HomeMy WebLinkAboutContract 52578 51�rSM--
CJ Purchase No. SS-18-432533-R1
r 2o�g
CITY OF FORT WORTH
c� o�tioR�
REQUEST TO EXERCISE RENEWAL OPTION
Ci f SE i,ApY
CONTRACT NO._ n2 J7'�
1'= July 18, 2019
Environmental Improvements Inc.
Attn: Michael Carpenter
517 North Kealy
Lewisville, TX 75057
Re: Contract Renewal Notice
Purchase No. SS-18-432533 (the "Contract")
Renewal Term No. _1_: _October 1, 2019 to September 30, 2020
The above referenced Contract with the City of Fort Worth expires on September 30, 2019
(the "Expiration Date"). Pursuant to the Contract, contract renewals are at the mutual agreement
of the parties. This letter is to inform you that the City is requesting to renew the Contract for an
additional one (1) year period, which will begin immediately after the Expiration Date. All other
terms and conditions of the Contract remain unchanged.
To agree to renew the Contract for an additional one (1) year period, please sign and
return this request to exercise renewal option, along with a copy of your current insurance
certificate, to the address set forth below.
Please log onto PeopleSoft Purchasing at http://fortworthtexas.gov/purchasing to insure
that your company information is correct and up-to-date.
If you have any questions concerning this Contract Renewal Notice, please contact me at
the telephone number listed below.
Sincerely,
w6w,za .S"
Monica Saenz/Admin Assistant
817-392-8267
OFFICIAL RECORD
CITY SECRETARY
FT WORTH,TX
Contract Renewal Pagel of 2
�)urLAwc,tNo. SS-I8-432533-R1
ACCEPTED AND AGREED:
CITY OF FORT WORTH CONTRACT COMPLIANCE MANAGER:
By sigming I acknowledge that I am the
person responsible for the monitoring;and
administration of this contract, including;
By. t7li ljl� _ ensuring;all performance and reporting
Name: Dan r doff requirements.
Title: Acting Assistant City Manager
By:
APPROVAL RECOMMENDED: Name: M in Philp s
P
_ '�/� n ! /L
Y Title: Engineering Manager
By:
Name: Chris Harder APPROVED AS TO FORM AND
Title: Water Director LEGALITY:
By: _-
Name: Charly Angadiche
Title: Assistant Water Director By:
Name;:
ATTEST: Title: Assistant City orney f�%
CONTRACT AUTHORIZATION:
off• , ��,� &C:
�NA
By: ate Approved:
Name: Mary J. KlOr U
Title: City Secretary ; "rrrt 1295 Certification No.:
By:
Name: '
1
FC1
FICIAL RECORD
TY SECRETARY
Contract Renewal Page 2 of 2
Form W-9 Request for Taxpayer Give Form to the
(Rev.October 2018) Identification Number and Certification requester.Do not
Department of the Treasury send to the IRS.
Internal Revenue Service ►Go to www.irs.gov/FormW9 for instructions and the latest information.
1 Name(as shown on your Income tax return).Name is required on this line;do not leave this line blank,
ENVIRONMENTAL IMPROVEMENTS,INC,
2 Business name/disregarded entity name,if different from above
3 Check e
m ppprpriate box for federal tax classification of the person whose name is entered on line 1.Check only one of the 4 Exemptions(codes apply only to
m following seven boxes. certain entitles,not Individuals;see
a instructions on page 3):
o ❑ Individual/sole proprietor or 0 C Corporation ❑ S Corporation ❑ Partnership ❑Trust/eslete
Single member LLC Exempt payee code Of any)
0
❑ Limited liability company,Enter the tax classification(C-C corporation,S-S corporation,P-Partnership)►
`p Note:Check the appropnate box in the line above for the tax classification of the single-member owner, Do not check Exemption from FATCA reporting
LLC if the LLC is classified as a single-member LLC that Is disregarded from the owner unless the owner of the LLC is (H y)
'aC= another LLC that is not disregarded from the owner for U.S.federal tax purposes.Otherwise,a single-member LLC that code an
�Y Is disregarded from the owner should check the appropriate box for the tax classification of its owner.
Other(See instructions)► Nnv�'a aw aNi M0 t."W*.yd•u.U.SJ
N 5 Address(number,street,and apt.or suite no.)See instructions. Requester's name and address(optional)
1183 BRITTMOORE RD., STE. 100 MAILING:PO BOX 79266
6 City,state,and ZIP code
HOUSTON,TX 77043 HOUSTON,TX 77279
7 List account number(s)here(optional)
Taxpayer Identification Number(TIN)
Enter your TiN in the appropriate box.The TIN provided must match the name given on line 1 to avoid Social security number
backup wlien,sole
For individuals,this is generally your social security number(SSN).However,fora M-1 -m -
resident alien,sole proprietor,or disregarded entity,see the Instructions for Part 1,later.For other
entities,it Is your employer identification number(EIN),If you do not have a number,see How to get a
TIN,later, or
Note:If the account is In more than one name,see the instructions for fine 1.Also see What Name and I Employer identification number
Number To Give the Requester for guidelines on whose number to enter,
F41 - 1 1 5 1 4 1 6 1 8 12T3
Certification
Under penalties of perjury,I certify that:
1.The number shown on this form is my correct taxpayer identification number(or I am waiting for a number to be issued to me);and
2.1 am not subject to backup withholding because:(a)I am exempt from backup withholding,or(b)I have not been notified by the Intemal Revenue
Service(IRS)that I am subject to backup withholding as a resuft of a failure to report all interest or dividends,or(c)the IRS has notified me that i am
no longer subject to backup withholding;and
3.1 am a U.S.citizen or other U.S,person(defined below);and
4.The FATCA code(s)entered on this form(if any)indicating that I am exempt from FATCA reporting Is correct.
Certification Instructions,You must cross out item 2 above if you have been notified by the IRS that you are currently subject to backup withholding because
you have failed to report all interest and dividends on your tax return.For real estate transactions,Item 2 does not apply.For mortgage interest paid,
acquisition or abandonment of secured property,cancellation of debt,contributions to an individual retirement arrangement(IRA),and generally,payments
other than interest and dividends,you are not
required to sign the certification,but you must provide your correct TIN,See the instructions for Part 11,later,
Sign Slynat re or .rj1�` _t 0 Ot . ,
Here 1U.S.Pairsonlo. �J/L G/�, Date
General Instructions •Form 1099-DIV(dividends,including those from stocks or mutual
funds)
Section references are to the Internal Revenue Code unless otherwise .Form 1099-MISC(various types of income,prizes,awards,or gross
noted.
proceeds)
Future developments.For the latest information about developments .Form 1099-B(stock or mutual fund sales and certain other
related to Form W-9 and Its instructions,such as legislation enacted transactions by brokers)
after they were published,go to www.irs.gov/FormW9, •Form 1099-S(proceeds from real estate transactions)
Purpose of Form •Form 1099-K(merchant card and third party network transactions)
An individual or entity(Form W-9 requester)who is required to file an •Form 1098(home mortgage interest), 1098-E(student loan interest),
Information return with the IRS must obtain your correct taxpayer 1096-T(tuition)
Identification number(TIN)which may be your social security number •Form 1099-C(canceled debt)
(SSN),individual taxpayer identification number(ITIN),adoption .Form 1099-A(acquisition or abandonment of secured property)
taxpayer Identification number(ATIN),or employer identification number
(EIN),to report on an information return the amount paid to you,or other Use Form W-9 only if you are a U,S,person(including a resident
amount reportable on an Information return.Examples of Information alien),to provide your correct TIN.
returns include,but are not limited to,the following. If you ou do not return Form W-9 to the requester with a TIN,you might
•Form 1099-INT(interest earned or paid) be subject to backup withholding,See What is backup withholding,
later.
Cat.No.10231 X Form W9(Rev,10-2018)
s -
MARLOW
Fluid Technology Group
Innovation In full flow.
Watson-Marlow Brede/ Alitea Flexicon MasoSine
To Michael Carpenter,Environmental From William D.Schiller
Improvements, Inc.
Copies Date 14 May 2019
Subject City of Fort Worth Texas Renewal
Michael,
As requested by the City of Fort Worth, Watson Marlow will implement an across the board price increase June 1, 2019. This
was a decision made by our Senior Management to offset general inflationary cost increases. The increases will be in the 3-5%
range depending on the product category itself.
We will honor the current pricing with the City of Fort Worth for 30 days past the price increase to July 1,2016.
If you have any questions please let me know.
Regards,
W I a- .
William D.Schiller
District Sales Manager,Environmental Division
Office: 281-890-6290
Cell: 713-299-5455
bil I.schiller@wmfts.com
Watson-Marlow, Inc. • 37 Upton Technology Park •Wilmington, MA 01887•www.watson-marlow.com •(978)658-6168
2 Quotation
environmental E I Fort Worth Watson Marlow Pricing Agreement 051719-MC
Contact: Ashley Kadva
improvements Inc. Cat of Fort Worth water De a t
Date: Telephonehorlc: Fax:
5/17/2019 817-392-2462
Email:
Ashle.Kadva fortworthtexas. ov
Bill To: Ship To:
City of Fort Worth Water Department Water Production Rolling Hills WTP
Water Production Devision 2500 SE Loop 820
1500 11th Ave. Fort worth, Tx 76140
PortWorth Tx 76102
Teens: Comments i Sgcciat lrts(ructions: Sales Contact: Michael Carpenter
Net 30 Watson Marlow / Bredel 65 Parts Phone: 972-436-2536
Shipping Method: Quote Good For EstUnated Delivery: Fax: 972-436-8670
Best Way 1 year 2-3 weeks Email:mcarpenter@ei2dallas.com
Bill of Materials
01y. Part Number Description Unit Price Total Price
1 265156 Gasket $95.13 $95.13
1 265123 Quad Ring $191.10 $191.10
1 265104 Drive Shaft $2,441.25 $2,441.25
1 S122541 0-Ring $57.12 $57.12
1 F349007 Nordlock Ring $33.60 $33.60
1 265107 Shim $508.52 $508.52
1 F343071 Retaining Ring $1,020.08 $1,020.08
1 a142060 Bearing $489.30 $489.30
1 29151201 Spacer Outside $226.80 $226.80
1 F344087 Retaining Ring $81.90 $81.90
1 29180202 Wear Ring $1,558.20 $1,558.20
1 29040257 Packing Ring $37.38 $37.38
1 S122711 O-Ring $72.35 $72.35
1 F416082 Dowel Pin $38.27 $38.27
1 265203 Hub $1,816.50 $1,816.50
1 S213611 seal $263.55 $263.55
1 o65020 Natural Rubber Hose $707.70 $707.70
1 S112431 O-Ring $97.55 $97.55
1 265197 Flange Bracket, Galv. $290.85 $290.85
1 265197E Flange Bracket, 316 S.S. $514.50 $514.50
1 F336012 washer, Spring Lock $31.24 $31.24
1 F111096 Bolt, Hex Head $37.59 $37.59
1 C101048 Hose Clamp $84.11 $84.11
1 o65198 Flange, DIN Galv (Not Available) $0.00 $0.00
1 265199 Flange, DIN 316 S.s. (Not Available) $0.00 $0.00
1 o65198A Flange, ANSI Galv $161.70 $161.70
1 265199A Flange, ANSI 316 S.S. $477.75 $477.75
1 265186 Insert, 316 S.S. $1,053.15 $1,053.15
1 913143 Lubricant, 55 Gallons $4,373.25 $4,373.25
Sub Total 1 $16 760.42
shipping Included
Total $16 760.42
Environmental Improvements proposes to furnish materials, and or equipment for the above project. Any items not shown above as
detailed under 'Bill of Materials', or other attachments to this proposal, are EXCLUDED. In Addition, installation labor, mist.
plumbing, piping, valves, fittings, chemical supply, gauges, supports, anchor bolts, electrical conduit and any other items not
specifically listed above, shall be supplied by others.
IF AN ORDER IS PLACED, PLEASE VERIFY THAT THE "BILL TO" AND "SHIP TO" ADDRESS LISTED ABOVE IS CORRECT. WE MUST HAVE A NAME AND
PHONE NUMBER OF A ]OBSITE CONTACT THAT WILL ACCEPT A SHIPMENT BEFORE WE CAN PROCEED WITH AN ORDER. COMPANY PURCHASE ORDER POLICY
REQUIRES 1 OF 3 OPTIONS LISTED BELOW BEFORE WE CAN PROCEED WITH AN ORDER.
1.CREDIT CARD ORDER REQUIRES CUSTOMER MUST SUPPLY CARD NUMBER AND LAST 3 NUMBERS ON BACK OF CARD, EXPIRATION DATE, NAME ON CARD
AND MUST SIGN, DATE, OUR QUOTE AND FAX BACK.
2.VERBAL PURCHASE ORDER REQUIRES CUSTOMER MUST SIGN, DATE OUR QUOTE AND FAX BACK.
3.PURCHASE ORDER NUMBER REQUIRES CUSTOMER MUST SUPPLY SIGNED, DATED HARD COPY OF PURCHASE ORDER OR MUST WRITE PURCHASE ORDER
NUMBER ON OUR QUOTE AND MUST SIGN, DATE OUR QUOTE AND FAX BACK.
i
Acknowledged By: Date:
P,D,No, ._2�ai5 35
SS No.:SS18-
URT VV0 T
CITY OF FORT W012TH
SOLE SOURCE PURCHASE VENDOR AGREEMENT
This Sole Source Purchase Agreement. ("Agreement") is entered into by and ,between
nvirot i�ial�tal Iiri rtiye�i'iExits,'&C& ("Seller")and the City of Fort Worth, ("Buyer"),.a Texas
home rule municipal corporation.
The Sole-Sourca Purchase Agreement includes,the following documents which shall be construed
in the order of precedeLice in'which they are listed:
1, This Sole Source Purchase Agreemont; '
2. Exhibit A—Terms and Conditions;
31 Exhlblt D—[Seller's Quote,Scope of Serviees'or Purchase Order];
4. Exhibit C;Seller's Sole Sourpe'Justif cation Letter;
5, Exhibit D—Sole Source'Procurement Justification;and
6. Exhibit E—Confiict.of Interest Questionnaire.
7. Exhibit F—Vendor Contact Information
8. Exhibit G— Verification Signature Authority
Exhibits A,5,C,D,E,F and G which are attached hereto.and incorporated•herein,are mado a
part of this Agreement for all purposes.The Amount of this contract shall ndt exce�d�-b;00.660,
The undersigned represents and warrants that-.he or she has the powerand authority to execute this
Agreement and bind the respective Seller. Seller and Buyer have caused this Agreement to be
executed by their duly authorized representatives to be effbctive as of the date signed below.
their duly authorized representatives to be effective as of the date signed below.
Vendor Name:Environmental Improvements Inc
Authorized Signature
r
Printed Name: r e t �� s
Title: �[
Date:
City of Fort Worth Water/Plant Operdons
Authorized Signature `
Sole Source Agreement
1
Revised 4.19,18cg
P.O.No. <:
SS No.:gII432533_
Printed Name: Martin Phillips
Title:Engineering Manager
Date: I
Exhibit A
CITY OF FORT WORTH,TEXAS
STANDARD PURCHASING TERMS AND CONDITIONS
1.0 DEFINITION OF BUYER
The City of Fort Worth,its officers,agents, servants,authorized employees, vendors and
subvendors who act on behalf of various City departments,bodies or agencies.
2.0 DEFINITION OF SELLER
The consultant,Vendor(s),supplier,Vendor(s)or other provider of goods and/or services,.
its officers, agents,servants,employees,vendors and subvendors who act on behalf of the
entity under a contract with the City of Fort Worth,
3.0 TERM
3.1 The term of this Agreement will commence upon 10101/20.18 . or the last
date that both the Buyer and the Seller have executed this Agreement(the
"Effective Date")and shall continue in full force and effect until 9130119
(This will be a maximum of 1 year-follow.M&C date or agreed to date),
unless terminated earlier in accordance with the Provision of this Agreement.
3.2 Buyer shall have the sole right to renew this Agreement for 5 additional one-
year terms. If Buyer desires to exercise an option to renew,Buyer will notify
Seller in writing of its intention to renew. Compensation to be paid during any
option term shall be the same as is stated in the Initial Term,unless agreed to in
writing by both parties.
4.0 PUBLIC INFORMATION
Any information submitted to the City of Fort Worth(the"City")may be requested by a
member of the public under the Texas Public Information Act,See TEX, QOV'T CODE
ANN, §§ 552.002,552.128(c)(West Supp.2006).If-the City receives a request for a
Seller's proprietary information, the Seller 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 Seller believes that.its information may not lawfully be released.If
Seller does not make arguments or the AO rejects the arguments Sel ler.makes, Seller's
information will be released without penalty to the City.
Sole Source Agreement—
2
Revised 4.19.18cg
P.Q.Na.
SS No.:18-432S33
5.0 PROHIBITION AGAINST PERSONAL INTEREST IN CONTRACTS
No officer or employee of Buyer shall have.a financial interest, direct or indirect,in any
contract with Buyer or be financially interested, directly or indirectly,in the sale to Buyer
of any land,materials,supplies or services,except on-behalf of-Buyer 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)
6,0 ORDERS
6.1 No employees of the Buyer or its officers,agents,servants,vendors or subvendors
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 Buyer,The
only exceptions are Purchasing Card orders and emergencies pursuant to Texas
Local Government Code Section 252.022(a)(1),(2),or(3).In the case of
emergencies,the Buyer's Purchasing Division will place such orders.
6.2 Acceptance of an order and delivery on the part of the Seller without an approved
contract number, purchase order number,or release tiumber issued by the Buyer
may result in rejection of delivery,return of goods at the Seller's cost and/or non-
payment.
7.0 "SELLER TO PACKAGE GOODS,
Seller will package goods in accordance with good commercial practice. Each shipping
container,shall be clearly and permanently marked as follows: (a)Seller's name and
address:(b)Consignee's name,address and purchase order or purchase change order
number;(c)Container number and total'nurnber of containers,e,g., box 1 of 4 boxes;and
(d)Number of the container bearing the packing slip, Seller shall bear the cost of
packaging unless otherwise provided, Goods shall be suitably packed to secure lowest
transportation costs and to confonn to requirements of common carrieis and-any
applicable specifications.Buyer's count or weight shall be final and conclusive on
shipments not accompanied by packing lists.
8.0 SHIPMENT UNDER RESERVATION PROHIBITED
Seller is not authorized to ship the goods under reservation,and no tender of a bill of
lading will.operate as a tender of goods.
9.0 TITLE AND RISK OF LOSS
The title and risk of loss of the goods shall not pass to Buyer until Buyer actually receives
and takes possession of the goods at the point or points of delivery after inspection and
acceptance of the goods.
Sole Source Agreement—•
3
Revised 4.19:18cg
PA. No,
SS No,: 18432533
10,0 DELIVERY TERMS AND TRANSPORTATION CHARGES
Freight terms shall be F.O,B. Destination,Freight Prepaid and Allowed,unless delivery
terms are specified otherwise in Seller's proposals. Buyer agrees to reunburse Seller for
transportation costs in the amount specified in Seller's proposals or actual costs,
whichever Is lower,if the quoted delivery terms do not include transportation costs;
provided,Buyer shall have the right to designate what method of transportation shall be
used to ship the goods.
11,0 PLACE OF DELIVERY
The place of delivery shall be set forth in the "Ship to"block of the purchase order,
purchase change order,or release order-.
12.0 RIGHT OF INSPECTION
Buyer shall have the right to inspect the goods upon delivery before accepting them,
Seller shall be responsible.for all charges for the return to Seller of-any goods rejected as
being nonconforming under.the specifications,
13.0 INVOICES
13.1 Seller shall submit separate invoices in duplicate,on each purchase order or
purchase change order after each delivery. Invoices shall indicate the purchase
order or purchase change order number.Invoices shall be itemized and
transportation charges,if any,shall be listed separately. A copy of the bill of
lading and the freight waybill,when applicable,should be attached to the invoice,
Seller shall mail or deliver invoices to Buyer's Department and address as set
forth in the block of the purchase order,purchase change order or release order
entitled"Ship to,"Payment shall not be made until the above instruments have
been submitted after delivery and acceptance of the goods and/or services,
13.2 Seller shall not include Federal Excise,State or City Sales Tax in its invoices,
The Buyer shall furnish a tax exemption certificate upon Seller's request,
13.3 Payment. All payment terms shall be"Net 30 Days"unless otherwise agreed to
in writing, Before the 1 st payment is due to Seller,Seller shall register for direct
deposit payments priori to providing goods and/or services using the forms posted
on the City's website".
14.0 PRICE WARRANTY
14.1 The price to be paid by Buyer shall be that contained in.Seller's proposals which
Seller warrants to be no higher than Seller's current prices on orders by others for
products and services of the kind and specification covered by this agreement for
similar quantities under like conditions and methods of purchase.In the event
Seller breaches this warranty,the prices of the items shall be reduced to the prices
contained in Seller's proposals,or in-the alternative upon Buyer's option,Buyer
Sole Source Agreement—_'
4
Revised 4,19.18cg
P.O.No, cs
SS No.:SS18-432533
shall have the right to cancel this contract without any liability to Seller for breach
or for Seller's actual expense.Such remedies are in addition to and not in lieu of
any other remedies which Buyer may have in law or equity.
14.2 Seller 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 Seller for the
purpose of securing business,For breach or violation of this warranty,Buyer 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 Rill amount thereof.
15.0 PRODUCT WARRANTY
Seiler 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 Buyer.Seller warrants that the
goods furnished will conform to Buyer's specifications, drawings and descriptions listed
in the proposal invitation,and the sample(s)furnished by Seller,if any, In the event of a
conflict between Buyer's specifications,drawings, and descriptions,Buyer's
specifications shall govern.
16.0 SAFETY WARRANTY
Seller warrants that the product sold to Buyer shall conform to the standards promulgated
by the U.S.Department of Labor under the Occupational Safety and Health Act(OSHA) I
of 1970,as amended.In the event the product does not conform to.OSHA standards,
Buyer may return the product for correction or replacement at Seller's expense.In the
event Seller fails to make appropriate correction within a reasonable time,atly correction
made by Buyer will be at Seller's expense, Where no correction is or can be made, Seller
shall refund all monies received for such goods within thirty(30)days after request is
made by Buyer in writing and-received by Seller.Notice is considered to have been
received upon hand delivery, or otherwise in accordance with Section 29,0 of these terms
and conditions:Failure to make such refund shall constitute breach and cause this
contract to terminate immediately
17.0 SOFTWARE LICENSE TO SELLER
If this purchase is for the license of software products and/or services,and unless
otherwise agreed,Seller hereby grants to Buyer,a perpetual,irrevocable,non-exclusive,
nontransferable, royalty free license to use the software.This software is"proprietary"to
Seller,and is licensed and provided to the Buyer 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 Seller;however Buyer may make copies of the
software expressly for backup purposes.
Sole Source Agreement— t
5
Revised 4,19.18cg
P,O,No. - '
SS No.:5S HIM
18.0 'WARRANTY AGAIN9INFRINGEMENT OF INTELLECTUAL PROPERTY
18,1 The SELLER 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
individuaily 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.
18.2 SELLER 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.
18.3 SELLER 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, trade mark,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 d.r pay shall
not apply if the City modifies or misuses the DelNerable(s), So long as
SELLER bears the cost and expense of payment for claims or actions against
the City pursuant to this section 8,SELLER 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 SELLER in doing so.In the event City,for
whatever reason,assumes the responsibillty 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,
SELLER shall folly participate and cooperate with the City in defense of
such claim or action.City agrees to give SELLER 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 SELLER's duty to indemnify the City
under this Agreement,If the Deliverable(s),or any part thereof,is held to
Sole Source Agreement—
6
Revised 4,19,18cg
P.0,No.
SS No,:SS18-432533_
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,
SELLER 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 SELLER,terminate this Agreement,
and refund all amounts paid to SELLER,by the City,subsequent to which
termination City may seek any,and all remedies available to City under law.
19.0 OVVNERSHIP OF WORKPRODUCT
Seller agrees that any and all analyses,evaluations, reports,memoranda,letters, ideas,
processes,methods,programs,and manuals that were developed,prepared, conceived,
made or suggested by the Seller for the City pursuant to a Work Order,inoluding all such
developments as are originated or conceived during the terns of the Contract and that are
completed or reduced to writing thereafter(the"Work Product")and Seller
acknowledges that such Work Product may be considered"work(s)made for hire"and
will be and remain the exclusive property of the City, To the extent that the Work
Product,under applicable law,may not be considered work(s)made for.hire,Seller
hereby agrees that this Agreement effectively transfers, grants,conveys,and assigns
exclusively to Buyer,all rights,title and ownership interests, including copyright,which
Seller may have.in any Work.Product or any tangible media embodying such Work
Product,without the necessity of any further consideration,and Buyer shall be entitled to '
obtain and hold in its ownname,all Intellectual Propertyrights in and to the Work
Product. Seller for itself and on behalf of its vendors hereby waives any property interest
in such Work Product.
20.0 NETWORKACCESS
The-.City owns and operates a computing environment and network(collectively the
"Network"),If Seller requires access, whether onsite or remote,to the City's-network to
provide services hereunder,and the Seller is required to utilize the Internet,Intranet,
email,City database,or other network application,Seller 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.
21.0 CANCELLATION
Buyer shall have the right to cancel this.contract immediately for default on.all or any
part of the undelivered portion of this order if Seller breaches any of the terms hereof,
including warranties of Seller. Such right of cancellation is in addition to and not in lieu
of any other remedies,which Buyer may have in law or equity.
Sole Source Agreement-
7
Revised 4.19.18cg
P.O.No.
55 No.: 18-432533
22.0 TERMINATION
The performance of work or purchase of goods under this order may be terminated in
whole or in part by Buyer,with or without cause, at any Time upon the delivery to Seller
of 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, Such right of termination is in addition to and not in lieu
of any other termination rights of Buyer as set forth herein.
23.0 ASSIGNMENT/DELEGATION
No interest,obligation or right of Seller,including the right to teceive payment,Under
this contract shall be assigned or delegated to another entity without the express written
consent of Buyer.Any attempted assignment or delegation of Seller shall be wholly void
and totally ineffective for all purposes unless made in conformity with this paragraph.
Prior to Buyer giving its consent,Seller agrees that Seller shall provide,at no additional
cost to Buyer,all documents,as determined by Buyer,that are reasonable and necessary
to verify Seller's legal status and,transfer of rights, interests,or obligations to another
entity.The documents that may be requested include,but are not limited to, Articles of
Incorporation and related amendments, Certificate of Merger,IRS Form W-9 to verify
tax identification number,etc.Buyer reserves the right to withhold all payments to any
entity other than Seller,if Seller is not in compliance with this provision. If Seller fails to
provide necessary information in accordance with this section,Buyer shall not be liable
for any penalties,fees or Interest resulting therefrom.
24.0 WAIVER
No claim or right arising out of a breach of this contract can be discharged in whole or in
part by a waiver or renunciation of the claim or right unless the waiver or.renunciation is
supported by consideration in writing and is signed by the aggrieved party.
25.0 MODIFICATIONS
This contract can be modified or rescinded only by a written agreement signed by both
parties.
26.0 THE AGREEMENT
In the absence of aft otherwise negotiated contract, or unless-stated otherwise,the
Agreement between Buyer at1i Seller shall colisist of these Standard Terms and
Conditions together with any attachments and exhibits. This?agreement is intended by .
the parties as a.final expression of their agreement and is intended also as a Complete and
exclusive statement of the terms of their agreement.No course of prior dealings between
the parties and no usage of trade shall be relevant to supplement or explain any term used
in this Agreement. Acceptance of or acquiescence in a course of performance under this
Agreement shall not be relevant to determine the meaning of this Agreement even though
Sole Source Agreement— :.
8
Revised 4.19,18cg
P.O.No. `
SS No, ; L11&432S33
the accepting or acquiescing party has knowledge of the performance and opportunity for
objection,Whenever a term defined by the Uniform Commercial Code(UCC)is used in
this Agreement,the definition contained in the UCC shall control,In the event of a
conflict between the contract documents, the order of precedence shall be these Standard
Terms and Conditions,and the Seller's Quote,
27,0 APPLICABLE L4,W/VEM.
This agreement shall be governed by the Unfforrn Commercial Code wherever the term
"Uniform Commercial Code"or"UCC"is used.It shall be construed as meaning the
Uniform Commercial Cade as adopted and amended in the State of Texas,Both parties
agree that venue for any litigation arising from this contract shall be in Fort Worth,
Tarrant County,Texas.This contract shall be governed, construed and enforced under the
laws of the State of Texas,
28.0 INDEPENDENT VENDOR(S)
Seller shall operate hereunder as an independent Vendor(s)and not as an officer,agent;
servant or employee of Buyer. Seller shall have exclusive control of, and the exclusive
right to control,the details of its operations hereunder, and all persons performing same,
and shall be solely responsible for the acts and omissions of its officers,agents,
employees, vendors and sub-vendors. The doctrine of respondent superior shall not apply
as between Buyer and Seller, its officers, agents, employees, vendors and subvendors.
Nothing herein shall be construed as creating a partnership or joint enterprise between
Buyer and Seller,its officers, agents,employees,vendors and subvendors,
29.0 LIABILITY AND INDEMNIFICATION.
29.1 LIABILITY'-SELLER SHALL BE LIABLE AND RESPONSIBLE FOR
A14Y AND ALL PROPERTY LOSS,PROPERTY DAMAGE AND/OR
PERSONAL INJURY,INCLUDING DEATH,TO ANY AND ALL
PERSONS,OF ANY RIND OR CHARACTER,WHETHER REAL OR
ASSERTED,TO THE EXTENT CAUSED BY THE NEGLIGENT ACT(S)
OR OMISSION(S),MALFEASANCE OR INTENTIONAL MISCONDUCT
OF SELLER,ITS OFFICERS,AGENTS,SERVANTS OR EMPLOYEES,
29.2 INDEMNIFICATION-SELLER HEREBY COVENANTS AND AGREES
TO INDEMNIFY,HOLD HARMLESS AND DEFEND THE CITY (ALSO
REFERRED TO AS BUYER),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 PROPERTY DAMAGE OR LOSS
(INCLUDING ALLEGED DAMAGE OR LOSS TO SELLER'S BUSINESS,
AND ANY RESULTING LOST PROFITS)PERSONAL INJURY,
INCLUDING DEATH,TO ANY AND ALL PERSONS,AND DAMAGES
Sole Source Agreement-
9
Revised 4.19.18tg
P.O.No._
SS No.:S 8-432S33
FOR CLAIMS OF INTELLECTUAL PROPERTY INFRINGEMENT,
ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT,
TO THE EXTENT CAUSED BY THE ACTS OR OMISSIONS OF
SELLER,ITS OFFICERS,AGENTS,SUBVENDOR(S)S,SERVANTS OR
EMPLOYEES
30.0 SEVERABILITY
In case any one or more of the provisions.contained in this agreement shall for-any
reason,be held to be invalid;illegal or unenforceable in any respect, such invalidity,
illegality or unenforceability shall not affect any other provision of this agreement,which
agreement shall be construed as if such invalid,illegal or unenforceable provision hod
never been contained herein.
31.0 FISCAL FUNDING LIMITATION
In the event no funds or insufficient Hinds are.appropriated and budgeted in any fiscal
period for payments due undet this contract,then Buyer will immediately notify Seller 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 Buyer 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 availabl.e.
32.0 NOTICES TO PARTIES
Notices addressed to Buyer pursuant to the provisions hereof shall be conclusively
determined"to have been delivered three(3)business days following the day such notice
is deposited in the United States mail, in a sealed envelope with sufficient postage
attached,addressed to Purchasing Manager,City of Fort Worth,Purchasing Division,200
Texas Street,Fort Worth,Texas 76102.Notices to Seller shall be eoiielusively
determined to have been delivered three(3)business days following the day such notice
is deposited in the United States mail,in a sealed envelope with sufficient postage
attached,addressed to the address given by Seller in its response to Buyer's invitation to
proposals, Or if sent via express courier or hand delivery,notice is considered received
uporl delivery.
33.0 NON-DISCRIMINATION
This contract is made and entered into with reference specifically to Chapter 17,Article
III;Division 3 ("Employment Practices"),of the City Code of the City of Fort Worth
(1986),as amended, and Seller hereby covenants and agrees that Seller,its employees,
officers,agents, vendors or subvendors,have fully complied with all provisions of same
and that no employee,participant,applicant,Vendor(s)or subVendor(s)has been
discriminated against according to the'ternis of such Ordinance by Seller,its employees,
officers;agents,Vendor(s)or subvendors herein.
34.0 IMMIGRATION NATIONALITY ACT
City actively supports the Immigration &Nationality Act(INA)which includes
Sole Source Agreement— r"
Revised 4.19.18cg
P.O.No.
SS No SSI8432533
provisions addressing employment eligibility,employment verification,and
nondiscrimination, Vendor shall verify the identity and employment eligibility of all
employees who perform workunder this Agreement.Vendor shall complete the
Employment Eligibility Verification Form (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 tinder this Agreement,Vendor shall establish
appropriate procedures and controls so that no services will be performed by any
employee who is not legally eligible to perfonn such"services.Vendor shall provide City
with a certification letter that it has complied with the verification requirements required
by this Agreement. Vendor shall indemnify City flora 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 Vendor.
35.0 HEALTH,SAFETY,AND ENVIRONN XISTAL REQUIREMENT5
Services,products, materials,and supplies provided by the Seller must meet or exceed all
applicable health,safety,and the environmental laws,requirements,and standards, In
addition,Seller agrees to obtain and pay, atits own expense,for all licenses,permits,
certificates,and inspections necessary to provide the products or to perform the services
hereunder,Seller shall indemnify"Buyer from any penalties or1iabilities due to violations
of this provision.Buyer shall have the right to immediately termblate this Agreement for
violations of this provision by Seller,
36.0 RIGHT TO AUDIT
Seller agrees that the Buyer,or Buyer's authorized representative,shall,until the
expiration of three(3)years after final payment under this contract,and at no additional
cost to Buyer,have access to and the right to examine and copy any directly pertinent
books,computer disks,digital files,documents,papers and records of the Seiler
involving transactions relating to this contract,including any and all records maintained
pursuant to this Agreement. Seller agrees that the Buyer 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;Buyer shall pay Seller for reasonable costs of any copying in accordance.
with the standards set forth in the Texas Administrative Code.The Buyer shall give
Seller reasonable advance written notice of intended audits,but no less than ten(10)
business days.
37.0 DISABILITY
In accordance with the provisions of the Americans With Disabilities Act of 1990
(ADA), Seller warrants that it and any and all of its subvendors 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 Seller or any of its subvendors. Seller warrants it will fully comply
Sole Source Agreement—_
11
Revised 4,19.18cg
r ,
PA,No.
SS No,:SS18432533
with ADA's provisions and any other applicable federal,state and local laws concerning
disability and will defend, indemnify and hold Buyer harmless against any claims or
allegations asserted by third parties or subvendors against Buyer arising out of Seller's
and/or its subvendor's alleged failure to comply with the above-referenced laws
concerning disability,discrimination in the performanceof this agreement,
38.0 DISPUTE RESOLUTION
If either Buyer or Seller 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 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 speciPc 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 meads to resolve any
claim,dispute,breach or other matter in question that tnay arise out of, or in connection
with this Agreement.If the parties fail to resolve the dispute within sixty.(60)days of the
date of receipt of the notice of the dispute,then the parties may suhmit the matter to non-
binding mediation upon written consent of authorized representatives of both parties in
accordance with the'lndustry 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.
39.0 PROHIBITION ON CONTRACTING WITH CQME,01L,S THAT BOYCOTT ISRAEL
Seller acknowledges that i.ix accordance with Chapter 2270 of the Texas Government
.Code,the City is prohibited from entering into a contract with a company for goods or
services unless the contract contains a written-verification from the company that it; (1)
does not boycott Israel; and (2)will not boycott Israel during the term of the contract.
The terms"boycott Israel"and`company"shall have the meanings ascribed to those
terms in Section 808.001 of the Texas Government Code. By signing this contract,Seller
certifies that Seller's signature provides written verification to the City that Seller;(1)
does not boycott Israel;and(2)will not boycott Israel during the term of the contract
40.0 INSURANCE REQUIREMENTS
40.1 Seller shall assume all risk and liability for.accidents and damages-that may occur
to persons or property during the prosecution of work under this Agreement.
Seller shall file with the City of Fort Worth Purchasing Division,prior to the
commencement of services,a certificate of insurance documenting the following.
required insurance within five(5) calendar days of notification.
40.2 Policies shall have no exclusions by endorsements which nullify the required lines
of coverage,nor docrease the lirtnits of said coverage unicss such endorsements
Sole Source Agreement
'12
Revised 4,19,18cg
P.0.No. =n:
SS No.:5,518-_432533
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 Vendor to obtain such coverage,the
contract price shall be adjusted.by the cost of the premium for such additional
coverage plus 10%.
40.2.1 Statutory Workers'Compensation.Insurance and Employer's Liability
Insurance at-the following limits:
$100,000 Each Accident,
$50%000 Disease—Policy limit
$100,000 Disease—Each Employee This coverage may be writteri as
follows:
Workers' Compensation and Employers' Liability coverage with limits-
consistent with statutory benefits outlined in the Texas Workers'
Compensation Act(Art. 8308—1.01 et seq. Tex, Rev. Civ.Stat.) and
minimum policy limits for Employers' Liability of,
$100,000 each accident/occurrence,
$500,000 bodily injury disease policy limit and
$100,000 per disease per employee.
40.2.2 Commercial General Liability Insurance including Explosion,Collapse,
and Underground Coverage shall be provided as follows:
$1,000,000 Each Occurrence
$2,000,000 Annual Aggregate
Coverage shall include but not be limited to the following:
premises/operations,independent vendors,products/completed operations,
personal injury,and contractual liability. Insurance shall be provided on an
occurrence basis,and as comprehensive as the current Insurance Services•
Office(ISO)policy.
40.2.3 Auto Liability Insurance shall be provided as follows:
$1,000,000 Combined Single Limit Each Accident
A commercial business policy shall provide coverage on "Any Auto
defined as autos owned,hired and non:owned.
•40.2.4 The Contractor shall furnish the Purchasing Manager,with a certificate of
insurance documenting the required insurance prior to the eommenceirient
of services,
Sole Source Agreement— /
13
Revised 4.19.18cg
P.O. No,
SS No.:SS18-432533
40.2.5 Policies shall be endorsed to provide the City of Fort Worth a thirty-(30)
day notice of cancellation;material change in coverage,or non-renewal of
coverage.
40.2.6 Applicable policies.-shall also be endorsed to name the City of Fort Worth
as an additional insured,as its interests may appear(ATIMA),
40.3 ADDITIONAL INSURANCE REQUIREMENTS
40.3.1 The City,its officers,employees and servants shall be endorsed as an
additional insured on Vendor's insuranee policies excepting employer's
liability insurance coverage under Contractor's workers' compensation
insurance policy,
40.3.2 Certificates of insurance satisfactory to the City and Worker's
Compensation Affidavit must be received before Vendor can begin work.
Failure to supply and maintain such insurance shall be a breach of
contract. Contractor shall provide complete copies of all insurance policies
required by this Agreement,Certificates of insurance must be supplied.to.:
Financial Management Services Department
Attention:Purchasing Division SS-
200 Texas Street(Lower Level)
Fort Worth,Texas 76102
40.3.3 Any failure on part of the City to request required insurance
documentation shall not constitute a waiver of the insurance requirements
specified herein.Each insurance policy shall be endorsed to provide the
City a minimum 30 days' notice of cancellation,non-renewal,and/or
material change in policy terms or coverage. A ten(10)day notice shall be
acceptable in the event of non-payment of premium.
40.3.4 Insurers must be authorized to do business in.the State of Texas and have a
current A.M.Best rating of A;VE or equivalent measure of financial
strength and,solvency,Deductible limits,or self-funded retention limits;
on each policy must not exceed$10,000.00 per occurrence unless
otherwise approved by the City.
40.3.5 Other than worker's compensation insurance,in lieu of traditional
insurance,City may consider alternative coverage or risk treatment
moasures through insurance pools or risk retention groups.The City must
approve in writing any alternative coverage.
We Source Agreement— •:'
sa
Revised 4.19.18cg
P.O.No._ >' �
55 No.;g18432533
40.3.6 Workers'compensation insuruce policy(s)covering employees of the
Vendor shall be endorsed with a waiver of subrogation providing rights of
recovery in favor of the City.
40.3.7 City shall Tiot be responsible for the direct payment of insurance premium
costs for Vendor's insurance.
40.3.8 Vendor's insurance policies shall each be endorsed to provide that such
insurance is primary protection and any self-funded or commercial
coverage maintained by City shall not be called upon to contribute to loss
recovery,
40.3.9 While this agreement is in,effect,Vendor shall report,in a timely manner,
to the Purchasing Department any known loss occurrence that could give
rise to a liability claim or lawsuit or which could result in&property loss.
40.3.10 Vendor's liability shall not be limited to the specified amounts of
insurance required herein.
Sole-Source Agreement— ��
15 ,
Revised 4.19.18cg
Exhibit B
SS18-432533
2
environmentatEl
Quotation
improvements,Inc. Fort Worth Watson Marlow Pricing Agreement 072418-MC
517 North Keay Ave.(75057) Contact: Monica Saenz
P.O.Box915 City of Fort Worth Water Department
Lav4svlle.Texas 75067 Date: Telephone: Fax:
7 2412018 817-392-8267
Email:
e
Bill To: Ship To:
City of Fort Borth Water Department Water Production Rolling Hills WrP
Water Production Devision 2500 SE Loop 820
1500 llth Ave. Fort Worth, Tx 76140
Part Worth, Tx 76102
Terms: Comments I Special Instructions: 9-ItsContact:Michael Carpenter
Net 30 watson Marlow Parts Phone: ' 972-436-2536
Shipping Method: Quote Good For. Estimated Delivery: Fax: 972-436-8670
Best way1 year 2-3 weeks Emall:mcar entee4el2dalIts.com
Bill of Materials
City. Part Number Description Unit Prlca Total Price
1 265155 Gasket S90.60 $9060
1 265123 Quad Ring $182.00 $182:00
1 265104 Drive shaft S2,325.00 $2,325.00
1 S122541 O-Ring SS4.40 154.40
1 F349007 Hordlock Ring $32.00 $32.00
1 265107 shim $484.30 $494.30
1 F343071 Retaining Ring S971.50 S971.50
1 8142060 searing $466.00 S466.00
1 29151201 Spacer outside $216.00 $216.00
1 F344087 Retaining Ring $78.00 S78.00
1 29180202 Wear Ring $1,464.00 $1,484.00
1 29040257 Packing Ring $35.60 S35.60
1 3122711 0-Ring $68.90 S68.90
1 F416082 Dowel Pin $36.4S $36.45
1 265203 Hub $1,730,00 S1,730.00
I. S213611 seal $251.00 S251.00
1 o65020 Natural Rubbhr Hose $674.00 $674.00
1 S112431 O-Ring $92.90 S92.90
1 265197 Flange Bracket, Galv. $277.00 S277.00
1 265197E Flange Bracket, 316 s.s. $490.00 S490.OD
1 F336022 Washer, Spring Lock $29.7S $29.75
1 F111096 Bolt, Hex Head $35.80 $35.80
1 c101048 Hose clamp $80.10 $80.10
1 06S198 Flange, DIN Galy (Not Available) $0.00 $0.00
1 265199 Flange, DIN 316 S.S. (Not Available) S0.00 SO.00
1 0651911A Flange, ANSI Galy $154.00 S154.00
1 265199A Flange, ANSI 316 S.S. $455.00 S455.OD
1 265186 Insert, 316 S.S. $1,003.00 $1,003,00
1 913143 Lubricant, 55 Gallons S4,165.00 S4,165.00
SUbTotal 115 952.30
Shipping Included
Total I S15 962.30
Environmental improvements proposes to furnish materials, and or equipment for the above project. Any items not shown above as
detailed under 'Bill of Materials', or other attachments to this proposal, are EXCLUDED. In Addition, installation labor, mist.
plumbing, piping, valves, fittings, chemical supply, gauges, supports, anchor bolts, electrical conduit and any other items not
specifically listed above, shall be supplied by others.
IF AN ORDER Is PLACED, PLEASE VERIFY TKAT THE "BILL TO" AND "SHIP TO" ADDRESS LISTED ABOVE IS CORRECT, WE MUST HAVE A NAME AND
PHONE NUMBER OF A]OBSITE CONTACT THAT WILL ACCEPT A SHIPMENT BEFORE WE CAN PROCEED WITH AN ORDER. COMPANY PURCHASE ORDER POLICY
REQUIRES 1 OF 3 OPTIONS LISTED BELOW BEFORE WE CAN PROCEED WITH AN ORDER.
L.CREDIT CARD ORDER REQUIRES CUSTOMER MUST SUPPLY CARD NUMBER AND LAST 3 NUMBERS ON BACK OF.CARD, EXPIRATION DATE, NAME ON CARD
AND MUST SIGN, DATE, OUR QUOTE AND FAX BACK.
2.VER8AL PURCHASE ORDER REQUIRES CUSTOMER MUST SIGN, DATE OUR QUOTE AND FAX BACK.
3-PURCHASE ORDER NUMBER REQUIRES CUSTOMER MUST SUPPLY SIGNED. DATED HARD COPY OF PURCHASE ORDER OR MUST WRITE PURCHASE ORDER
NUMBER ON OUR QUOTE AND MUST SIGN, DATE OUR QUOTE AND FAX BACK.
I
Acknowledged By: Date:
Exhibit C
SS18-432533
= '>37"�,� �--T '.'+T.•" `n 'ir.;;sr• .-sncp .--.�.:��'z=.;3�t,_,•.,�.^� ,_•n.-
la1,44 7 4n,it ll i I� a 7 1 3
� �"i,
MAR40W.. I' fi
,�c r a hd.` '`<7}`T�1,% t3�1 3i�v i i�i t.•i°_�� �,.if{1�y(i t , Y7 � �{y tf'I, `�� ,. �.
Watson-Marlow'Pumps Group
{ -.+r-'t —r -y--`•'�J r,7:}+'k L,'14 _ry a y, 7 .'rti Y. `1r+ .�f ( i 1,
Fj 7 x f-' " j} lYt:'Y is
All t+7^ .yNt:t. i��y r�.'1._'y^ ?;;r{:,5" y�i. k�dra,.:�(/.^',.M., il•� i. •v,.. 7 ,ur ` yk�� `�3.• - ' ��+��Y.���'F1
<' [ 1��:,�:`.�y.fr+$ ( .fie, y. -,L•. Ri�' °r ♦ ;t41� A�un\;.
.yc a'p�S+rts.^ � >Ar'r ry , �i+H- 4 ,. < � a ✓r Gc <
O:� � +' 3 '` !0��>�a,�tr1y,{a7�� ,Gy�� i� Y��;'� tt C,t{ i ,FrO�tl?; �I�}d �p� �,.I�e�f'` '��� ti,rfy?•r , QK, �xt
4 Y:4 L pq� _ �1. ' �' £s h'J. 4 ._:1i:. 'Y ;•z NiF. �"?i'
5• ����...: 4 ,�+,t;:;�{.� `'T" t.:.. _sr3 `x'.�',c, ``�.a.� :'i':r;.. pelts } 1• �ll.I�,�,•�,30� , � � Y; �•i�>s ,f.: a�.xs.,�.-a:
5 p [z
-.•,�yq�.,� t1 i� r� IF�rJ�tOr�e,t�al� N�U�(�1� t�I}I��M � -. 't �� �, Y� tip �b#�4 � �J
}'' .�• '� y",�" ��'� ��f�t<��i��lv�i�t#Y#��fy�;�1��Jf�p,�����of xex$�and orcf�iOr1�a , �� �r. :r ., .k: �.
t':`_-_S.i '9,;r .'a,3..h.� dL+^... :.f....' ,..r< .uS�'a .c_.`4�F,._.. +s'..1- _ .. `�7.'- `.> _ 'V�.�x�-__>�_._n'i'�i'•�._L 1' i.r u.�_�'s- ..4
This memo will confirm to all parties that Environmental Improvements, Inc. (EI2) is the exclusive environmental
representative for Watson Marlow Pumps Group in the state of Texas and Oklahoma. This includes.the municipal,
state, and federal water and wastewater treatment markets for all Watson Marlow tubing pumps and Bredel hose
pumps.
Should you wish to contact Environmental Improvements, Inc.,please do so at one of the following offices:
Environmental Improvements, Inc. Environmental Improvements, Inc.
1183 Bdttmore, Suite 100 517 North Kealy
Houston,TX 77043 Lewisville,TX 75057
713-461-1111 972-436-2536
Iyle aAei2hou.com ericfields a0el2dalias.com
Environmental Improvements, Inc, Environmental Improvements,Inc.
235 Trademark Drive 755 W.Covell,Suite 170
Buda,TX 78610 Edmonds,OK 73003
512.295-3733 405-562-5436
pheneaarO-ei2austin.com JadamsCc)-ei2ok.com
Please do not hesitate to contact me if you need further assistance.
Regards,
1►Y
William D.Schiller
District Sales Manager, Environmental Division
Office: 281-890-6290
Fax: 281-890-6235
Cell: 713-299-6455
bill.schiller,Qwmfto.cormr
Watson-Marlow,Inc.4 37 Upton Technology Park•Wilmington,MA 01887•www.watoon-madow.com•(978)658-8168
Exhibit D
SS18-432533
FoUTWORTH,
Purchasing Division
City of Fort Worth
SOLE SOURCE PROCUREMENT JUSTIFICATION
Purpose
This form must accompany all sole source purchase requests for equipment, construction, supplies or
services when the purchase is for more than$3,000.00, This form is not needed when the purchase is for
a professional services contract. The purpose of the sole source procurement justification is to
demonstrate that the competitive process is not required because only one product or service can meet the
specific need of the City of Fort Worth ("City"), A sole source procurement may not be used to
circumvent the City's normal purchasing procedures or for a price-based justification. Acceptance of the
sole source procurement justification is at the discretion of the Purchasing Division Manager or his
designee.
Certification
My signature below certifies that I am aware that state and federal procurement statutes and regulations.
require that procurements of a certain amount made by government entities must be competitively bid
unless the purchase qualifies as an exemption to the competitive bidding requirements. I am requesting
this sole source procurement based on the information provided in the Justification section below. The
information is complete,-accurate and based on my professional judgment and investigations. I also
certify that this purchase will not violate Section 2-23 8 of the City's Ethics Code.
Requesting Department. Water/Plant Operations
Requested by[printed name]: Monica Saenz
Signature:
Recommended by[printed name]: Charl An adicheril
Department Director
Signature:
Telephone number: 817-392-8267
Date: 1
i
i
I
Sole Source Procurement Justification
Page 1 of 3 Rev. 11/2014
Exhibit D
SS18-432533
Justification
1. Describe the product(s) or service(s) your department wishes to purchase — provide vendor name,
manufacturer,model number and/or generic description identifying the item(s)or service(s).
Annual Agreement needed with Watson Marlow c/o Environmental Improvements (E12) (exclusive
municipal representative) for the purchase of equipment and parts of Models SP/25, SP40 and SP/65.
Contact is Michael Carpenter(214)907-2269. The estimated expenditure is not to exceed$50,000.
2. Purpose—provide a brief description of why the products)or service(s)is required.
The agreement is needed to provide parts and equipment to maintain the Watson-Marlow&Bredel Lime
Equipment critical to the treatment of the water system and to meet the demand of the City's drinking
water supply,
3. Describe your efforts to identify other vendors — trade shows, internet search, vendor catalogues,
Provide product and contact information for other products,services and vendors evaluated. (A quote
is not required,simply enough information to show the availability/non-availability of other sources.)
Utilizing other vendors would require compete replacement of multimillion dollar system currently in
place and proven to be a dependable efficient system.
4. Justification:
a. Identify the reason(s) why other vendors, products, or services competing in this market do not
meet the City's needs or specifications:
X The product(s) or service(s) is available from only one source because of patents,
copyrights,secret processes;or natural monopolies.
The product(s)is a captive replacement part(s)or component(s)for existing equipment.
The dollar value of the existing equipment is approximately$
Use of other than Original Equipment Manufacturer parts jeopardizes the warranty or may
result in equipment not functioning to the level of factory specifications.
Authorized factory service is available from only one source.
Maintenance for the existing product is only available from one source.
b. Attach justification letter from the manufacturer or originator of the product or service,
Sole Source Procurement Justification
Page 2 of 3 Rev. 12/2b14
Exhibit D
SS18-432533
5. Will this purchase limit the ability of other vendors to compete on future purchases for supplies,
upgrades,or replacements? If so,how?
Yes,purchases are exclusive to the manufacturer's distributor Environmental Improvements(EI2).
6. Will this purchase obligate the City to Arture purchases,for example,maintenance or lieense(s)?If so,
what future purchases will be required?
Yes, purchases of parts and equipment is exclusively provided by the manufacturer's distributor
Environmental Improvements(EI2).
7. What will happen if the City does not purchase the requested product(s) or services) from this
vendor?
Lime is used in the water to adjust alkalinity,without the source;the City of Fort Worth will not
be able to properly treat water distributed by Plant Operations Water Treatment Plant Facilities.
Purchasing Division Comments:
Buyer/Senior Buyer/Supervisor: - / frl'% Date: ZO
r
/ Approval
PURCHASING DIVISION:
Sole Source Procurement approved: Yes No
Signature of Purchasing Division Manager:
Printed Name:
Date:
Sole Source Procurement Justification
Page 3 of 3 Rev, 12/2014
P.O.No::.
55 No.: 51 432533
Exhibit E— CONFLICT OF INTEREST QUESTIONNAIRE
Pursuant to Chapter 176 of the Local Government Code, any person or agent of a person
who contracts or seeks to contract for the sate 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 aff liation.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, coiTespondehce, or another
writing related to a potential agreementwiththe City. Updated Questionnaires must be filed
in conformance with Chapte 176,
A copy of the Questionnaire Form CIQ is enclosed with the submittal documents. The
form is also available at httn:/twww,ethics.state.tx.us/forms/CIO.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 Vendor 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.
Sole Source Agreement—
.16
Revlsed 4.19.18cg
Exhibit E
--'�"` b �jUSf'�<<a5 RG1a'tlur�► 5�1(, ��� PA,.Nti:
SS NO.:S5, 8- 32533
CONFLICT OF INTEREST QUESTIONNAIRE FORM CIO
For vendor doing businese with local govetnmental entity
This qunuonnalre reheats changes made 10 the law by H.S.23,841h Leg.,Regular session. OFFICEU99ONLY
This questionnaire is being filed In accordanoewllh C►tapl9r 176,Local Government code, D0e Reaotvad
by a vcndorwho has a business relationship es dellned by Section 176.001(1•a)wllh a local
governmental anifly and the vehdormeets requlrarnehN under3eollon 176.006(a).
6y law this questlognaire must be f)ledwith the records adrtanislralorof the local governmental
entity not Isferthan the 71h business day oftor the dale the vendor becorrias aware of facts
that require the stalernentlo be filed, See Section 176.008(a•1},Local Government Code.
A vendor commlis an offense it the vendor knowingly violates Section 176.008, Local
Government Code:An offense under this section is a ntisdemermar.
jj Name of vendor who has a business relationship with local govemmonlal entity.
r-heck this box Ifyou are filing an upcinte to a previotra,y filed questionnaire.
(The law requires that you file.an updated completed queslicnnaihe with the approprleta filing authority not
later than the 71h business day allot the date on-whloh you became aware that the originally Iliad Questionnaire was
incomplete or inaccurate.)
7
Name of local goverinnient officer about whom the Infotmallon In this section Is being disclosed.
Name of Officer
This section(item 3 including subparts A,B. C.8 D) must be,completed for each-officer with whom the vendor has an
employment or other Wetness relationship as defined by Section 176.001(1-a),Local Government Code. Attach additional
pages to this Form CIO as ndcossary.
A. Is the local government officer named in this section racalving or llholy to recede larable Income,deher than Inveshnenl
income,from the vendor!
a Yes E_1 No
S.Is the•vendor receiving or likely to receive taxable-Ineomo,olhor than investment income,from or at tire direction of tho local
government officer named in this section AND the taxable income is not received from the kcal governmental entity?
a Yes E_1 No
C. Is the liter of this questionnafte employed by A corporation or other business onlity with respect to which the local
government ollfcer serves as an oflicor or d rector,or holds an wvnership intarool of one percent or more?
Yae No
D.Describe each employment or business and family relationship with the local government officer named in this section.
Signature or vendor ddatg businese With Ins govaim"nist entity Date
Adopted 6/7/2015
Sole Source Agreement-. :�'`
17
Revised 4.19.18cg
� w
P.Q.No.
SS No.:SS18-432533
EXHIBIT F-VENDOR CONTACT INFORMATION
Vendor's Name: 1—Cn yyrunfn e -,�CJ ..� m- roue h___►e IL INL
T
f`Vendor's Local Address: �1�,� k ru lN . LCw�u�•ilt, f 1( 7.�57
Phone: Fax:
Email: -M CAL Cd! �e,r e i a r �1,g com
Name of.persons to contact when placutg an order or invoice questions.
Name/Title_AttLiA'd Cqr rn/ / �an4t "Y'6 V�C�rCsf,K �'vt;
Phone: 91 a- q,3(o aS3G Fax; _�7a'� G - $�7D
Email; M CU rDP,vt't ev c� i off, I I 05 C-yY^-1
Name/Title,
Phone: Fax:
Email:
Name/Title
Phone: Fax:
Email:
Signature Printed Name Date
Sole Source Agreement
18
Revised 4.19.18cg
P.O.No.
5S No,: S518-432533
EXHIBIT G
VERIFICATION OF SIGNATURE AUTHORITY
lriivirogipeili.Ittiji oyEirieiits rtac
Lewisvillc;.Ter�as;;7505 � _;•
Vendor hereby agrees to provide City with independent audit basic financial statement's,but also the fair
presentation of the financial statements of individual funds.
Execution of this Signature Verification Form("Form")hereby certifies that the following individuals
and/or positions have the authority to legally bind Vendor and to execute any agreement, amendment or
change order on behalf of Vendor. Such binding authority has been granted by proper order, resolution,
ordinance or other authorization of Vendor. City is fully entitled to rely on the warranty and
representation set forth in this Form in entering into any agreement or amendment with Vendor, Vendor
will submit an updated Form within ten (10) business days if there are any changes to the signatory
authority,City is entitled to rely ou any current executed Fonn until it receives a revised Form that has
been properly executed by Vendof,
1. Name; l IJC. � 6trlleK? K-
Position: Mamre rs Of
Signature
2. Name:
Position:
Signature
L
Sign tu re of PresidenVCEOIManaging Prtiter
Title: ��t e 1-9r eng.e ti rev Date
Sole Source Agreement—
19
Revised 4,19,10cg
r
Rogers, Jane
From: Saenz, Monica
Sent: Monday,October 01, 2018 8:51 AM
To: Rogers,Jane; Howell, Sarah
Cc: Phillips, Martin
Subject: FW: Sole Sources needing Attorney letter I. WATER-18-00432533 SS-Watson-
Marlow
Please see email from Matt Murray approving the Sole Source for the Water-18-00432533 SS Watson Marlow.
Thank you,
Monica
From: Murray, Matt
Sent: Monday,October 01, 2018 8:42 AM
To: Phillips, Martin
Cc:Saenz, Monica
Subject: RE:Sole Sources needing Attorney letter
Good morning, Martin,
This is defensible as a sole source. Please let me know if you need anything else.
Thanks,
Matt Murray
Assistant City Attorney I
City Attorney's Office
200 Texas Street
Fort Worth, Texas 76102
817-392-8864
817-392-8359(fax)
Matthew.Mu rray(a-),fortworthtexas.gov
'Fort Worth
��T Wo►�TH
rw.r.irRy.�tT
From: Phillips, Martin
Sent: Friday,September 28, 2018 1:52 PM
To: Murray, Matt<Matthew.Murray(@fortworthtexas.eov>
Cc:Saenz, Monica <Monica.Saenz@fortworthtexas.gov>
Subject: FW:Sole Sources needing Attorney letter
1
Matt,
I hope all is well.
It is my understanding that current Purchasing policy requires that you review all Sole Source purchases prior to us
moving them forward. Please see the attached information for your review and acceptance.
Please copy both me and Monica on your response.
Regards!
Martin A. Phillips, P.E.
Engineering Manager
Water Department—Plant Operations Division
1511 11th Avenue Fort Worth,TX 76102
Cell Phone: 817-266-0760;Office Phone: 817-392-8293
Martin.Philhps @FortWor thTexas.gov
City of Fort Worth— Dorking together to build a strong community.
How am I doing?Please contact my supervisor. Chailyjn adicheril Foi2117orthTexae Gov
From:Saenz, Monica
Sent: Monday,September 24,2018 8:33 AM
To: Phillips, Martin<Martin.Phillips@fortworthtexas.gov>
Subject: FW:Sole Sources needing Attorney letter
Good morning Martin,
Can you please help me out with this contract? I'm not sure who our Attorney is, and all the documents need
to be forwarded to him/her for approval that it's a sole source.
Thank you,
Monica
From: Rogers,Jane
Sent:Friday,September 21, 2018 2:28 PM
To:Saenz, Monica
Subject: RE: Sole Sources needing Attorney letter
The Attorney needs to send an approval letter or email to you approving that it has been verified as a sole source. Just
send the department signed sole source document and Vendor verification letter to the Attorney to review.
After receiving the approval from the Attorney,submit that to the Buyer handling the sole source in order for Cynthia
Garcia to sign final sole source document.
From:Saenz, Monica
Sent: Friday, September 21, 2018 2:19 PM
2
To: Rogers,Jane<Jane.Rogers @fortworthtexas.gov>
Subject: RE: Sole Sources needing Attorney letter
Jane,
On this one, does the Attorney provide the approval letter? Or is that something I need do to before I send it
to them?
Thank you,
Monica
From: Rogers,lane
Sent:Thursday,September 20, 2018 12:28 PM
To:Saenz, Monica
Cc: Howell, Sarah
Subject: FW: Sole Sources needing Attorney letter
Importance: High
Monica—the below Sole Source Agreements need your department Assistant Attorney approval letter in order to get
final signature from Cynthia Garcia,Assistant Director. Just submit your department Sole Source document to your
Assistant Attorney for review, Send Attorney approval letter to Buyer when received.
1. WATER-18-00432533 SS-Watson-Marlow—Sarah Howell is assigned Buyer on this one
Let me know if you have any questions.
Jane Rogers MPA CPBFM
Sr.Buyer
Purchasing Division
City of Fort Worth,Texas
200 Texas Street
Fort Worth, Texas 76102
Office: 817-392-8385
Fax: 817-392-8440
Jane.Rogersnfortworthtexas.g_ov_
Your opinion matters! Please complete this short Purchasing Survey to provide us valuable feedback on how we can
better serve you.
City of Fort Worth—Working together to build a strong community.
r►ORT,
Follow Fort Worth
3