HomeMy WebLinkAboutContract 50334 X t ",")TONE CITY SECRETARY
RN N l CONTRACT NO.
ERVICES
RENTAL/LEASE ADDENDUM TO
CITY OF FORT WORTH ITB NO. 17-0043
DATE: February 7, 2018
RENTAL UNIT
Unit Name: Engine
Unit Model: C20B
Unit Serial Number: CAE-820030
Hourly Rate: $125.00, as adjusted.
Term: 120 Days
Location of Unit: Fort Worth,TX
Summary of Other Terms
Start Date: Date shipped by Lessor
End Date: Date received by Lessor in the same condition
as delivered, less ordinary wear and tear
Billing: Monthly net 30 days; 1.59 /mo. late charge
Freight Charges: Lessee responsible
Insurance: $10 million liability and replacement value
BY AND BETWEEN:
KEYSTONE TURBINE SERVICES LLC
("Lessor")
885 Fox Chase,Suite 111 Coatesville,PA 19320
Phone 610.268.6200• Fax 484.786.8680
RECEIVED -AND—
MAR -2 2018 ("Lessee")
CITY OF FORT WORTH
CITYSECREFARY OFFICIAL RECORD
City of Fort Worth,Texas
200 Texas Street CITY SECRETARY
Fort Worth,Texas 76102 FT.WORTH,TX
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WHEREAS, the Lessor is engaged in the business of sales, services, rentals, leases and exchanges of an
aviation engine, module, part and/or accessory("Unit");and
WHEREAS,on December 12, 2016,the Lessor agreed to the terms and conditions set forth in City of Fort
Worth Invitation to Bid No. 17-0043 Turbine Engine Parts and Repairs for Helicopters;and
WHEREAS, the Lessor is willing to rent or lease a Unit("Rental Unit")to the Lessee under the terms and
conditions set forth this Rental/Lease Agreement("Agreement").
NOW, THEREFORE, WITNESSETH THAT in consideration of the terms and mutual covenants set forth
herein and other good and valuable consideration,the sufficiency of which is hereby acknowledged,the
parties hereto agree as follows:
1. RENTAL. The Lessor hereby agrees to lease the Rental Unit to the Lessee and the Lessee agrees to
lease it from the Lessor under the terms and conditions of City of Fort Worth Invitation to Bid No.
17-0043 and this Agreement. In the event of any conflict between the terms and conditions of City
of Fort Worth Invitation to Bid No. 17-0043 and the terms and conditions set forth in the body of
this Agreement, the terms and conditions of the City of Fort Worth Invitation to Bid No. 17-0043
shall control.
2. DELIVERY OF RENTAL UNIT. Upon receipt of the Lessee's request for a Rental Unit, an executed
copy of this Agreement and a certificate of insurance in compliance with section 6 below,the Lessor,
at Lessee's expense, will deliver a Rental Unit in serviceable condition and ready for installation
F.O.B. (unless previously agreed to)to the delivery point described in the request. If the Lessee and
Lessor have agreed that Lessor will perform services on the Lessee's Unit("Lessee Unit") during the
term of this Agreement, it must deliver the Lessee Unit to the Lessor for repair or overhaul within
fifteen (15) days of its receipt of the Rental Unit. In the event timely delivery is not made, Lessee
must pay Lessor$225.00 per additional calendar day until the Lessee's Unit is received by Lessor.
3. RENT. Lessee shall pay Rent each month of the Term or part thereof for each Rental Unit at the
Hourly Rate for each operating hour, without abatement or set-off, based on the monthly report
required under section 7(c). The Hourly Rate is based upon a maximum cycle usage rate of two (2)
cycles per one (1) operating hour. If any cycle usage rates exceed two (2) cycles per one (1)
operating hour the Hourly Rate will be increased in an amount equal to the accumulated over-and-
above cycles above two (2) divided by four (4) with the result multiplied the basic Hourly Rate.The
Hourly Rate is set forth on the front page of this Agreement.
4. INVOICING AND PAYMENT.
a. Lessor will invoice Lessee on a monthly basis and at the end of the lease for Rent and any
other charges, including but not limited to interest, penalties, parts and repair payable
under this Agreement.Terms are net thirty (30) days from date of Invoice, unless otherwise
specified on the invoice. All Rent and other charges are in United States dollars and all
amounts shall be paid in wire transfer, cash or in negotiable paper collectable at its face
value.
b. If full payment of an invoice is not made in within thirty (30) days from the date of the
invoice, Lessor may: (i) charge interest on the delinquency at a rate of 1-1/2% per month or
the maximum rate permitted by law, if lower,for each month or part thereof on all past due
invoices; (ii) if Lessor is providing services on Lessee's Unit, withhold shipment of Lessee's
Unit upon completion of services until all outstanding invoices are paid in full; (iii)avail itself
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of any other rights and remedies as provided by law; and (iv) recover all costs of collection,
including reasonable attorney's fees.
S. TERM. The Term of this Agreement shall begin on the date the Lessor ships the Rental Unit to
Lessee and shall extend for the period of time set forth on the front page of this Agreement. The
Term may be extended: (a) by mutual written agreement of the parties; (b) if the Rental Unit is
timely returned to Lessor but further actions or repairs are required under section 7; (c) until all
invoices under section 4 and all taxes due under section 14 are paid in full; (d) if Lessee default
under section 11 and Lessor pursues its remedies; or (e) if Lessor is providing services on Lessee's
Unit and the required services are not complete at the end of the then existing term. In the event
that any of the above events occur, the Term will be extended until the required actions are
complete.
6. INSURANCE. Lessee will provide and maintain in full force and effect, at all times during the term of
this Agreement, public liability insurance in an amount not less than Ten Million Dollars
($10,000,000) per occurrence. Lessee will also provide all risk insurance on the Rental Unit for its
replacement value; including transportation; aircraft ground coverage, flight risk and fire insurance
with extended coverage on terms satisfactory to the Lessor. All such insurance required hereunder
shall name Lessor, its owners, directors, officers, agents, employees and assigns as additional
insured. On or before shipment of the Rental Unit to Lessee, and annually prior to each policy's
expiration date, Lessee will provide Lessor with certificates of primary insurance satisfactory to
Lessor evidencing the coverage set forth hereunder. Such certificate shall require the insurance
carrier to give Lessor thirty (30) days written notice before any cancellation; non-renewal or
material change of coverage becomes effective.
7. MAINTENANCE AND RECORDS.
a. Lessee shall handle, store, operate, and maintain the Rental Unit in accordance with the
Aircraft Flight Manual (AFM), Aircraft Operating Manual (AOM), the Aircraft Maintenance
Manual (AMM), recommended Service Bulletins and any other instructions and
recommendations issued by the manufacturer of the Rental Unit, the aircraft manufacturer
and Lessor and that comply with the requirements of Airworthiness Directives issued by
Regulatory Authorities.
b. No repairs, other than scheduled maintenance, are permitted on the Rental Unit unless
approved in writing by Lessor at its sole discretion and all unauthorized repairs will be at
Lessee's expense and risk. For approved repairs, Lessor will supply replacement parts free of
charge.
c. Lessee is responsible for (a) maintaining accurate records of engine maintenance and
performance data; and (b) providing to Lessor a monthly report of operating hours and
other information reasonably required by Lessor. Such monthly report shall be delivered to
Lessor within five(5)days of the end of each calendar month.
d. An engine installed performance check as outlined in the applicable maintenance manual
must be completed upon initial installation of the Rental Unit and again before removal of
the Rental Unit from an aircraft. Upon removal of the Rental Unit from an aircraft, visual
inspection must be made and the Rental Unit condition entered into the engine logbook, or
copies of relevant installed performance sheets attached to the logbook,and signed off by a
licensed mechanic. Total hours and cycles used during the term of rental must also be
entered into the logbook upon removal of the Rental Unit. For other than scheduled
maintenance, Lessee will request the repairs and Lessor will decide the course of action.
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e. Lessor may examine the Rental Unit for damage or abnormal wear before Lessee returns the
Rental Unit to Lessor. Lessee shall permit such examination on the Lessee's premises during
regular business hours or at such other time and place as the parties agree.
8. RETURN OF RENTAL UNIT.
a. If Lessor is providing services on Lessee's Unit, Lessee shall ship the Rental Unit to Lessor not
later than five (5) days after it receives its Lessee Unit FOB. If not, Lessee shall ship the
Rental Unit not later than five(5)days after the end of the Term.
b. Lessee will arrange delivery to a common carrier for shipment to the Lessor F.O.B.,
Coatesville, PA,with adequate insurance,or such point of delivery as Lessor may reasonably
request. Prior to shipment, Lessee will submit its shipping plans to Lessor for approval. If
Lessee fails to ship the Rental Unit in accordance with this section for over ten(10)calendar
days, Lessee shall pay Two Hundred and Twenty-five Dollars($225)for each day for which
the Rental Unit is not returned and Lessor may,without further notice, remove and recover
the Rental Unit in accordance with the terms of section 13.
c. The Rental Unit shall be returned in the same condition as received from Lessor. Lessee
shall be solely responsible for all damage, loss, destruction, or undue wear to the Rental
Unit, however caused, after shipment of the Rental Unit to Lessee until the Rental Unit's
receipt by Lessor, except for damage resulting from ordinary wear and tear. Lessee shall be
fully liable to Lessor for the actual cost of repair or replacement, as the case may be.
Liability for under this section shall not exceed the then current replacement value of the
Rental Unit, plus necessary transportation and insurance charges as well as customs duties
and taxes, if any.
9. LIMITED WARRANTY.
a. Lessor warrants that for the term of the Rental Lease Agreement after the date of Lessee's
receipt of the Rental Unit, the Unit will be free of defects in workmanship based on the
requirements of the manufacturer and FAA Regulations.
b. The provisions of Section 4.A, subsections 2-5 of Lessor's Standard Terms and Conditions
shall apply to the warranty process.
10. TITLE AND SECURITY. Title to the Rental Unit shall remain with the Lessor at all times. The Lessee
agrees not to lend, sell, assign, or mortgage the Rental Unit or permit it to become subject to any
liens,security interests,encumbrances or any other legal claims. Lessee shall not assign this Lease or
sublet the Rental Unit without Lessor's prior written consent. Lessee hereby grants to Lessor a lien
and security interest in the aircraft that holds the Rental Unit, and in any of Lessee's Units in the
possession of Lessor,for all such obligations and liabilities arising under this Agreement.
11. DEFAULT.
a. The Lessee shall be in default hereunder if the Lessee: (i) fails to make full payment of an
invoice pursuant to the terms of section 4; (ii)defaults in the performance of any of Lessee's
other obligations under this Agreement and fails to remedy the default within ten (10) days
after notification by Lessor; (iii) becomes bankrupt or insolvent or enters into any
arrangement with creditors or is otherwise unable to pay its debts; (iv) fails to prevent any
liens, security interests, encumbrances or any other legal claims being levied on or made
against the Rental Unit; (v)fails to return the Rental Unit to Lessor as required under section
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8; (vi) fails to comply with the maintenance and operating requirements under section 7;or
(vii)falsifies any operating information or data required under this Agreement.
b. In the event of any default, there shall be deemed to be a breach of this Agreement, and
thereupon Lessor in addition to all other rights and remedies available to it by law or equity
or by any other provisions hereof, may at any time thereafter exercise any or all of the
following remedies:
I. Terminate Lessee's rights under this Agreement;
ii. Repossess the Rental Unit under applicable law and/or the terms of this Agreement.
The parties understand and agree that the Rental Unit may be contained within
aircraft or on premises owned or leased by Lessee or a third party, and in
consideration for entering into this Lease, Lessee agrees to permit Lessor to access
the premises or any aircraft or other equipment whether owned by Lessee or
otherwise, to recover the Rental Unit and will cooperate in all respects to ensure
the prompt return of the Rental Unit to Lessor. The actual costs of Lessor's retrieval
shall be borne by Lessee including, but not limited to, Lessor's actual attorneys'fees
and court costs, transportation and other costs due under terms of this Lease.
Lessor, having retaken possession of the Rental Unit, may retain the Rental Unit and
all prior payments made under this Agreement. Lessee hereby expressly waives all
further right to possession of the Rental Unit and all claims for injuries suffered
through or loss caused by such repossession;
iii. Accelerate the whole or any part of the Rent or other charges due under this Lease
for balance of the rental term, and declare the same to be immediately due and
payable;or
iv. Obtain a Confession of Judgment:
FOR POSSESSION. FOR THE PURPOSES OF ENABLING LESSOR TO OBTAIN POSSESSION OF
THE RENTAL UNIT, LESSEE HEREBY AUTHORIZES THE CLERK, PROTHONOTARY OR ANY
ATTORNEY OF ANY COURT OF RECORD TO APPEAR FOR AND CONFESS JUDGMENT IN
REPLEVIN OR FOR WRIT OF POSSESSION AGAINST LESSEE IN FAVOR OF LESSOR OR IF
ASSIGNED IN ANY ACTION OF REPLEVIN OR FOR WRIT OF POSSESSION, FOR WHICH THIS
LEASE OR VERIFIED COPY SHALL BE A SUFFICIENT WARRANT.
FOR MONEY. UPON THE OCCURRENCE OF ANY EVENT OF DEFAULT LESSEE HEREBY
AUTHORIZES ANY ATTORNEY OF ANY COURT OF RECORD OF THE COMMONWEALTH OF
PENNSYLVANIA TO APPEAR FOR LESSEE AND FOR ANYONE CLAIMING BY, THROUGH OR
UNDER LESSEE AND TO CONFESS JUDGMENT AGAINST ALL SUCH PARTIES,AND IN FAVOR
OF LESSOR, FOR THE AMOUNT CLAIMED TO BE DUE HEREUNDER PLUS REASONABLE
ATTORNEYS' FEES AND COSTS, FOR WHICH THIS LEASE OR A TRUE AND CORRECT COPY
HEREOF SHALL BE GOOD AND SUFFICIENT WARRANT. AFTER THE ENTRY OF ANY SUCH
JUDGMENT A WRIT OF EXECUTION MAY BE ISSUED THEREON WITHOUT FURTHER NOTICE
TO LESSEE AND WITHOUT A HEARING.
THE AUTHORITY TO CONFESS JUDGMENT EITHER FOR POSSESSION OF THE RENTAL UNIT
OR FOR ANY MONEY DUE HEREUNDER SHALL NOT BE EXHAUSTED BY ONE EXERCISE, BUT
JUDGMENTS MAY BE CONFESSED FROM TIME TO TIME AS OFTEN AS MAY BE NECESSARY.
c. Nothing herein contained shall prohibit Lessor from pursuing any other remedy available to
Lessor at law or in equity.
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12. INDEMNIFICATION.
a. Lessee hereby agrees that Lessor, its owners, directors, officers, agents, employees and
assigns shall not be liable in contract, tort or otherwise for any loss or damage to property,
including consequential or incidental damages,to the aircraft and the Rental Unit, or injury
or death or any other damage sustained by Lessee, its personnel, agents or third parties
arising out of, resulting from or in any way connected with the Rental Unit, unless such
damages were directly caused by Lessor's willful misconduct or gross negligence.
b. Lessee agrees to defend, indemnify and hold harmless Lessor, its owners, directors, officers,
agents, employees and assigns from and against all claims, losses and expenses whatsoever
relating to or arising as a result of or in connection with the Lessee's use, operation or
possession of the Rental Unit and of any aircraft in which the Rental Unit is installed,
including but not limited to judgments,settlement amounts,costs and counsel fees incurred
by the Lessor as a consequence of litigation,settlement or otherwise.
c. The Lessee furthermore agrees to indemnify the Lessor for any damage to or loss of the
Rental Unit howsoever occasioned, unless such damages were directly caused by Lessor's
willful misconduct or gross negligence.
13. NOTICES. Any notice, demand or communication required or permitted in this Agreement must be
in writing and delivered personally or by reputable express carrier, telecopy, facsimile transmission
or electronic transmission. The notice must be addressed to the party at its address listed on the
front page of this Agreement. Either party may designate, by notice to the other party, a substitute
address.
14. TAXES. Lessee will be responsible for all taxes, duties and other charges arising out of this
Agreement or the use or possession of the Rental Unit, including without limitation thereof, any
sales, use,excise,value added or other ad valorem tax,and will repay to Lessor on demand any such
charges that may be levied against Lessor.
15. ENTIRE AGREEMENT. This Agreement, Lessor's Standard Terms and Conditions and invoices
submitted to Lessee contain the entire agreement between Lessor and Lessee with regard to a
Rental Unit or a Lessee Unit and supersede all previous agreements or understandings between the
Lessor and Lessee whether oral or in writing.
16. AMENDMENT. No amendment or variation of this Agreement will be binding unless in writing
signed by duly authorized representatives of both Lessor and Lessee.
17. GOVERNING LAW. This Agreement shall be governed by and construed in accordance with the laws
of Pennsylvania without regard to conflict of law principles.
18. SEVERABILITY. If any provision of the Agreement is wholly or partially invalid, this Agreement shall
be interpreted as if the invalid provision had not been a part hereof.
19. WAIVER. Failure by Lessor to assert any of its rights upon breach of this Agreement shall not be
deemed a waiver of such rights either with respect to such breach or any subsequent breach, nor
shall any waiver be implied from the acceptance of any payment for services.
IN WITNESS WHEREOF, intending to be legally bound hereby,the parties have executed this Agreement
on the date and year first listed above.
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LESSEE:CITY 0 FORT WORTH �.., � KEYSTONE TURBINE SERVICES LLC.
(Signature) (Signature)
NAME:Valerie Washington NAME: John Fraser
TITLE:Assistant City Manager TITLE: General Manager
Date: Date:
APPROVAL RECOMMENDED:
By: ,l
Name: Joel F. Fitzgerald, PhD
Title: Chief of Police
ATTEST: ��� OF FO,Q
By. City Secretary �y
CONTRACT COMPLIANCE MANAGER: `~'
By signing I acknowledge that I am the person responsible
for the monitoring and administration of this contract,
including ensuring all performance and reporting requirements.
By:
Name:
Title: 041 CF hL, IC() 0
APPROVED AS TO FORM AND LEGALITY:
By:
Name: Matt Murr y
Assistant City Attorney
CONTRACT AUTHORIZATION:
M&C: NIA OFFICIAL RECORD
CITY SECRETARY
FT.WORTH,TX
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