HomeMy WebLinkAboutContract 52436 T
RECEIVED
JUN 18 2019 CITY SECRETARY
(�.
CITY OF FORT WORTH CONTRACT NO._, 5 2 I,_3_
CITY SECRETARY
SERVICE & PREVENTATIVE MAINTENANCE AGREEMENT FOR PARCS EQUIPMENT
Customer: City of Ft.Worth
Service Site: Will Rogers Memorial Center
Service Address: 3401 West Lancaster Avenue Fort Worth,Texas 76107
Agreement Date: TBD
Expiration Date: TBD
This is an agreement for service and preventative maintenance between Mitchell Time and Parking
(hereinafter referred to as"MTP")and the undersigned(hereinafter referred to as "customer")wherein
[MTP]agrees to provide maintenance service at the above specified location for the equipment
specified in this agreement,according to the duration and conditions stated within this Agreement.
1. Service Duration
a. This agreement shall commence on Equipment Install Date of Garage(TBD).
b. This agreement will remain in effect expiring on TBD.
Il. Service Responsibilities
a. MTP agrees to keep customer's equipment in good operation condition and will perform
preventative maintenance based on the specific needs of each individual piece ofequipment as
specified by the manufacturer.
b. MTP agrees to fully equip all technicians with adequate transportation and inventory of spare
parts.
c. Service coverage hours for on-site technicians under this agreement will range between 8:00am-
4:30pm,Monday thru Friday excluding holidays and weekends.
d. It will be the customer's responsibility to notify MTP when equipment is malfunctioning and
what priority level the repairwarrants.
e. Service and preventative maintenance to maintain the equipment specified in this agreementin
good operating condition.The service includes preventative maintenance based on the specific needs
of the individual equipment.All other services will be provided on an as needed basis when notified
by the customer that an equipment malfunction requires adjustment, repair or replacement.Service
response time will be within timeframe established between MTP and customer from original call for
service. Normal hours of operation and emergency service stipulations are outlined within this
agreement.
f. Service for equipment covered under factory warranty will include replacement of parts as
deemed necessary by MTP.
g. If any machine or software system is deemed irreparable, MTP will require the city of ft
worth to upgrade their parking system to latest version of Amano mcgann
software/hardware.
III. Maintenance and Service Operation Parameters
a. All service calls and quarterly preventative maintenance will be conducted during se
agreement hours,defined as between 8:00am-4:30pm Monday thru Friday,excludir OFFYCIAL RECORD
observed holidays. CITY SECRETARY
b. Service calls deemed an emergency by the customer that are requested outside of I heOf i i RTH,TX
times will be accommodated,solely at the discretion of authorized persons,on an after-hours or
weekend basis at the current after-hours market rate.A One hour minimum applies to this rate.
• M-F(8a-5p)_$65.00
• M-F(5p-8a)_$130.00
• Sat/Sun (all day)_$189.00
C.
d. Quarterly preventative maintenance shall be performed on the equipment as defined in this
agreement on an on-going or perpetual basis when normal maintenance is not being performed.
•PM Program includes:
•Lubrication, tightening of all fasteners, replacement of worn belts or other
expendable components, tightening and testing of all terminations, test of all surge
suppression devices, diagnostics on all controllers,cleaning of all internal device
components, complete test of each device, each lane and review and testing of all
inductance loops.
IV. Exclusions
a. Maintenance and service for the costs specified in this agreement are contingent upon the proper
use of all equipment. MTP shall be under no obligation to furnish maintenance or service under
the terms and conditions of this agreement if adjustment, repair or parts replacement is required
due to:
i. Accident,theft,misuse,failure of electrical power,high voltage damage(as determined by a
professional electrician),transportation or causes other than ordinaryuse.
ii. Modification of equipment without prior approval byMTP.
iii. Relocation of equipment from its original installation site and/or reinstallation without the prior
approval by MTP.
b. Maintenance and service under this agreement,does not include or cover any operational supplies
or accessories(ribbons, paper,etc.), paint or refurbishing,or repairs and adjustments made
necessary by the service of others not affiliated with MTP Replacement or repair of detector loops
is excluded from this agreement.
C. Work that is deemed to be installation and not service related is outside the parameters of
this agreement.Such installation work will be quoted and billed at the prevailing installation
rate.
d. Equipment upgrades that are a result of something that is out of the manufacturer's control
suchas bill or coin requirement changes issued by the Federal Mint, any new Payment Card
Industry changes, or related requirements issued by such authorities are not covered in this
agreement.Such changes cannot be pre-determined for occurrence or associated cost.
e. Programming for Customer Training/user error
V. Access to Equipment
a. MTP shall have full access to the equipment and keys for the equipment covered in this
agreement,as well as any associated equipment integral to the system,as determined by
customer,in order to provide the specified maintenance services.
VI. Specified Equipment Covered
a. See attached Exhibit A.
VII. Service Agreement Costs and Renewal Options
a. For service contract pricing refer to Section X(10).
b. Service/Software/Extended Warranty agreement installments will be billed quarterly in
advance and will be due at the beginning of the service period. See Section X for quarterly
breakdown.
C. Any and all charges incurred by the customer beyond the service agreement,as detailed above,
will be due and payable in 30 days from invoice date.
d. Changes to the service agreement may be made during the contract period if agreed upon in
writing by both MTP and the customer.
e. Service agreement cancellation may be requested,if done so in writing,with 90 days' notice.
Either party to this agreement may do this.
f. Service agreement costs are based on the PARCS replacement and extended warranty proposal
given to the Customer. Modifications to the original agreement terms or equipment inventory
may result in changes to the pricing of this agreement.Such a change would apply in the event
that additional equipment or services are added to the scope of this service agreement. Customer
shall accept proposed pricing change before services would be rendered.
VIII.Employee Clause
a. Customer agrees that it will not hire or attempt to hire employees of MTP for services that
are covered in this agreement in an attempt to terminate this agreement.
IX. Warranties
a. Warranty statements are attached and included in this agreement.These warranties serve as the
basis for repair and replacement services thorough the life of this agreement.Warranty
statements are not negotiable.
Service year 1$9,782.03 Includes Preventative Maintenance for
Houston and Commerce Garages Only&a 10%discount on Amano
Parts.
Service year 2$17,728.11 Includes Preventative Maintenance for
WRM, Houston,&Commerce sites &a 10%discount on Amano Parts.
Service year 3$18,259.84 Includes Preventative Maintenance for
WRM, Houston,&Commerce sites&a 10%discount on Amano Parts.
Optional Service year 4$18,807.64 Includes Preventative Maintenance
for WRM, Houston,&Commerce sites&a 10%discount on Amano
Parts.
Optional Service year 5$19,371.87 Includes Preventative Maintenance
for WRM, Houston, &Commerce sites&a 10%discount on Amano
Parts.
X. Signatures of Parties to this Agreement
a. The undersigned have read, understand and agree to the terms and conditions as set forth in the
above agreement. Furthermore,the customer acknowledges that there are no other warranties or
agreements,expressed or implied,that are not included and detailed the above agreement.
Mitchell Time and Parking Will Rogers Memorial Center
4806 N IH 35 3401 West Lancaster Avenue
Austin,TX 78751 Fort Worth,Texas 76107
Signature Sign ure f�
Gary JAI lobbs Printed ame& Title
Date Date
XI. Exhibit A
Equipment List:
QTY Model Description
Gate 42
QTY Model Description
OPUSeries Credit Card Entry Terminal,
FlexScan-Ready, Globalcom EMV-Capable,
0-2700/051- No Pin PadBarcode ticket,Globalcom
1 0003 BV1000 EMV-capable MSR/Chip credit card
terminal(excludes pin pad),magnetic access
card configuration,OPUS
Umbra Grey(RAL 7022).
OPUSeries Credit Card Exit Terminal,
FlexScan-Ready,Globalcom EMVCapable
0-4700/OS1- Barcode ticket,Globalcom BV1000 EMV-
1 0005 capable MSR/Chip credit card terminal and
pin pad, magnetic access card configuration,
OPUS UmbraGrey(RAL 7022).
2 1/0100 Intelligent Lane Controller
10100 Configuration File Reader
1 0- configuration file for 10100 Universal Lane
0100/CONFIG Controllers(soldsepa rate ly).
2 Umojo Intercom
OPUSeries POS Terminal, FlexScan-Ready,
0-5700/1K1- Credit Card Capable Includes receipt printer
1 OOOP and cash drawer.PAX S300 EMV Terminal
Kit 0-0150/000-000H sold separately
PAX 5300 EMV Terminal Kit for OPUS-5000
1 0-0 OOOH 0- Series POS Terminal Includes PAX 5300
OOH Terminal.
0-0150/000- FlexScan Barcode Imager Kit for OPUS-5000
1 1000 Series Includes Barcode Imager
1 AGP- Fee Indicator,Table Mount 120V,table
5910/A705 mount.
1 0-9000/O13O Barcode Ticket Reader and Validator
2 Electical Eye Sensor
2 Procyon UHF RFID Reader
2 8' post for transcore reader
WRM Gargage Lower Level
OPUSeries Credit Card Entry Terminal,
FlexScan-Ready, Globalcom EMV-Capable,
0-2700/OSl-
No Pin PadBarcode ticket,Globalcom
1 0003 BV1000 EMV-capable MSR/Chip credit card
terminal(excludes pin pad), magnetic access
card configuration,OPUSUmbra Grey(RAL
7022).
OPUSeries Credit Card Exit Terminal,
FlexScan-Ready,Globalcom EMVCapable
0-4700/OS1- Barcode ticket,Globalcom BV1000 EMV-
1 0005 capable MSR/Chip credit card terminal and
pin pad, magnetic access card configuration,
OPUS UmbraGrey(RAL 7022).
2 Umojo Intercom
OPUSeries POS Terminal, FlexScan-Ready,
0-5700/1K1- Credit Card Capable Includes receipt printer
1 OOOP and cash drawer. PAX S300 EMV Terminal
Kit 0-0150/000-000H sold separately
PAX S300 EMV Terminal Kit for OPUS-5000
OOOH
1 0-0 0- Series POS Terminal Includes PAX S300
OOH Terminal.
0-0150/000- FlexScan Barcode Imager Kit for OPUS-5000
1 1000 Series Includes Barcode Imager
1 AGP- Fee Indicator,Table Mount 120V, table
5910/A705 mount.
1 0-9000/0B0 Barcode Ticket Reader and Validator
2 Procyon UHF RFID Reader
2 8' post for transcore reader
WRM Gargage Upper Level
OPUSeries Credit Card Entry Terminal,
FlexScan-Ready,Globalcom EMV-Capable,
0-2700/OS1- No Pin PadBarcode ticket,Globalcom
2 0003 BV1000 EMV-capable MSR/Chip credit card
terminal(excludes pin pad), magnetic access
card configuration,OPUSUmbra Grey(RAL
7022).
OPUSeries Barcode Pay-in-Lane Station,
BNR,Coin,FlexScan-Ready, PX SCR200E
MSR/Contact Terminal, U.S.Accepts credit
cards using Payment Express SCR200E
MSR/Contactcredit card terminal, accepts
notes and coins, dispenses change in bills
1 0-7700/O 000J-A10 and coins(U.S.), OPUS Umbra Grey(RAL
7022).-REPM scanner sup
ports JPEG image
capture for the Pro+ Digital Archive feature.
-Capable of communications with Genetec
LPR system to enable use of patron's LPN
along with the entry ticket or exit ticket for
their parkingstay
4 Umojo Intercom
OPUSeries POS Terminal, FlexScan-Ready,
0-5700/1K1- Credit Card Capable Includes receipt printer
2 OOOP and cash drawer. PAX 5300 EMV Terminal
Kit 0-0150/000-000H sold separately
0-0150/000- PAX S300 EMV Terminal Kit for OPUS-5000
2 OOOH Series POS Terminal Includes PAX 5300
Terminal.
0-0150/000- FlexScan Barcode Imager Kit for OPUS-5000
2 1000 Series Includes Barcode Imager
2 AGP- Fee Indicator,Table Mount 120V,table
5910/A705 mount.
2 0-9000/060 Barcode Ticket Reader and Validator
OPUSeries Credit Card Exit Terminal,
FlexScan-Ready Barcode ticket,magstripe
credit card configuration, custom color.
-REPM scanner supports JPEG image capture
for the Pro+Digital Archive
0-4700/OX1- feature. -Supports Roving Cashier using
1 0001 optional Proxmity Reader Kit and Roving
Cashier Module. -Capable of
communications with Genetec LPR system
to enable use of patron's LPN along with the
entry within grade or exit within lagtime
ticket for their parking stay
4 Procyon UHF RFID Reader
4 8' post for transcore reader
Amon Carter
OPUSeries Credit Card Entry Terminal,
FlexScan-Ready,Globalcom EMV-Capable,
0-2700/OS1- No Pin Pad Barcode ticket,Globalcom
1 0003 BV1000 EMV-capable MSR/Chip credit card
terminal (excludes pin pad), magnetic access
card configuration,OPUS Umbra Grey(RAL
7022).
OPUSeries Credit Card Exit Terminal,
FlexScan-Ready,Globalcom EMVCapable
0-4700/OS1- Barcode ticket,Globalcom BV1000 EMV-
1 0005 capable MSR/Chip credit card terminal and
pin pad, magnetic access card configuration,
OPUS UmbraGrey(RAL 7022).
2 Umojo Intercom
OPUSeries POS Terminal,FlexScan-Ready,
1 0-5700/iKl- Credit Card Capable Includes receipt printer
OOOP and cash drawer.
0-0150/000- PAX 5300 EMV Terminal Kit for OPUS-5000
1 OOOH Series POS Terminal Includes PAX 5300
Terminal.
0-0150/000- FlexScan Barcode Imager Kit for OPUS-5000
1 1000 Series Includes Barcode Imager
1 AGP- Fee Indicator,Table Mount 120V,table
5910/A705 mount.
1 0-9000/0130 Barcode Ticket Reader and Validator
2 Procyon UHF RAD Reader
2 8' post for transcore reader
1 Electical Eye Sensor
Museum Lot
OPUSeries Credit Card Entry Terminal,
FlexScan-Ready,Globalcom EMV-Capable,
0-2700/OS1- No Pin PadBarcode ticket,Globalcom
1 0003 BV1000 EMV-capable MSR/Chip credit card
terminal(excludes pin pad),magnetic access
card configuration,OPUSUmbra Grey(RAL
7022).
OPUSeries Credit Card Exit Terminal,
FlexScan-Ready,Globalcom EMVCapable
1 0-4700/OS1- Barcode ticket,Globalcom BV1000 EMV-
0005 capable MSR/Chip credit card terminal and
pin pad,magnetic access card configuration,
OPUS Umbra Grey(RAL 7022).
C-0120/000- FlexScan Barcode Imager Kit for OPUS-
2 1000 F 2000/4000/4800 Series Includes Barcode
Imager
2 Electical Eye Sensor
2 Umojo Intercom
2 HID Prox Reader
OPUSeries POS Terminal,FlexScan-Ready,
1 0-5700/iK1- Credit Card Capable Includes receipt printer
OOOP and cash drawer.
0-0150/000- PAX 5300 EMV Terminal Kit for OPUS-5000
1 OOOH Series POS Terminal includes PAX S300
Terminal.
0-0150/000- FlexScan Barcode Imager Kit for OPUS-5000
1 1000 Series Includes Barcode Imager
1 AGP- Fee Indicator,Table Mount 120V,table
5910/A705 mount.
1 0-9000/0130 Barcode Ticket Reader and Validator
2 Procyon UHF RFID Reader
2 8' post for transcore reader
West Lot Central
OPUSeries Credit Card Entry Terminal,
FlexScan-Ready,Globalcom EMV-Capable,
0-2700/051- No Pin Pad Barcode ticket,Globalcom
1 0003 BV1000 EMV-capable MSR/Chip credit card
terminal(excludes pin pad), magnetic access
card configuration,OPUS Umbra Grey(RAL
7022).
OPUSeries Credit Card Exit Terminal,
FlexScan-Ready, Globalcom EMVCapable
1 0-4700/OS1- Barcode ticket,Globalcom BV1000 EMV-
0005 capable MSR/Chip credit card terminal and
pin pad, magnetic access card configuration,
OPUS UmbraGrey(RAL 7022).
4 Umojo Intercom
2 Electical Eye Sensor
2 Procyon UHF RFID Reader
2 8' post for transcore reader
West Lot South
OPUSeries Credit Card Entry Terminal,
FlexScan-Ready,Globalcom EMV-Capable,
No Pin Pad Barcode ticket,Globalcom
1 0-2700/OS1- BV1000 EMV-capable MSR/Chip credit card
0003 terminal(excludes pin pad), magnetic access
card configuration,OPUS Umbra Grey(RAL
7022).
OPUSeries Barcode Pay-in-Lane Station,
BNR,Coin, FlexScan-Ready, PX SCR200E
MSR/Contact Terminal, U.S.Accepts credit
cards using Payment Express SCR200E
MSR/Contactcredit card terminal,accepts
notes and coins,dispenses change in bills
1 0-7700/OS1- and coins (U.S.),OPUS Umbra Grey(RAL
000J-A10 7022). -REPM scanner supports JPEG image
capture for the Pro+ Digital Archive feature.
-Capable of communications with Genetec
LPR system to enable use of patron's LPN
along with the entry ticket or exit ticket for
their parkingstay
2 Umojo Intercom
OPUSeries POS Terminal, FlexScan-Ready,
1 0-5700/1K1- Credit Card Capable Includes receipt printer
OOOP and cash drawer.
PAX S300 EMV Terminal Kit for OPUS-5000
1 0-0 OOOH 0 $eries POS Terminal Includes PAX S300
OOH
Terminal.
0-0150/000- FlexScan Barcode Imager Kit for OPUS-5000
1 1000 Series Includes Barcode Imager
1 AGP- Fee Indicator,Table Mount 120V,table
5910/A705 mount.
1 0-9000/0130 Barcode Ticket Reader and Validator
1 Procyon UHF RFID Reader
1 8' post for transcore reader
2 Electical Eye Sensor
Watt Lot
OPUSeries Credit Card Entry Terminal,
FlexScan-Ready, Globalcom EMV-Capable,
0-2700/051- No Pin PadBarcode ticket,Globalcom
1 0003 BV1000 EMV-capable MSR/Chip credit card
terminal(excludes pin pad), magnetic access
card configuration,OPUS Umbra Grey(RAL
7022).
OPUSeries Credit Card Exit Terminal,
FlexScan-Ready, Globalcom EMVCapable
0-4700/OS1- Barcode ticket,Globalcom BV1000 EMV-
1 0005 capable MSR/Chip credit card terminal and
pin pad, magnetic access card configuration,
OPUS UmbraGrey(RAL 7022).
2 1/0 100 Intelligent Lane Controller
2 Umojo Intercom
0-5700/1K1- OPUSeries POS Terminal, FlexScan-Ready,
1 OOOP Credit Card Capable Includes receipt printer
and cash drawer.
PAX S300 EMV Terminal Kit for OPUS-5000
1 0-0 OOOH 0- Series POS Terminal Includes PAX S300
OOH
Terminal.
FlexScan Barcode Imager Kit for OPUS-5000
1 0-0150/000- Series
1000 Includes Barcode Imager
1 AGP- Fee Indicator,Table Mount 120V,table
5910/A705 mount.
1 0-9000/0B0 Barcode Ticket Reader and Validator
2 Electical Eye Sensor
2 Procyon UHF RFID Reader
2 8' post for transcore reader
Burnet Tandy
OPUSeries Credit Card Entry Terminal,
FlexScan-Ready, Globalcom EMV-Capable,
C-2700/051- No Pin Pad Barcode ticket,Globalcom
1 0003 BV1000 EMV-capable MSR/Chip credit card
terminal(excludes pin pad), magnetic access
card configuration, OPUS Umbra Grey(RAL
7022).
OPUSeries Credit Card Exit Terminal,
FlexScan-Ready, Globalcom EMVCapable
Barcode ticket,Globalcom BV1000 EMV-
1 0 4700/OS1- capable MSR/Chip credit card terminal and
0005 pin pad, magnetic access card configuration,
OPUS Umbra Grey(RAL 7022).
2 Umojo Intercom
2 1/0 100 Intelligent Lane Controller
OPUSeries POS Terminal, FlexScan-Ready,
1 0-5700/iK1- Credit Card Capable Includes receipt printer
OOOP and cash drawer.
0-0150/000- PAX 5300 EMV Terminal Kit for OPUS-5000
1 OOOH Series POS Terminal Includes PAX 5300
Terminal.
0-0150/000- FlexScan Barcode Imager Kit for OPUS-5000
1 1000 Series Includes Barcode Imager
1 AGP- Fee Indicator,Table Mount 120V,table
5910/A705 mount.
1 C-9000/0130 Barcode Ticket Reader and Validator
2 Electrical Eye Sensor
2 Procyon UHF RFID Reader
2 8' post for transcore reader
Software/Installation
eParcVal&eFlexPrint Validation package
1 AMS5180VPB consisting of Online Validation and QR
Barcode Validation Modules.
1 Dell SQL Server
Dell APP Server
1
Houston Garage
QTY Model Description
4 AGP-1711/A600 Gate Molded top cover,dual detector,
White.
Entry Station,FlexScan-Ready
2 AMG-2070/A925 Magstripe ticket,Two-Tone Silver/Grey
Exit Station, FlexScan-Ready Magstripe
ticket, non-EMV credit card, magnetic
2 AMG-4570/A922 access card
configuration, receipt printer,Two-Tone
Silver/Grey.
OPUSeries POS Terminal, FlexScan-
Ready, UIC Magstripe Credit Card
2 0-5700/11(1-000P Includes UIC magstripe credit card
terminal,receipt printer and cash
drawer.
4 Prox readers
iParcProfessional 19.2-4 Bundle
Includes Revenue Management,Card
Access with Debit, Count Monitor,
1 AMS83041P Credit Card Suite with OPUSCharge,
Notification Service and 5 Web Client
user licenses.Configuration designed for
facilities with up to 4 lanes
Pay Station, U.S. Pre-configured with
1 AMG-7850/A914 non-EMV credit card,coin and note
processing functions.
Credit Card Only Central Pay Station,
FlexScan-Ready
1 AMG-4350/A952 Magstripe ticket, non-EMV credit card,
receipt printer,Two-Tone Silver/
Grey.
Commerce Garage
2 AGP-1711/A600 Gate Molded top cover,dual detector,
White.
Entry Station, FlexScan-Ready
2 AMG-2070/A925 Magstripe ticket,Two-Tone Silver/Grey
Exit Station, FlexScan-Ready Magstripe
ticket, non-EMV credit card,magnetic
2 AMG-4570/A922 access card
configuration,receipt printer,Two-Tone
Silver/Grey.
OPUSeries POS Terminal, FlexScan-
Ready, UIC Magstripe Credit Card
1 0-5700/1K1-000P Includes UIC magstripe credit card
terminal, receipt printer and cash
drawer.
7 Prox readers
iParcProfessional 19.2-4 Bundle
Includes Revenue Management,Card
Access with Debit,Count Monitor, Credit
1 AMS83041P Card Suite with OPUSCharge,
Notification Service and 5 Web Client
user licenses.Configuration designed for
facilities with up to 4 lanes
Alternative #1
Amano Analytics Suites
QTY Model Equipment Unit Price Total
1 API/Analytic One Time Set-up Fee $ 2,000.00 $ 2,000.00
1 Symphony Analytics- Essentials $150/ Month or
$450/Quarter
ADDENDUM TO AGREEMENT
BETWEEN
THE CITY OF FORT WORTH
AND
MITCHELL ADDING MACHINE COMPANY, INC.,
DBA MITCHELL TIME AND PARKING
This Addendum to the Agreement ("Addendum") is entered into by and between the
Mitchell Adding Machine Company, Inc.,dba Mitchell Time and Parking ("Seller") and the City
of Fort Worth ("City"), collectively the "parties", for a purchase of service and preventative
maintenance at City parking facilities.
The Agreement shall include the following:
1. The_WRMC Service Contract; and
2. This Addendum.
This Agreement shall not exceed $83,949.49 and City makes no representation that City
will procure the total amount of goods or services under this Agreement from Seller. City shall
only be responsible for goods or services actually ordered by City up to this not to exceed amount.
Notwithstanding any language to the contrary in the attached Agreement (the
"Agreement"), the Parties hereby stipulate by evidence of execution of this Addendum below by
a representative of each party duly authorized to bind the parties hereto, that the parties hereby
agree that the provisions in this Addendum below shall be applicable to the Agreement as follows:
l. Term. The Agreement shall become effective upon the signing of the Agreement
(the"Effective Date") however the actual service and maintenance portion of this agreement will
commence for all City parking facilities upon completion of the installation of equipment at the
Will Rogers Memorial Center and shall expire(5)years after the installation Date(the Expiration.
Date"),unless terminated earlier in accordance with the provisions of the Agreement or otherwise
extended by the parties.
2. Termination.
a. Convenience. City may terminate the Agreement at any time and for any
reason by providing Seller with 30 days written notice of termination.
b. Breach.If either party commits a material breach of the Agreement,the non-
breaching Party must give written notice to the breaching party that describes the breach
in reasonable detail.The breaching party must cure the breach ten(10)calendar days after
receipt of notice from the non-breaching party, or other time frarne as agreed to by the
parties. If the breaching party fails to cure the breach within the stated period of time,the
non-breaching party may, in its sole discretion, and without prejudice to any other right
Addendum Page i of 9
under the Agreement, law, or equity, immediately terminate this Agreement by giving
written notice to the breaching party.
C. Fiscal Funding Out. In the event no funds or insufficient fiends are
appropriated by City in any fiscal period for any payments due hereunder,City will notify
Seller of such occurrence and the Agreement shall terminate on the last day of the fiscal
period for which appropriations were received without penalty or expense to the City of
any kind whatsoever, except as to the portions of the payments herein agreed upon for
which funds have been appropriated.
d. Duties and Obligations of the Parties. In the event that the Agreement is
terminated prior to the Expiration Date,City shall pay Seller for services actually rendered
up to the effective date of termination and Seller shall continue to provide City with
services requested by City and in accordance with the Agreement up to the effective date
of termination. Upon termination of the Agreement for any reason, Seller shall provide
City with copies of all completed or partially completed documents prepared under the
Agreement. In the event Seller has received access to City information or data as a
requirement to perform services hereunder,Seller shall return all City provided data to City
in a machine readable format or other format deemed acceptable to City.
3. Attorneys' Fees, Penalties, and Liquidated Damages. To the extent the attached
Agreement requires City to pay attorneys' fees for any action contemplated or taken, or penalties
or liquidated damages in any arnount, City objects to these terns and any such terms are hereby
deleted from the Agreement and shall have no force or effect.
4. Law and Venue.The Agreement and the rights and obligations of the parties hereto
shall be governed by, and construed in accordance with the laws of the United States and state of
Texas, exclusive of conflicts of laws provisions. Venue for any suit brought under the Agreement
shall be in a court of competent jurisdiction in Tarrant County,Texas.To the extent the Agreement
is required to be governed by any state law other than Texas or venue in Tarrant County, City
objects to such terms and any such terms are hereby deleted from the Agreement and shall have
no force or effect.
5. Insurance.
a. The City is a governmental entity under the laws of the state of Texas and
pursuant to Chapter 2259 of the Texas Government Code, entitled "Self-Insurance by
Governmental Units," is self-insured and therefore is not required to purchase insurance.
To the extent the Agreement requires City to purchase insurance, City objects to any such
provision,the parties agree that any such requirement shall be null and void and is hereby
deleted from the Agreement and shall have no force or effect. City will provide a letter of
self-insured status as requested by Seller.
b. Seller shall provide City with certificate(s) of insurance documenting
policies of the following types and minimum coverage limits that are to be in effect prior
to commencement of any work pursuant to this Agreement:
Addendum Page 2 of 9
5(b)(1)Coverage and Limits
(a) Commercial General Liability:
$1,000,000- Each Occurrence
$2,000,000 - Aggregate
(b) Automobile Liability:
$1,000,000- Each occurrence on a combined single limit basis
Coverage shall be on any vehicle used by Seller, its employees, agents,
representatives in the course of providing services under this Agreement. "Any
vehicle'shall be any vehicle owned, hired and non-owned.
° - (c) Worker's Compensation:
Statutory limits according to the Texas Workers' Compensation Act or any other
state workers' compensation laws where the work is being performed
Employers' liability
$100,000- Bodily Injury by accident; each accident/occurrence
$100,000 - Bodily Injury by disease; each employee
$500,000 - Bodily Injury by disease; policy limit
(d) Professional Liability(Errors&Omissions):
$1,000,000 - Each Claim Limit
$1,000,000 - Aggregate Limit
Professional Liability coverage may be provided through an endorsement to the
Commercial General Liability (CGL) policy, or a separate policy specific to
Professional E&O. Either is acceptable if coverage meets all other requirements.
Coverage shall be claims-made, and maintained for the duration of the contractual
agreement and for two (2) years following completion of services provided. An.
annual certificate of insurance shall be submitted to City to evidence coverage.
5(b)(2) General Requirements
Addendum Page 3 of 9
(a) The commercial general liability and automobile liability policies shall
name City as an additional insured thereon, as its interests may appear. The term
City shall include its employees,officers,officials,agents,and volunteers in respect
to the contracted services.
(b) The workers' compensation policy shall include a Waiver of Subrogation
(Right of Recovery) in favor of City.
(c) A minimum of Thirty(30)days'notice of cancellation or reduction in limits
of coverage shall be provided to City. Ten (10)days' notice shall be acceptable in
the event of non-payment of premium. Notice shall be sent to the Risk Manager,
City of Fort Worth, 200 Texas Street,Fort Worth, Texas 76102,with copies to the
Fort Worth City Attorney at the same address,
(d) The insurers for all policies must be licensed and/or approved to do business
in the State of Texas. All insurers must have a minimum rating of A- VI1 in the
current A.M. Best Key Rating Guide, or have reasonably equivalent financial
strength and solvency to the satisfaction of Risk Management. If the rating is below
that required,written approval of Risk Management is required.
(e) Any failure on the part of City to request required insurance documentation
shall not constitute a waiver of the insurance requirement.
(f) Certificates of Insurance evidencing that Seller has obtained all required
insurance shall be delivered to the City prior to Seller proceeding with any work
pursuant to this Agreement.
6. Sovereign Immunity. Nothing herein constitutes a waiver of City's sovereign
immunity. To the extent the Agreement requires City to waive its rights or immunities as a
government entity;such provisions are hereby deleted and shall have no force or effect.
7. Limitation of Liability and Indemnity. To the extent the Agreement, in any way,
limits the liability of Seller or requires City to indemnify or hold Seller or any third party harmless
from damages of any kind or character, City objects to these terms and any such terms are hereby
deleted from the Agreement and shall have no force or effect.
8. No Debt. In compliance with Article I } 5 of the Texas Constitution, it is
understood and agreed that all obligations of City hereunder are subject to the availability of funds.
If such funds are not appropriated or become unavailable,City shall have the right to terminate the
Agreement except for those portions of funds which have been appropriated prior to termination.
Addendum Page 4 of 9
9. Confidential Information. City is a government entity under the laws of the State
of Texas and all documents held or maintained by City are subject to disclosure under the Texas
Public Information Act. To the extent the Agreement requires that City maintain records in
violation of the Act,City hereby objects to such provisions and such provisions are hereby deleted
from the Agreement and shall have no force or effect.In the event there is a request for information
marked Confidential or Proprietary. City shall promptly notify Seller. It will be the responsibility
of Seller to submit reasons objecting to disclosure. A determination on whether such reasons are
sufficient will not be decided by City, but by the Office of the Attorney General of the State of
Texas or by a court of competent jurisdiction.
10. Addendum Controlling. If any provisions of the attached Agreement,conflict with
the terms herein, are prohibited by applicable law, conflict with any applicable rule, regulation or
ordinance of City, the terms in this Addendum shall control.
11. Immigration Nationality Act. City actively supports the Immigration&Nationality
Act(INA)which includes provisions addressing employment eligibility,employment verification,
and nondiscrimination.Seller shall verify the identity and employment eligibility of all employees
who perform work under the Agreement. Seller shall complete the Employment Eligibility
Verification Forni(I-9),maintain photocopies of all supporting employment eligibility and identity
documentation for all employees, and upon request, provide City with copies of all I-9 forms and
supporting eligibility documentation for each employee who performs work under the Agreement.
Seller shall establish appropriate procedures and controls so that no services will be perfonned by
any employee who is not legally eligible to perform such services. Seller shall provide City with a
certification letter that it has complied with the verification requirements required by the
Agreement. Seller shall indemnify City from any penalties or liabilities due to violations of this
provision. City shall have the right to immediately terminate the Agreement for violations of this
provision by Seller.
12. No Bovcott of Israel. If Seller is a company with ten (10) or more full-time
employees, Seller acknowledges that in accordance with Chapter 2270 of the Texas Government
Code, City is prohibited frorn entering into a contract with a company for goods or services unless
the contract contains a written verification from the company that it: ('I) 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. If applicable under this Agreement,by signing this Addendum, Seller certifies
that Seller's signature provides written verification to City that Seller: (1)does not boycott Israel;
and(2)will not boycott Israel during the term of the Agreement.
13. Right to Audit. Seller agrees that City shall, until the expiration of three(3) years
after final payment under the Agreement, have access to and the right to examine any directly
pertinent books, documents, papers and records of Seller involving transactions relating to the
Agreement. Seller agrees that City shall have access during normal working hours to all necessary
Seller facilities and shall be provided adequate and appropriate workspace in order to conduct
audits in compliance with the provisions of this section. City shall give Seller reasonable advance
notice of intended audits.
Addendum Page 5 of 9
14. Disclosure of Conflicts and Confidential Information.
a. Disclosure of Conflicts.Vendor hereby warrants to City that Vendor has made
full disclosure in writing of any existing or potential conflicts of interest related
to Vendor's services under this Agreement. In the event that any conflicts of
interest arise after the Effective Date of this Agreement, Vendor hereby agrees
immediately to make full disclosure to City in writing.
b. Confidential Information. Vendor, 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.
c. Unauthorized Access. Vendor 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. Vendor 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,Vendor
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.
15. Independent Contractor. It is expressly understood and agreed that Seller shall
operate as an independent contractor as to all rights and privileges and work performed under this
Agreement, and not as agent, representative or employee of City. Subject to and in accordance
with the conditions and provisions of this Agreement, Seller shall have the exclusive right to
control the details of its operations and activities and be solely responsible for the acts and
omissions of its officers,agents,servants,employees,consultants,contractors,and subcontractors.
Seller acknowledges that the doctrine of respondeat superior shall not apply as between City, its
officers, agents, servants and employees, and Seller, its officers, agents, employees, servants,
consultants, contractors and subcontractors. Seller further agrees that nothing herein shall be
construed as the creation of a partnership or joint enterprise between City and Seller. It is further
understood that City shall in no way be considered a Co-employer or a Joint employer of Seller or
any officers, agents,servants, employees, consultants,or subcontractors of Seller. Neither Seller,
nor any officers, agents, servants, employees, consultants or subcontractors of Seller shall be
entitled to any employment benefits from City. Seller 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,consultants, or subcontractors.
Addendum Page 6 of 9
16. Assignment. Seller shall not assign or subcontract any of its duties, obligations or
rights under this Agreement without the prior written consent of City. If City grants consent to an
assignment, the assignee shall execute a written agreement with City and Seller under which the
assignee agrees to be bound by the duties and obligations of Seller under this Agreement. Seller
and Assignee shall be jointly liable for all obligations of Seller under this Agreement prior to the
effective date of the assignment.
17. 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 facsimile 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 SELLER:
City of Fort Worth
Attn: Susan Alanis, Assistant City Manager r"Vhf IdeldK Title
200 Texas Street T/V �rll
Fort Worth.TX 76102-6314 ,l y id F,�"5 �W'
Facsimile: (817) 392-8654 Facsimile: Z 3,)i I&I
With copy to Fort Worth City Attorney's
Office at same address
18. 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.
19. No waiver. The failure of City or Seller 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 Seller's respective right to insist upon appropriate performance or to assert any such
right on any future occasion.
20. 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.
21. Force Majeure. City and Seller 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, compliance with any government law, ordinance or
regulation, acts of God; acts of the public enemy, fires, strikes. lockouts, natural disasters, wars.
Addendum Page 7 of 9
riots, material or labor restrictions by any governmental authority, transportation problems and/or
any other similar causes.
22. 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.
23. Change in Seller Name or Ownership. Seller shall notify City's Purchasing
Manager, in writing, of a company name, ownership, or address change for the purpose of
maintaining updated City records. The Seller's 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 fined with the state indicating such change,
copy of the board of director's resolution approving the action. or an executed merger or
acquisition agreement. Failure to provide the specified documentation so may adversely impact
future invoice payments.
24. 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. Each
party is fully entitled to rely on these warranties and representations in entering into this Agreement or any
amendment hereto.
(signature page,f allows)
Addendum Page 8 of'9
Executed this theA�A
day of 2019.
CITY:
City of Fort Worth Contract Compliance Manager:
By signing I acknowledge that I am the person
responsible for the monitoring and administration
of this contract, including ensuring all
By: performance and reporting requirements.
Name: J
Title: Assistant City anager
Date: jJ 9 By: ,—
Name: 'ail..
Approval Recommended: Title: 2k&ti (,r A,--6�&z
Approved as to Form and Legality:
By:
Name:
Title: By:
Name: Jessic angsvang
Attest: Title: Senio Assistant City Attorney
(� Contract thorization: ) q
By: 30
Name: A4fj . Z,q 5 `mil g ZJ
Title: City Secretary Y
SELLER:
L 1 G4-t-�.n, DBA k+(JO1 T,..aJ&Ia
By: Z
Name:
Title: !residen�
Date: - -�
OFFICIAL RECORD
CITY SECRETARY
FT WORTH TX
Addendum
Official site ofthe City of Fon Worth,Texas
City Council Agenda
COUNCIL ACTION: Approved on 5/21/2019 - Ordinance Nos. 23671-05-2019 and 23672-
05-2019
20WILL ROGERS
DATE: 5/21/2019 REFERENCE **C-29130 LOG NAME: MEMORIAL CENTER
NO.: PARKING SYSTEM
UPGRADE
CODE: C TYPE: CONSENT PUBLIC NO
HEARING:
SUBJECT: Authorize Sole Source Agreements with Mitchell Adding Machine Company, Inc.,
dba Mitchell Time and Parking in a Total Amount not to Exceed $645,933.49 for
the Purchase of Parking Automation Equipment with Radio Frequency
Identification Technology to Enable the Consolidation of the Parking Systems of
the Dickies Arena and the Will Rogers Memorial Center and to Provide
Preventative Maintenance at City Parking Facilities, Authorize an Agreement with
RPGA Design Group Inc., in an Amount Not to Exceed $11,000.00 to Redesign
Driving Lanes to Accommodate the Automation Equipment at Will Rogers
Memorial Center, and Adopt Appropriation Ordinances (ALL COUNCIL
DISTRICTS)
RECOMMENDATION:
It is recommended that the City Council:
1. Authorize sole source agreements with Mitchell Adding Machine Company, Inc., dba
Mitchell Time and Parking for a total amount not to exceed$645,933.49 for the purchase of
parking automation equipment with radio frequency identification technology to enable the
consolidation of the parking systems of the Dickies Arena and the Will Rogers Memorial
Center and to provide preventative maintenance at City parking facilities for the Transportation
and Public Works Department;
2. Authorize an agreement with RPGA Design Group Inc., in an amount not to exceed
$11,000.00 to redesign driving lanes to accommodate the automation equipment at Will Rogers
Memorial Center;
3.Adopt the attached appropriation ordinance increasing estimated receipts and appropriations
in the amount of$656,933.49 in the Municipal Parking Fund (54501), from available funds in
the Municipal Parking Fund's net position;
4. Authorize a transfer in the amount of$656,933.49 from the Municipal Parking Fund (54501)
to the Municipal Parking Capital Project Fund(54502); and
5. Adopt the attached appropriation ordinance increasing estimated receipts and appropriations
in the amount of$656,933.49 in the Municipal Parking Capital Project Fund(54502), from the
Municipal Parking Fund (54501) for the purchase of parking automation equipment for Will
Rogers Memorial Center, preventative maintenance at City parking facilities, and to redesign
the driving lanes at Will Rogers Memorial Center.
DISCUSSION:
The Transportation and Public Works Department (TPW) recommends entering into sole
source agreements with Mitchell Adding Machine Company, Inc., dba Mitchell Time and
Parking (MTP) to purchase parking automation equipment with Radio Frequency Identification
Technology (RFID) for an amount not to exceed $561,984.00 for the Will Rogers Memorial
Center(WRMC) Parking System and to provide five year service and preventative maintenance
in an amount not to exceed $83,949.49 for the Will Rogers Memorial Center Parking System
and the Houston and Commerce Street Parking Garages. The total amount with MTP will not
exceed $645,933.49.
TPW also recommends entering into an agreement with RPGA Design Group Inc., for
$11,000.00 for the redesign of the West Lot in the WRMC Parking System.
The total for all these improvements is $656,933.49. The system improvements will allow for a
seamless integration of city parking assets with the new Dickies Arena in addition, automation
will assist the city in ensuring financial integrity.
M/WBE OFFICE - A waiver of the goal for MBE/SBE subcontracting requirements was
requested by TPW and approved by the M/WBE Office, in accordance with the MWBE or
BDE Ordinance, because the MWBE Waiver is based on the sole source information provided
to the M/WBE Office by TPW's project manager.
The procurement from MTP is exempted from competitive bidding requirements because it is a
purchase of software and related services for which MTP is the exclusive owner and provider,
as authorized by Section 252.022 of the Local Government Code. Only MTP's software is
compatible with the City's existing Amano McGann software system. RPGA Design Group,
Inc. is one of five firms selected to perform architectural services through the City's Annual
Architectural Service Agreement (M&C C-27982).
This agreement is in All Council Districts.
FISCAL INFORMATION/CERTIFICATION:
The Director of Finance certifies that funds are available in the Municipal Parking Fund
Reserve Cash Balance, and that prior to transfer an expenditure being made in the Municipal
Parking Capital Fund, the Parking Fund has the responsibility to validate the availability of
funds.
TO
Department Project Budget Reference #
Fund ID Account ID ProgramActivity Year (Chartfield 2)Amount
FROM
Fund Department Account Project ProgramActivity Budget Reference# Amount
ID ID Year (Chartfield 2)
Submitted for City Manager's Office by: Susan Alanis (8180)
Originating Department Head: Steve Cooke (5134)
Additional Information Contact: Tanya Brooks(7861)
ATTACHMENTS
MTP Form 1295 Redacted.pdf
parking ord AOl.docx
parking ord A02.docx
RPGA Form 1295 Certificate Redacted.pdf