMITS Contractor certifies that on the day work is to commence under this contract, and during the duration of the contract, it shall have and maintain current valid and appropriate federal and state licenses and permits necessary for the provision of services under this contract. Contractor also certifies that if it uses any subcontractor in the performance of this agreement, that such subcontractor shall have and maintain current valid and appropriate federal and state licenses and permits necessary for the provision of services under this contract. SOLE SOURCE-OEM Mitsubishi Ozone Generators Page 6 of 27 Contractor Services Agreement Prohibition on Boycotting Energy Companies Contractor 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, which will 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, Contractor certifies that Contractor's signature provides written verification to the City that Contractor: (1)does not boycott energy companies; and (2)will not boycott energy companies during the term of this Agreement. Prohibition on Discrimination Against Firearm and Ammunition Industries Contractor 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 which will 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"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, Contractor certifies that Contractor's signature provides written verification to the City that Contractor: (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 this Agreement. BY: CONSULTANT Fin Tek Corporaiton Mary Finnegan Vice President Date: 2/4/22 24. CONSEQUENTIAL DAMAGES UNDER NO CIRCUMSTANCES SHALL CONTRACTOR BE LIABLE FOR ANY CONSEQUENTIAL, INDIRECT, INCIDENTAL, OR SPECIAL DAMAGES INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS OR REVENUE. 25. LIMITATION OF LIABILITY EXCEPT FOR INDEMNITY CLAIMS UNDER SECTION 7 WHICH ARE NOT CAPPED, THE TOTAL LIABILITY, IN THE AGGREGATE, OF CONTRACTOR ARISING FROM OR RELATED TO THIS AGREEMENT (INCLUDING BUT NOT LIMITED TO PERFORMANCE OR BREACH THEREOF) AND/OR THE SERVICE SHALL BE LIMITED TO AMOUNTS RECEIVED BY CONTRACTOR UNDER THIS AGREEMENT IN THE 12 MONTH PERIOD IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM. 26. HEADINGS NOT CONTROLLING Headings and titles used in this Agreement are for reference purposes only, shall not be deemed a part of this Agreement, and are not intended to define or limit the scope of any provision of this Agreement. 27. REVIEW OF COUNSEL The parties acknowledge that each party and its counsel have had an opportunity to review and revise this Agreement and that the normal rules of construction to the effect that any ambiguities are to be resolved against the drafting party shall not be employed in the interpretation of this Agreement or its attachments. 28. COUNTERPARTS This Agreement may be executed in one or more counterparts and each counterpart shall, for all purposes, be deemed an original, but all such counterparts shall together constitute one and the same instrument. 29. SIGNATURE AUTHORITY The person signing this Agreement hereby warrants that he/she has 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 Contractor whose name,title and signature is affixed on the Verification of Signature Authority Form, which is attached hereto as Attachment E. Each party is fully entitled to rely on these warranties and representations in entering into this Agreement or any amendment hereto. ACCORDINGLY, the parties hereto have duly executed this Agreement and established the Effective Date as being the date subscribed by the City's designated Assistant City Manager. SOLE SOURCE-OEM Mitsubishi Ozone Generators Page 7 of 27 Contractor Services Agreement CITY OF FORT WORTH: CONTRACTOR: Fin-Tek Corporation By: Dana Burghd off(Feb 8,202 7:14 CST)IVI By: Name: Dana Burghdoff Name: Mary Finnegan Title: Assistant City Manager Title: vice President Date: Date: January 26,2022 APPROVAL RECOMMENDED: christot9her Na r By: Christopher Harder(Feb 7,202214:34 CST) Name: Chris Harder Title: Water Department Director OR �l000 °�Oaa� ATTEST: ° do %oP. ����et s � r7�GG o=� BJannette S.Goodall(Fe 9,202213:53 CST) 0, o° a �d Y' Name: Jannette Goodall � °°°°°°°°°°°°° *d Title: City Secretary 4�'EX�►Soa, �naaa�- APPROVED AS TO FORM AND LEGALITY: CONTRACT COMPLIANCE MANAGER: offio� By signing I acknowledge that I am the person By: DBlack(Feb 8,202217:11 CST) responsible for the monitoring and Name: Douglas W Black administration of this contract, including Title: Sr.Assistant City Attorney ensuring all performance and reporting CONTRACT AUTHORIZATION: requirements. M&C: N/A s a Date: By. Ir 1295# Name: Shatabya Bergland Title: Contract Compliance Specialist OFFICIAL RECORD CITY SECRETARY SOLE SOURCE-OEM Mitsubishi Ozone Generators Page 8 of 27 FT.WORTH, TX Contractor Services Agreement ATTACHMENT A PART-I SPECIFIC TERMS AND CONDITIONS 1.0 CHANGE IN COMPANY NAME OR OWNERSHIP Mary Finnegan,vice President The Contractor shall notify the 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 the company 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 do so may adversely impact future invoice payments. 2.0 INVOICING REQUIREMENTS 2.1 All invoices should be submitted directly to the contracting Department. It is the responsibility of the Contractor to obtain the name and contact information of the Department's project manager to whom invoices shall be submitted. 2.2 A properly prepared invoice shall be typewritten or computer printed and shall include the Contractor's name, phone number/email address, federal tax identification number, Sole Source number or invoice number, address, date, service or item description,unit price, extended cost, and City issued purchase order number. Incomplete or inaccurate invoices may result in delayed payments,as they shall be returned to the Contractor for correction and re-submittal. 2.3 Under no circumstances will the City be responsible for goods or services provided without an Agreement signed by an authorized city representative. 3.0 UNIT PRICE ADJUSTMENT 3.1 The unit prices may be adjusted for increases or decreases in Contractor's cost during a renewal period but not before the effective date of a renewal and only upon written request from the Contractor. 3.2 The Contractor must submit its price adjustment request, in writing, at least 60 days before a renewal effective period. The Contractor shall provide written proof of cost increases with price adjustment request. 3.3 If the City does not accept the proposed rate increase,the City reserves the right to adjust the rate request, or reject the rate request in its entirety and allow the contract to expire at the end of the contract term. 3.4 Prices adjusted with a renewal, shall remain firm for each correlative term of the Agreement. 3.5 Upon expiration of the Agreement term, Contractor shall remain obligated to the City under all clauses of this Agreement that expressly or by their nature extends beyond and survives the expiration or termination of this Agreement. SOLE SOURCE—OEM Mitsubishi Ozone Generators Page 9 of 27 Contractor Services Agreement 3.6 Goods and/or services shall not be suspended by the Contractor without a 30 day prior written notice to the City. SOLE SOURCE—OEM Mitsubishi Ozone Generators Page 10 of 27 Contractor Services Agreement 4.0 QUANTITIES The quantities listed on the Part I-A Bid Solicitation Form are estimates and do not indicate intent to purchase a certain amount or any amount. The City of Fort Worth is obligated to pay for only those materials and services actually ordered by an authorized City employee and then received as required and accepted by the City. 5.0 INSURANCE AND BONDING REQUIREMENTS Insurance requirements are found in the Agreement,Attachment D. A valid certificate of insurance shall be provided with the signed Agreement. Failure to provide such information within five (5) calendar days thereof may be grounds for termination of the Agreement. Policies shall have no exclusions by endorsements which nullify the required lines of coverage, nor decrease the limits of said coverage unless such endorsements are approved by the City. In the event a contract has been bid or executed and the exclusions are determined to be unacceptable or the City desires additional insurance coverage, and the City desires the Contractor to obtain such coverage, the contract price shall be adjusted by the cost of the premium for such additional coverage plus 10%. When Payment and/or Performance Bonds are required as per Texas Government Code Chapter 2253, et seq., as amended, the Contractor must provide the bonds in the amounts and on the conditions required, within 14 calendar days after notification of award, or as otherwise required. A Payment Bond is required for a contract greater than $50,000 and a Performance Bond is required for a contract greater than$100,000. If said bonds are required,the forms will be attached to the Agreement as Attachment D-1. 6.0 COMPLAINTS Complaints processed through the City Purchasing Division are to be corrected within fourteen (14) days of formal notice of complaint. Written response to the Purchasing Division is required. Failure to properly resolve complaints within the fourteen (14) calendar day time period may result in the cancellation of the applicable line item(s)in the price agreement. 7.0 SUBCONTRACTING Subcontracting of the work under this Agreement will be allowed provided Contractor notifies the Project Manager at least 24 hours in advance. If Contractor intends to engage a subcontractor(s)to perform any of its obligations herein, subcontractor(s) shall agree to be bound by the duties and obligations of Contractor under the Contract as such duties and obligations may apply. Contractor shall, upon request, provide City with a fully executed copy of any agreement making such subcontract. 8.0 DELIVERY 8.1 Delivery shall be F.O.B. Destination, Freight Collect and all other delivery charges shall be included on the quote or purchase order. The person placing the order will provide delivery and billing information. No additional charges for expenses, mileage, time, or similar items will be accepted or paid by the City. SOLE SOURCE-OEM Mitsubishi Ozone Generators Contractor Services Agreement Page 11 of 27 8.2 There may be instances when the Contractor may be asked to accelerate delivery of an order or services due to extenuating or emergency circumstances. When this occurs, the Contractor will be expected to provide this service at no additional cost, however, the City shall be responsible for the additional expedited freight charges. 8.3 In the event the Contractor is unable to meet the original delivery date(s), the City must be contacted immediately, but prior to the due date, and seek an extension of delivery time. Failure to comply with the delivery terms may be grounds for canceling order(s) or services, or the entire Agreement. 8.4 Delivery tickets must include the City's Blanket Order Number and the ordering department's Release Number. 8.5 Delivered items that are determined to be defective or not meeting bid specifications shall be picked up and replaced by the Contractor, or the Contractor's designee, at no cost to the City. If the item (s) are not picked up within one (1) week after notification, the item shall become a donation to the City for disposition. 8.6 Material Safety Data Sheets(if applicable) 8.6.1 A Material Safety Data Sheet (MSDS) for each toxic or hazardous substance or mixture containing such substance, pursuant to Revised Statutes Annotated (RSA) Chapter 277-A (277-A), shall accompany each delivery. Delivery of toxic or hazardous substance or mixtures containing such substance without MSDS sheets shall not be accepted. Delivered containers shall be properly labeled pursuant to RSA 277-A. 8.6.2 Failure to submit the required MSDS sheets and/or label each container in accordance with RSA 277-A, shall place the Contractor in non-compliance and shall result in civil or criminal penalties. The Contractor furnishing substances or mixtures subject to RSA 277-A, is responsible for adhering to and being in compliance with this law. Failure to comply with RSA 277-A, shall result in the cancellation of an order. 9.0 WARRANTIES 9.1 The Contractor shall provide a warranty to include at a minimum, but not limited to the following: 9.1.1 Intentionally Deleted. 9.1.2 Contractor agrees to repair or replace promptly, on a one-for-one basis without additional cost to the City of Fort Worth, any and all defective work and products. The City defines "prompt" repair or replacement to be an on-site response within twenty-four (24) hours after notification by authorized City personnel and a repair and replace defective work as reasonably required under the circumstances. 9.1.3 This warranty shall continue for a period of 90 days from date of acceptance of products and work by the City. 9.1.4 The Contractor shall as its sole responsibility under warranty remedy at the Contractor's expense any non-conforming or defective products or work. 9.1.5 Intentionally Deleted. SOLE SOURCE-OEM Mitsubishi Ozone Generators Contractor Services Agreement Page 12 of 27 9.1.6 Intentionally Deleted. 9.1.7 If the Contractor fails to remedy any failure, defect, or damage within a reasonable time after receipt of notice, the City of Fort Worth shall have the right to replace, repair, or otherwise remedy the failure, defect, or damage at the Contractor's expense, which shall be limited to reasonable, direct and out-of-pocket costs incurred by the City of Fort Worth. 9.1.8 This warranty shall not include failures attributable to accident, fire, or negligence on the part of City personnel. 9.2 With respect to all warranties, from manufacturers, or suppliers for work performed and materials furnished under this contract,the Contractor shall: 9.2.1 Obtain all warranties that would be obtained in normal commercial practice; 9.2.2 Enforce all warranties for the benefit of the City of Fort Worth. THESE WARRANTIES ARE EXCLUSIVE AND IN LIEU OF ALL OTHER WARRANTIES, OR CONDITIONS, WRITTEN OR ORAL, EXPRESSED OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ALL WARRANTIES, OR CONDITIONS, OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE,ALL OF WHICH ARE DISCLAIMED. 10.0 PRICE COMPETITIVENESS 10.1 The price to be paid by City shall be that contained in Contractor's proposals In the event City determines that the price is not competitive, City may request that the prices of the items be reduced to maintain competitiveness, or in the alternative upon City's option, City shall have the right to cancel this contract for convenience and without any liability to Contractor for breach or for Contractor's actual expense. Such remedies are in addition to and not in lieu of any other remedies which Contractor may have in law or equity. 10.2 Contractor warrants that no person or selling agency has been employed or retained to solicit or secure this contract upon an agreement or understanding for commission, percentage, brokerage or contingent fee, excepting employees of an established commercial or selling agency that is maintained by Contractor for the purpose of securing business. For breach or violation of this warranty, City shall have the right, in addition to any other right or rights arising pursuant to said purchase(s), to cancel this contract without liability and to deduct from the contract price such commission percentage,brokerage or contingent fee,or otherwise to recover the full amount thereof. 11.0 PRODUCT WARRANTY Contractor shall not limit or exclude any express or implied warranties and any attempt to do so shall render this contract voidable at the option of Contractor. Contractor warrants that the goods furnished will conform to City's specifications, drawings and descriptions listed in the proposal invitation, and the sample(s) furnished by Contractor, if any. In the event of a conflict between City's specifications,drawings, and descriptions,City's specifications shall govern. 12.0 SAFETY WARRANTY SOLE SOURCE—OEM Ozonia Generators Page 13 of 27 Contractor Services Agreement Contractor warrants that the product sold or services provided to City shall conform to the standards promulgated by the U.S. Department of Labor under the Occupational Safety and Health Act(OSHA) of 1970, as amended. In the event the product or services do not conform to OSHA standards, City may return the product for correction or replacement at Contractor's expense or City may terminate the contract. In the event Contractor fails to make appropriate correction within a reasonable time, any correction made by City will be at Contractor's expense. Where no correction is or can be made, Contractor shall refund all monies received for such goods or services within thirty (30) days after request is made by City in writing and received by Contractor. Notice is considered to have been received upon hand delivery, or otherwise in accordance with the Notice provisions of this contract. Failure to make such refund shall constitute breach and cause this contract to terminate immediately. 13.0 WARRANTY AGAINST INFRINGEMENT OF INTEII,ECTITAI,PROPERTY 13.1 If applicable to the services being provided, the CONTRACTOR warrants that all Deliverables, or any part thereof, furnished hereunder, including but not limited to: programs, documentation, software, analyses, applications, methods, ways, and processes (in this Section each individually referred to as a "Deliverable" and collectively as the "Deliverables,")do not infringe upon or violate any patent, copyrights, trademarks, service marks, trade secrets, or any intellectual property rights or other third party proprietary rights,in the performance of services under this Agreement. 13.2 If applicable to the services being provided, CONTRACTOR shall be liable and responsible for any and all claims made against the City for infringement of any patent, copyright, trademark, service mark, trade secret, or other intellectual property rights by the use of or supplying of any Deliverable(s) in the course of performance or completion of, or in any way connected with providing the services, or the City's continued use of the Deliverable(s)hereunder. 13.3 If applicable to the services being provided, CONTRACTOR agrees to indemnify, defend, settle, or pay, at its own cost and expense, including the payment of attorney's fees, any claim or action against the City for infringement of any patent, copyright, trademark, service mark, trade secret, or other intellectual property right arising from City's use of the Deliverable(s), or any part thereof, in accordance with this Agreement, it being understood that this agreement to indemnify, defend, settle or pay shall not apply if the City modifies or misuses the Deliverable(s). So long as CONTRACTOR bears the cost and expense of payment for claims or actions against the City pursuant to this section 8, CONTRACTOR shall 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 shall have the right to fully participate in any and all such settlement, negotiations, or lawsuit as necessary to protect the City's interest, and City agrees to cooperate with CONTRACTOR 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 the City for infringement arising under this Agreement, the City shall 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, CONTRACTOR shall fully participate and cooperate with the City in defense of such claim or action. City agrees to give CONTRACTOR timely written notice of any such claim or action, with copies of all papers City may receive relating thereto. Notwithstanding the foregoing, the City's assumption of payment of costs or expenses shall not eliminate CONTRACTOR's duty to indemnify the City under this Agreement. If the SOLE SOURCE-OEM Mitsubishi Ozone Generators Page 14 of 27 Contractor Services Agreement Deliverable(s), 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, CONTRACTOR shall, at its own expense and as City's sole remedy, either: (a) procure for City the right to continue to use the Deliverable(s); or (b) modify the Deliverable(s) to make them/it non-infringing, provided that such modification does not materially adversely affect City's authorized use of the Deliverable(s); or (c) replace the Deliverable(s)with equally suitable, compatible, and functionally equivalent non-infringing Deliverable(s) at no additional charge to City; or (d) if none of the foregoing alternatives is reasonably available to CONTRACTOR, terminate this Agreement, and refund all amounts paid to CONTRACTOR by the City, subsequent to which termination City may seek any and all remedies available to City under law. 14.0 SAFETY The Contractor shall be responsible for creating and maintaining its own safety plan meeting all federal, state,county or city laws,ordinances and regulations. 15.0 HAZARDOUS CONDITIONS The Contractor is required to notify the City immediately of Contractor's discovery of any hazardous conditions during performance of the services. City may suspend contractor's work for such reasonable time as is necessary to evaluate the possible hazardous conditions and to develop a plan for managing same. Contractor and City may negotiate a change order, if necessary, for Contractor to continue its work if the original conditions have materially changed due to the discovery of hazardous conditions. SOLE SOURCE-OEM Mitsubishi Ozone Generators Page 15 of 27 Contractor Services Agreement PART-H GENERAL TERMS AND CONDITIONS 1.0 DEFINITION OF CITY The City of Fort Worth, its officers, agents, servants, authorized employees, contractors and subcontractors who act on behalf of various City departments,bodies or agencies. 2.0 DEFINITION OF CONTRACTOR The consultant, service provider(s), supplier, or other provider of goods and/or services, its officers, agents, servants, employees, contractors and subcontractors who act on behalf of the entity which is engaged in a contract with the City. 3.0 PUBLIC INFORMATION Any information submitted to the City of Fort Worth may be requested by a member of the public under the Texas Public Information Act. If the City receives a request for a Contractor's proprietary information, the Contractor listed in the request will be notified and given an opportunity to make arguments to the Texas Attorney General's Office (the "AG") regarding reasons the Contractor believes that its information may not lawfully be released. If Contractor does not make arguments or the AG rejects the arguments Contractor makes, Contractor's information will be released without penalty to the City. 4.0 PROHIBITION AGAINST PERSONAL INTEREST IN CONTRACTS No officer or employee of City shall have a financial interest, direct or indirect, in any contract with City or be financially interested, directly or indirectly, in the sale to City of any land, materials, supplies or services, except on behalf of City as an officer or employee. Any willful violation of this section shall constitute malfeasance in office, and any officer or employee found guilty thereof shall thereby forfeit his office or position. Any violation of this section with the knowledge,expressed or implied,of the person or corporation contracting with the City Council shall render the contract invalid by the City Manager or the City Council. (Chapter XXVII, Section 16,City of Fort Worth Charter) 5.0 ORDERS 5.1 No employees of the City or its officers, agents, servants, contractors or subcontractors who act on behalf of various City departments, bodies or agencies are authorized to place orders for goods and/or services without providing approved contract numbers, purchase order numbers, or release numbers issued by the City. The only exceptions are Purchasing Card orders and emergencies pursuant to Texas Local Government Code Section 252.022(a)(1), (2), or (3). h1 the case of emergencies, the City's Purchasing Division will place such orders. 5.2 Acceptance of an order and delivery on the part of the Contractor without an approved contract number, purchase order number, or release number issued by the City may result in rejection of delivery,return of goods at the Contractor's cost and/or non-payment. 6.0 CONTRACTOR TO PACKAGE GOODS If applicable to the scope of work, Contractor will package goods in accordance with good commercial practice. Each shipping container, shall be clearly and permanently marked as follows: (a)Contractor's name and address: (b)Consignee's name,address and purchase order or purchase change order number; (c) Container number and total number of containers, e.g.,box 1 of 4 boxes; and (d) Number of the container bearing the packing slip. Contractor shall bear the SOLE SOURCE-OEM Mitsubishi Ozone Generators Page 16 of 27 Contractor Services Agreement cost of packaging unless otherwise provided. Goods shall be suitably packed to secure lowest transportation costs and to conform to requirements of common carriers and any applicable specifications. City's count or weight shall be final and conclusive on shipments not accompanied by packing lists. 7.0 SHIPMENT UNDER RESERVATION PROHIBITED Contractor is not authorized to ship the goods under reservation, and no tender of a bill of lading will operate as a tender of goods. 8.0 TITLE AND RISK OF LOSS If applicable to the scope of work,the title and risk of loss of the goods shall not pass to City until City actually receives and takes possession of the goods at the point or points of delivery after inspection and acceptance of the goods. 9.0 PLACE OF DELIVERY If applicable to the scope of work, the place of delivery shall be set forth in the "Ship to" block of the purchase order, purchase change order,or release order. 10.0 RIGHT OF INSPECTION If applicable to the scope of work, City shall have the right to inspect the goods upon delivery before accepting them. Contractor shall be responsible for all charges for the return to Contractor of any goods rejected as being nonconforming under the specifications. 11.0 SOFTWARE LICENSE TO CONTRACTOR If this purchase is for the license of software products and/or services, and unless otherwise agreed, Contractor hereby grants to City, a perpetual, irrevocable, non-exclusive, nontransferable, royalty free license to use the software. This software is "proprietary" to Contractor, and is licensed and provided to the City for its sole use for purposes under this Agreement and any attached work orders or invoices. The City may not use or share this software without permission of the Contractor; however City may make copies of the software expressly for backup purposes. 12.0 OWNERSHIP OF WORK PRODUCT If applicable to the scope of work, Contractor agrees that City shall be the sole and exclusive owner of all reports, work papers, procedures, guides, and documentation, created, published, displayed, and/or produced in conjunction with the services provided under this Agreement (collectively,"Work Product"). However, Contractor shall 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 shall 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). Contractor hereby grants to the City, a royalty free, perpetual, world-wide, non-exclusive, non-assignable, non-sublicensable license to use the said intellectual property solely for the purpose of installing,operating and maintaining the goods and equipment. SOLE SOURCE-OEM Mitsubishi Ozone Generators Page 17 of 27 Contractor Services Agreement 13.0 NETWORK ACCESS The City owns and operates a computing environment and network(collectively the "Network"). If Contractor requires access, whether onsite or remote, to the City's network to provide services hereunder, and the Contractor is required to utilize the Internet, Intranet, email, City database, or other network application, Contractor shall separately execute the City's Network Access Agreement prior to providing such services. A copy of the City's standard Network Access Agreement can be provided upon request. 14.0 LAWS,REGULATIONS,AND ORDINANCES The Contractor shall be responsible for meeting all Federal: laws, ordinances and regulations; State: laws, ordinance and regulations; County: laws, ordinances and regulations; and City: laws, ordinances, and regulations for safety of people, environment, and property. This includes, but is not limited to, all Federal, State, County, and City Agencies, Administrations and Commissions such as the Environmental Protection Agency (EPA), Occupational Safety and Health Administration (OSHA), and the Texas Commission on Environmental Quality (TCEQ). In the event any law, regulation or ordinance becomes effective after the start of this Agreement, the Contractor is required to comply with new policy. Any mandates requiring the City to comply with new guidelines will also require the Contractor to comply. 15.0 IMMIGRATION NATIONALITY ACT Contractor shall 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, Contractor shall provide City with copies of all I-9 forms and supporting eligibility documentation for each employee who performs work under this Agreement. Contractor shall adhere to all Federal and State laws as well as establish appropriate procedures and controls so that no services will be performed by any Contractor employee who is not legally eligible to perform such services. CONTRACTOR SHALL INDEMNIFY CITY AND HOLD CITY HARMLESS FROM ANY PENALTIES, LIABILITIES, OR LOSSES DUE TO VIOLATIONS OF THIS PARAGRAPH BY CONTRACTOR, CONTRACTOR'S EMPLOYEES, SUBCONTRACTORS, AGENTS, OR LICENSEES. City, upon written notice to Contractor, shall have the right to immediately terminate this Agreement for violations of this provision by Contractor. 16.0 HEALTH.SAFETY.AND ENVIRONMENTAL REQUIREMENTS Services, products, materials, and supplies provided by the Contractor must meet or exceed all applicable health, safety, and the environmental laws, requirements, and standards. In addition, Contractor agrees to obtain and pay, at its own expense, for all licenses, permits, certificates, and inspections necessary to provide the products or to perform the services hereunder. Contractor shall indemnify City from any penalties or liabilities due to violations of this provision. City shall have the right to immediately terminate this Agreement for violations of this provision by Contractor. 17.0 RIGHT TO AUDIT Contractor agrees that the City, or City's authorized representative, shall, until the expiration of three (3) years after final payment under this contract, and at no additional cost to City, have access to and the right to examine and copy any directly pertinent books, computer disks, digital files, documents, papers and records of the Contractor involving transactions relating to this contract. Contractor agrees that the City shall have access, during normal working hours, SOLE SOURCE—OEM Ozonia Generators Page 18 of 27 Contractor Services Agreement to all necessary Contractor facilities, and shall be provided adequate and appropriate workspace, in order to conduct audits in compliance with the provisions of this section. City shall pay Contractor for reasonable costs of any copying in accordance with the standards set forth in the Texas Administrative Code. The City shall give Contractor reasonable advance written notice of intended audits, but no less than ten (10)business days. 18.0 DISABILITY In accordance with the provisions of the Americans With Disabilities Act of 1990 (ADA), Contractor warrants that it and any and all of its subcontractors will not unlawfully discriminate on the basis of disability in the provision of services to general public, nor in the availability, terms and/or conditions of employment for applicants for employment with, or employees of Contractor or any of its subcontractors. Contractor warrants it will fully comply with ADA's provisions and any other applicable federal, state and local laws concerning disability and will defend, indemnify and hold City harmless against any claims or allegations asserted by third parties or subcontractors against City arising out of Contractor's and/or its subcontractor's alleged failure to comply with the above-referenced laws concerning disability discrimination in the performance of this agreement. 19.0 TIME TO CURE/DISPUTE RESOLUTION 19.1 If either City or Contractor has a claim,dispute,or other matter in question for breach of duty, obligations, services rendered or any warranty that arises under this Agreement,the parties shall first provide a reasonable time to cure and then attempt to resolve the matter through this dispute resolution process. The disputing party shall notify the other party in writing as soon as practicable after discovering the claim,dispute,or breach. The notice shall state the nature of the dispute and list the party's specific reasons for such dispute. Within ten (10) business days of receipt of the notice, both parties shall make a good faith effort, either through email, mail, phone conference, in person meetings, or other reasonable means to cure, resolve any claim, dispute, breach or other matter in question that may arise out of, or in connection with this Agreement. If the parties fail to cure or resolve the dispute within sixty (60) days of the date of receipt of the notice of the dispute, then the parties may submit the matter to non-binding mediation upon written consent of authorized representatives of both parties in accordance with the Industry Arbitration Rules of the American Arbitration Association or other applicable rules governing mediation then in effect. If the parties cannot resolve the dispute through mediation, then either party shall have the right to exercise any and all remedies available under law regarding the dispute. 19.2 A written notice to cure may be prepared giving the Contractor 14 calendar days to cure any deficiency. 19.3 h1 the event the Contractor continues with unsatisfactory performance, the department will promptly notify the appropriate Department Head who may take appropriate action to cure the performance problem(s). 19.4 All costs to cure incurred by the City shall be paid by Contractor within 30 days of Contractor's receipt of notice of same. 19.5 The Contractor will be paid only those sums due and owing under the agreement for services satisfactorily rendered, subject to offset for damages and other amounts which are, or which may become,due and owing to the City. SOLE SOURCE-OEM Mitsubishi Ozone Generators Page 19 of 27 Contractor Services Agreement ATTACHMENT B CITY'S SOLE SOURCE SCOPE REQUEST (Inserted behind this page) SOLE SOURCE-OEM Mitsubishi Ozone Generators Page 20 of 27 Contractor Services Agreement FORT WORTH CITY OF FORT WORTH CHAPTER 252 EXEMPTION FORM Instructions: Fill out the entire form with detailed information. Once you have completed this form, provide it to the Purchasing attorney for review. The attorney will review the information you have provided to determine whether an exemption to Chapter 252's biding requirements is defensible. If you are printing this form to provide to Legal, please do not provide the Primer portion. Failure to provide sufficient information may result in follow up questions and cause a delay in the attorney's determination. Section 1: General Information Requesting Department: Water Department Name of Contract Manager: Shatabya Ber lg and Department's Attorney: DougBlack lack Item or Service sought: Goods: Service: Anticipated Amount: $125,000.00 annually Vendor: FIN TEK Corporation Current/Prior Agreement for item/service: Yes ® No ❑ CSC or Purchase Order#: PO# 104557 Amount: $100,000.00 annually Projected M&C Date: N/A How will this item or service be used? The water and wastewater processing facilities will receive parts, preventative maintenance and repair services for the Mitsubishi brand ozone generators using ozone as a disinfectant.The parts and services are only available through Fin- Tek. Page 1 of 6 Section 2: Claimed Exemption and Justification (Other than sole source) NOTE- For a claimed sole-source exemption, complete Section 3. Please indicate the non-sole-source exemption you believe applies to the purchase and provide information to support its applicability. Please refer to the Exemption Primer for detailed information about common exemptions: [1 A procurement necessary to preserve or protect the public health or safety of the City of Fort Worth's residents; [1 A procurement necessary because of unforeseen damage to public machinery, equipment, or other property; [1 A procurement for personal, professional, or planning services; [1 A procurement for work that is performed and paid for by the day as the work progresses; [1 A purchase of land or a right-of-way; [1 Paving drainage, street widening, and other public improvements, or related matters, if at least one-third of the cost is to be paid by or through special assessments levied on property that will benefit from the improvements; [1 A public improvement project, already in progress, authorized by the voters of the municipality, for which there is a deficiency of funds for completing the project in accordance with the plans and purposes authorized by the voters; [1 A payment under a contract by which a developer participates in the construction of a public improvement as provided by Subchapter C, Chapter 212; [1 Personal property sold: • at an auction by a state licensed auctioneer; • at a going out of business sale held in compliance with Subchapter F, Chapter 17, Business & Commerce Code; • by a political subdivision of this state, a state agency of this state, or an entity of the federal government; or • under an interlocal contract for cooperative purchasing administered by a regional planning commission established under Chapter 391; [1 Services performed by blind or severely disabled persons; [1 Goods purchased by a municipality for subsequent retail sale by the municipality; [1 Electricity; or Page 2 of 6 ❑Advertising, other than legal notices. Please provide details and facts to explain why you believe the exemption applies to the purchase. You may also attach documentation to this form.[] Section 3: Claimed Sole-Source Exemption and Justification NOTE - For any non-sole-source exemption, complete Section 2. Please indicate the sole-source exemption you believe applies to the purchase and provide information to support its applicability. Please refer to the Exemption Primer for detailed information about common exemptions ❑ *A procurement of items that are available from only one source, including: • items that are available from only one source because of patents,copyrights, secret processes, or natural monopolies; • films, manuscripts, or books; • gas, water, and other utility services; • captive replacement parts or components for equipment; • books, papers, and other library materials for a public library that are available only from the persons holding exclusive distribution rights to the materials; and • management services provided by a nonprofit organization to a municipal museum, park, zoo, or other facility to which the organization has provided significant financial or other benefits; How did you determine that the item or service is only available from one source? Sole source letter from source determined the parts and services is only available through them. Attach screenshots and provide an explanation of any independent research you conducted, through internet searches, searching cooperatives, or discussions with others knowledgeable on the subject matter that corroborate that the item is available only from a single source. Email is attached of discussion. Did you attach a sole source justification letter? ® Yes ❑ No Describe the uniqueness of the item or service (e.g. compatibility or patent issues, etc.). The services comply with the Compressed Gas Association standard and has a patent pending that will provide significant operational savings over existing nitrogen boost systems. Page 3 of 6 Section 4: Attorney Determination With the facts provided by the department, is the use of the claimed exemption defensible if the City were to be challenged on this purchase? F� Yes n No. Was there anything attached to this form that was relied on in making this determination? n Yes F� No. If yes, please explain:[Emails to department regarding the sourcing of parts to and from Legal as well as to Fin-Tek directly; sole source letter from Fin-Tek] Was there anything not included on this form or attached hereto that was relied on in making this determination? n Yes F� No. If yes, please explain:[] Will the standard terms and conditions apply? F� Yes n No. Will the contract require special terms? n Yes F� No. Will the contract require review by the department attorney? F� Yes n No. Approved By: Date: 10/18/21 T y or Paris /Jessika Williams A istant City Attorney Page 4 of 6 CITY OF FORT WORTH DETAILED SPECIFICATIONS FOR MITSUBISHI OZONE GENERATOR MAINTENANCE AND PARTS 1.0 SCOPE 1.1 The City of Fort Worth (City) seeks to establish an Annual Agreement with Fin-Tek for ozone maintenance service, repair parts, asset evaluation, and training in accordance with the descriptions and specifications listed within the specifications. 1.2 The City owns and maintains ozone generators, power supply units, destruct units, associated electrical, instrumentation, and controls. 1.3 Fin-Tek shall provide all maintenance service, repair parts, asset evaluation, and training on an as-needed basis, as requested by the City. 1.4 The term of the Agreement shall be for an initial one-year (1) period, with four (4) options to renew automatically for additional one-year periods. However, if funds are not appropriated, the City may cancel the agreement 30 calendar days after providing written notification to the Vendor. 1.5 Fin-Tek shall provide unit prices for listed items required on the Pricing Summary page. 1.6 Unit prices shall include all associated costs, not limited to delivery, fuel and handling charges. No additional charges will be accepted or paid by the City. 1.7 Fin-Tek shall respond and supply requested materials or services required during regular business hours (8-5, Monday through Friday) within a maximum of five (5) business days or less including shipment by mutual agreement from the time original request is made. 2.0 GENERAL REQUIREMENTS 2.1 The continuous operation of ozone generators is critical to the water treatment process and compliance with state and federal drinking water regulations. 2.2 The City requires that repairs and enhancements, asset evaluation, and training be provided in order to optimize the production, efficiency, and reliability of ozone equipment used as part of the water treatment process. 2.3 Equipment 2.3.1.The Annual Agreement shall cover the ozone equipment at the Westside Water Treatment Plant (WSWTP) including the following items: 2.3.1.1. WSWTP ozone generators, power supply, destruct units, instrumentation and controls: Two (2) 350 lb per day ozone generators manufactured by Mitsubishi. 2.4. Technical Services 2.4.1.Fin-Tek shall be responsible to provide appropriately qualified Field Service Engineers to troubleshoot equipment, make preventive maintenance recommendations, conduct performance audits, and provide training to City staff. 2.4.2.Fin-Tek shall perform overall assessment/evaluation of the ozone system assets at the beginning of the maintenance contract. All "checks" performed on assets or individual component must be recorded and included in the evaluation report. Report should be presented and reviewed with plant staff. Asset review should cover equipment assets and condition inclusive of Gas feed system, ozone generating unit, nitrogen boost system, ozone diffusion system, contact tank, and ozone destruct system. The Asset report should include information such as name of asset, plant locator number, condition, obsolescence, parts availability, make and model number, operational status, critical nature to overall system operation, location, manufacturer, and life expectancy. 2.5. Parts and Materials 2.5.1.Fin Tek shall provide replacement parts, materials, and equipment as necessary to maintain and/or improve operations of the ozone system. 2.5.2.Fin-Tek shall provide a Parts and Service Price List. Parts or service not listed shall be quoted upon request. Type text here ATTACHMENT C CONTRACTOR'S RESPONSE TO CITY'S SOLE SOURCE SCOPE REQUEST (Inserted behind this page) SOLE SOURCE-OEM Mitsubishi Ozone Generators Page 21 of 27 Contractor Services Agreement Fin Tek O3UV Putting Ozone and UV to Work Fort Worth Water 2021: Fin-Tek is an Ozone Engineering Service company which provides aftermarket service, parts, equipment, and design-build engineering services to water and wastewater processing facilities using ozone as a disinfectant. We engineer, design, install and service equipment by others as well as the systems we provide across the globe. To this date there is no other company which provides these services for all makes, models, and manufacture of Ozone generating, application, and distribution equipments. Fin-Tek is the exclusive service provider for MEPPI (Mitsubishi) ozone generating equipment as authorized by Mitsubishi Electric Company (MELCO). Fin- Tek has developed robust predictive maintenance programs designed to reduce incidences of equipment failure and breakdown. Fin-Tek is the only engineering service company to provide regional parts sourcing to reduce the time between equipment failure and restored operation. As of this date there is no other professional services company which provides hands on Engineering services for this market relative to their Ozone dosing equipment*. Fin-Tek also is the only company which has procedures for Generator cleaning which comply with the Compressed Gas Association standard-Oxygen Clean per CGA-4.1 (Clean for Oxygen =Clean for Ozone),along with proper passivation for Stainless for use in an oxygen environment. Fin-Tek has created Power Boost* (Patent Pending)which provides significant operational savings over existing nitrogen boost systems OEM's of some of this equipment provide parts and start-up services but none on a continuous supportive basis. OEM's will respond to upset conditions as they occur but do not work with the plant on a regular basis to understand the process. They also do not provide on-site engineering services for the maintenance provided on a regular basis. Most OEM's provide skilled labor that will only provide support on the equipment they sell. Fin-Tek is the only company which employs degreed engineers with 5+years of experience in ozone equipment maintenance and engineering and dispatches those engineers to customer job sites. No other company provides the comprehensive services Fin-Tek provides. For this reason, Fin-Tek is a sole source for all ozone related equipment and service in drinking and wastewater treatment plants.2 Sin rSin r y Walsh Business Development Fin-Tek Corporation *is inclusive of Ozone generators, Nitrogen boost systems, eductors, diffusers, contact tanks, degas systems, Ozone destruct systems, Control monitors, Power supplies, PLC's, PSU's, and Ozone health and safety monitors*Power boost is exclusive design upgrade for N2 Boost systems by Fin-Tek Corporation. b Leo Place•Wayne•NJ 074701 P:973-628-29881 fin-tek.com Member Fin-Tek:England I Estonia I Taiwan I United States From: Mickey Walsh To: Beraland.Shatabya Subject: Re: City of Fort Worth Generators Date: Monday,September 20,2021 11:58:57 AM Attachments: imaae001.ona CAUTION:This email originated from outside of the City of Fort Worth email system. Do not click any links or open attachments unless you recognize the sender and know the content is safe. Yes we are the only authorized Mitsubishi service provider in North America. if there is anything We can help with please let me know. Sent via the Samsung Galaxy S I Oe, an AT&T 5G Evolution capable smartphone Get Outlook for Android From: Bergland, Shatabya <Shatabya.Bergland@fortworthtexas.gov> Sent: Monday, September 20, 2021 12:11:45 PM To: Mickey Walsh <maurice@fin-tek.com> Subject: City of Fort Worth Generators Hello, Can you tell me if you are the only company who can work on Mitsubishi Ozone Generators within the city of Fort Worth,Texas? Regards, Shatabya Bergland Contract Compliance Specialist Village Creek Water Reclamation Facility 4500 Wilma Lane Arlington, TX 76012 Tel: (817)392-4940 Work Cell: 817-944-3282 Fax: (817)392-4956 Shatabya_Bergland(o fortworthtexas.gov City of Fort Worth— Working together to build a strong community FORT WORTH. RI Mickey Walsh I Director, Business Development United States I United Kingdom I Estonia I Taiwan ❑ 973-988-1086 (Direct) ❑ 862-368-4122 (Cell) C mickeya.fin-telecom This message contains confidential information and is intended only for the individual named. If you are not the named addressee you should not disseminate, distribute or copy this e-mail. Please notify the sender immediately by e-mail if you have received this e-mail by mistake and delete this e-mail from your system. E-mail transmission cannot be guaranteed to be secure or error-free as information could be intercepted, corrupted, lost, destroyed, arrive late or incomplete, or contain viruses. The sender therefore does not accept liability for any errors or omissions in the contents of this message, which arise as a result of e-mail transmission. If verification is required please request a hard-copy version. From: Mickey Walsh To: Beraland.Shatabya Subject: Re: City of Fort Worth Generators Date: Monday,September 20,2021 12:01:25 PM Attachments: imaae001.ona CAUTION:This email originated from outside of the City of Fort Worth email system. Do not click any links or open attachments unless you recognize the sender and know the content is safe. We have a contract with the city presently to provide engineering, service and materials for their Ozonia generators as well. Fin-tek is the only N American company authorized by Mitsubishi for their brand of ozone generators From: Bergland, Shatabya <Shatabya.Bergland@fortworthtexas.gov> Sent: Monday, September 20, 2021 12:11:45 PM To: Mickey Walsh <maurice@fin-tek.com> Subject: City of Fort Worth Generators Hello, Can you tell me if you are the only company who can work on Mitsubishi Ozone Generators within the city of Fort Worth,Texas? Regards, Shatabya Bergland Contract Compliance Specialist Village Creek Water Reclamation Facility 4500 Wilma Lane Arlington, TX 76012 Tel: (817)392-4940 Work Cell: 817-944-3282 Fax: (817)392-4956 Shatabya_Bergland� .fortworthtexas_gov City of Fort Worth— Working together to build a strong community FoRTWORTH, a Mickey Walsh I Director, Business Development United States I United Kingdom I Estonia I Taiwan ❑ 973-988-1086 (Direct) ❑ 862-368-4122 (Cell) ❑ mickey4fin-tek.com This message contains confidential information and is intended only for the individual named. If you are not the named addressee you should not disseminate, distribute or copy this e-mail. Please notify the sender immediately by e-mail if you have received this e-mail by mistake and delete this e-mail from your system. E-mail transmission cannot be guaranteed to be secure or error-free as information could be intercepted, corrupted, lost, destroyed, arrive late or incomplete, or contain viruses. The sender therefore does not accept liability for any errors or omissions in the contents of this message, which arise as a result of e-mail transmission. If verification is required please request a hard-copy version. Price Summary Line Description Quantity UOM Unit Price Total Price Operational Readiness, Performance Audit,and Maintenance Check-Annual Basis for Westside $8,315.00 $8,315.00 WTP Mitsubishi Equipment(includes up to 2 1 days max on-site service technician labor) 1 Each On-Site Technical Assistance,Service,and/or $175.00 $7,000.00 2 Training, Regular Hours, M-F,8:00am to 5:00pm 40 Hourly On-Site Technical Assistance,Service,and/or Training,Overtime Hours, M-F,5:01pm to $262.50 $5,250.00 3 7:59am 20 Hourly 4 Travel and per diem 1 3000 1 Day 1$1,028.75 **Please see below 5 Parts and Equipment at Manfucaturer's List Price Less 0 %Discount(items on parts list) 6 Parts and Equipment at Manfucaturer's List Price Plus 20 % Markup(items not on parts list) 7 *Parts list attached as separate sheet* **Note: Travel and per diem daily rate has been based on two (2) days on-site. The daily rate for travel and per diem includes: portal-to-portal, airfare, car rental, meals, etc. Estimate Date Estimate # 11/2/2021 EST995867 Fin-Tek Ozone 6 Leo Place Wayne NJ 07470 Pa e 1 of3 United States g 973-628-2988 www.fin-tek.com Fax:973-628-2989 Bill To Ship To Water Dept-Water Production-Holly Westside Water Treatment Plant City of Fort Worth 12200 Old Weatherford Road 200 Texas Street Fort Worth TX 76102 Fort Worth TX 76102-6314 United States United States Attention: Expires Terms Sales Engineer 12/2/2021 Due on receipt Maurice Walsh Shipping Met... Ship Date FOB 11/2/2021 Item Qty. Description Inventory Detail Unit Price Amount NIP:CFRS 1 Oxygen gas particulate filter 0.00 0.00 (1 unit)GOX-FL-001 Filter elements Graver Technologies 19587K5^2 **PLEASE PROVIDE ADDITIONAL INFORMATION OR PICTURES NIP:CFRS 1 Oxygen gas particulate filter 0.00 0.00 (1 unit)GOX-FL-001 Gasket Graver Technologies 6006N04 **PLEASE PROVIDE ADDITIONAL INFORMATION OR PICTURES NIP:CFRS 1 Duplex air compressor skid(2 compressors and 1 13.35 13.35 dryer) N2-AC-001 Inlet Filter Element(2,500 Hours) POWEREX 91348550 NIP:CFRS 1 Duplex air compressor skid-(2 compressors and 26.35 26.35 1 dryer) N2-AC-001 V belts(5,000 Hours)POWEREX BT010700AV**NEW PART#BT010701AV** NIP:CFRS 1 Duplex air compressor skid-(2 compressors and 465.30 465.30 1 dryer) N2-AC-001 RE-grease Gun Kit Tip Seal Set (10,000 Hours)POWEREX IP616201AJ 5250050-1/16" 34 Desiccant dryer N2-DD-001 Replacement 10.00 340.00 beads(7x14 desiccant(2,500 Hours)HANKISON 1282530 mesh) (modelAA-4),341b NIP:CFRS l Coalescing pre-filter N2-FL-001,002 Filter 40.95 40.95 elements(2,500 Hours)HANKISON E5-16 NIP:CFRS l Particulate after-filter N2-FL-003,004 Filter 35.95 35.95 elements(2,500 Hours)HANKISON E7-16 NIP:CFRS 1 Ozone generator(2 units) 0.00 0.00 OZ-GEN-001 Dielectric assemblies MEPPI **WAITING FOR PRICING NIP:CFRS 1 Ozone generator(2 units) 0.00 0.00 OZ-GEN-001 Gasket(Teflon)MEPPI **WAITING FOR PRICING NIP:CFRS 1 Demister pad(1 unit)OF-OGD-001,002 6" 0.00 0.00 Stainless steel demister element KOCHGLITSCH LP **PLEASE PROVIDE ADDITIONAL INFORMATION OR PICTURES NIP:CFRS 1 Off gas destruct skid(2 skids)OF-EH-001,002 0.00 0.00 Heater element Watlow BHR613CI3C-20 (316L SS) **PART NUMBER PROVIDED NOT VALID** 0500100 60 Catalyst 1 full-vessel charge CARUS 58.08 3,484.80 Carulite Chemical CARULITE 200,65 lbs=30 kg (4 X 8 granular(1 drum=20kg(or 44.1 lbs)). Special Price is expressed as dollars per kilogram. Fin-TekO,UV Estimate Date Estimate # 11/2/2021 EST995867 Fin-Tek Ozone 6 Leo Place Wayne NJ 07470 Page 2 of 3 United States g 973-628-2988 www.fin-tek.com Item Qty. Description Inventory Detail Unit Price Amount 3083110 1 Ozone residual monitor Membranes,pkg.of 10 25.00 25.00 ATI 05-0002 3083120 1 Ozone residual monitor Fuse,100mA,250V 25.00 25.00 (115VAC)ATI 05-0004 3083100 1 Ozone residual monitor Dissolved ozone 25.00 25.00 electrolyte,4 oz (120 cc)ATI 09-0008 3083120 I Ozone residual monitor Fuse,100mA,250V 25.00 25.00 (115VAC)ATI 05-0004 3082800 l Ozone residual monitor Ozone sensor,flow type 750.00 750.00 ATI 00-0042 OR0000079 l OR0000079 ORING,MANIFOLD WINDOW 32.00 32.00 ORING, MANIFOLD WINDOW OR0000080 1 OR0000080 ORING,PRESSURE SENSOR 39.00 39.00 ORING, PRESSURE SENSOR OR0000081 1 OR0000081 ORING,MAINFOLD WINDOW 36.00 36.00 ORING, MAINFOLD WINDOW NIP:CFRS 1 OR0000086 ORING 25.00 25.00 OR0000079 1 OR0000079 ORING,MANIFOLD WINDOW 32.00 32.00 ORING, MANIFOLD WINDOW OR0000080 1 OR0000080 ORING,PRESSURE SENSOR 39.00 39.00 ORING, PRESSURE SENSOR OR0000081 1 OR0000081 ORING,MAINFOLD WINDOW 36.00 36.00 ORING, MAINFOLD WINDOW NIP:CFRS 1 OR0000086 ORING 25.00 25.00 NIP:CFRS 1 OR0000039 ORING 7.00 7.00 NIP:CFRS 1 OR0000050 ORING 7.00 7.00 NIP:CFRS 1 OR0000104 ORING 25.00 25.00 9721250 1 MANIFOLD,3-WAY VALVE, 326.00 326.00 PEEK/VITON API VA0000054 NIP:CFRS l WINDOW,QUARTZ,1/2"DIA,.063" 25.00 25.00 THICK(KB API OP0000031 9721100J l UV Lamp for Teledyne M465 303.00 303.00 NIP:CFRS l OZONE DESTRUCT API 0.00 0.00 **PLEASE PROVIDE ADDITIONAL INFORMATION** 9721107 l 047020200 ASSY,PUMP,12VDC(PU63)(old# 645.00 645.00 046740000) 25710100 l 25710100 PCA,UV DETECTOR PREAMP API 711.00 711.00 PCA,UV DETECTOR PREAMP API NIP:CFRS 1 Dew point analyzer(Spare)AIT-14130 DewPro® 0.00 0.00 MMY30 GEYIAIG **NEED SERIAL NUMBER OF EXISTING UNIT** NIP:CFRS 1 Leak oxygen monitor(Spare)AIT-14120 0.00 0.00 Ultima®Calibrator MSA 14BGS 12211 **PART NUMBER PROVIDED NOT VALID** NIP:CFRS l DC Power Supplies AVR PHOENIX CONTACT 632.23 632.23 QUINT-PS-100-240/24DC/5 NIP:CFRS l DC Power Supplies,AVR PHOENIX CONTACT 381.98 381.98 QUINT-PS-100-240/24DC/2.5 NIP:CFRS 1 FUSE,F FerrazShawmut ATQR3 11.36 11.36 NIP:CFRS 1 FUSE,F FerrazShawmut ATQRI/2 11.36 11.36 NIP:CFRS 1 RELAY,R IDEC RY2S-UL DC24V 13.83 13.83 NIP:CFRS 1 RELAY,R IDEC RY2S-UL AC120V 22.00 22.00 NIP:CFRS 1 RELAY,R IDEC RY4S-UL AC120V 15.60 15.60 NIP:CFRS 1 LENS CAP,PL SQUARE D 9001 W9 13.47 13.47 Fin-TekO,UV Estimate Date Estimate # 11/2/2021 EST995867 Fin-Tek Ozone 6 Leo Place Wayne NJ 07470 Page 3 of 3 United States g 973-628-2988 www.fin-tek.com Item Qty. Description Inventory Detail Unit Price Amount NIP:CFRS 1 LED,PL,AC120V WHITE SQUARE D 9001 116.94 116.94 KM38 NIP:CFRS 1 LED,PL,AC 480V WHITE SQUARE D 9001 157.73 157.73 KM5 NIP:CFRS 1 LENS CAP,PL SQUARE D 9001 R9 13.47 13.47 NIP:CFRS 1 LED,PL,AC 120V RED SQUARE D 9001 276.46 276.46 KM58LR NIP:CFRS 1 LENS CAP,PL SQUARE D 9001 G9 13.47 13.47 NIP:CFRS 1 LED,PL,AC 120V GREEN SQUARE D 9001 157.73 157.73 KM58LG NIP:CFRS 1 LENS CAP,PL SQUARE D 9001 A9 13.47 13.47 NIP:CFRS 1 LED,PL,AC 120V AMBER SQUARE D 9001 157.73 157.73 KM58LA NIP:CFRS 1 MCCB 120V-20A-2 POLE SQUARE D 639.18 639.18 FAL22020 Total $10,217.71 Fin-Tek may assess interest on all past due invoices at the rate of 1.5%per month. Equivalent rate per annum is 18%. Fin-Tek will not accept any returns without previous authorization. II II II III II IIIIIIIII II IIII II III EST995867 ATTACHMENT D INSURANCE AND ATTACHMENT D-1 (if necessary) BONDING (Behind this page are the City's standard insurance requirements and payment and performance bond forms,if necessary) **No bond necessary** SOLE SOURCE-OEM Mitsubishi Ozone Generators Contractor Services Agreement Page 22 of 27 ATTACHMENT E VERIFICATION OF SIGNATURE AUTHORITY FORM Fin-Tek Corporation Address: 6 Leo Place,Wayne,NJ 07470 Execution of this Signature Verification Form ("Form") hereby certifies that the following individuals and/or positions have the authority to legally bind Contractor and to execute any agreement, amendment or change order on behalf of Contractor. Such binding authority has been granted by proper order, resolution,ordinance or other authorization of Contractor.City is fully entitled to rely on the warranty and representation set forth in this Form in entering into any agreement or amendment with Contractor. Contractor will submit an updated Form within ten (10)business days if there are any changes to the signatory authority. City is entitled to rely on any current executed Form until it receives a revised Form that has been properly executed by Contractor. 1. Name: Donald R.Finnegan Position: President5)��s`+�� Signature 2. Name: Mary Finnegan Position: Vice PresidentSAI Signature ` 3. Name: Position: Signature Name: Donald R.Finnegan Signature of President/CEO Other Title: President Date: January 26,2022 SOLE SOURCE—OEM Mitsubishi Ozone Generators Page 23 of 27 Contractor Services Agreement ATTACHMENT F CONFLICT OF INTEREST DISCLOSURE REQUIREMENT Pursuant to Chapter 176 of the Local Government Code,any person or agent of a person who contracts or seeks to contract for the sale or purchase of property, goods, or services with a local governmental entity (i.e. The City of Fort Worth)must disclose in the Questionnaire Form CIQ("Questionnaire")the person's affiliation or business relationship that might cause a conflict of interest with the local governmental entity. By law, the Questionnaire must be filed with the Fort Worth City Secretary no later than seven days after the date the person begins contract discussions or negotiations with the City, or submits an application or response to a request for proposals or bids, correspondence, or another writing related to a potential Agreement with the City. Updated Questionnaires must be filed in conformance with Chapter 176. A copy of the Questionnaire Form CIQ is enclosed with the submittal documents. The form is also available at http://www.ethics.state.tx.us/forms/CIQ.pdf. If you have any questions about compliance, please consult your own legal counsel. Compliance is the individual responsibility of each person or agent of a person who is subject to the filing requirement. An offense under Chapter 176 is a Class C misdemeanor. NOTE: If you are not aware of a Conflict of Interest in any business relationship that you might have with the City, state Contractor name in the # 1, use N/A in each of the areas on the form. However, a signature is required in the#4 box in all cases. (form follows) FORM 1295—Under the Texas Government Code, Ch. 2252.908, a contractor doing business with the City of Fort Worth with an initial contract value which requires city council approval will, unless otherwise exempted,be required to submit a Form 1295. See Part II, Sec.9.4. SOLE SOURCE-OEM Mitsubishi Ozone Generators Contractor Services Agreement Page 24 of 27 CONFLICT OF INTEREST QUESTIONNAIRE FORM CIO For vendor doing business with local governinental entity This questionnaire reflects changes made to the tow by KB. 23,84th Leg, Regular Session. OFRCEUSEONLY This questionnaire is being filed in accordance with Chapter 176,Local Government Code, Date Reclilld by a vendor who has a business relationship as defined by Section 176.001(1-a)with a local governmental entity and the vendor meets requirements under Section 176.006(a). By law this questionnaire must be filed with the records administrator of the local governmental entity not later than the 7th business day after the date the vendor becomes aware of facts that require the statement to be filed. See Section 176.006(a-1),Local Government Code. A vendor commits an offense it the vendor knowingly violates Section 176.006, Local Government Code.An offense under this section is a misdemeanor. jj Name of vendor who has a business relationship with local governmental entity. Fin-Tek Corporation 2j Lj Check this box If you are filing an update to a previously filed questionnaire. (The law requires that you file an updated completed questionnaire with the appropriate filing authority not later than the 7th business day after the date on which you became aware that the originally filed questionnaire was incomplete or inaccurate.) TF- Name of local government officer aboutwhom the information in this section Is being disclosed. None Name of Officer This section(item 3 including subparts A, B,C,& D) must be completed for each officer with whom the vendor has an employment or other business relationship as defined by Section 178.001(1-a). Local Government Code. Attach additional pages to this Form CIO as necessary. A. Is the local government officer named in this section receiving or likely to receive taxable income,other than investment income,from the vendor? F-1 Yes E-1 No B. Is the vendor receiving or likely to receive taxable income,other than investment income,from or at the direction of the local government officer named in this section AND the taxable income is not received from the local governmental entity? FlYes F--] No C. Is the filer of this questionnaire employed by a corporation or other business entity with respect to which the local government officer serves as an officer or director,or holds an ownership interest of one percent or more? F7Yes F--] No D.Describe each employment or business and family relationship with the local government officer named in this section. Signature of vendor king business with the governmental entity Date Adopted 81712015 [-age 20 or zz Contractor Services Agreement ATTACHMENT G VENDOR'S CONTACT INFORMATION Contractor's Name: Fin-Tek Corporation Contractor's Local Address: 6 Leo Place,Wayne, NJ 07470 973-628-2989 Phone: 973-988-1081 or 1082 Fax: Email: mary@fin-tek.com Name of person assigned specifically for this Agreement: Name/Title Heather Ramaglia Service Manager Phone: 973-988-1082 Fax: 973-628-2989 Email: heather(@fin-tek.com Name of persons for renewal information and/or billing questions: Name/Title Mary Finnegan,VP Phone: 973-988-1081 OR 862-221-5262 Fax: 973-628-2989 Email: mary@fin-tek.com Name/Title Phone: Fax: Email: )-� - Mary Finnegan, January 26,2022 Signa re Printed Name Date SOLE SOURCE—OEM Mitsubishi Ozone Generators Contractor Services Agreement Page 26 of 27 SOLE SOURCE-OEM Mitsubishi Ozone Generators Page 27 of 27 Contractor Services Agreement