HomeMy WebLinkAboutContract 52652 �34a ° 7�
> Y �
CITY SECRETARY
a,� �o CONTRACT No.�5210
VENDOR SERVICES AGREEMENT
s � JTS Inc.
8� 95 V Zv2
This VENDOR SERVICES AGREEMENT ("Agreement") is made and entered into by and
between the CITY OF FORT WORTH ("City"), a Texas home rule municipal corporation and JTS Inc.
("Vendor"), a Texas corporation,each individually referred to as a"party"and collectively referred to as
the"parties."
AGREEMENT DOCUMENTS:
The Agreement documents shall include the following:
1. This Vendor Services Agreement;
2. Exhibit A—Scope of Services;
3. Exhibit B—Price Schedule; and
4. Exhibit C—Verification of Signature Authority Form.
Exhibits A, B and C,which are attached hereto and incorporated herein,are made a part of this Agreement
for all purposes. In the event of any conflict between the terms and conditions of Exhibits A, B or C and
the terms and conditions set forth in the body of this Agreement,the terms and conditions of this Agreement
shall control.
1. SCOPE OF SERVICES.
Vendor shall provide Re-Lamping of Communications Towers and Maintenance. Exhibit "A," -
Scope of Services more specifically describes the services to be provided hereunder.
2. TERM.
This Agreement shall begin on the date signed by the Assistant City Manager below ("Effective
Date") and shall expire on twelve (12) months after ("Expiration Date"), unless terminated earlier in
accordance with this Agreement("Initial Term"). City shall have the option, in its sole discretion,to renew
this Agreement under the same terms and conditions, for up to four(4)one-year renewal options, at City's
sole discretion.
3. COMPENSATION.
City shall pay Vendor in accordance with the fee schedule of Vendor personnel who perform
services under this Agreement in accordance with the provisions of this Agreement and Exhibit"B,"—Price
Schedule. Total payment made under this Agreement for the first year by City shall be an amount not to
exceed Seventy-Five Thousand and 00/100 dollars($75,000.00).Vendor shall not perform any additional
services or bill for expenses incurred for City not specified by this Agreement unless City requests and
approves in writing the additional costs for such services.City shall not be liable for any additional expenses
of Vendor not specified by this Agreement unless City first approves such expenses in writing.
4. TERMINATION.
4.1. Written Notice. City or Vendor may terminate this Agreement at any time and for any
reason by providing the other party with 30 days' written notice of termination.
4.2 Non-appropriation of Funds. In the event no funds or insufficient funds are appropriated
by City in any fiscal period for any payments due hereunder, City will notify Vendor
®FFBCFPP� 'PFr1.1RD
JTS-Vendor Services Agreement � t of 18
F w
and this Agreement shall terminate on the last day of the fiscal period for which appropriations were
received without penalty or expense to City of any kind whatsoever, except as to the portions of the
payments herein agreed upon for which funds have been appropriated.
4.3 Duties and Obligations of the Parties. In the event that this Agreement is terminated prior
to the Expiration Date, City shall pay Vendor for services actually rendered up to the effective date of
termination and Vendor shall continue to provide City with services requested by City and in accordance
with this Agreement up to the effective date of termination. Upon termination of this Agreement for any
reason, Vendor shall provide City with copies of all completed or partially completed documents prepared
under this Agreement. In the event Vendor has received access to City Information or data as a requirement
to perform services hereunder, Vendor shall return all City provided data to City in a machine readable
format or other format deemed acceptable to City.
5. DISCLOSURE OF CONFLICTS AND CONFIDENTIAL INFORMATION.
5.1 Disclosure of Conflicts. Vendor hereby warrants to City that Vendor has made full
disclosure in writing of any existing or potential conflicts of interest related to Vendor's services under this
Agreement. In the event that any conflicts of interest arise after the Effective Date of this Agreement,
Vendor hereby agrees immediately to make full disclosure to City in writing.
5.2 Confidential Information. Vendor, for itself and its officers, agents and employees, agrees
that it 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.
5.3 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.
6. RIGHT TO AUDIT.
Vendor agrees that City shall, until the expiration of three (3)years after final payment under this
contract,or the final conclusion of any audit commenced during the said three years,have access to and the
right to examine at reasonable times any directly pertinent books,documents,papers and records,including,
but not limited to, all electronic records, of Vendor involving transactions relating to this Agreement at no
additional cost to City. Vendor agrees that City shall have access during normal working hours to all
necessary Vendor facilities and shall be provided adequate and appropriate work space in order to conduct
audits in compliance with the provisions of this section. City shall give Vendor reasonable advance notice
of intended audits.
7. INDEPENDENT CONTRACT OR.
It is expressly understood and agreed that Vendor 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,
Vendor 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 and
subVendors. Vendor acknowledges that the doctrine of respondeat superior shall not apply as between
JTS-Vendor Services Agreement Page 2 of 18
City, its officers, agents, servants and employees, and Vendor, its officers, agents, employees, servants,
Vendors and subVendors. Vendor further agrees that nothing herein shall be construed as the creation of a
partnership or joint enterprise between City and Vendor. It is further understood that City shall in no way
be considered a Co-employer or a Joint employer of Vendor or any officers,agents,servants,employees or
subVendor of Vendor. Neither Vendor, nor any officers, agents, servants, employees or subVendor of
Vendor shall be entitled to any employment benefits from City. Vendor shall be responsible and liable for
any and all payment and reporting of taxes on behalf of itself, and any of its officers, agents, servants,
employees or subVendor.
8. LIABILITY AND INDEMNIFICATION.
8.1 LIABILITY- VENDOR SHALL BE LIABLE AND RESPONSIBLE FOR ANY AND
ALL PROPERTY LOSS, PROPERTY DAMAGE AND/OR PERSONAL INJURY, INCLUDING
DEATH, TO ANY AND ALL PERSONS, OF ANY KIND OR CHARACTER, WHETHER REAL OR
ASSERTED, TO THE EXTENT CAUSED BY THE NEGLIGENT ACT(S) OR OMISSION(S),
MALFEASANCE OR INTENTIONAL MISCONDUCT OF VENDOR, ITS OFFICERS, AGENTS,
SERVANTS OR EMPLOYEES.
8.2 GENERAL INDEMNIFICATION- VENDOR HEREBY COVENANTSANDAGREES
TO INDEMNIFY,HOLD HARMLESSAND DEFEND CITY,ITS OFFICERS,AGENTS,SERVANTS
AND EMPLOYEES,FROMANDAGAINSTANYAND ALL CLAIMS OR LAWSUITS OFANYKIND
OR CHARACTER, WHETHER REAL OR ASSERTED, FOR EITHER PROPERTY DAMAGE OR
LOSS (INCLUDING ALLEGED DAMAGE OR LOSS TO VENDOR'S BUSINESS AND ANY
RESULTING LOST PROFITS)AND/OR PERSONAL INJURY,INCLUDING DEATH, TOANYAND
ALL PERSONS, ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, TO THE
EXTENT CAUSED BY THE NEGLIGENT ACTS OR OMISSIONS OR MALFEASANCE OF
VENDOR,ITS OFFICERS,AGENTS,SERVANTS OR EMPLOYEES.
8.3 INTELLECTUAL PROPERTY INDEMNIFICATION — Vendor agrees to defend,
settle, or pay, at its own cost and expense, any claim or action against City for infringement of any
patent, copyright, trade mark, trade secret, or similar property right arising from City's use of the
software and/or documentation in accordance with this Agreement, it being understood that this
agreement to defend, settle or pay shall not apply if City modifies or misuses the software and/or
documentation. So long as Vendor bears the cost and expense of payment for claims or actions against
City pursuant to this section,Vendor 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 City's interest, and City agrees to cooperate with
Vendor in doing so. In the event City, for whatever reason, assumes the responsibility for payment
of costs and expenses for any claim or action brought against City for infringement arising under this
Agreement, City 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,
Vendor shall fully participate and cooperate with City in defense of such claim or action. City agrees
to give Vendor timely written notice of any such claim or action,with copies of all papers City may
receive relating thereto. Notwithstanding the foregoing, City's assumption of payment of costs or
expenses shall not eliminate Vendor's duty to indemnify City under this Agreement. If the software
and/or documentation or any part thereof is held to infringe and the use thereof is enjoined or
restrained or,if as a result of a settlement or compromise,such use is materially adversely restricted,
Vendor shall, at its own expense and as City's sole remedy, either: (a) procure for City the right to
continue to use the software and/or documentation; or(b)modify the software and/or documentation
to make it non-infringing, provided that such modification does not materially adversely affect
JTS-Vendor Services Agreement Page 3 of 18
City's authorized use of the software and/or documentation; or (c) replace the software and/or
documentation with equally suitable, compatible, and functionally equivalent non-infringing
software and/or documentation at no additional charge to City; or (d) if none of the foregoing
alternatives is reasonably available to Vendor terminate this Agreement,and refund all amounts paid
to Vendor by City,subsequent to which termination City may seek any and all remedies available to
City under law.
9. ASSIGNMENT AND SUBCONTRACTING.
9.1 Assignment. Vendor 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 Vendor under which the assignee agrees to be
bound by the duties and obligations of Vendor under this Agreement. Vendor and Assignee shall be jointly
liable for all obligations of Vendor under this Agreement prior to the effective date of the assignment.
9.2 Subcontract. If City grants consent to a subcontract, sub Vendor shall execute a written
agreement with Vendor referencing this Agreement under which sub Vendor shall agree to be bound by the
duties and obligations of Vendor under this Agreement as such duties and obligations may apply. Vendor
shall provide City with a fully executed copy of any such subcontract.
10. INSURANCE.
Vendor 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:
10.1 Coverage and Limits
(a) Commercial General Liability:
$1,000,000 - Each Occurrence
$2,000,000- Aggregate
(b) Automobile Liability:
$1,000,000- Each occurrence on a combined single limit basis
Coverage shall be on any vehicle used by Vendor, 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
JTS-Vendor Services Agreement Page 4 of IS
(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.
10.2 General Requirements
(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- VII in the current
A.M. Best Key Rating Guide,or have reasonably equivalent financial strength and
solvency to the satisfaction of Risk Management. If the rating is below that
required,written approval of Risk Management is required.
(e) Any failure on the part of City to request required insurance documentation shall
not constitute a waiver of the insurance requirement.
(f) Certificates of Insurance evidencing that Vendor has obtained all required
insurance shall be delivered to the City prior to Vendor proceeding with any work
pursuant to this Agreement.
11. COMPLIANCE WITH LAWS, ORDINANCES,RULES AND REGULATIONS.
Vendor agrees that in the performance of its obligations hereunder, it shall comply with all
applicable federal, state and local laws, ordinances, rules and regulations and that any work it produces in
connection with this Agreement will also comply with all applicable federal, state and local laws,
ordinances, rules and regulations. If City notifies Vendor of any violation of such laws, ordinances, rules
or regulations, Vendor shall immediately desist from and correct the violation.
JTS-Vendor Services Agreement Page 5 of 18
12. NON-DISCRIMINATION COVENANT.
Vendor, for itself, its personal representatives, assigns, subVendors and successors in interest, as
part of the consideration herein, agrees that in the performance of Vendor's duties and obligations
hereunder,it shall not discriminate in the treatment or employment of any individual or group of individuals
on any basis prohibited by law. IF ANY CLAIM ARISES FROM AN ALLEGED VIOLATION OF
THIS NON-DISCRIMINATION COVENANT BY VENDOR, ITS PERSONAL
REPRESENTATIVES,ASSIGNS, SUBVENDORSS OR SUCCESSORS IN INTEREST,VENDOR
AGREES TO ASSUME SUCH LIABILITY AND TO INDEMNIFY AND DEFEND CITY AND
HOLD CITY HARMLESS FROM SUCH CLAIM.
13. 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 VENDOR:
City of Fort Worth JTS Inc.
Attn: Susan Alanis,Assistant City Manager Thomas Emerick, Vice President
200 Texas Street 5310 S. Cockrell Hill Road
Fort Worth, TX 76102-6314 Dallas, TX 75236
Facsimile: (817) 392-8654
With copy to Fort Worth City Attorney's Office at
same address
14. SOLICITATION OF EMPLOYEES.
Neither City nor Vendor shall, during the term of this Agreement and additionally for a period of
one year after its termination, solicit for employment or employ, whether as employee or independent
contractor,any person who is or has been employed by the other during the term of this Agreement,without
the prior written consent of the person's employer. Notwithstanding the foregoing,this provision shall not
apply to an employee of either party who responds to a general solicitation of advertisement of employment
by either party.
15. GOVERNMENTAL POWERS.
It is understood and agreed that by execution of this Agreement, City does not waive or surrender
any of its governmental powers or immunities.
16. NO WAIVER.
The failure of City or Vendor to insist upon the performance of any term or provision of this
Agreement or to exercise any right granted herein shall not constitute a waiver of City's or Vendor's
respective right to insist upon appropriate performance or to assert any such right on any future occasion.
JTS-Vendor Services Agreement Page 6 of 18
17. GOVERNING LAW/VENUE.
This Agreement shall be construed in accordance with the laws of the State of Texas. If any action,
whether real or asserted, at law or in equity, is brought pursuant to this Agreement, venue for such action
shall lie in state courts located in Tarrant County,Texas or the United States District Court for the Northern
District of Texas, Fort Worth Division.
18. SEVERABILITY.
If any provision of this Agreement is held to be invalid, illegal or unenforceable, the validity,
legality and enforceability of the remaining provisions shall not in any way be affected or impaired.
19. FORCE MAJEURE.
City and Vendor 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, riots, material or labor restrictions by any governmental authority,
transportation problems and/or any other similar causes.
20. HEADINGS NOT CONTROLLING.
Headings and titles used in this Agreement are for reference purposes only, shall not be deemed a
part of this Agreement,and are not intended to define or limit the scope of any provision of this Agreement.
21. REVIEW OF COUNSEL.
The parties acknowledge that each party and its counsel have reviewed and revised this Agreement
and that the normal rules of construction to the effect that any ambiguities are to be resolved against the
drafting party shall not be employed in the interpretation of this Agreement or Exhibits A, B, and C.
22. AMENDMENTS/MODIFICATIONS/EXTENSIONS.
No amendment, modification,or extension of this Agreement 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. ENTIRETY OF AGREEMENT.
This Agreement, including Exhibits A, B and C, contains the entire understanding and agreement
between City and Vendor, their assigns and successors in interest, as to the matters contained herein. Any
prior or contemporaneous oral or written agreement is hereby declared null and void to the extent in conflict
with any provision of this Agreement.
24. COUNTERPARTS.
This Agreement may be executed in one or more counterparts and each counterpart shall, for all
purposes, be deemed an original, but all such counterparts shall together constitute one and the same
instrument.
JTS-Vendor Services Agreement Page 7 of 18
25. WARRANTY OF SERVICES.
Vendor warrants that its services will be of a high quality and conform to generally prevailing
industry standards.City must give written notice of any breach of this warranty within thirty(30)days from
the date that the services are completed. In such event, at Vendor's option, Vendor shall either (a) use
commercially reasonable efforts to re-perform the services in a manner that conforms with the warranty, or
(b)refund the fees paid by City to Vendor for the nonconforming services.
26. IMMIGRATION NATIONALITY ACT.
Vendor shall verify the identity and employment eligibility of its employees who perform work
under this Agreement, including completing the Employment Eligibility Verification Form (I-9). Upon
request by City, Vendor shall provide City with copies of all I-9 forms and supporting eligibility
documentation for each employee who performs work under this Agreement. Vendor shall adhere to all
Federal and State laws as well as establish appropriate procedures and controls so that no services will be
performed by any Vendor employee who is not legally eligible to perform such services. VENDOR
SHALL INDEMNIFY CITY AND HOLD CITY HARMLESS FROM ANY PENALTIES,
LIABILITIES, OR LOSSES DUE TO VIOLATIONS OF THIS PARAGRAPH BY VENDOR,
VENDOR'S EMPLOYEES, SUBCONTRACTORS, AGENTS, OR LICENSEES. City, upon written
notice to Vendor, shall have the right to immediately terminate this Agreement for violations of this
provision by Vendor.
27. OWNERSHIP OF WORK PRODUCT.
City shall be the sole and exclusive owner of all reports, work papers, procedures, guides, and
documentation, created, published, displayed, and/or produced in conjunction with the services provided
under this Agreement(collectively, "Work Product"). Further, City shall be the sole and exclusive owner
of all copyright, patent, trademark, trade secret and other proprietary rights in and to the Work Product.
Ownership of the Work Product shall inure to the benefit of City from the date of conception, creation or
fixation of the Work Product in a tangible medium of expression (whichever occurs first). Each
copyrightable aspect of the Work Product shall be considered a"work-made-for-hire" within the meaning
of the Copyright Act of 1976, as amended. If and to the extent such Work Product, or any part thereof, is
not considered a "work-made-for-hire" within the meaning of the Copyright Act of 1976, as amended,
Vendor hereby expressly assigns to City all exclusive right, title and interest in and to the Work Product,
and all copies thereof,and in and to the copyright, patent,trademark,trade secret, and all other proprietary
rights therein, that City may have or obtain, without further consideration, free from any claim, lien for
balance due, or rights of retention thereto on the part of City.
28. SIGNATURE AUTHORITY.
The person signing this Agreement hereby warrants that he/she has the legal authority to execute
this Agreement on behalf of the respective party,and that such binding authority has been granted by proper
order,resolution,ordinance or other authorization of the entity.This Agreement and any amendment hereto,
may be executed by any authorized representative of Vendor whose name, title and signature is affixed on
the Verification of Signature Authority Form, which is attached hereto as Exhibit"C". Each party is fully
entitled to rely on these warranties and representations in entering into this Agreement or any amendment
hereto.
29. CHANGE IN COMPANY NAME OR OWNERSHIP
JTS-Vendor Services Agreement Page 8 of 18
Vendor 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 president of Vendor or authorized
official must sign the letter. A letter indicating changes in a company name or ownership must be
accompanied with supporting legal documentation such as an updated W-9, documents filed with the state
indicating such change, copy of the board of director's resolution approving the action, or an executed
merger or acquisition agreement. Failure to provide the specified documentation so may adversely impact
future invoice payments.
30. PROHIBITION ON CONTRACTING WITH COMPANIES THAT BOYCOTT ISRAEL
If Vendor has fewer than 10 employees or this Agreement is for less than$100,000,this section
does not apply. Vendor acknowledges that in accordance with Chapter 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, Vendor certifies that Vendor's signature provides written verification to the City that
Vendor: (1) does not boycott Israel; and (2)will not boycott Israel during the term of the contract.
(signature page follows)
ITS-Vendor Services Agreement Page 9 of 18
IN WITNESS WHEREOF, the parties hereto have executed this Agreement in multiples this 25
day of July, 2019.
ACCEPTED AND AGREED:
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 performance and
Name: Kevin-Gudn reporting requirements.
Title: Assistant City Manager
Date: f 20f
Name: Steve Streiffert
APPROVAL RECOMMENDED: Title: Assistant Director, IT Solutions
APPROVED AS TO FORM AND LEGALITY:
By:
Name:
Title: By:
Name: ong
ATTEST: Title: Assistant Ci ttorney
CONTRACT AUTHORIZATION:
M&C: N/A
Name: K r
Title: City Secr ary ' �':'
*i. •6�• y' f
VENDOR: Z•
JTS Inc.
By:
Name: Thomas Emerick
Title: Vice President
Date: 25 July, 2019
OFFICIAL RECORD
CITY SECREMy
JTS-Vendor Services Agreement FT. VNVMf YX
JTS-Vendor Services Agreement Page 11 of 18
AT G
DETAILED SCOPE OF SERVICES/SPECIFICATIONS
1.0 SPECIFICATIONS
1.1. The successful bidder, hereinafter"Vendor", must have been active in the tower
maintenance business for a minimum of five (5) years.
1.2. The selected vendors business must be located in the Dallas-Fort Worth Metropolitan
area, in order to respond swiftly and in a timely manner, in emergency situations.
1.3. The annual contract proposal refers to the sites shown on the attachments, will be
updated as need/appropriate by the City of Fort Worth. In cases of emergencies, all
tower sites housing city facilities will be included.
1.4. Services will be requested via a Purchase Order that will be sent through email.
Vendors will be responsible for maintaining an active email address in their PeopleSoft
Supplier Portal and for checking their email regularly.
2.0 Maintenance Specifications
2.1. The services requested will be on an as needed/when needed basis, and shall include
but not limited to the following.
2.1.1. Re-lamping—City of Fort Worth owned Tower Sites only.
2.1.1.1. The selected vendor must respond to a service request within 24 hours
with a quote and an estimated timeline for completion.
2.1.1.1.1. Replacement of bulbs will occur within 3 business days of
request. If response cannot occur, the vendor must inform the
Communications Division before 4 pm.
2.1.1.2. All bulb/lamps on tower will be replaced with new bulbs/lamps each
climb made regardless of number of bulbs that are out.
2.1.1.3. All replaced bulbs/lamps will be returned to the City of Fort Worth
2.1.2. Antenna—The selected vendor will respond within 24 hours with a quote and an
estimated timeline for resolution for wind or storm damage.
2.1.2.1. Re-alignments will occur the same day as requested whenever possible. If
same day response cannot occur,the vendor must inform the
Communications Division before 4 pm.
2.1.2.2. Replacements will occur the same day as requested if replacements are
available. Antennas needing to be ordered will be installed within 24 hours
of delivery.
2.2. Corrective Maintenance
2.2.1. Corrective Maintenance shall be performed on City of Fort Worth owned Tower
Sites as required and shall include but not limited to the following.
2.2.1.1. Repair items that impact the structural integrity of the Tower as deemed
by the detailed inspection report.
2.2.1.1.1. Guyed Cable—re-tension,perform plumb &twist, replace and
properly install
2.2.1.1.2. Replace corroded or damaged hardware
2.2.1.1.3. Restore earth support to the Anchor foundation as deemed
necessary by detailed inspection report.
2.2.1.2. Refurbish Tower paint per FAA paint color requirement or to protect
finish as deemed necessary by the detailed inspection report.
2.2.1.3. Clean and and/or replace rusted hardware and apply protective paint for
CAT2 or above corrosion as deemed necessary by the detailed inspection
report.
2.2.1.4. Install Grounding bar, grounding kits, and attach to grounding ringibar to
maintain R56 standard.
2.2.1.5. Restore earth support to the Anchor foundation as deemed necessary by
detailed inspection report.
2.2.1.6. Weather proofing coax cabling
2.3. The City will have the option to purchase any materials or equipment needed to
complete a service request. This will be determined on a case-by-case basis.
3.0 Motorola R56 Requirements
3.1. The selected vendor shall follow and comply with Motorola standards.
4.0 OSHA Requirements. Shall follow and comply with all OHSA regulations.
4.1. Provide document stating that your organization has a program in place to ensure
compliance with OSHA safety regulations.
4.2. Provide document stating that all employees selected to perform work on or around
City owned towers, structures, buildings, or radio communications equipment, have
received training on hazards and safety practices associated with electromagnetic, or
radio frequency radiation (RFR) in addition to general OSHA safety standards.
Invoices will reflect billable hours from time of arrival on work site to time of completion.
Billing for additional hours will not be the responsibility of the City and a corrected invoice will
be required.
EXHIBIT A
SCOPE OF SERVICES
FORT WORTH®
ITB Cover Sheet
CITY OF FORT WORTH/PURCHASING DIVISION
INVITATION TO BID NO. 19-01"
RE-LAMPING OF COMMUNICATIONS TOWERS AND MAINTENANCE
BID CLOSING DATE:May 30,2019
For further information contact: Anabelle Dunn,Buyer
FAX(817)392-8440;email:FMSPurchasingResponses(&__fortworthtexas.gov
Bids are solicited for furnishing the merchandise,supplies,services and/or equipment as set forth In this
solicitation. Completed Bids including one executed original,one copy and one USB flash drive
containing electronic versions of all bid documents must be received in the Purchasing Division by
1:30 P.M.,May 30,2019,and then publicly opened and read a"at 2:00 P.M.In the Council Chambers.Bids
must be submitted in a sealed envelope WITH THE BID NUMBER WRITTEN ON THE OUTSIDE OF THE
ENVELOPE, addressed to the Purchasing Manager.YOUR BID MUST.BE RECEIVED BY THE PURCHASING
OFFICE AND TIME STAMPED PRIOR TO THE 1:30 DEADLINE IN ORDER TO BE CONSIDERED. Bids shall be
mailed or hand dellveredto the following address:
City of Fort Worth,Purchasing Division,
Lower Level,City Hall,200 Texas Street.Fort Worth,Texas 76102
Bids delivered by special courier(i.e.Federal Express,Special Delivery etc.)are to be marked on the outside of
the courier's shipping envelope 'BID No. 19-0144 RE-LAMPING OF COMMUNICATIONS TOWERS AND
MAINTENANCE"AND MUST BE RECEIVED BY THE PURCHASING OFFICE AND TIME STAMPED PRIOR TO
THE 1:30 DEADLINE IN ORDER TO BE CONSIDERED.
Late bids will be returned or destroyed;they will not be opened nor considered in the evaluation of the bid.Bids may
be withdrawn at any time prior to the official opening. Bids may not be altered,amended or withdrawn after the
official opening.The undersigned agrees,if the bid is accepted,to furnishany and all Items upon which prices are
offered, at the price(s)and upon the terms,conditions and scope/specifications contained In this document.The
period for acceptance of this bid will be 90 calendar days after the bid opening date.
By signing below,I certify that I have read the attached Terms and Conditions, Instruction to Bidders
and the Bid requirements and have agreed to all of the terms, conditions and requirements contained
herein.Failure to complete the requested Information below will result In reiaction of your bid,
Company Name and Address: JTS,5310 S.Cockrell Hill Road, Dallas,TX 75236
Federal ID Number(TIN): 752621300
Company's Authorized Agent Name and Title Thomas Emerick/Vice President
Signature: s- Date:5/22/2019 Telephone Number:972-620-1435
Email address: tom.emerick@jts.net Fax Number: N/A
Cooperative Purchasing:
Should other Governmental entities decide to participate In this contract,would you,the Supplier,agree
that all terms,conditions,specifications,and pricing shall apply(see section 11)T YesX No
Pre-Bid Conference:No Pre-Bid Conference will be held,but sit visits will take place on May 17,2019 at
8:45 AM.
Contents:
• Part—I Bid Solicitation/Offer
• Part—It :Instruction to Bidders
• Part—III :Scope of Services/Specifications
• Part—IV :Standard Purchasing Terms and Conditions
• Part—V :Attachments
ITB 19-0144 Re-Lemping of Communication Towers and Maintenance
Page 1 of 43
JTS- Vendor Services Agreement—Exhibit A Page 12 of 18
CONFLICT OF INTEREST QUESTIONNAIRE FORM CIO
For vendor doing business with local governmental entity
This questionnaire reflects changes me&to the law by Kit.23,84th Leg.,Regular session. OFFICE USE ONLY
This questionnaire Is being filed In accordance with Chapter 176,Local Government Code, Dam Rmliwad
by a vendor who has a business relationship as defined by Section 176.001(1-a)with a beat
governmental entity and the vendor meets requirements under section 176.006(a).
By lets this questionnaire must ba flledwhh the records administrator of the total governmental
entity not later than the 7th business day after the date the vendor becomes aware of facts
that require the statement to be filed. See Section 176.006(a-1),Local Government Code.
A vendor commits an offense if the vendor knowingly violates Section 176.D06,Local
Government Code.An offense under this section is a misdemeanor.
jj Name of vendor who has business relationship with loot govammentel entity.
JTS
Check this box If you are filing an update to a previously filed questionnaire.
(The law requires that you file an updated completed questionnaire with the appropriate filing authority not
later than the 7th business day after the date on which you became aware that the originally filed questionnaire was
incomplete or inaccurate.)
Name of local government officer about whom the Information In this section Is being disclosed.
Name of Ofticsr
This section(Hem 3 including subparts A.8,C,&D) must be completed for each officer with whom the vendor has an
employment or other business relationship as defined by Section 178.001(1-a),Local Government Code.Attach additional
pages to this Form CIO as necessary.
A. Is the local government officer named in this section receiving or likely to receive taxable income,other than Investment
Income,from the vendor?
O Yee F]No
B.Is the vendor receiving or likely to receive taxable income,other than Investment income,from or at the direction of the local
government officer named in this section AND the taxable income Is not received from the local governmental entity?
a Yes a No
C. Is the tier of this questionnaire employed by a corporation or other business entity with respect to which the local
government officer serves as an officer or director,or holds an ownership Interest of one percent or more?
Dyes I 1 No
D.Describe each employment or business and family relationship with the local government officer named In this section.
4
5/22/2019
Signature of vendor doing business with We governmental entity Date
Adopted 8/7f2o15
ITS 19-0144 Re-Lamping of Communication Towers and Maintenance
Page 28 of 43
JTS-Vendor Services Agreement—Exhibit A Page 13 of 18
I
i
i
ATTACHMENT-B i
BIDDER'S CONTACT INFORMATION
Bidder's Name: JTS
Bidder's Local Address: 5310 S.Cockrell Hill Road,Dallas,TX 75236
Phone: 972-620-1435 x.140 Fax: WA
Email: salesfts.net
Name of person assigned specifically for this Agreement
Name✓ de We Fuller/Business Development Manager
Phone: 972-620-1435 x.125 Fax: N/A
E,nall: kyle.fullergjts.net
Name of persons for renewal Information and/or billing questions:
Nam&Mde Kyle Fuller/Business Development Manager
Phone: 972-620-1435 x.125 Fax: N/A
Emal: kyle.tuller®jts.net
Name/Title— Kim Sheffler/Presideni
Phone: 972-620-1435 x.133 Fax: N/A
Email: accounting®jts.net
r'g(70— t-f-� Thomas Emerick 5/22/2019
Signature Printed Name Date
ITa 19-0144 Re-Lemping of Communication Towers and Maintenance
Page 29 of 43
JTS-Vendor Services Agreement—Exhibit A Page 14 of 18
Attachment H
Response Time and Service Information
Company name: JTS
Time Company has been in business(in years):
31 YEARS
Time Bidder proposes to respond to non-emergency
service request and complete requested work(in 3 DAYS
calendar days):
Time Bidder proposes to respond to emergency repairs 1
and completed requested work(in calendar days): DAYS
(i.e.within 24-hours)
Size of crew to be dispatched for all requests
(Number of people): 4-man PEOPLE
crews for tower-related dispatches
2-man crews for rooftop dispatches
Will staff be available to dispatch on yES NO
evenings/weekends/holidays if needed?(Circle one):
Will the Bidder have readily available access to
various parts and materials?(Circle one) YES NO
Please identify(name and address)distributor(s)and methods for acquiring needed
items,material,hardware,etc.
JTS keeps a supply of most tower-maintenance related materials on hand in our warehouse at
our office in Dallas. However,some specific items such as lighting systems and antennas may
need to be ordered through distribution and expedited as need arises.
JTS utilizes these distributors:Connectronics,Cedar Rapids,,IA;
T,essco,San Antonio,TX;Talley Inc.,Dallas,TX
Name:Thomas Emerick Signature: Date: 5/24/2019
ITB 19-0144 Re-Lamping of Communication Towers and Maintenance
Page 38 of 43
JTS-Vendor Services Agreement—Exhibit A Page 15 of 18
.Attachment I
Company Information
Company Name: JTS
Company's Corporate Address: 5310 S. Cockrell Hill Rd., Dallas,TX 75236
Company Local—
Office Address: 5310 S.Cockrell Hill Road,Dallas,TX 75236
Phone: 972-620-1435 Fax: WA Email: Sales:sales@jts.net;Service:servicacall@jts.net
Monitored 24n Emergency Contact Phone Number:972-620-1435 x.130 and servicecall@ps.nel
Normal hours of operation: 7:00am-4:00pm Weekdays N/A Weekends
Name of Designated Manger for this Agreement: John Thompson
972-620-1435 x.138 john.thompson0ps.net
Manager's contact information:Phone Email
Manager's dates of employment with company: 1/13/2012 to present
Manager's years of tower maintenance experience: 20
Manager's year of supervisory experience with company: 7
Years Company has provided established tower maintenance services: 31
Name: Thomas Emerick Signature: aA� Date: 5/24/2019
ITS 19-0144 Re-Lamping of Communication Towers and Maintenance
Page 39 of 43
JTS-Vendor Services Agreement—Exhibit A Page 16 of 1S
EXHIBIT B
PRICE SCHEDULE
Page 1 of 1
BID SOLICITATION
BID OPENING DATE AND TIME:
5/3012IMS 01 30;00 PAP
BID NUMBER:18.0144
BUYER:Anebelle Dunn
PHONE* (SM30-"4l1
V vendor Name: JTS CRY O1 Ft Werth
E
Address: 5310 S.Cockrell Hill Road I PURCHASING DIVISION
p LOWER LEVEL.CRY HALL
sty.state zip code: Dallas,TX 75236 FORT WORTH Tx 7e102
T
Item Class-Item Quantity Unit Unk Price Tot iI
t
1.000 The City of Fort Worth(City)seeks bide to finafte a nor"xclusive
Agreement(s)for the re-lempiog of communicalions towers,lower
maintenance,arWor upgrades as described herein on an as needed basis
for fire Information Technology Solutions Department.This Agreement
shall begin on the date stated In the PeoploSoa Contract(Effective Date)
and shall expire on upcoming September 30th.(Expiration Date),unless
terminated earlier In accordance with this Agreemerd(Initial Term).Upon
the expiration of the Initial Tenn,the Agreement shall renew automatically
under the same terms and conditions ter up to four(4)one-year renewal
periods(October 1 to September 30)and for a fifth renewal period which
shall expire on co r Wq,(?to year duration.
1J Pr4 h ohe10 N ne 1.r.&.
>I A IAlan onM'b nrprrsd rwatlyro(Iero bwM4ry ropra.
2.000 Hourly Rate for La�io'ixrorbder tea"i "rrosarrd R tells rs�y- 00o HR $85.50 $42,750.00
Friday,SAM-5PM,per attached Specifications
&OW Hourly Rate tar labor for Maintenance and Repalm with 24 Hoar 100 EA $160.00 $16,000.00
Response Time,per attached specifications
8.000 Hourly Rate for Labor for General Maintenance and Repairs.Weekends 100 EA $120.00 $12,000.00
and Holidays,par atdohad apedlcations
3.000 O scourw_5_—%from Manufacture's List Pd.List for Material 1 EA
Charges for Hardware and Paint
4.OW Discount 5 %from Manufacture's List Price List for Material 1 EA
Charges for Tower Lanya and Bulbs
Nob:7Mmornufoetuwn lava yadlfedrscoMMr,WXW ow eonkmt pIR-79Wgt:
ebrtehr.5r,thawy♦Phnapb S%;PAN Toarrwtaetaa,1^,dab tkhdna f%
TOTAL: $ZQ,750.00
WE AGREE TO FURNISH ANY OR ALL OF THE ITEMS QUOTED AT THE PRICES SHOWN.QUOTE
MUST BE HELD FIRM FOR PERIOD OF 90 DAYS.
TERM OF PAYMENT: NET 30 COMPANY: .ITS
DELIVERY: 24 hours,Or based On neefaifalNATURE:
TELEPHONE NUMBER: 972-620-1435 NAME AND TITLE, Thomas Emerick,Moe President
ITS 1"144 Re-Lamping of Comatunba9on Towers and Maintenance
Page 2 or 43
JTS-Vendor Services Agreement—Exhibit B Page 17 of 18
EXHIBIT C
VERIFICATION OF SIGNATURE AUTHORITY
VENDOR NAME:_JTS INC.
ADDRESS: 5310 COCKRELL HILL ROAD,DALLAS,TX 75236
SERVICES TO BE PROVIDED: RE-LAMPING OF COMMUNICATIONS TOWERS AND
MAINTENANCE
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 on any current executed Form until it receives a revised Form that has been properly executed
by Vendor.
1. Name: Thomas Emerick
Position: Vice President
Signature
2. Name: Kim Sheffler
Position: President
Signature
3. Name:
Position:
Signature
Name:
Signature of President/CEO
Other Title:
Date:
JTS-Vendor Services Agreement—Exhibit C Page 18 of 18