Loading...
The URL can be used to link to this page
Your browser does not support the video tag.
Home
My WebLink
About
Contract 53120
{`. CITY SCRF iARY 3 CONTRAC f 140. 531 a® VENDOR SERVICES AGREEMENT 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, acting by and through its duly authorized Interim Assistant City Manager, and FerrellGas, L.P. ("Vendor") acting by and through its duly authorized representative, 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; 4. Exhibit C—Verification of Signature Authority Form; and 5. Exhibit D—City of Fort Worth ITB 19-0170 and Vendor's Response Exhibits A, B C, and D, 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, C, or D 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 repairs, maintenance, parts and components to repair or replace City-owned propane equipment. Exhibit "A," - Scope of Services more specifically describes the services to be provided hereunder. 2. TERM. This Agreement shall begin on October 15, 2019 ("Effective Date") and shall expire on October 14,2020("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. 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 in an amount not to exceed Two Hundred Thousand Dollars ($200,000.00). 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. Vendor Services Agreement-Propane Equipment Maintenance and Repair Ferrell Gas,L.P. CITY SECRETAW 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-ppropriation of Funds. In the event no funds or insufficient fiends are appropriated by City in any fiscal period for any payments due hereunder, City will notify Vendor of such occurrence 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. Vendor Services Agreement-Propane Equipment Maintenance and Repair Ferrell Gas,L.P. Page 2 of 86 7. INDEPENDENT CONTRACTOR. 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 subcontractors. Vendor acknowledges that the doctrine of respondeat superior shall not apply as between City,its officers,agents,servants and employees,and Vendor,its officers,agents,employees,servants,and subcontractors. 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 subcontractors of Vendor. Neither Vendor,nor any officers,agents,servants,employees or subcontractors 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 subcontractors. S. 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 ANYAND ALL PERSONS, OFANY 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 CO VENANTSAND AGREES TO INDEMNIFY,HOLD HARMLESSAND DEFEND CITY,ITS OFFICERS,AGENTS,SER VANTS AND EMPLOYEES,FROMAND AGAINSTANYAND 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,INCL UDING DEATH, TO ANYAND 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 marl, 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 Vendor Services Agreement-Propane Equipment Maintenance and Repair Ferrell Gas,L.P. Page 3 of 86 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 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, the subcontractor shall execute a written agreement with Vendor referencing this Agreement under which the subcontractor 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 Vendor Services Agreement-Propane Equipment Maintenance and Repair Ferrell Gas,L.P. Page 4 of 86 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_ BodiIy Injury by accident; each accident/occurrence $100,000- Bodily Injury by disease; each employee $500,000- Bodily Injury by disease;policy limit 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 taws, Vendor Services Agreement-Propane Equipment Maintenance and Repair Ferrell Gas,L.P. Page 5 of 86 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. 12. NON-DISCRIMINATION COVENANT. Vendor, for itself, its personal representatives, assigns, subcontractors 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, SUBCONTRACTORS, 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 (I) 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 FerrellGas,LP Attn:Kevin Gunn,Interim Assistant City Manager Charlie Daniels,Account Manager 200 Texas Street 1701 1091" Street Fort Worth, TX 76102-6314 Grand Prairie,TX 75050 Facsimile: (817)392-8654 Facsimile: 972-647-8411 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. Vendor Services Agreement-Propane Equipment Maintenance and Repair Ferrell Gas,L.P. Page 6 of 86 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. 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, C, and D. 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, C, and D contains the entire understanding and agreement between City and Vendor, their assigns and successors in interest, as to the matters contained Vendor Services Agreement-Propane Equipment Maintenance and Repair Ferrell Gas,L.P. Page 7 of 86 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. 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. Vendor Services Agreement-Propane Equipment Maintenance and Repair Ferrell Gas,L.P. Page 8 of 86 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 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 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. IN WITNESS WHEREOF, the parties hereto have executed this Agreement to be effective on the dates set forth in Section 2. (signature page follows) Vendor Services Agreement-Propane Equipment Maintenance and Repair Ferrell Gas,L.P. Page 9 of 86 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 By: r of this contract, including ensuring all Name: Ke in Gunn performance and reporting requirements. Title: Interim Assistant City Manager Date: Cl 2 By: APPROVAL EC MENDED: Name: Chris Means Title: Assistant Director, Property Management- Fleet By: APPROVED AS TO FORM AND LEGALITY: N e v Cooke T le: Director,Property Management Department �PAR ATTEST: By: Name: Richard McCracken Title: Assistant City Attorney -_ . CONTRACT AUTHORIZATI�N: By: �- &C: 101• o30 2- N 10 t� 1 Name: Mary Kayser 1295: ZOO 54L9Z93 Title: City Secretary VENDOR: FerrellGas, L.P. ATTEST: By FerrellGas ., Genera rt By: '` By: Na �L Name: LI tt< Title: VP nL- Q Title: 4V&Vk A7a"46C4 Date: �� t ------------ Vendor Services Agreement-Propane Equipment Maintenance and Repair Ferrell Gas,L.P. Page 10 of 86 UFFECIAL RECORD coly�S�ECRE`p�A .11 F H�FOR®e N, TAG EXHIBIT A SCOPE OF SERVICES FORT WORTH 1,0 IN GENERAL 1.1 - Vendor shall perform service maintenance, and repair of the following Liquefied Petroleum Gas ("LPG") equipment: 1.1.1 Clean Fuel Technologies Incorporated (C.F.T.) Dispensers including monitors panels,pulsar, associated parts and electrical power sourcing; 1.1.2 C.F.T. model Pro-3000 through Pro-6000 dispensers; 1.1.3 Vehicle Propane Dispenser, CIeanFueis USA,Model:P6100MFOWOG3; 1.1.4 Red-Hat II,ASCO Valve/Solenoid,Model: EF8320G186; 1.1.5 Pump,Blackmer,Model: LGL156C; 1.1.6 Motor, Siemens, Model:XP100 1d1,Horsepower 5 Volt 208/230; 1.1.7 Asguard model LG IE dispensing nozzles; 1.1.8 LPG emergency shutoff components, including,but not limited to,Fisher or Rego brands; and 1.1.9 Other equipment agreed to between City and Vendor. 1.1.10 To the extent that replacement parts for the equipment listed in subsections 1.1.1 through 1.1.8 above are not available, with City's written approval, Vendor may provide substitute replacement parts. 1.2 Vendor shall: 1.2.1 Inspect all dispensers and pump filters both internal and external; 1.2.2 Repair electrical failure conditions; 1.2.3 Check proper flow of each dispenser and pump; 1.2.4 Calibrate LPG dispenser with seal and dates of test; 1.2.5 Provide City with technician calibration numbers for services performed pursuant to this Agreement, including subcontracted services; 1.2.6 Inspect hose assemblies; 1.2.7 Inspect nozzle assemblies; 1.2.8 Inspect breakaway valves; 1.2.9 Inspect line leak detectors; 1.2.10 Inspect dispenser shear valves; 1.2.11 Inspect pump and assemblies; 1.2.12 Inspect dispenser,pump start/stop operation; 1.2.13 Inspect and locate any leaks throughout the entire dispensing system; 1.2.14 Perform comprehensive electrical repairs; 1.2.15 Install replacement parts that have the ability to interface with the City's LPG equipment;and 1.2.16 Install pulsar units that have the ability to interface with the City's LPG equipment. Vendor Services Agreement-Propane Equipment Maintenance and Repair Ferrell Gas,L.P Page 11 of 86 1.2.17 To the extent that replacement parts for the equipment listed in subsections 1.2.1 through 1.2.16 above are not available,with City's written approval,Vendor may provide substitute replacement parts. Upon written approval of the City, Vendor may subcontract the services set forth in subsections 1.2.1 through 1.2.16 that Vendor is unable to perform. All subcontracting shall be in accordance with the terms and conditions of this Agreement. 1.3 Vendor shall have all equipment and tools necessary to perform all requirements of this Agreement and all equipment and tools shall be properly calibrated. 1.4 The City may inspect all equipment and tools required to be used by Vendor in the performance of Vendor's obligations set forth in this Agreement. 1.5 Vendor shall ensure that during the term of this Agreement all of Vendor's equipment and tools comply with all local City, County, Railroad Commission, State and Federal rules, ordinances, laws and regulations. 1.6 Vendor shall ensure that all equipment and tools used to perform Vendor's obligations set forth in this Agreement are fully maintained,clean,in good working condition,suitable for their intended purpose, and operated by fully qualified and licensed personnel. 1.7 Vendor shall at no time permit use of equipment or tools owned by Vendor or City be operated or serviced in a manner as to create a safety hazard or cause damage or injury to any person equipment, or property. 1.8 Vendor shall ensure that Vendor and all Vendor personnel performing services pursuant to this Agreement have valid licenses and certificates necessary for Vendor to meet Vendor's obligations set forth in this Agreement. 2.0 REPAIR SERVICES 2.1 Vendor is on call twenty-four hours a day, every day of the year. Vendor shall respond to each emergency service call as soon as possible, without delay. Vendor shall respond to non-emergency service calls during the next available date and time, taking into account all previously scheduled repair jobs Vendor has scheduled with City or any other person or entity. 2.2 Vendor shall be given a repair order for LPG equipment to be repaired each time a request for service is placed for tracking purposes. Vendor shall perform all Services at the City location where the LPG equipment is kept. 2.3 Vendor shall provide a list of names with telephone,pager and cell phone numbers to City's Purchasing Division. The list will be for person(s)to be notified of a request for service. Vendor shall keep the list up to date throughout the Term of this Agreement. The City's Fleet Division shall provide personnel to allow Vendor access to the LPG equipment to be serviced. Vendor Services Agreement-Propane Equipment Maintenance and Repair Ferrell Gas,L.P. Page 12 of 86 2.4 Vendor shall reschedule any incomplete LPG services for any reason, including but not limited to, bad weather or equipment unable to be taken out of service, to date and time agreed to by the City that is within a reasonable amount of time of the initial service date. 2.5 Vendor shall immediately notify the Fleet Division Supervisor at(817)392-5112 if LPG equipment fails to operate as designed. Upon completion of LPG services made to LPG equipment, any failures by LPG equipment and the reason for failure shall be indicated in reports submitted by Vendor to the Fleet Division Supervisor. 2.6 Vendor shall immediately report to the Fleet Division Supervisor, if LPG equipment appears to have been damaged from possible abuse, and Vendor shall include in such reports the identification of the LPG equipment, location of LPG equipment, and LPG services performed to repair the damage. 2.7 Vendor shall test LPG equipment repaired and have sole responsibility of declaring test results acceptable or unacceptable and reporting results in the same manner as stated in Section 2.5 above. 2.8 Vendor shall immediately submit a report to the Fleet Division Supervisor on any LPG equipment found with unacceptable test results, including the reason Vendor determines the LPG equipment had unacceptable results. 2.9 Vendor shall provide City with a written report during each service call of all observations Vendor makes of equipment that is in need of repair or may be in need of repair in the future. During each service call, Vendor shall provide City with any written instructions for preventative maintenance actions City may take or have Vendor perform to ensure that all equipment continues operating efficiently and effectivity. 3.0 PARTS 3.1 Vendor shall provide stock or have access to the complete line of Parts & Supplies. The list of parts and supplies shall include,but not be limited to: 3.1.1 Clean Fuel Technologies Incorporated(C.F.T.)Dispensers including monitors panels, pulsar,associated parts and electrical power sourcing 3.1.2 C.F.T. model Fro-3000 through Pro-6000 dispensers; 3.1.3 Vehicle Propane Dispenser, CleanFuels USA, Model: P6100MFOWOG3; 3.1.4 Red-Hat II,ASCO Valve/Solenoid, Model: EF8320GI86; 3.1.5 Pump,Blackmer, Model: LGL156C; 3.1.6 Motor, Siemens, Model: XP100 1d1,Horsepower 5 Volt 208/230; 3.1.7 Asguard model LG iE dispensing nozzles; 3.1.8 LPG emergency shutoff components, including,but not limited to, Fisher or Rego brands; 3.1.9 Pump filters; 3.1.10 Hose assemblies; 3.1.11 Nozzle assemblies; Vendor Services Agreement-Propane Equipment Maintenance and Repair Ferrell Gas,L.P. Page 13 of 86 3.1.12 Breakaway valves; 3.1.13 Dispenser shear valves; 3.1.14 Pump and assemblies; 3.1.15 Any replacement parts that have the ability to interface with the City's LPG equipment and entire dispensing system; 3.1.16 Pulsar units that have the ability to interface with the City's LPG equipment. 3.1.17 Other equipment agreed to between City and Vendor. 3.1.18 To the extent that replacement parts for the equipment listed in subsections 3.1.1 through 3.1.17 above are not available,with City's written approval, Vendor may provide substitute replacement parts. 3.2 Vendor shall provide all parts and components supplied in new and unused condition. 3.3 Vendor shall warrant and guarantee all parts and labor per standard manufacturer warranty period and services required under this Agreement to be satisfactory throughout the Term of this Agreement. Warranty shall begin on date LPG services are performed and parts are installed. 3.4 Vendor shall not charge the City for any services that are still covered under warranty. 3.5 Vendor shall provide warranty services as needed when already on site for service of other LPG equipment, additional charges will not apply. 4.0 SERVICE LOCATIONS 4.1 Vendor shall provide service to the City's Property Management, Fleet Division, LPG facility sites and addresses; the City of Fort Worth reserves the right to add/delete any additional locations as required. 4.2 Property Management Services Department Facilities with LPG: LPG SERVICE SITES SITE LOCATION ZIP CODE Tire Service Center 2950 W. Bolt Street 76110 North Service Center 309&317 Hillshire Drive 76052 Southside Service Center 4100 Columbus Trail 76133 Southeast Service Center 5000 Martin Luther King Frwy 76119 Water Service Center 2222 W. Daggett 76104 Fire Station 17 5151 Hemphill Street 76115 Communications New Bridge Structure 6401 Bridge Street 76112 Fort Worth Convention Center 1111 Houston Street 76102 Will Ro ers 3300 Harley Street 76107 5.0 ESTIMATED QUANTITIES 5.1 Vendor shall provide written estimates to City PMD/FLEET personnel before the start of any work. The estimates may be emailed to the PMD/FLEET employee(s) and/or PMD/FLEET shop Iocation who requested the services to be completed. Vendor Services Agreement-Propane Equipment Maintenance and Repair Ferrell Gas,L.P. Page 14 of 86 5.2 Vendor shall provide estimates that must be approved and authorized by City PMD/FLEET personnel in writing(email,fax or written)prior to work being performed. 5.3 Vendor shall provide original invoices to the City for work performed that cannot be greater than initial estimate provided unless approved by City PMD/FLEET in writing. If during the course of the originally estimated repairs, it is noted that further repairs will be needed,a revised estimate must be prepared by Vendor for the additional work. 5.4 Vendor shall state `Warranty Service' on an estimate provided if City vehicle or equipment is serviced for warranty work. 5.5 Vendor shall quote all estimates on a `time and materials' basis, adherence to the agreed upon contract rate(s) and itemized to illustrate the cost of each of the following, if applicable to the service or work performed: 5.5.1 Cost of part(s)to be installed 5.5.2 Cost of labor to perform repair and/or installation; itemized by labor hours except when estimated as a turnkey project/job 5.5.3 Inspection/Diagnostic fees 5.5.4 Shop fees 5.5.5 Environmental/Hazardous disposal material fees 5.5.6 Extended warranties, if optioned 5.5.7 Transportation fees, if any,for pick-up or delivery 5.6 Vendor shall not charge the City shop fees,miscellaneous fees or unspecified costs unless approved and authorized by PMD/FLEET Contract Compliance Section. Prices shall remain firm throughout the Term of this Agreement and any Renewal Terms. 5.7 The quantities listed on the bid response page of the official bid documents are only future estimates and are not intended to guarantee the amount of services purchased. The City is obligated to pay for only those services actually ordered by an authorized City employee. 5.8 Vendor must be capable of servicing the City's current LPG equipment and systems.The City is anticipating the replacement of some major components and equipment, like dispensing pumps, based upon current and future need and availability of present and future funds. 6.0 ADDITIONAL INFORMATION 6.1 Vendor shall report to service location within a maximum of two(2)hours or less from the time a service request is made. 6.2 Vendor shall accomplish all service work during normal business hours, which are 7:30 A.M.to 5:30 P.M.Monday through Friday,unless expressly authorized by the City to work overtime or holiday hours. Vendor Services Agreement-Propane Equipment Maintenance and Repair Ferrell Gas,L.P. Page 15 of 86 6.3 Vendor shall be provided a Contract Administrator to represent the Vendor. The Fleet Division will supply Vendor with contact title; name and phone numbers of the Fleet Division personnel assigned as Contract Administrator to represent the City. All communication shall be channeled through the assigned Contract Administrator or their appointed representative. 6.4 Vendor shall, during all times, have competent supervision of employees to assure complete and satisfactory fulfillment of the Services and the terms of this Agreement. The Vendor or a capable, fully authorized representative shall be available during all work activities to receive any and all instructions from the City. 6.5 Vendor shall be thoroughly familiar with all safety measures pertinent to its operations. This shall include, but not be limited to any local, City, County, Railroad Commission, State and Federal rules,ordinances,laws and regulations as set forth now and enacted in the future and shall continue throughout the Term of this Agreement. Vendor shall be responsible for instructing its employees in all safety measures and compliance. 6.6 Vendor shall submit any disputes in writing within 14 days to the Contract Administrator. Contractor Administrator shall have 14 days to respond in writing. Any unresolved disputes shall be submitted in writing to the City of Fort Worth, Purchasing Division, within 14 days. The Purchasing Division shall respond in a reasonable amount of time. Any decisions reached by the Purchasing Division shall be final and binding upon the Vendor. 7.0 INVOICES 7.1 Vendor shall obtain the name of the requestor,telephone numbers and address of where to send invoices. The requesting department is required to issue a purchase order number to the Vendor during this process. 7.2 Vendor shall prepare a properly prepared invoice that is computer printed and shall include the Vendor's name and federal tax-identification number, invoice number, address, date, service or item description, unit price, extended cost, City issued purchase order and release number. Incomplete or inaccurate invoices may result in delayed payments,as they shall be returned to the supplier for correction and re-submittal. All freight will be F.O.B. Fort Worth. 7.3 Vendor shall have a City of Fort Worth representative on site to sign all Vendor invoices/repair orders for service. 7.4 Vendor shall include on invoices information provided by Fleet Division and found on equipment serviced such as: serial and model numbers, dates, including starting/ending time of service. 7.5 Vendor shall expect invoices to be paid in accordance with State law. Payments will be made on a Net 30 Days basis from date of invoice. Vendor Services Agreement-Propane Equipment Maintenance and Repair Ferrell Gas,L.P. Page 16 of 86 7.6 Vendor shall identify all charges on Vendor's invoice billing statement,listed LINE b, L� by individual charges. 7.7 The Vendor shall submit all invoices via email to City of Fort Worth, Fleet Division at: ESD_ContractCompliancelnvoicing@fortworthtexas.gov (preferred) or mailed to 4100 Columbus Trail, Fort Worth,Texas,76133. Vendor Services Agreement-Propane Equipment Maintenance and Repair Ferrell Gas,L.P. Page 17 of 86 EXHIBIT B PRICE SCHEDULE Vendor shall list all contact pricing as an Hourly Labor Rate Charge,which shall include all fee compensation for labor, equipment, materials, fuel, delivery and handling. No other fees/surcharges will be accepted as additional or add-on charges. Page 1 of 2 131D SOLICITATION Pi 111trit or.:'S S113 OPENING SATE AND iIMF. 4127r2a1$1 1 rao.aA PM am NUMaER, m-a174 HUYE.R•LaXita Stack-johnson PHONE rk: (817)]92-8314 a t.. €9EUVERY REQUIRED V27r2U1!91 Vendor Name:..` �--..... _ Oty 61 Ft Worth tr Adtitess:JG llinaan Adadniiib-0 in L I1 7 [ GCp 200 16.n aiurrl.mtr F YiuI City.State lip. Co RA4`ud 24SAW W-?_s'0se> FORT VSORTH TA-M 1@ Item �� ouantily ti.A Unit Price fblr's3 the City e1 Fu1I SVndtl A rCiAr'7lirlip 1*111 for an onnura agreemerd for maunanarlca. ,w«.fu1 INuporlo mniVnleril TIIe mi'veament will be for .110,ohs-yoar porklA rAlh r,PI1rdji,IQ nlxew lIn ur1 In lo.rr mhlrllwril Iprn yriaT'pe11od8. .. t,000 fiOURLY l_AOOR RATE,F?'Ifr".1E'fT Cleo,:Ftj.f Technologies 1 HR gd.+rrA 7�• Incorporated(Q_F.T_)Alsp,.„....... G 2.000 1-IOUrRLY LADOR RATE,Calibration of LPG dispsrrser ,*h too)and dd(aa I HR ortr3LL 3.0116 HOURLY 1 AtIOR RATE-LPG emergency Miutalf oonpnn Co'ant.may I HR d0.._. indude but not 11mired to Fisher or Rego. 4.UUU HOURLY LABOR RATE:Inspadion o1 all dispensers and pump filters bolo 1 fiR 90,00 C:d iniemal nod ert(ernal,hose assemblies.nozzle assembilaa,breakaway valves.tuna teak detectors,dispcasor shearvatves.assemblies,diapeharr. puur ip slartdatrrp operation.to locale any leaks thi r„jl ubu A,n ol,lin, disperi%mg system.Check proper flow of each m---I,-,n 1 al lllho r11t,1 m r� S,tli1❑ HOURLY LA13OR RATE: Parts Replacannt:Ability of pam to mierface t P€R �l3.� rrz wrilh present City LPG equipment,and pulsar unit ability to rrrterface rrslh pto,nnt City LPG eq..pmen1_ /�1 A 6.t1Q6 Parts&Supplies w it be sold to the City of FartWorth at current 7 EA !G p manufacturer a lisl:pnce -- L.ess&rye diacount.The warranty an these parts and Sur3Plies k111 ha far Year{s). cy 7.uot) C,ohl Plats_%€?ff any service or padslaup.phs net listed- 1 FA c�'J. WE AGREE To FURNISH ANY OR ALL OF THE ITEMS CILJATEDAT THE PRICES SHHW4 OI Pp7F MLJ61 13E I AEL6 FIRM fort f'LRItii tl or w n nYr. TCRM OF PAYMENT., �7` 36 COMPANY: Vendor Services Agreement-Propane Equipment Maintenance and Repair Ferrell Gas,L.P. Page IS of 86 FERF-aLGAS,L.P. 1701 109TIJ STMEET 9&AN PRAMM.TX 75 5c) F—KC01ti=of SiPaWc ierlScariott Form f fom)hemby cenificl tl x dit followiagix ��idt�s andfoar posi im �&the aatiaanit{to legally bind V.eador=.d to a,-c aff= agree t, =en&� of c Z,e order cn behalf of Vendor. Swh b=dmg nuthmry has Lxen gmured b) proper or&r.reyo1 Ordim=ce or other mobod=Izean of Ves r.City is filly enti ded to rrlk apt rho kv�-drranry and reptmsesuation set forth in this paten in oist g aiwo any aXi�e�or � �,Irh V=&t_ Veador-aiU =bn it an wdated Fo= {vidun tell (10) business dad, if&M ze my dumm. to the 51PLITCr autbcsity. City is e�titler3 torcly oo,asr-csur�t c�eca+te�l=�ix>�7 it rtctixres a re�xs�potui thst has bec�Pro�rl}reseexS by Ve adpr I_ N ltirt Bras aux of Re -1Operations k I N Doug Null Poa Genera Manager n (� 3. Xame Roger Hill ptitan Manager SittL e N=e: Bryan Wright Sim of ic#a�zt t�t3 ", Cad E'idt; Chief Operating officer Date- Vendor 5crrica;Apse a t_Exhibit+ EXHIBIT D CITY OF FORT WORTH ITB 19-0170 AND VENDOR'S RESPONSE (ATTACHED) Vendor Services Agreement-Propane Equipment Maintenance and Repair Ferrell Gas,L.P. Page 20 of 86 FORTWORTH. CITY Of FORT WORTH I PURCHASING DIVISION INVITATION TO BID NO. 19-0170 PROPANE EQUIPMENT MAI14TE14ANCEAND SERVICES BID CLOSING DATE.June 27,2019 For€urther information contact: LaKita Slack ohnson,Buyer FAX(847)392-84440;err-oi`-FMSPtarehasingResponsesl§tortworUitexas.gov Bids are solicited for furnishing the equipment as sat forth in this solicitation. Completed Bids including one executed original,one copyand one USB flash drive containing electronic versions of all bid docurnen!g mtkal he received in the Put 0kar irtU Division; by 1:30 P.M.Thursday,June 27, 2jO 9 trod then publicly opened and read aloud at 2.01E P.M-in the Council Chambers.Bids must be submitted in a sealed envelope WF H THE BID NUMBER WRITTEN ON THE OUTSli}E OF THE ENVELOPE„ addressed to the Purchasing Manager_YOUR SID:MUST BE RECEIVED BY THE PURCHASING OFFICE AND TIME STAMPED PRIOR TO THE 1:30 DEADI-WE IN ORDER TO BE CONSIDERED- Bids shall be mailed or hand deliveredua the following address: City of Fort Worth,Purchasing Division, Lower Level,City full,200 Texas Street,Fort Worth,Texas 76102 Bids dalivered by speoialnourier[.e.Fvdwal Express,Special Delivery etc-}are to be marked on the outside of the oourier's shipping envelope -BID No. 1-9-0170, PROPANE EQuiPi Etjr J43AWITNAJ'(+«E AND SERVICES"AND MUST BE RECEI:"ED BY THE PURCHASING OFFICE AND TIME STAMPED PRIOR TO THE 7.30 DEADLINE IN ORDER.TO BE CONSIDERED. Lale bids wig be returned or destroyed;they will not be opened nor considered in the evaluation of the bid_Bids may be%vj1hdTmvn at arry time prior to the official opening- Bids may not be altered, amended or withdraarm after the official opening-The undersigned agrees,if the bid is accepted, to furnish any and all items upon mvhich prices are offered, at the prioe(s)and upon the terns, conditions and scopefspecifications contained in this document The period for acceptance of this bid will by ga calendar days Alter the laid opening date. By signing below,I certify that 1 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 retention of your bid. Company Name n nd Address: Federal ID Number FIN Company's AuthorizedAgent Name and Title Signature: Date-, TetephoneNumber. Emailaddress: Fax Number. Cooperative Purchasinci Should other Oovemmental entities decide to participate in this contract, would you,IIi-Vendor,agree that ail terms,conditions,specifications,and pricing shall apply(see section 11)? Yes_ Na Conlefite. • Part:--I :Bid Solio tationlOffer • Dart—Il :Instruction to Bidders • Part—'III :Scope of ServicesiSpecifications • Part—1V :Standard Purchasing Terms and Conditions • Fart—V :Attachments Revised 6_25-1 s eg Vendor Services Agreement-Propane Equipment Maintenance and Repair Ferrell Gas,L.P. Page 21 of 86 Page i of2 BID SOLICITATION Prin%j QC.'Q7. }1D 1311)(3PF,N01G PATE AN RI TIME: -- W.712019 PM �IT7 NUMVV R.10.01Te BUYER:.La Kim Slack Jd man Pfa ff. (817)392-a314 ext. DELIVERY REQUIRED:W271019 v VendwMarne: City dFtlrVoAh E f+ 'J Address: 1 Finance AdmWstralkm U p 20 Texas Stre&L W Floor .,j City,State Mp Code: FiiRTaA1ORTH TX 78982 IV T Item Class-ftem Guantity Unh Unit Price TtjI 5.004 The City of FDrt Worth is regrt_sting fads for an annual agreement for maintenance servers for propane equipment.The agrecinent will he for me,one-yearperkd witty options to renew for up to twf addifwal Of.E- yearperiods- 1.090 HDURLYLABOR RATE_EQUIPMENT:Clean Fuel Technol4es 1 HR Inrnrprerat (C.F-T-)Dispensers 2.W0 HOURLY LABOR BATE:GALIBRAT)ON of LPG dispenwr with seal zua d 1 HR dates of test 3.000 HOURLY LABOR RATE:LPG emergency shimtolf compotmn[s may 1 HR indlude but not Grnited to FisherorRego_ 4.000 HOURLY LABOR RATE_INSf'EGTION Of all d i=Des=Q�-nM rnlnp-ir. = 1 "R both intemal and extema`trrn Y asr:aril)ic nn=fs assemblies, breakaway valves,fine leak deteckmas,dispenser shear names. 8,000 HOURLY LAE30R RATE_INSPECTION of pump and assemblies, 1 HR dispenser,pump stargs"operation,tolonate any leaks ihrc0�'RL wL*e entire dispensing systein-Check proper florin of each dispenser andlor pulnp- 7.OW HOURLY LABOR RATE:INSPECTION ol'pump and assembtiEs. 1 FIR dispenser,pump staArstap operation.to Iozate anyleaks Ihm oL4 t=- entire dispensing system_Check proper flaw of each dispenser andtor PUMP- &.000 HOURLY LABOR RATE. PARTS REPLACEMENT:Ability of parts to I HR interfacevrllh preventCdy LPG equ;mRnt and pL:%X un.l A--iy'n interface viAhWesent C.Ay LPG aqu r-mew 9.000 COST PLUS'%OFF A24Y SERVICE ORPARTS1SUPPLiESNOT i HR LISTED Vendor Services Agreement-Propane Equipment Maintenance and Repair Ferrell Gas,L.P. Page 22 of 86 Page 2 of 2 WE AGREE TQ FURNISH AAY OR ALL OF THE ITEMS QUOTED AT THE PRICES SHOWN,QUOTE ROUST BE HELD FIRM FOR PERK OF 90 DAYS, TERM OF PAYMENT_ COMPANY. DELIVERY_ SIGNATURE: TELEPHONE NUBABER_ NAME AND TITLE: Vendor Services Agreement-Propane Equipment Maintenance and Repair Ferrell Gas,L.P. Page 23 of 86 PART-it INSTRUCTION TO BIDDERS 1.0 SOLICITATION 1-1 Review of Oocupments bidders are expected to examine all doCuMerlts tht#I nIao up the Solicitation_ .Bidders shall promptly notify the City of any omission„ambiguity; inconsistency or error that they may discover upon examination of the Solicitation. Bidders must use a complete Solicitation to prepare Bids. The City assumes no responsibility far any errors or misrepresentations that result from the use of incomplete Solicitations- 1-2 Location of Documents:ScCcilatfons are Issued by the Purchasing Division- The location and phone number for Hie Purchasing Division are specified in the advertisement and in the ficitaation- 2.0 EXPLANATIONS OR CLARWICATI NS 2.1 Any explanation, clarification,or interpretation desired by a Bidder regarding any par,of the Solicitation must be requested in writing from the Purchasing Division with sufficient time allowed far a written addendum to reach each Bidder before the submission of their Bid- Interpretations,corrections,or changes to the SGlic[tatton made in an);other manner are not binding upon the City,and Bidders shot]not rely upon such interpretations, corrections or changes. Oral explanations or Matructions given before the award or the Gontr;act;t re not binding- 2-2 Requests for explannliomi or MirlficsWfm niny 1)*foxed to Iho City o Purorfawng pivluico at(817)392-0440- The fax must clearly identify the Buyer's name and the Solicitation number. Any material information given to one Bidder concerning a Solicitation Will be furnished by an Addendum to all Bidders who have been issued a Solicitatian. 2.3 Unauthorized Communications:Bidders'contact regarding this Invitation to Bid (ITB) with employees or offi ciats of the City other than the Purchasing Manager,the Minority and Women Business Enterprise(MfWBE)Office,or as otherwise indicated in the ITB is prohibited and may rasull in-di uqualificaian From this procurement process. No officer, employee,agent or representative of the Respondent shall haw any contact or discussion,verbal or written,with any members of the City Council,City staff or Gitgr's consu rani r,,or directly or indirectly through othero.seek to influenze ony City Council member, City staff,or City's consultants regarding any matters pertsaining to this solicitation,except as herein provident Any violation of this prohibition may result in the Respondent being disqualified from the procurement process. Any oral communications are considered unofficial and non-binding with regard to this ITB- 3_0 PRE-BID CONFERENCE- 4-0 PREPARATION L BIDS Each Bidder muot fumisli all mforniatian required by a solicitation on the documents provided- Bids submitted on other than the farms included in the Solicitation shalY be considered non- responsive. Any attempt to atter the wording in the Solicitation is ineffective and will result in rejecfrit of the Bid- 4-1 Taxes_Purchases of Goods or Services for City use are usi 1.111y eA enipt Frmm f ily,"'+tnte, and most Federal Taxes. Bids may not include exempted taxes_ The successful Bidder chould request a Tax Exemption Certificate from the Purchasing Division. Under no Revised 6_25-19ex Vendor Services Agreement-Propane Equipment Maintenance and Repair Ferrell Gas,L.P. Page 24 of 86 circumstances nb all the City be liable to pay faxes forwhicl.the City has an exemption under any Contract. 4.2 Brand Name or Equal:If the Solicitation indicates brand name or"equal"products are acceptable,the Bidder may offer an'equal"product and must be prepared to demonstrate those features that render it equal. FlnLi deterrminnUon of to product as "equal"rem aina with the City. 4.3 Delivery Time:Delivery time,if.stated as a number of days.,will be booed on calendar days- Time is of the essence in any City purchase- If the indicated date cannot be met or the date is not indicated,the Bidder shall state its best delivery time. 4.4 Free an Board(FOB)Point.Freight Terms shall be FOB Destination,Freight Prepaid and Affawed- The Bidder should quote its lowest and hest price,with I ha"goods delivered to the place specified,at the Bidder's expense and risk,and there tender delivery to the City Bids offering any other delivery terms are not acceptable and may be cause for rejection. 4.5 Prices: 4-5_' Bide shall be firm priced offers unless otherwise specified. 4-5.2 Pricing she] be entered of i I110 Bid.Sheet in ink. 4-S.3 Totals shall be entered in the"Total Price"colt10-nn o�me Bid Shee . 4-5A In the event of al discrepancy between unit price and extended u,i.t,the unit price stall govcii7 4.5.5 Prices shal l be of Wired i n the Dollars of the United States of America(or decimal frractEons thereot)- 4.6 Signature-The Binder mint sign each dffcumant in ff:e Soli{i{31 oa; er.laiiGin,.•rlf nrmfkrrrr Any chanar-nw3dz,o the Bid must be initialed by the Bidder- 4-7 Bid Security If n.bid security is required for this purchase,the requirement will be reflected in the"Specification'section of the bad package. Cashier's check or an acceptable ouretybond in the amount indicated in the Notice to Bidders must be, submitted at the time the bid is submitted,and is subject to forfeiture in the event.the successful bidder fails to execute the contract documents witg i it 1 14 calendar days after the contract has been awarded. 4-7-1 To he an acceptable surety an h, :ho1id: 4.7.1.1 The name of the surety shall%i e inr,-iiL�.l nr,the current Department of the Treasury"s Listing-nf Approved Sureties(Department Circular 570);or 4-7-1-2 The surety must have capital and surplus equal 10 times the amount of the bond- The surety must be licensed to do business In the state of Texas. 4A Alternate'Bids:Bidders may offer an"equal"product as an alternate iota. Final 'approved equal"determination remains with the City. 4.9 Proprietary Information: 4.9A All.material auhmitted to the City becomes public property and is subject to the Texas open Records Act upDn receipt- Revised 7.11.18,eg Vendor Services Agreement-Propane Equipment Maintenance and Repair Ferrell Gas,L.P. Page 25 of 86 4.9.2 If a Bidder dues not d esire proprietary information In the bid to be disclosed,each page must he identified and marked proprietary at time of subnstta I. The City will, to the extent allowed by law,endeavor to protect such information from disclosure. The final decision as to infomaation that must be disclosed lies with the Texas Attorney General 4.9.3 Failure to identify proprietary information will result in all unmarked sections being deemed non-proprie"and available upon public request. 4.10 Bid Preparation Costs:All costs associated with preparing a Bid in response to a Solicitation shall be borne by the Bidder. 4.11 Payments. All payment terms shall be'Net 30 Days'unless olharwio a spa Dined In the laid document. 4.11.1 Successful bidders are encouraged to register for direct.deposit payments prior to providing goDdn nnrflnr services using the fomi7 pas'led on the C!Wswebsite at hltp:lh3I7 iw.fortyjorthgGy.Urg/pu,rr-haling/,click.on"Automated.C learing House Setup" 5.0 SUBNTiSS1074 of 81.Ss 5.1 Bid doctimant:unless otherwise specified,Bidders are requited to suhmit a signed executed original and erne scanned copy in flash drive_Bids must be submitted in a sealed envelope with the bid numberwritten on the outside of the envelope_ 5.2 Documents required with Bid The followwrig doeuments nwlt be sutarrutted with e:mh Bid prior to the Due Date: 5.2.1 The completed and signed first page of this document, 5.2.2 The Price rOffer in Bid Solicitation Sheet(s);and 5.2.3 Any other document included in the Sogritntion requiring completion or execution by the Bidder. 5.3 Addenda:Receipt of an Addendum trust be acknowledged by signing and retuming thi_ Add Endum with the Bid if requested or sin tier separate cover prior to tiv% Duc 0atc and Time_ Addenda containing bid pricing should be returned in a sealed envelope marked on the outside with time Bidders name,address,the Solicitation number,and the Due Gate and time_ 5.4 Late Bids:Bids must be received in the Purchasing Division pricer to the Due Date and Time_ All Bids received after the Due Date and Time are considered late;and Will be returned to the Bidder unopened_ The time stamp clock on the recepboniM' desk in the Burch acing Division is the time of record_ It is the solo responsibility of the Bidder to ensure timely delivery of the Bite to the Purcl`tasing Division. The City will not be responsibie for lallure ofservice oik Vie partofthe U.S.Postal office,courier companies, or any other foram of delivery service chosen by the Bidder.Bids delivered to a City location other than the Purchasing D vWJon will not be considered_ The Bid must be received by time Purchijw12 DP-Isicn and stamped before deadline to be Can 0i-.i6-.E'd. 6.0 M[.0ir(CATl4f-1 0R WIT119AAWAL.OF BIb5 6.1 Modification of Lida; Bids may be nagdified in u*ritrng rtf nny time prior to the Due Date_ 6.2 With drawaI of Bids:Bids may be witfrdrmva in writing,or by facsimile(provided Plat the facsimile is signed by the Bidder)at any time prior to the Due Date_ A Bid may also be Iw.earis�d 7.It.l$�g Vendor Services Agreement-Propane Equipment Maintenance and Repair Ferrell Gas,L.P. Page 26 of 86 withdrawn in person by a Bidder, provided the withdrawal is made prior to the Due Date. A receipt of xrithdrnwal must be signed by the Bidder. NG Bids may be withdrawn after the Due Date without forfeiture of the Bid guarantee,unless there in a material error in the Bid. Withdrawn Bids may be resubmitted,with or without modifications,prior to the Due Gate_ The City may require proof of agency from the person withdravalaag a bid. 7.0 OPENING OF BIDS The Purchasing Division representative responsible for opening Bids shall par on._:Iy and publicly open all Bids timely received,reading each laid aroud_ 8.0 EVALUATION FACTORS AND AWARD 8.1 Evaluation.Bidders may furnish pricing far all or any portion of the Solicitation(unless otherwise specified). However,the City may evaluate and award the Contract for any item or group of Items shown on the Solicitations,or any combination deemed most advantageous to the City: Bids that specify an Asll or none'award maybe considered if a single award is advantageous. 8,2 Award. T+--�Method of Award is.cletaired in Sectlan 19 in Part III Scope of Servicestspecificalrons 8.3 Acceptance of Bids Acceptance of a Bid will be in the form of a Purchase Order or a Contract. -Subsequent purchase releases may be issued as appropriate_ The cantent3 of a Bid Fihatl become a parf^f the eqntraet, under no sircunastance�will the City be responsible for Goods or Services provided without an acceptance signed by an Authorized City Representative. 6A Reservations.Tlw.;�'t f E�xnrz s dy reserves the right to. 8.4.1. Specify approximate quantities in theSolicitation; 8,4.E Extend the Solicitalion opening daL-and time;. 8.4.3 Consider and accent.alternate Bids,if specified in the Solicilawn,when most advantageous to the City; 8_4.4 Waive as an informality,minor deviations from specifications provided they do not affect competition or result in functionally unacceptable goods or services; 8.4.5 Waive any minor informality in any Bill or Solicitation procedure(a minor informality is ont MM d oea not of e,ct tisr competitiveness of the Bidder); 8.4.8 Add additional:terms or modify existing terms in.the'3cTr.it l flan; 8_4,7 Reject a bid because of unbalanced unit prices bid; 8.4.8 Reject or cancel any or ali Bids, 8.C9 Reissue a Solicitation; 8A.1 B Procure,any item by other means; and/or 6AA 1 Award to multiple vendors on a non-exclusive award basic,or primary and secondary vendors. Revresed 7.11-1 Sag Vendor Services Agreement-Propane Equipment Maintenance and Repair Ferrell Gas,L.P. Page 27 of 86 9.0 POST-BID DOCUMEN r 5 REQUIRED FRO41 BIDDERS 9.1 Certificates of Insurance.Mimi insurance is required,the successful Bidder must provide Certificates of Insurance in the M1100nic rind for the coverages required to the Purchasing Office within 14 calendar days after notification of award,or as otherMse required by the Solicitation_ U Payment andfor lr erforniance Bands:When Paymentandlor Performance BoWU are required,the successful Bidder must provide the bonds,in the arnotlrbla iarid-nn the conditions required,within 14 calendar days after notification of awa rd,or as otherwise required by the Solicitation_ 9.3 Minority Business Enterpi i9e [MBE)Docum+enl5-If an MBE goal h.m b-,an established for"laid,the applicabledocumenin must be submitted loyal. to continuo in the bid evaluation process within two(2)City business Mays after the bid opening date,exclusive of the bid=opening date,to the City location specified in the bid. Bidders shall abfai,n a receipt from the appropriate department as evidence that the City received the documentation. 9.4 Certifir it,5 of Interested Parties Form 1295: If the Purchase,Agreement must be approved by the City Council before execution,the successful bidder is required to complete the Certificate of Interested Panties Form 1295 and submil the form to the Purchasing coritactlisted in the salicit0an kiefore tho p¢Irchaseicontractwill be presented to the City Council The form may be completed at littps:lfwwAv.ethi cs_state_tx.usAnhatsnewrlelf_info_foma1295_htm. 10.Q PROTEST PROCEDURE 10.1 Vendors who respond to Invitations to Bid have the right to protest the soricltetion process or the bid award if they believe that there has been any Impropriety or unfair criteria in the process... 10-2 The vendor must submit:any protest in writing to the Purchasing M annge-i within 1.4 days after the vendor knows,or should have known,of the facts relating to the proposed action or award- 10-3 The'Purchasing Manager,or designee,is authorized[o resolve a protest concerning a purchasing:action through telephone discussions,mail,email or in person meetings with the protesting)vendor. 10.4 After dt cuacfano or moetfngs,the Purchasing Man*gor or dmaignao will issue a decision in writing, state the reasons for the action taken and inform.the protesting vendor of the right to review by a panel[ninde up of City staff. 10.5 A City protest review panel will consist of an Assistant City Attorney;a representative of the operating department,the Purchasing Manager and gaiy other approprlate personnel orerriproyeesofthe cppramtlnq dapjrtm�tiir 10.6 If the pacel is unable to resolve the protest,or if t3ie papal makes a doclaIon with which the vendor does nott agree,the protesting vendor wil I be invited to attend the City-Council meeting at which the recommended award is to be presented to tli o City CCune 11 paid make known his/her concems_ The protesting vendor will be instructed to arrive prior to the start of the City Council ni eeting and complete a card requesting to spew concerning the particular Mayor and Council Communication document(M&C)in quesfton. 10.6-1 Vendors wishing to speak before the City Council should review the rules for registering to appear before City Council located at: Revised 7.11_I Beg Vendor Services Agreement-Propane Equipment Maintenance and Repair Ferrell Gas,L.P. Page 28 of 86 ht#t:lifbitworthtexas.govlcitysecretaryfinfoldefault_aspx'?id=29'i4 on the City's website. 11.000OPERATIVE PURCHASING 11A Shoulr]other governmental anlities dectde to participate in this contract,bidder, shall indicate in their proposals whether they agree that all tuns, conditions, specification,and pricing would apply. 11.2 If the successful ludd er 4graes to extend the resulting contract to other governmental entities,It1e followlilg elmli apply. {governmental entities within utilizing Contracts with the City of For&Worth shall be eligible,but not obligated,to purchase materiallservices under this contme s)awarded as a result r,f IIu5 oolicilation All purchases by goverrimental enUffes other titan the City of Fort Worth shall'be billed r 11 rc�R,. rt-that governmental entity and pail]by 11mi governmental entity The City of Fart Worm shall nol be responsible for another governmental'entity' debts. Each governmental entity shall ruder its own materialfservices as needed Revised7.11.18 cg Vendor Services Agreement-Propane Equipment Maintenance and Repair Ferrell Gas,L.P. Page 29 of 86 PART-III SCONE OF SERVtIC'ESISPECIfICATIONS 1.0 SCOPE 1 A The City of Fart Worth(City)seeks bids to finalize a Purchase Agreement for Propane Equipment Maintenance and Services described herein.The City will purchase these services,on an'as needed basis'for the Prop"Management Department-Tl-e successful bidder(s),kmwn hereafter as'Vender.' 1.2 This Agreement shall begin on the date stated in Purchase Order('Effective Date')and shalt expire on upcoming September 30th,("Expiration Date'),unless terminated earlier in accordance with th:_ Agreement(`Initial Term").Upon the expiration of the Initial Term, the Agreement shall renew automatically under the same terms and conditions for up to four(4)one-year renewal periods unless City or Vendor provides the other parity with notice of non-renevlaal at teast 60 days before the expiration of It}e I nitial Term or renewal period.However,if funds are not nNrropriated,the Cdy may cancel the Agreement 30 calendar days after providing written notification to the Contractor P Vendor. 1.3 Folim-ing tlis award,additional services of the same general category that could'have been encompassed in the award of this Agreement,and that are not already on the Agreement,may be added based on the discount laid and price sheet provided with the bid_ I A Unit prices shall include aiI costs associated:with the specified work,including but not limited to handhng,delivery,fuel charges,fees and certifications fetes_No addition.,i charges will be accepted or paid by the City- 1.5 All ilenis tuppi if,if•esu'.ing hoi%a rli.G ItiLl Il.',`:i I,�of recent production,unused,and suitabte for their intended purpose_ 1.6 The submission of ra bad by the bidder sha!i s1n 4or,AW*Ied eviJimce cif cornplWnce with these requirements_ 2..0 DETAILED SCOPE OF SERVICESdSPECIFICATI NS The Vendor hereby agrees to provide the City with requirements attached hereto. and incorporated for all purposes incident to this Agreement in Attachment 'G', Scope of ServricestSpeciracations,more speeiftcally describing the services to be provided hereunder 3.0 CHANGE IN COMPANY NAME OR OWNERSHIP 3A The Vendor shad notify the City`s Purchasing Manager,in writing,of a company name, ownership,or address change for the purpose of maintaining updated City recomn The president of the company or authorized official must sign the letter-A Letter indicating changes in a company name or ownership min:1 be accompanied with supporting legal documentation such as an updated W-S,documents filed with the state indicating such change,copy of the board of director's resolution approving the action,or an executed merger or nequisition agreement Failure to do so may adversely impact future invoice payments.. Rev in ed 7.11.18cg Vendor Services Agreement-Propane Equipment Maintenance and Repair Ferrell Gas,L.P. Page 30 of 86 4.0 LAWS,REGOL.ATIOPIS, Al'If7l'If*t'mMAlWES 4.1 The Vendor shall he responsib'e� r.7r meeting all Federal_laws,ordinances and regulations;State_laves,ordinance and regu[atwns;Counfy_lams,ordinances and regulations;and City.lasers,ordinances,and regulations for safety of people, environment, and property.This includes,but is not limited to,all.Federal,State, County, and City Agencies,Administration and Comm!maiona mach as the En mil aental Protection Agency(EPA),Occupational Solely and Neolth Adminirttrmtinm(OSHA),and the Texas Commission on Environmental'Quality(TCEQ)-In the event any law, regulation or ordinance becomes effective after the start of this Agreement.,the Vendor is required to comply with new policy.Any mandates requiring the City to compiy with new guidelines will also require the Vendor to comply. 5.0 INVOICING REQUIREMENTS 5.1 All invoices should be suixmitted directty to the requesting department. It is the responsibility of the Vendor to get the name of the responsible person,telephone numbers and address of the departruLenfa divi�s n at thetime the service is re-queslad_ 5.2 A property prepared invoice shall be typewritten or computi:r painted and 9hal..include the Vendor's name,number and federal:tax identification number, invoice number,address, date,service or item description,unit price,extended cast,and City issued purrhime order number_Incomplete or inaccurate invoices may result in de€ayed payments,as they shall be returned to the Vendor for correction and re-submittal. 6.g UNIT PRICE ADJUSTMENT 6.1 The mmll giriCe3 may be adjusted for increases or decreases in Vendor's cost dul imi llw renewal period but before the affective date of th a renewal upon written request from the Vendor. 6:2 The Vendor must submit its price adjustment request,:in writing,at least 60 days Irafore the renewal effective period. The Vendor shall provide written proof of cost increases with price adjustment request. 6.3 If the City concludes that the rate increase being requested is exorhaant,the City reserves the right to adjust the rate request,or reject the rate request in its entirety and allow the contract to expire at the end ofthe contract term. If thff Oly elects isol to exercise the renewal option,the Purchasing Division will issue a new solicitation. 6.4 Pri ces bld sh all remain firm for each one-year terror of the Agreement and shall in Orr.in all associated freight and delivery costs. 6.5 Prices offered zhrrli be used for bid anoty5i5 aril for Agreement pricing-In cases of errors in extensions or totals,the unit prices offered will govern_ 6.6 Upon expiration of the Agreerrment.term the successful bidder,agrees to hold over under the term s ulid cord itio no of this Agreement for a reasonable:periled of time to allow the city to re laid m aVreement,not to exceed ninety(90f clays.Vendor will be reimbursed for this service at the prior agreement rate(s).Vendor shall remain obligated to the City under all clauses of thko Agmenlent that expreisty or by their nature extends beyond and survives the expiration or ter minallon of this Agreement- 6-7 Goods andfor services rs!=„.i not I)e suspended by the Vendor without a 30 day prior written notice to Ili&City Revised 7-11.18eg Vendor Services Agreement-Propane Equipment Maintenance and Repair Ferrell Gas,L.P. Page 31 of 86 7.0 QUANTITILS 7-1 The quantities listed on the bid solicitation are only estimates based on previous usage and do Heli indicrite intent to purchase or a guarantee of future business_ The Cie.of Fort Worth is obligated for pay for only those materials and services actually ordered by an authorized City employee and then[received as required and accepted by the City_ 8.f1 INSURANCE REi;'Itil O-MENTS 8A The Vendorshall assumealrruk and habiliity for accidents and dmmares t4al moy occur to persons or property during:the prosecution of work under this Agreement.The Vendor shall file with the Cffy of Fort Worth Purchasing Division, prier to the com n3r,,n cement of services, a certificate of insurance documenting the following required insurance. 8_1.1 Failure to provide Such inlorntiniion willllil five(5)calendar days may be grounds for Agreement terrninat`ran- 8.2 Policies shall have no exclusions by endorsements which nunhhr the required lines of coverage,nor decrease the limits of said coverage unless such endorsements are approved by the City.In the event a contract has been bid or executed and the exclusions are determined to be unacceptable or the City desires adclttlanaI insurance coverage,and the City desires.the Vendor to obtain such coverage,the contract price shall lie adjusted by the cost of the premium for Duch additional coverage plus 10% 8-2-1 Statutory Workers'Compensation Insurance and Employer's LiaL*ilitylnsurance at the following limits: $100,000 Each Accident $500,000 Disease—Policy limit $100,000 Disease--Each Employee This coverage may be written as follows: Workers'Compensation and Empioyef4' Liability coverage with limito commotant with statutory benefits outlined in the Texas Workere Compensa loa Act(Art. 8308—1.81 e€seq. Tex_Rev.Civ_Stat-)and minimum policyr limits for Employers'Liability of$100,000 each accidentlt_iccurrence,$500,1300 bodily injury disease policy limit and$100,000 per disease:per employee. 8.2.2 Commercial General Liability Insurance including Explosion,Collapse,and Underground'Coverage shall be provided as follows: $1,0013,081J Each Occurrent $2,000,00D Annual Aggregate Coverage shall include but not be limited to Ihe fallowing-,prernigcyloperationa, independent vendors,productstcompleted operations,personal injury,and contractual:iabikty_ Insurance shall be provided on an ocamr(ace linen.slid as comprehensive as the current lnijurance Services Office(ISO)policy_ 8.2,3 Autry Liability Insurance shall tie provided as follows: $1,0011,000 Combined Single Limit Each Accident Revised 7.11- Seg Vendor Services Agreement-Propane Equipment Maintenance and Repair Ferrell Gas,L.P. Page 32 of 86 A commercial business policy shall provide coverage on"Any Auto",clef ned as autos ovmed,hired and non-owned- 8.2.4 The Vendor shall.furnish the Purchasing Manager,%-Mh a certificate of insurance documenting the required insurance prior to the commencement of services. 8-2L 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- 8.2.6 Applicable policies shalt also be endorsed to name the City of Fort Worth as an additional insured,as its interests may appear(ATINIA). 9.0 ADDITIONAL INSURANCE REQUIREMENTS 9.1 The City,its officers,employees and servants shall be endorsed as on additional insured on Vendor's,insurance policies excepting employers liability insurance coverage Ur.-ie; Vendor's workers`sempensation insurance policy. 9.2 Certificates of insurance satisfactory to the City andWorker's Compensation Affidavit must be received before Vendor can begin work.Failure to supply and marin torn m eh insurance sha'!be a breach of contract_Vendor shall provide complete copies of all insurance policies required by I-;E.Agreement.Certificates of insurance must be supplied to- Financial.Management Services Department Attention:Purchasing Division Bid#19-0170 200 Texas Street,Fart Worth,Texas 76102 9.3 Any faifure on part of the City to request required insurance documentation shall not constitut-a:waiver of the insurance requirements specified herein_Each insurance policy shall be endorsed to provide the City a minimum 30 day notice of cancellation, non- renewal, rindfor material change in policy terror or coverage. A ten (10)day notice shall be acceptable in the event of non-payment of pfea;rir Im 9.4 Insurers must be authorized to do business in the State of Texas and have a current A.M. Best rating of A_VI or equivalent measure of financial strength and solvency_ 9.5 Deductible limits,or self funded retention liriltir, or each policy must not exceed $ 0,000-00 per occurrenve unless otherwise npproved by the City. 9.0 Other than worker's compensation insurance,in lieu of traditional insurance,City may consider alternative coverage or risk treatment measures'through insurance pools or risk retention group- The City must approve in witting m try alternative cove rage. 9-7 Workers'compensation insurance policy{si covering emptoyees of the Vendor shall N- endorsed with a waiver of subrogation providing rights of recovery in favor Of the City- 9-8 City shall not be responsible for the direct payment of insurance.premium costs for Vendor's insurance. 9.9 Vendor's insurance policies shall each be endorsed to provide that such insurance is primary proter for and any self-funded or commercial coverage maintained by City shall not be called upon to contribute to loss recovery- Revised 7.11ASeg Vendor Services Agreement-Propane Equipment Maintenance and Repair Ferrell Gas,L.P. Page 33 of 86 9.10 While the purchase order is in effect,Vendor shrill report,fn a timely manner,to the Purchasing Department any known loss occurren c s that could give rise to a liability claim or lawsuit or which could result in a properly loss. 9.11 Vendor's liability shall not be limited to the specified amounts of insurance required herein. 10.0 PERFORMANCE 10.1 Failure of the City to insist in any one or more instances upon performance of any of the terms and:conditions of this Agreement shalt not he construed as a waiver or reli nqulohment of the future perfornmance of any terms and conditions,but.the Vendo>r's obligation with respect to such perfommance shall continue in full force and effect. 11.0 COMPLAINTS 11.1 Complaints processed through the City Purchasing Division are to be corrected within fourteen(14)drips of formal notice of complaint.Written response to IN i e Put c ho 9inp Division is required.Failure to properly resolve complaints within the fourteen(14) calendar day time period m ny reautt in timQ cancel'lati€n of the applicable line i.tern(s)in the price agreement 12_0 SUBCONTRACTING 12_1 No subcontracting of the work under this Agreement will be allowed without written permission fron 1`_hp City. 13.G DELIVERY 13.1 Delly shall 17a F_0.8.Destination and all other delivery charges shall be included in li:t, unil p ries The person placing the order will provide delivery and billing information_ No additional charges for expenses,freight,mileage,tm ,or,inmilar items will be accepted or paid I)y me City. 13.2 There may be instaric es when the Vendor may be asked to accelerate delivery of,air, order(s)clue to extenuating circumstances. When this occurs,the Venlot will be expected to provide this service at no adrfilianal call 13.3 In the event the Vendor is unable to meet the original delivery(In1d f B), the City nmust be contacted immediately,but prior to the due date, and seek an extension of delivery time. Failure to•cerriplywith the delivery terms may be legal grounds for cancetinq&t clpdcr(o), or the entire Agreement in accordance with the Ternurialiais Cfaur;a slmptvn elsewhere in thr.saaxplation. 13.4 Delivery tieketa nwGI include the City'D Blanket Order Number and the ordering department's Release plumber_ 13.5 Delivered items that are determined to be defective or not meeting bid specifira:tions shall be picked up and replaced by t lie Vendor,or the Vendor's designee,at no cost to 4he City. If the item(s)are not picked up within one(1)week after notification,the Item serail hecamf a donation to the City for disposition_ 13.6 Material Safety Data Sheets 13.E_1 A Material Safety Data Sheet(1 SD!;)laa errclt toxic ar Iron:samosa sutratance or mixture conteining such substance,pursuanI to Revised Statutes Annotated (RSA)Chapter 277-At(277 A):,shall accompany each delivery. Delivery of toxic or hazardous substance or mixtures containing such substance without 1 SDS }devised 7.11.1 Seg Vendor Services Agreement-Propane Equipment Maintenance and Repair Ferrell Gas,L.P. Page 34 of 86 sheets shall not be accepted- Delivered containers shall be properly labeled pursuant to RSA 277-R- 13.6-2 Failure to ssilviiit the required MSl7S sheen and/or Isabel each container in accordance with RSA 277,A,sn,1l1 price the Vericbm in non-compliance and shall result in civ l or criminal penalties. The Vendor furnishing substances or mixtures subject to RSA 277 A,is responsible far adhering to and bei n g in camp Ilan ce with this laser- Failure to comply with RSA 277A,shall result in the caacatlation of an order- 14_0 WARRANTY 14.1 The Vendor shall pray Ida a warranty to include at a minimum.but nr)t limiled to the fo owing- 14-1.1 In addition to any other warranties in this contract,the Vendor warrants that all work and products supplied under this agreement conforms to the agreement requirements and is free from any detect in workmanship.,equipment,material.,or design furnished by the Vendor or any supplier at any tier. 14.1-2 Vendor agrees to repair or replace promptly,on a one-for-one basis without additional cost to the City of Fort Worth,any and all defective work and products. The City defines"prompt'repair or rep 1�cc mi :i s to be within hventy-four(24) hours after notification by authorized City personnel- 14.4-3 This warranty shall continue for a periad of 90 days from dale of acceptance of products and work by the City- 14.1.4 The Vendor shall remedy at the Vend€es expense any non-conforming or defective products or work. In addition,the Vendor shall remedy at Venda is expense any damage to real or personal property owned by the Ciiy of Fort Worth,when that damage is the result e�a r;trf*rt of products furnished- 14-1-5 The Vendor's warraisly Willi map[,.ct to products repaired or:replaced will Fun for 90 days from date of installation and acceptance of such by the Clly- 14-1.6 The City of Fort Worth shall notilly the Vendor,within a 1%_-asnn3l1le Gme attEr the discovery of any failure,defect, or damage. 14-1-7 If the Vendor fails to remedy any failure,defect,or damage within a reasonable time after receipt of notice,the City of Fort Worth shall have the right to replra.ce, repo. ar atfaerwine remedy the failure,defect,or damage at the Vendors expense. 14.1.8 This warranty shall not include Follurrii ilftrUauidlAe to ace irJeill,fire,or negligence on the part of City pars onnal 14.2 With respect to all warranties,expressed or implied,from manufacturers, or suppliers for work performed and materials furnished under thIl cnnfrno:t.the Vendor stlrall- 14.2.1 Obtain all warranties that would be obtained in normAl connterriai practir3: 14.2.2 Enforce all riVwrarlhOD for line benefit of the City of Fort Worth. 15-0 SAFETY 15-1 The Vendor shall be responsible for meeting all Federal:laws orditiaiicoo:1M regulations,.State:!.,vrr.ordinance and regulations; County_laws,ordinances and Ravis,zd 7.I I A Stg Vendor Services Agreement-Propane Equipment Maintenance and Repair Ferrell Gas,L.P. Page 35 of 86 regulations;and City_laws,ordinances,and regulations for safety of people, environment,and properly.This includes,but is not limiled to, all licenses,oft Federari State,County,and City Agencies, Administrations and Commissions such as the Envirenmentaf Protection Agency(EPA),Occupational Safety and Health Administration (OSHA),and the Texas Commission on Environmental duality(TCEQ)_ 16.0 HAZARDOUS CONDITIONS 10.1 The Vendor is required to notify the City immediately of any hazardous conditions andfor damage to City property. 17_0 CONTRACT ADh71NISTRATION 17.1 Contract administrartton will be performed by the City Department In the a rent the Vendor fails to perform according to the terms of the agreemeatt„The Department head or hider designee will notify the Vendor,in writing,of its failures-A meeting may be arranged:to discuss the Vendor's deficiencies- A tsritten cure notice may be prepared giving the Vendor 14 calendar days to cure any deficiency. 17-2 In the event the Vendor continues with unsatisfactory performance,the department will promptly notify the Purchasing Manager who will take appropriate action to cure the performance problem(s),which courd include cbnteitlatlon,termination for convenience or default If the agreement is terminated for default,the Vendor may be held ii,ihk; F6Ir excess cost andfor liquidated dam.ages- 17-3 The Vendor will be paid only those sums due-and owing under the agreement for services satisfactorily rendered,:object to offset for damages and other amounts which are,or which may become,due and owing to the City_ 17-4 The Cityr reserves tNe-right to temainate this agreement,or any part hereof,for its sole convenience- In the event of such termination,the Vendor shall immediately stop all work hereunder and shall 1n7incdiulel-y c.!u:e anV wid all of lt&suppliers and 91031dendors to cease work..Subject to the terms of this agreement,the Vendor shall be.paid a percentage of the agreement price reflecting the percentage of the work performed prior to the notice of Conn ination,plus reasonable charges the Vendor,can denionolro.ta to the satisfaction of the City using its standard record keeping systern,have resulted from the termination.However,iiv Ao evaiii shall the f4431 of all amounts paid to the Vendor exceed the agreement price.The Vendor ohpll nol be rciniburced for any profits which may hove been anticipaa.ted,but which have not.been earned up to the date of termination. 18-0 BIRDERS QUALIFICATIONS 16-1 The fou", ng infornlabo fw rnuat be a�nuilad an pail of the bid package and shah ire supplied in the fallowing corder 18-1-1 Bidder's background,services providO and rlurlilief of years in burrineas. 18-1-2 Bidders shalt pravIde evidence chat ttsey are duly qualified and capable to fulfill and abide by the requ"monto Iirytet}herein with the bid-The bidder shall demmistrate its ability to secure and perform the services within the delivery requirements specified herein- 18.1.3 .:!order to receive laid awans c cum itlr.1ai:wi,the biddrr shall maintain suflicient resources to fulfill normal City of Fort Worth requirements. 18-1.4 Bidders shall provide in reference list of a.minimum of three(3)current customers (comparable in size)who the bidder has recently supplied subject item(s)on a continuing basis over a recent twelve(12)month period. Revised 7_I1-18eg Vendor Services Agreement-Propane Equipment Maintenance and Repair Ferrell Gas,L.P. Page 36 of 86 18.1.5 [emitted 19.0 METHOD OF AWARD 19.1 Bids will be evaluated based on the bidder who offers represents the"best value'to the City.The following criteria will L,d ronosdcrtod 1Q ria term ine the beat tialue— 19.1.1 —Purchase price of services and goads- 15 points 19_1.2 Vendor's qualifications in regards to licenses,certifications,manufacturer authot zallons,insurance requirements,etc--20 points 19.1.3 AbiMy to nuppty JJie high qurility of parts and supplies required to service propane equipment..-15 paints 19.1.4 Imiu5s;y(c'ti iPd equiproenl,:materiats and.parts conformity to the JTB specifications-20 points 19.1.5 Vendor's years of lochf past expersence.listed references as requested and driving history in this 1TB-10 points. 19.1.6 Experience arfve d€rr in#lie Dallas-Fort Worth Metroplex. —20 points. 19.1_7 The City will award this ITB to the Vendors)whom the City determines to be the best quali-3ed on the foragoing criteria_In order for the City to receive adequate coverage on its requ iremente,as.specified in the solicitation,the-City reserves the right to make murtipie t,v.sr�Jy. 19.2 The City reserves tie right to accept or reject in whole or in part any or all'b1da:received and to make an award on the basis of individual item. ---yriNni`;r:a o =rr s, !or overall laid, as it is deemed in the best interest of the City 19.3 The City also reserves the rightto reject the bid of a hiciderwho has previously fot[43rt to perform property or complete on time agreements of a similar nature. 19.4 The City reserves and shall be free to exercise the right to evaluate bid in relation to performance record of bidder with the City itself,another municipal corporation of like sire,or private corporations during the past two-year period_5uCt PM-GaUbOnS are deemed to be int#ee public merest inasmucli as Vendor failure orinabli tyto furnish items within the prescribed'time can create ate emergency situations and impose unnecessary hardship on basal the City as a municipal corporation and the public at large_ 19.5 Any Bid that.does not include a bid for any laid that does not in clude a laid for ALL of the items and services on the Bid Solicitation form may be rejected.The hid award will based on a crest value model_The evalual"ron factors listed alcove w1l I be applied in a corporally. rnniiiiryr to all ellglhle,responsive bids. Award may be made without discussion with Bidders after bids are received.Bids should, therefore,be submitted.on the most favorable terms. 19A Tentative Schedule of Events, ITD Release Date Wednesday,June 12,2019 Dead.li.ne for Questions Wednesday,June 12,2019,5.00 PM(CST) Bid'Cane Date Thursday,August 27,2019 by'1.30 PM(C7 Date to Select Vendor Monday,July 8,2019 Begin flouting M'&C Dane July 15,2019 City Council Date July 30,2019 ]devised.7_11.1.9cg Vendor Services Agreement-Propane Equipment Maintenance and Repair Ferrell Gas,L.P. Page 37 of 86 Date to Issue PO August 2019 20.0 BIDS 20-1 Bidder shall submit the following items with their bid_ 20,1.1 A completed and signed origi ral Invitation to Bid(ITB)form; 2D_1.2 A completed and signed original Bid'Solicitation form; 20.1.-3 A completed and signed oftnai Ccniflct of IntircQt'--ja"tivnnafre.Attazhrnanl A; 20-1 4 A completed Bidder's Contact Information Form,Attachment B; 2D_1.5 A completed Consideration of Location of Bidder's Principal P!44ia�nf Business, Attachment C,if applicable; 20-1.6 A completed Reference Sheet,Attachment D,. 20.1-7 All items listed in Section 18.0,Balder 0ualiricatlons- 20-1-5 Scanned copyrot alldocuments Iis16d in paragraph 20.1 in flash drive. 20.1.9 Attachment 0 completed in Eel and submitted on flash drive with of all dGcurnents listed in paragraph 20.1 in flash drive 20.2 Failure to submit the items listed In paragraph 20.1 may be grounds for rejection of a hid as non-responsive to the speclf ca fbns.. 21_D QUESTIOTIS 1S.6 QUESTIONS 21-1 Questicno,ex,plimations or clarifications desired by a Vender regarding any part of the bid n1u5i be requested in writing from the PlIrolpanrAq DMF5�Da by 5_00 PM on June 1% 2019 Interpretations,corrocll,�iia or changes to the bid made in anyat er mar-ner are not binding upon the City. and Vendors shall not rely on such interpretaffans,corrections or changes_Oral explarallerm or ihsiructions given before the award of the Agreement are not binding, 21-2 IN ORDER FOR THE QUESTION TO BE ANSWEREMALL QUEST1011�, MJST BE. HAND DELIVERED OR SENT BY E-MAIL TO THE ADDRESS BELOW BAR FAXED TO THE TELEPHONE NUFA13 L:R BELOW AND MUS L BE IDENTIFIED AS LISTED BELOW: 21-2-1 Hand Delivery must be submitted to the Purchasing 21-2.2 Email questions to-FMSPurcha5in1uResponseWfortwodlitp:x;is_Qo-.e Piece include the bid number,name oftrre Ipld a-0 (LaKiln Slnck-1v.hnson7-� the subject line. Please note,if apt'e,mail eonflrrnlim rs r r ipt of your e-mail is not received Within 1 business day,ptease contact City of Fert Worth Purchasing at 017-392-2462_ 21.2.3 Facsimile:(817)392-8440,Altenfiom Capita Slack-Johnson and Bid No-19-0. 170, Revised 7-11-18eg Vendor Services Agreement-Propane Equipment Maintenance and Repair Ferrell Gas,L.P. Page 38 of 86 PART-IV CITY OF FORT WORTH STANDARD PURCHASING TER[hS ANDCDN ITION5 1.0 DEFINITION 0 BUYER The City of Fort Forth, its officers, agents, servants, a4iiho-i=ed employees, vendors and subvendors who act on behalf of various City departments,bodies or agencies. 2.0 DEFINITION OF SELLER. The consultant,Contractor(s),supp4er,Contractm(s)or other provider of goods andio.r services, its officers, agents, servants, employees, vendors and subvendors who act on behalf of the entity under a contract with I lie Clty of Fort Worth. 3.0 PUBUC FCM�ATIUN Any information submitted to the City of Fart Worth(the"City")may be requested by a member of thee puirlir under the Texas Public Inibrrnration Act~ See TEX. GOVT CODE ANN_ % 552RD2,552.128(c)(crest Stipp. 2006).If ti r- C i I v receives a request for a Sel':eCs 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]awfully be released_ IF Seller does not nuke argument: or the AG rejects the arguments Seller makes, Sellers information will I)e released without penalty to the City. 4-0 PROHIBITION AGA6NST PERSONAL INTEREST IN CONTRACTS No officer or employee of Buyer shall have a financial interest, direct or indirect,in any coniracI 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 strap constitute malfeasance in office,and any officer or employee found guilty thence`` shall thereby forfeit his office or position.. Any violation of this section with the knowledge,expressed or implied, of the person ejr 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 W*dh Charter) 5B ORDERS 5_1 No employees of the Buyer or its officers,. agents, servants, vendors or subvendors who act on behalf of various City deparknents, bodies or agencies are authorized to place orders for goods andior services without providing approved contract numbers, purchase order numlrers,or release numbers issued by the Buyer.The only exceptions are Purchasing Card orders and emergencies puTsuant 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- 5-2 Acceptance of an order and delivery on the part of the Seller without an approved contract number, purchase order number, or release ntrrkil),=r issued by the Buyer m.ay result in rejection of delivery, return of goods at the Se'-a•"y cost andlor non- payment. U SELLER M riAr" t.GE G�GDS Seller will package goods in accordance with good commercial practice_ Each shipping container, shall be clearly and pemianeritly 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 number of containers,e.g_,box 1 of 4 boxes;and(d)Number of the container baring Ir,e packing slip. Seller shall hear the cast. of packaging unless oiher'A,s- provided. Goods shall be suitably packed to secure lowest transportation costs and to confomr Bav%sed 7.11._1$eg Vendor Services Agreement-Propane Equipment Maintenance and Repair Ferrell Gas,L.P. Page 39 of 86 to requirements of common carriers and any applicable specifications- Buyer's count or weight shall be final and conclusive on slsiiii iv!r0I r,)t accompanied by packing lists- 7L SHIPMENT LlN❑ER 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. 8,0 TITLE AI4'fl_ft1SX 1)F LOSS The title and risk of loss of the goo(ls shall no' oaEr. 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- 9-0 I)Et_1VERY TERNS ANn TFkAN tPOIR1 aTION CHARGES Freight terms shall:be F.O.B. D stinatian, Freight Prepaid and Allowed, unless delivery terms are specified othervrfse in Seller's propol;iiG Buyer agrees to reimburse Seller for transportation costs in the amount.specified irr Sailarls pfopo�31s or actual costs,whichever is lower, if the quoted delivery ternhs aiv not include transportation casts; provided, Buyer shall have the right to designate what method of transportation,hall be used to sF io the goods- 10.0 PLACE OF DEL[VFRV Tale place of delivery shall be: set, fortrs in the 'Ship to" :block of the purchase order, purchase change order,or release order; 1'1-tt R;IGUIOF81SPECT[ON Buyer shall have Ltl a right to inspect the goads upon delivery before accepting them.Seller shall be responsible for all charges for the return to Seller of any goods r*cte�d as being nonconforming under the specifications. 12-9 INVOICES 12-1 Seller shall submit separate invoices in duplicale, 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 gill of lading and the trelght 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 thit UIoa of the purchase order,purchase change order or release order entitled "Ship to-'Payment shall not lie made until the above instruments have been submitted after delivery and acceptance of the goods andlor services_ 12.2 Seller shall not include Federal Excise, State or City Scales Tax in its invoices- The Buyer shall furnish a tax exemption certificate upon Seller's request. 13.0 PRICE WARRANT)L 13-1 The price to be paid by Bayer shall :be tliat contained in Seller's proposal which Seller warrants to be no higher than Seller's current prices on orders by others for products and services of the bind and specification covered by this agreement for similar quantities under like conditions and methvd� of purc` rim-= In the.event Seller breaches this warranty, the prices of the Items shall be reduced to the prices contained in. Seller's proposals, or irk the alternative upon Buyer's option, Buyer shall have the righ,. to cancel this contract withoul 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 low or equity- 13-2 Seller warrants that no person or selling agency has been erisplr)yed or retained to solicit or secure this contract upon an agreement or understanding for corrrnsi-301011. percentage„ brrakerage or contingent fee„ excepting employees of an established commercial or selling agency that is mainlained Ey Seller for the purpose of securing Revise 7-.11_18eg Vendor Services Agreement-Propane Equipment Maintenance and Repair Ferrell Gas,L.P. Page 40 of 86 business_ For breach or violnliopi sir Ihic v.irrinty. B%iycr aleyll hayc Il,c zhi lil, in addition to any other right or rights arising pursuant to said purchwie(O. to cancel this contract without liability and to deduct from the contract price such commission percentage, brokerage or contingent fee,or otherwise to recover the full arnount thereof 14.t1 Seller shall not limit or exclude any express or implied warranties and any rattempt io do so shrill render this contract voidable at the option of Buyer.Seller warrants that the goods fuiristi ed. 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,drawing and descriptions,Buyer's specifications shall govern. 15.0 SAFETYWARRANTY Seller warrants that Vie prod€rct sold to Buyer shail conform to the standards pron,uly ate d':, the U.S. Departweri' of Labor under the Occupational Safety .and Health Act (OSHA)of 1970, as amended In the event the product does not conft=rm 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 v.ithin a reasonable time, any correction made by Buyer will be.at Seller'~ expense.Where no correctlion w,cr can be mode, $hnll r.O,ir.d all monies received for such goods within thirty(3G) days a!�rr request is made by Buyer in writing and received by Seller_ Notice is considered to have been received upon hand dellvrry or otherwise in accordance with Section 29_B of these terms and conditions. Failure to make such refund shall core,tWtr- breach and cause thin contract to terns rultu in3medi;itsty 16_0 SOFTWARE I ICENSri TO SELLER If this purchase is for the license of software products and/or services, ,and unless otherwise agreed, Setter hereby grants to Buyer, a perpetual, irrevocable, non-exclusive, nontransferable,royalty free license to use the software_T1iIs �o%y,nre is'proprietary`to Seller, and is licensed and provided to the Buyer for its sole use for purposes under this Agreement and any attaebod weak orders or invoices_ The City may not use or share this software withotil pem�issron of the Seller,however Buyer niny rn;A.r, cnpfgq of the software expressly for backup purposes. 17_0 WARRANTY AGAINST RIFRINGEMENT OF F11TELLECTUAL PROPERTY 17A The SELLER warrants that all Deliverables, or any part thereof, furnished hereunder, including but not limited to. programs, documentation, software, .analyses, appi;eafirns, methods, ways, and processes (in this Section each individually referred to as a "Deliverable"and collectively.as t h., "'De=lirerablen,") do not infringe upon or violate any patent, c.opyriglits. trademarks, service marks, trade secrets, or .any iWelleclual property rights or other third party proprietary rights,in the performance of services under this Agreement. 17-2 SELLER shall be liable and responsible for any and all claims made against the City for infringement of any patent, copyright, tradeni ii. service mark, trade secret, or other intellectual property rigs:Is by the use of or supplying of any Del: m-nblefs) in the course of performance or completion of, ar in any way connected with providing: the services, or Ilic City's continued use of the., Deliverablle(s)hereunder: 17_3 SELLER agrees to indemnify, defend, settle, or pay. at its own cost •ar7"1 expense,including the payment of attorney's fees, any claim or action against tlrr City for infringement of any lintpnt, 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 urr"lo-mtoodthat this agreement to indemnify,defend,settle or pay slra,; not apply vise 7,11-1S Vendor Services Agreement-Propane Equipment Maintenance and Repair Ferrell Gas,L.P. Page 41 of 86 if the City modifies or misuses the Deliverable(s).So(long as SELLER Dears the cost and expense of payment for claims or actions against the City pursuant to this section B, 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 Iliw risjht to fully participate in any and aIt such settlement, negotiations, or lawsuit as necessary to protect the City's interest, and City agrees to cooperate with SELL Eft in doing so.In the event City,for whatever reason,assumes the responsibility for payment of costs .and expenses for any claim or .action br-suglil against the City for infringement arising under this Agreement, the City shall have the sale 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 fully participate and cooperate with Ine City in defense of such claim or action. City agrees to give SELLER ti:rnely written notice of any such claim or action,with copies of all papers City may receive relating thereto. Notwithstanding the foregoing., the City's assu ptloo of payment of costs or expenses shall not eliminate SELLER's duty to indemnify the City under this Agreement. If the I:leliverable(s), or any pant thereof; is held to ii ifi inDo anti the u e thereof it enjoined or restrained or, if as a Testiii 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 Delivera ble(s)i or (bJ modify the Deliverable(s) to .make themht non-Intringing, provided that such modification does not materially adversely affect City's authorized use of the Deliverable(s); or (c) replace the Deliverables)with equally suitable,Cam patible,and functionally equivalent non-infringing Deliverable(s) at no additional charge to City; or (d) if none of the foregoing aBfernatives is reasonably available to SELLER,terminate ttii-j 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. 78-D nvsrr FRM41r3 QF L+I/QR1CrtR0DIarT Seller agrees that any and tall analyses, evaluations, reports, naamnronda, letters, ideas, processes,methods,programs,and manuals that were developed,prepared, conceived,made or suggested by the Seller forthe City pursuant to a Work Order,including all such developments as. are originated:or conceived during the term of the Contract and that are completed or reduced to writing thereafter(the Pork Product")and Steller 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 I,:e Work Product, under applicable law, may not be considered work(s) made far hire,Seller hereby agrees that this Ag rim enienI effectively transfers,graants, conveys,and assigns, exclusively to Buyer,all rights,title and ownership interests, including:copyright,which Sadler may have in any Work Product or any tangible media embodying such Work Product„ without the necessity of any further consideration,and Buyer ahall be entitled tca obtain and hold its its own name,all Intalleclual Property rights in and to the Work Product.Seller for itself and on behall'of its vendors hereby waives any property interest in such Work Product. 19-0 NETWORK ACCESS- The City owns and operates a computing environmefit and network(coilectivety the"Network").If Seller requires access, whether onsite or remote, to the City': network to provide services hereunder,and the.Serer is raliulred to utilize the Internet,Intranet,email,City database,or other network application,Seller shall separately execute the City's Ne'Mork Access Agreement pr ante providing such services- A copy of the City's standard Network Access Agreement can be provided upon request- Restised'7.11.1��� Vendor Services Agreement-Propane Equipment Maintenance and Repair Ferrell Gas,L.P. Page 42 of 86 20_0 fARLELLATION 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 cancellaWri lu in addillon to and not in lieu of any other remedies, which Buyer may have in law or equity, 21-0 ILEMINATION The performance of work or purchase of goods under this order may be terminated in whole or in part by Buyer,rtith or without cause,at any Orri a ral}arr ill i?delivery to Seller of a+rariften"Notice of Termination"specifying the extent to which prrrfurnxince of work or the goods to be purchased under the order is terminated and the slate upon which such terminatron becomes effective.Such right of termination is in aciddlon to and not in lieu of any other termination rights of Buyer as set forth herein. 22_0 ASS IGNMENTIDELEGATIdN No interest,obligation or right of Seller,including the right to receive p nyment, under this contract shall 1%c arrlgnerl or delegated to attot},erentityf without the express written consent of Buyer_Any attempted assignment or detegnlion of Seller shaft be whol'y 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 obligatiorn; io another entity.The documents that may be requested include, but.are not limited to, Articles of Incorporation and related amendments,Certilrcate. of Merger, IRS Forum 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 falls to provide necessary i:nfolmation in accordance with this sectionr Buyer shall not be liable for any penalties,fees or interest resulting therefrom_ 23.0 WAIVER No claim or right arising out of a Leach of this contract can be discharged in 7 x rI7,.?. rlr in part lay a waiver or renunciation of the claim or right unless the waiver or renunciation is supported by Consideration in Smiting and is signed by the aggrieved party. 24.0 MQntF1,ATlQlQ This contract can be modified or rescinded only by a written agreement signed by both parties_ 2'5_Ct TftF Afyk�FFhNFFJT In the absence of an otherwise negotiated contract, or unless stated otherwise, the Agreement between Buyer and Seller shall consist of theoe Standard Terms and Conditions together with any applicable proposal documents published by the t3uyer and Seller's Response to such proposal' (tire 'contract documents'). This Agreement is Intended by the partiess as a final expression,oaf their agreement and is inter,dud also as a complete and exclusive statement of(lie 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 n cquiencence in a course of performance under this:,Agreement shall not be relevant to determine the meaning of this Agreement even.though time 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 Agreernenl, fha definition curtained in the UCC shwt control_ In the event.of a conflict between illy'► contfacI doct+nments,th-i order of precedence shall be Ot_�a: Standard Terms and Conditions, the Buyer's published proposal documents and the Seller's response. If Buyer and Seller have othenvise negotiated a contract,this Agreement shall. not.apply. R�v�ge�l 7.i t�t Scg Vendor Services Agreement-Propane Equipment Maintenance and Repair Ferrell Gas,L.P. Page 43 of 86 26-0 APPLICABLE LAW I VENUE This agreenic:it vh ilr hn!governed by the Uniform Commercial Code wherever the term "Uniform Commercial Code"or"UCC'is used. It shati be construed as meaning the Unifoml Commercial Cade as adopted and amended in the State of Texas, Both parties agree that venire for any litigation arioing from this contract -.hall be in. Fort Worth, Tarrant County, Texas. This contract shall be governed,construed and enforced undor the laws of the State of Texas_ 27_0 INDEPENDENT CONTRACTORfSt Seller shall operate hereunder as an independent Contractor(s) and not as an officer, agent, servant or empicyae of Buyer_ seller shall ha"excl=ive contro'1 of, and the exclusive right to control,the details of its operations hereunder, and all pemons performing same, and shall be solely responsible for the acts and omissions of its officers, agents, employees, vendors ,and sub-vendors.The doctrine of respondeat superior shall not apply as beb veen Buyer and Seller, its officers,agents, employees,vendors and subvendors. Nothing herein shall he construed as creating a partnership or joint enterprise between Buyer and seller, its officers, agents, employees„vendors and subvendors_ 28-0 LI UHLM l _IN DEli1 NIF1CATION, 28.1 LIAB11_ITY- SELLER SHALL BE LIABLE AND RESPONSIBLE I:l.11t .ANY AND ALL PROPERTY LOSS, PROPERTY DAMAGE ANDIOR PERSONAL INJURY:, INCLUDING DEATH, TO ANY ANP ALL PERSONS, OF .ANY KIND OR CHARACTER, WHETHER REAL OR ASSERTED, TO THE 'EXTENT CAUSED BY THE NEGLIGENT ACT(S) OR 0MISSION(S), MALFEASANCE OR INTENTIONAL. MISCONDUCT OF SELLER, ITS OFFICERS, AGENTS, SERVANTS OR EMPLOYEES. 28_2 INDEMNIFICATIOII -SELLER HEREBY COVENANTS AND AGREES TO INDEmril1:Y, HOLD HARMLESS AND DEFEND THE CITY (ALSO REFERRED TO AS BUYER), ITS OFTWE-RS, AGENTS, SERVANTS AND EMPLOYEES, FROM AND AGAINST ANY AND ALL CLAIMS OR LAWSUITS OF ANY KIND OR CHARACTER, 'WHETHER REAL OR ASSERTED. FOR EITHER PROPER7Y DAMAGE OR LOSS (INCLUDING ALLEGED DAMAGE OR LOSS TO SELLER'S BUSINESS, .AND ANY RESULTING LOST PROFITS) PERSONAL INJURY, INCLUDING: DEAT11. TO ANY AIID ALL PERSONS; AND DAMAGES FOR CLAIMS OF INTELLECTUAL PROPERTY INFRINGEMEUT, ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, TO THE EXTENT CAUSED €3Y THE ACTS OR OMISSIONS OF SELLER, ITS OFFICERS,AGENTS_SUBCONTRACTOR(S)S,SERVANTS DR EMPLOYEES. 25_0 5 E.VEIQ I311_.ITY In case any one or more of the provisions contained in this agreement shall :far any reason, be held to be invalid, i,:egcl of unenforceable in any respect, such invalidity, illegality or unenforceabfiity shall'not affect any other provision of this agnaemnnt,which agreem,-.il;hrrl'I be mnatrued as if such invalid,illegal or unenforceable provision had never been contained herein_ 30-0 E AL FNINL lNi'�LIMITATIOII In the event no fundsor insufficient funds are appiopiinted And Iwtigetrd in any fiscal period for payments due udder 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 whicF: funds have been appropriated without penalty or expense to Buyer of any kina whatsoever, except to the portions of annual payments herein agreed upon for which funds shalt have been appropriated and budgeted or are otherwise available. M-1] NOTICES TO PARTIES Notices addressed to Buyer pursuant to the provisions herein shall be conclusively detemiined to tirivc beery delivered twee(3)btiBineDo doy'r following the day such notice is deposited in the Revised T_11._l S Vendor Services Agreement-Propane Equipment Maintenance and Repair Ferrell Gas,L.P. Page 44 of 86 United States rriall, In a sealed envelope with sufficient postage atipchad, oddtesaed to Purchaoing Manager, City of tort Worth, Pumhasing Division, 200 Texas Street, FOP# Worth, Texan 76102. hfpt= tO Selig %hall ire conclusively determirked to have been delivered three (3) bualneeo days Tallowling like Jay ouch natlee is depoBded in the United Stales rriatl, in a sealed enyalopo with ouffJclent poalage stlaohedr addressed to the address given by Seiler in its reaponne io Buyeea invltalitan 14 pr10p015131!5. Or it wilt via expres* courier or hand dolivary, notice Is cmetidcred rioaelived upon de11wery, 32_D NC}i4.i]ISQRIMIYATIDtb This contrael Is wide and enlered iMci With reterenee specificslty to Chapter 17, Aitrle 111, Division 3 CEmploynlenl Pfactices`1, caf the City Code of the City of Fort WafJh (1986), am amended, and SioNer hereby cuvertani: and agrees that Seltar, Ets erFxplayee6, otfitcaa, agentD, vandars Or autsb$ndum, have fly complied with ail pcovialoms of came QnO klroi no emplrjyes, pallieipunl, apptlnnlr Conlractbr(s}or subConlrac"s;has been ftarirrtlnated agaimsl occrwding to the terms of ;.truh QrdJnance by Seller, its ernpJoyaet, otGrnit. agento, Contxncior(nlor%dweridora herein. 33,0 IMMIGRATION NATMIAUTY ACT City actively supports the mmig+.�alion & Nationar ty ALt (INA) which intludea provisions addressitrig employment elfglbility, employment verification, and nnndiscriminatlon_ Vendor chair vetrfy the identi5y and emplaymeni eli ibdity of all en~er, who perform work under this Agreement. Vendor shalt complete the Emplaymenl EUgibiity Verdfirailptt Form (1-9), motntain phut&copies of all supporting employmerit eligibility and identity docurnantatW for pit empicyee aI and upon requeatr provide City with copie; ar all 1-9 formes and supportling ellgli.)IRY documantafian fur each empaoyea who peFfarms work under this Agrtmniont, Vendor Chatl eutabksh appropriate procedures and controls so that no service$ will be performed by ony employee who in not legally dig-ble to perform such services_ Vendor aha1 provJda City WM a certifrco&an tetler (hat it has complied wr h the verificaffon requErementn required by this Agreement Vendor stroll indemnify Cily from any penalties or fiabititie>§ due to vwationn of thly proyWon. City shWI hme the righi la'lrnmedlately lerminate this Agreement far violat]onll.of Ibis provlolon by Vetndor_ 34-0 HUAL111, 2 aff IV L A Un F MUIR QNM EfITAL REQUrREMENTS ervices. products, materials, and suppilea provided by the Seiler must meet or excead all applicable health, safety, and the environmental laws, requirenlants, and Dtandards In Oddhion, Seller apteas to obioln and pay, at iris own expense, for all lcenses, parmll3, coM# cl4lcll, and Insptlotions notetsary to provide the producla or to perform the servicer hereundar-Sim 11or ahax iridetninlfy Buyer imul any penalties or irabllitlas due to malatiq= of this provlslon. 13tiver shrill hpyc 111e note!to IamatedlMaly terminDie thls agreement far wiaiafiflns of this provCsion by Seller.. 35.O RIGHT TOALF13L Seller agrees that ins J uYar, of Bdyar's au Kwized rgpresentatiye, shall, until Hie expirailnn ofthree (3) yaoro dater gnat pnynml udder dii6 contract. and ut no additional cost to Buyer, have accew lip and lho right la exornlne and Copy any dkec Ely pertinent books.c niNtsr dioks, digital files, documanis, papere end eecofda of the Seller invnlying transacilons relating to this contract, lrtckldMg any and art totarda rnairilulned pursuant to Secluatr 31 of thes AgraentenL 5eileragrjae5 alai wA auYer aha1J #tare atcuss, during normal nwking hours, to all necessary Seiler facilllles,And#hart be pravWad adequale and appropriate workspace, in order to tariduct auditA in coriioane&w th the pfelvWony Or ltrl.-i section. Buyer sliall pay Seller far n asonrilyle casts of any i pying In hcuwdance with the standards set forth In the Texas Adrnli6strntive Cade. The timer shall glue Selrer reasomble.advance written notice of Intendecl eudilb, but no less than leri (10)buDlneaD days_ 36,8 QJAARIl_ITY In accordance with the prWsiams of the Americans With Disabllitiea Act of 1990 iAVAL Sauer warrants that it and any and all ar its subvendors wirl not unlawfully difiedminole on the basin of Rervased 73 1-1&.r Vendor Services Agreement-Propane Equipment Maintenance and Repair Ferrell Gas,L.P. Page 45 of 86 disability in the provision of services to general public, nor in the availability, terms and/or conditions of employment for applicants for ernpl r yn li nt with, or employees of Sell V or any of its subvendors_ Seller warrants it will fully comply with RDA's provisions and any other applicable federal,state and local laws concerning disablity and will defend,indemnify and hold Buyer harmless against any claims or allegations asserted by third parties or subvendors against Buyer arising out ofSeller's anditar its subvendor's alleged failure to comply with the ab e-refarenced laws concerning cfl<alriiiiy discrimination in the performance of this agr+eemeal. 37.0 B1SPIJTE REST]t'tljlON 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 resiafve the natter 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 shalt state the nature of the dispute and list the party's spc-cinc reasons for such dispute. Within ten (10) business days of receipt of the notice: bath parties shall make a good faith effort,either through email,mail,phone conference, if.person meetings, or other reasonable means to resolve any claim,dispute,breach or other matter in question that may arise out Of, or in connection with this Agreement.If the parties fait to resolve the dispute wtrilhin sixty (60) days taf the date of receipt of the notice of Me dicpuio, then the parties may submit the matter fa non-binding mediation upon written consent of authorized representatives of both parties in accordance with the Industry Arbitration Rules of the American Arbitration Association or other applicable rules governing mediation then in effect If the parties cannot resolve the dispute through mediation,then either party shall have the right to exercise any and all remedies available under law regarding the dispute_ 38.0 PROHIBITION ON CONTRACTING WITH COMPANIES TFFA t BOYCOTT ISR4EI_ Seller ackriDwIedges,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 wriEten verification from the company that it:(1)does not Boycott Israel; and(2)will r,!-t boycott Israel during tt-e fermi of the contract The terms"boycott Israel'and"company`shrill'have the meanings ascribed to those teams 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. Revised August 31,2017. Revised 7.11.I8cg Vendor Services Agreement-Propane Equipment Maintenance and Repair Ferrell Gas,L.P. Page 46 of 86 PART—V ATTACHIvfENTS ATTAC}lfr ENT-AA CONFLICT OF INTEREST DISCLOSURE REQ(.1 I R E M ENT Pursuant to Chapter 176 of the Local Covernimmt Code. any liernni or agent of a person who contracts or seek a to€ontra ct for the sale or purchase of propetty, goods,or services with a local governmental entity O.e.The City of Foil V.'orlli)inui-t(11l :lose In the Ovestfonnalre Form CIO('Questionnaire")the persons affiliation for business rel-ibisi%:hip Ihai might cause a conflict a[;nteire�twith the local governnienlnl criiiRy Bylaw,the Questionnaire must be tiled witli the Fort Worth City Secretary no later 1Mao seven Bays after the date the person begins contract discw sinna CIE negotiations with the City,or sub,mits an application or response to a request for proposals or Bids,con'espondpnca. or another writi leg related to a potenfial Agr$omcTitwilh tha City.updated Questionnaires must be filed in conformance with Chapter 176_ A copy of the Quesiionn wire Faun CfO in an closed.with the outlmitW docum ents_The farm is also a:vallableatI nrif If you have any questions about complian roc,please consult your oven legal counrel Compliance is the individual responsibIrty ul each person or-agent of a person who is subject to the firing reyulre me nt_An offense under Chapter 176 as 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 Vendo; name in tine * Ir use MIA in each of the areas on the foram. However,a signature is required in the#4 box in all.caisas. Ke4uod 7.11.18cg Vendor Services Agreement-Propane Equipment Maintenance and Repair Ferrell Gas,L.P. Page 47 of 86 C014FLICT OF INTEREST QUESTIONNAIRE FORM CIO Fos Yundar doing bu21nimI velit1 local govizrrlrnalttat untkly Tiws ge ss wpn&w rarec"cJk AFN asda Io 1tr iHw tv Im n irilh Us,kilpwv dwwakw OFF3eE Lr3E G#JLY 'thrl%ZUKlanNMr*itDmna%94inwolctw*DWottChmptarl7(itUnal130mmmorC<140, tryraVw-Aw Who Fwsank'Jutkwri,Allirnshipa6dedncefbyr5ncllonIAl00iit-a)r1' hafacal ".Pfirrw Owilwi*wKi Ir'II1yW wigI 1Iws117 r*gw(winwMP tiny-Wr SYSUIw?17iil"(hi, F1'I rx Hxa quesbnni-mim.mist be ford with lhrs r m-ads ndrrurialydor of d Ie lout Wwurrnel I la! wimy1145IflkptIhArittlo71b[lufllnayacin} nftwlflodAlvtrigvfir Or4.kwrwsab4wprrriecTr IneFr rartLlrruilx3ateianwni re h4 h1o11 :'oo�setan y7{i:C4(#{n-11,k-tfitil Cutvarnmdrll(:.rrli� A ve idpr colnrrlllu f!1'I 4oMins o al ihr►von of IIr1c14i 4w vwr wa Lw."Ilalt tMON. Lwil vommufdGadvAiiicffr*atses1rlda Rib EC rniriJsamK4e1Twanu: � NaIIFf�f yronrl�lr gI'11q q rs a oatilrToi a rarjuonrdllp w liu urcal pm�oa,lmolubl anury, _ r,4sirid ox ry Illt�itunl}Irnunol9t.iaapr.YJou1 quv�l�nrn,a1% 1The Irm mWWm rh1II yinl %* ffn vpil&P4 enniNFr"aflr•ahniwta:r�wl1R iliac arlf-rdltrlJll hlln.) wrnnrlgr rw+r 1nitx IrLws ihD tarp bubllrpl.F ddy alllii Pin Anln nil, W.'Ii /4I1I 1%1,1 wxi,,WA'go 1110 Hm,inrjirw*9 4 l ill xnirA lri+Ili n w.1, uu q&tLu w w1K'tY11a11j I Hails■of Wal 10twi rfllrlw it 01111 wf 114E+111 w114171111*Irl1oi111nIkw1 d11INy wt:11 11%klaldkll 1JI w"d. Nan*of offn 1 '1111h#.erioli IKwpl a 6xkd4rg ukp us; A.a U.f4 131 rlu+el bV C*WWleleU car 41as:11 13Nks1 WUi wk dMie Ilwp yertdmr 1146 AP envi*Vrnonl ar c&pr ilmm"Nn-rnhm irwmKP Its 41tilhed by Recwh 176{Ifi I(1 Io1.La'+)f-rinaw rmt fide A1LBL17 addhJrfflnnr pMj..■In JN6 t nrrn=eu i..,r,:. jy A IM rho ioepl�WDITY cavil tAoir 11--nrrnl bl YA LthCUMI rtKd`it lrtp kw Chelly bJ IUU00M IWOW*1111:11111M UULUI J1k'1JI IrIM1141301 it Alrmlh.11.wrl lira h'1'1F*W,l F-Te" 0 No $! I F pse vndar Is=x.lr�ar'Jk#.y>6 ra'[��e lesetia IneAun�r,[del then uweednslq In4arsr,h*3rn nr;r the Urnsarlan[d II►a rxrl r.4orou"-i olfir,rt Ii Eu nml M H ikF-Mwwi Atal)11w hl,shhl 1hr.snm fa Mt I Dtllrre,l Iuxf11110 111Gni lIft r.11AW r.h1l,v1Myr ED Yana 0 NSF +=10*r ok 11sh g4re5kroanars amplayad ty a canmston ar altirp Lutgta=_s it•ft wl$r1spw i is VAKI5 1h•ka1ll ��.tanhn4nlc-Rc4pr vrnm&in mnolficwu tar tkic0 k hah;Pb an oawrttiml lr,inreresl of Or*parcelrta tm+s? o y" [71 m, Dr b -inn rviwh mnllgcjnWr1 ar k4iPlowt■ Ond N1',tlly trinIMr1hp w1f6 V"rrlr4l a wdrlynNV rtlf+ww ri-vmw i In Ihilt mnrw� f'.i.i1..ui ttwei is duirll Liehi =whh 11'i rr.�rur AO nis44 aIA� . AdWW �avi�r tni�.I$Ci Vendor Services Agreement-Propane Equipment Maintenance and Repair Ferrell Gas,L.P. Page 48 of 86 ATTACHMENT-B BIDDER'S CONTACT INFORNIATION Bidder's Name: Biddet's Local Address. Phone- Fax. Email: Name of person assigned specifically for this Agreement: NamefTitle Phone:: Fax: Email: Name of persons for renewal information and/or billing questions: Name/Title Phone- Fax: Email: NarelufTltle Phone: Fax: Email: Signature Printed Name Bate Revised 7_11_I&-g Vendor Services Agreement-Propane Equipment Maintenance and Repair Ferrell Gas,L.P. Page 49 of 86 ATTACH MENT-C CONSIDERATlflfl OF LOCATION OF BIDDER'S PRINCIPAL PLACE OF BUSINESS Section 2-14 of the Fort Worth Corte of Ordinances authorizes the City Council,when considering competitive sealed hints, to enter into a contract for certain jmjchm.e� with a bidder whose principal place of business is in the corporate limits of the City of Fort Worth and whose laid is within 3 or 5 percent of th,- lowest bid, depending on the value of the request and goads or services requested,if the lowest aid is from a business outside the municipality and contracting with the local bidder wain(l provide the best combination of price and other economic benefits to the mimic:ilmlity. Requests to be considered a local business n)si^t be submitted on this foml with bid packages to be considered by the City of Fort Worth. Questions should be addressed to the Port;hp,1-wjj Stiff listed in the bid or request package. The Fort WiPorgi City Council requital the following information for consideratiari of locdilon of a bidder's principal place of lJuoinDna. Add addirionw nbeeis if rieederf io pravido Ihio lnfomaf n. 1. Locational Eligibility: Principal Place of Business in F rt orth,Texas. a- Bo you have a Fort Worth office? If yes,identify address_ b- What percentage of estimated gross company sales(worldwide)are salon origlnnlltiq in Fort Worth? ''Qriginating in Fort Worth'shall mean payable at the Fort Worth office-[niuolt axwild 51%1 2. Economic Development opportunities resulting from contract_ a. plumber of Fort Worth resident-employees? b_ Amount of City of Fort Worth ad valorem taxes(real and business personal property)paid by company(for prior tax year—Fort Worth office or former location,if Fort.Worth office is newly- established)? Certification of information., Tht undersigned does hereby affirm that the information supplied is true and correct as of the date hereof,under penalty of poijury. (Company blame) (Date) (Signature) (Printed Hanle and Title} Revised 7_l is-1t8e Vendor Services Agreement-Propane Equipment Maintenance and Repair Ferrell Gas,L.P. Page 50 of 86 ATTACHMENT-D REFERENCE SHEET Please complete and retum this tome with your bid_ The bidder shall furnish references for at least three(3)recent customers to whom products andl'or services have been:provided That are similar to those required by this so icitation.The City will be the sale judge of references.Please use additional sheets. 1. Company's Name Name of Contact Title of Contact Present Address City, Star,Zip Code Telephone Number ( } Fax Number( J Email i_ Company's Name Name of Contact Title of Contact Present Address City,State,Zip Code Telephone Number { Fax Number Email 3_ Company's Blame Name of Contact Title of Contact Present Address City,Mate,Zip Code Telephone Number ( 1 Fax Number( } Email Revised 7.11.18eg Vendor Services Agreement-Propane Equipment Maintenance and Repair Ferrell Gas,L.P. Page 51 of 86 ATTACHMENT-E HOW TALI REGISTER WITH THE CITY OF FORT WORTH I Visit FORTWORTHTEXA _GOV A Scroll to the purple section artbotbwn of page t Under Business,click Contractors 9 Click register as a Contractor[:right side ►indcr BuyrSpeed Onitne'p I lifter reading,click Next step It Review Contractor Terms$ Conditions K Agree to the terms and cluck Text Page L Click RVI&Aal I Enterygour Tax IDA(or ccurlty hlurrlbcF),Company Milne,Country and Email A(ldres&, click Submit-The company name entered MUST be the same astheinvoice you wou :l 5 r.!!wi ll for paym ent to the City of Fort Worth. {I Complete all required--rnfomiatioi)under each tab; be sure to Save&Continue at the bottom of your;screen before proceeding to the next tab. 0 Categories&Certifications tat —a current W9 form is required before your Contractor account can be activated- Don't forget to fax or ern ail to purchasingbstn fortworthtexas.gov or(tit7)392-1'982I3 o Summary tab—Verify that all information is accurate a3-.s1 llici a mci i io RED Validation Errors at the top of your screen. If you do have errors,you will not be able to proceed until all info is conipleted- 1 Click Complete Registration It. Congratulations,you've registereclP You will receive an email with Your registration confirmation after you have sutarnRted your W9. For any changesfedits to your Contractor profile please email the Contractor registration administrator at Pi4irlipelt5gDSO&nrtwortlitexas.gov The City of Fort Worth prefers to make Contractor payments by direct deposit to Contractors' checking{savings accounts or by procurement credit caret-The dimci deposit process%s.called Automated Clearing House Transfer(ACH)-Advantages ofACH are: Gives Contractors use of the funds one buslneas day AFTER the transfer has taken(place. ConiraCIOM reserve Orl a-rn R SiiOiiing tht'inVOCE-s hZing paid by ttme Wlufe'r-. Invoices approved for payment by 3:00 p.m.wiu Ile tr i nnfie r re it anrflr,,lay an6 wilt reartm the Contractors' bank accounts by the next.business day. To register for ACH .service please visit http_ilfortyrorthtexas.Qow aurtliiiiiil.. click on 1r!e link filled 'Automated Clearing House SetuD', download, complete and submit the two ACH forms. Revised 7.11-18eg Vendor Services Agreement-Propane Equipment Maintenance and Repair Ferrell Gas,L.P. Page 52 of 86 ATTACHMENT—F Q BID SHEET (Please complete this form,only it,your firm hda chop en not to submit a bid) LaKita Slack-Johnson,Senior Buyer Purchasing Division Fax No_817-392-0440 E-mail address: FMSPurchasingResponses ?faat�nr4rthU�s.l If your firm has chosen not to submit a laid for this procurement,please complete this form and submit to: City of Fort Worth, Purchasing Division 200 Texas Street Fort Worth,Texas 76102' (or fax to above address) Please check the items that apply: 0 Do not sell the item(s)required. 0 Cannot be competitive_ Cannot meet the Specifications highlighted in the attached Bid Cannotprovide Insurance required. 0 Cannot fr6vide 17onding T. rquired 0 Cannot comply with Indemnification requirements_ 0 Job too higi�_ Job too small_ Q Do not Wish to do business with Iiw 1=ily. 0 other reason- Company game: Authorized Officer or Agent Signature: Telephone, —FAX Number:(� Remised 7.11Ascg Vendor Services Agreement-Propane Equipment Maintenance and Repair Ferrell Gas,L.P. Page 53 of 86 ATTACHMENT—G. DETAILED SCOPE OF 8ERVICEStSPECIF[CAT]ONS Inner#detail ad scope of serviceslapeeiFcaiion:Irom the deparinwns Rwise 7.11_18cg Vendor Services Agreement-Propane Equipment Maintenance and Repair Ferrell Gas,L.P. Page 54 of 86 SCOPE GE WORK RK 1.f1 D=NT l.l The purpose of this bid is it to establish an went with a vendor M the DallmTort Worth area to provide LPG equipment spices .including the maintenance_ repair and replacement of pants, coi4onents and equipment on an as needed basis while also funnishing tutiteriol:.labor and per^onnel,for the PMD Fleet Divhioti. 1.2 Vendor nmst have the ability, Lnowledge and manufacturer certification/licensing to perkim LPG service on thefollowing_ 1-2.1 Clean Fuel Technologies Iucorporated (C.F.T) Dispensers inctiulling monitors panels,pulsar,associated parts and electrical power sourci g_ 1-2.2 C.F_T-model Pro-30110 tlwou Pm-6t 00 dispensers. 1.23 Asguard model LG IE dispensing n=les. 1.2_4 LPG emergency shutoff canVoneuts may include but not liuute.d to Fisher or Rego. 1-2-5 hispection of all dispensers and piunp Rite€s bo%internal anti exter l- 1-2_6 Repair ofelectrical failure conditit (lieenseNcerti edmquired). 1-2-7 Check proper flow of each dispenser and-et piuW. 1-2-8 Calitaatrouof LPG dispmser with seal and date, often! 1.2.9 List old and new technician calibration numbers.(Calibration cast be provided by third party)- 1.2.1 t1 Inspection of hose ass-emblies. 1..2.11 Inspection of nozzle assemblies. 1.2.12. :Inspection of breakaway values_ 1.2.13 Inspection of line leak detectors. L2.I4 Inspection of dispenser shear valves. 1.2.15 Inspection of piunp and lies. 1.2.16 Inspection of dispenser,pump.tart!top operation. 1-2-1`d Inspection to locate any leaf throughout the errtire dispensing system. 1-2.18 ConWhensive electrical repair capability- 1-2-19 Replacement parts ability to interface:with present City LPG equipzrnent: 1.2-20 Replacement ptsharunit ability to interface with pivseat City L Getlitipment- 1-3 Vendor will have all calibrated equipment and tools necessary to perfoim all requirements of this agreeineni-persuade 1.4 The City i e=rrveti the right fo ins-peo ali€quip aunt and to GIs i- quired to be used in the performance of this agreement before,during and after the award of this agreement and during the per'form e of-this agreement- 1-e Vendor's equipment and took shall carry with all.Io cal City.County,RRQ State and Federal rules,ordinances,laws and regulatiom a;yet forth now and enacted in the fiztme and mall reumm current throughout the life of this ttgmememt. 1-6 All equipment and tools used iit the paTormawe of this agreement slal"1'� fN111V ny,-1-1itvttai. clean,in goad working condition,suitable for their intended purl ow and olrerated.by filly Vendor Services Agreement-Propane Equipment Maintenance and Repair Ferrell Gas,L.P. Page 55 of 86 qualified and licensedpersonn& 1-7 The vendor shall at no tine peimit use-fe-Tii1 rent or tool-owned by vendor or operate City-owned LPG equipment being LPG serviced in a ma nor as to create a safety hazard or cattle damage audfor injimy to any person,LPG equipment,other equipment or property 1_S Failure of the City to insist in any one or more instances upon performance of any tetmi and conditions of this agreement shall not be construed as a waiver of relinquisbment of the future performance of any terms and conditions.Contractor's obligation with respect to such performance shall continue in full fbrce and effect_ 2.0 AGREE1b1ENT TERM 2.1 The agreementaward from this bid shall be an annual ap"utent contract.The initial term of this agreement shall be one(1)year from date of approval by the City of Fort Worth Council-This agreement maybe renewed for up to fora(4)successive one-year terms;by muff al agreement of the parties.Renewal options will tic the arena tem s and conditions ofthe original agreement: 10 REPEL ISERVIC US 3.1 24 homs or less hy'nntWi.agreement from time request for services is made. 3.2 Vendor will be given a repair order,,LPG equipment to be repaired each time a request for&-nice is placed fir tracking pmposes-LPG Services will take place on site at City of Fort Worth,LPG equipment Locations. 3.3 Fleet Division shall provide penannel.to allom,vendor acres to the LPG equipment to be serviced_Vendor ranst provide a list ofnames i&r th telephone,pager and cell phone nurnbers to Purchasing Divzss on. ith this bits_The list will be for pes on(s) to be notified of a request foi ,e:4:r�, qwF-t—ful vendor shall l0eep the list up to date throughout life of agreement. 3 A Any incomplete LPG services for any rea wn;example became of bad weather, equipment unable to be taken out of service,shall be rescheduled bymutm consent within a reasonable amount nt oftime_ 3.5 Vendor must notify the Fleet Division Contact Administrator immediately of LPG equipment that fails to operate a s ded geed.Upon completion of LPG services made to LPG equipment;any failures by LPG equipment and the reason for failure shall be indicated m rep aits a ubmitted to the Fleet Division Aerator_ 16 Vendor no t notify right away,the Fleet Division Contract AAmiiiistratai..of LPG upment that appears to have been damaged fi-om,possible abuse and shall include in Mart the LPG equipment location of LPG equipment,LPG services perfotmed to repair age.and submit repartto the Fleet Division Contract Administrator. 3.7 Vendor shall test LPGeq ipmentrepaired and have sale respznsdmlity ofdeclaxing test results acceptable or tmacceeptable and reporting results insame manner as stated-in Vendor Services Agreement-Propane Equipment Maintenance and Repair Ferrell Gas,L.P. Page 56 of 86 Section 3-5 above.Any LPG eq aipnment.fcr and withmacceptable test results.and reason why LFG equipment hart unacceptable m—sults shall be indicated in repcab srilnnritted to Fleet Division Contract Administrator irnnlediately- 3.0 Successful vmJ ar mrarded agreeme t shall provide Fleet Divis on Contract Administrator with a preventive maintenance program to the satisfaction of the Fleet Division Contract Administrator.2vfaintenance proggium shoidd be for the repla,cemeat of all-internal arc Vor extemal filters(if applicable),calibraticn,troubleshorating and repair of LPG equipment.. 4.0 P'AR'rS 4.1 Vendor will be expected.and be required to provide storL or have access to die complete line of Pam&Supplies. 4.2 All parts and crnponents 6A,Wlied shall be 11"1l LWA:.I a114.Ci1 4.3 Pis&Supplies will be sold to the City of Fort Worth at current manufacturer`s list price Less %disccamt.The wanunty€n these parts and.Supplies wilt be for__penod, 4.4 All contact pricing bid as an Hratarly Labour bate C ig= mist include all fee compeuntion for labor,equ4ment,materials,fuel,delivery and handling.No rather feeslslarcharges will be accepted as additional_ or add on 6aa age-. 4.5 Labor Charges for service repair `- 4.5 Vendor warrants and guarantees all parts.and laborp�Er standard manufracturer tivarranty periiodannd serT ces required sander this agreement to be satisfactory throughout life ofthe agreement.Warranty shall begin on date LPG ervires are performed and pans are installed.State length of warranty period below or add pages if needed: 4.7 All waaraanty sez-v ces shall 1% ,t carte I n.the crssital job and no additional charge made to the City. 4-8 ShoWd warranty services be neeW and vendor is already on site for service of other LPG equipment,additional merges ivill not aapply- 5.0 SERVICE LOCATIONS 5.1 Property Management-Fleet Ilivzmon,LPG facility sites and addresses.are provided as a reference for this agreement;the City of fort Worth reserves the right to addfdelete any a€lilitionall locations as required- 5-2 Propetty Management Servim rlepartntent Facilities with LPG: LPG SERNICE SITES :SITE LOCATION CODE Tire Service Center 2950 W-Bolt Street 76110 North Service Center 301 Hilhhire Drive 76052 so"thade Service Center 4100 Columbus Trail 76133 Vendor Services Agreement-Propane Equipment Maintenance and Repair Ferrell Gas,L.P. Page 57 of 86 S-outheast Service Center 5000 Martin Luther Kin Fi%T 76119 Water S enuyce Center 2201 W-Da¢gett 76104 Fire Station 17 5151 lkhill Sueet 76115 Corinmmucatioris New Bnd a Structure 6441 Bri Stet 76112 Fort Worth Convention Center 1.111 Holliston Street 76102 Will Rogers 3300 Harley Street 76147 6.0 ESTIMATED QtT k-N7F=S 6.1 `Iendorwill be required to provide mi iften estimates to City P fD1 FLEET pier:aunel lVf0re the start of any work.The eAmiates may be enmiled to the PNEOLEET employee(s).muVor PMD&=T.shorn location Who requested.the services to be c€mplete& 62 Estimates rust be approved and awhotized by City PND&LEET personnel in ufating (email,fax or written)prior to work-being pnforxrxded. 63 Oxigitud invoices to the City for work performed cannot be utter dun initial estiri to provided unless appmvzed by City Pl lF•LEET in writing.If during the course of the originally c s tiuinted i ep rdf-%,it is nested that further repaiis will be.needed,a revised es hmate nunt be prepared by vendor for the additional work-- &4 I1"City vehicle or edluapment is secvriced by a vendor for warranty warp an estimate provided by the v;eudor to the City shall state`Warranty Service.. 6.5 All estimates provided byvren&rs veil;be quoted on a`time and materials'basis,adliereirce to the agreed upon contract rate(s)and itemized to illustrate the cost of each of the following, if applicable to the service or work performed:: 6-5.1 Cost of part(s)to be installed 6.5.2 Cost of labor to perfoma repair andior installation,itemizedby laaboi hotus except when estimated as a turnkey projecVjob 6.5.3 Inspection/Diagnostic fees 6.5.4 Shop fees 6-5.5 Env;it ss disposal material fees 6.5.6 Extended waixanties,if optioned 6.5.7 Transpottati€n*&%if any,for pick-up or delivery 6.6 Shop fees,miscellaneous fees or-imspeciftied costs may not be charged to the City ofFort Worth unless approved and awhorized by PM )F =T Conti-act Compliance and vendor states on their bid submittal. 6.7 The quantities listed on the bid response page of-the official bad documents are only estivaaws and are not intent to purc lase or a guarantee of future business_The City is only obligated to pay for only those services actually ordered by an authorized Cityemploy . 6.8 The City is anticipating the replacement of some major components and equipment like unto dispensing pumps based upon cwwnt and fixtxrte need and availability of present and fixture ftu No gi=antee is made drat any quantities will be piu-chased.N'endaor is encouraged to make on site visits by appointment Before the bid due date and tiive to become familiar with all arts of the operation including the present dispensing equipment and system. Any per, components and egiupment supplied by successful vendor zxr 0 be compatible with the current dnpensing equipment and system. Prices shalt remaill firm:throughout the terror and any renewal options exercised of this.agreement_ Vendor Services Agreement-Propane Equipment Maintenance and Repair Ferrell Gas,L.P. Page 58 of 86 7-1 Vendor will Begin work required during regular,overtime and holiday hours within nraxi mwi of two(2)horns or less bynrutual agrmuxut from time request for services is umde-. 7-2 Unless exp sly authorized by the cily,all se ise wo&shall be accotoplished during nr mial b usirness hours,which are 7_30 A.N to 5:30 P.K Monday through Friday- 7-3 The successful vendor awarded the agreement troll.be,provided a Contract Adrui mtratar to represent the vendorrr.The FleetDitzaon toll s7a ly-vtidor wi(h coal act title.unme and phone nimibers.of the Fleet Division persomiel assigned as Contract rir+i.: rtor to repro-vent the City.All communication shall be channeled tlrroiVr h the ttusigued C,ontraet Add mist tors or their'.appointed r xesentative- 7.4 Bids submitted nurst i i,;t-jtaj l-c,•4%-irlr A listed items priced- 7.5 Failrrse on the past of the bidder to comply with any and all and conditiom of this spedficatim will subject the bid to rejection-No a-cceptions and/or deviations from this specification will be cousidued unless each exception and/or deviation is specifically stated as part of the bid.My exoticm and/or de-6ation rsmst be stated by the bidder as an emEV is n an dlor deviation with a.detailed statement completely defending the exrep&n �arl�oG:fct'iartnp. 7.7 -S 6 1 p ery i wort—The x.eador Hint,dining all period%of this agreement peribranume, maloe:availatile,competent supervision of'employees to assure complete and satisfactory firlf ldnrent of the work and the tercets of this t-The vendor or a capable,fully authorized)representative must be available-daring all work activities to receive any and all insstrtrcticM flours the city- 7.8 The vendor tau st be thorsaughly familiar with all safetyy nmasurias pertinent to it operations-This shall include,but not be Bruited to any local,City,C'uuty,RR C, State and Federal rules,ordinances laws and regnlatiom as set Exth now and enacted in the futwe and shall continue throughutt the life of this agent-Vendor,hall be respd ible for in.xtructing its employees in all safety measures and compliance- 7.9 Any disputes shall be a1mduE d in axiting vAthiu 14 days to the Contract.Administrator. Contractor Administrator shall have 14 days to respond .in writing- Any unresolved disputes shall be submitted in wntmg to the City of Fort Worth, hirchassing Division, within 14 days-The Purchasing Division shall respond in a reasonable amount of time. Any decisions: reached i r the Purchass rxg Division shall be final and binding rn)on the vendor_ 8.0 LNVOICE5 8-1 It is the responsibility of the vendorto get the name of the responsible pan, telephone munbers:and.address of the department at the tftm the service is. requested,The requesting department is required to issue a ptarhase order number to the irenclor during this process. Vendor Services Agreement-Propane Equipment Maintenance and Repair Ferrell Gas,E.P. Page 59 of 86 8_2 A property Fared invoice shall be computer printed and shall include the Vendor's name and:federal tat-i€Eentifrcation munber, invoice number, address, date, see or item description,unit price,eadeaded cast,City ivied purchose wder and relean e number_Incomplete or inaccurate invoices may result in delayedpsyments.as they shall be returned to the supplier for correction and re-su iuii3 al U frei+*lit will be F.03-Foil 8.3 A City of Fort North iepr entative on site must sign all vendor invoice&4tpair orders for senx ice_ 8.4 Vendor will include an ins-dices information provided by Fleet Division and fonntl on eqi ipment serviced nwh as serial and model numbers-.dates,including startin lending time ofser ce 8.5 Invoices sl ll be paid in accordance with State law.Payments will be made on a Net 30 Days basis frcm4-1rc of iu:L,iC4t. 8.6 Discount allovxd forprompt payments within 30 days. Disccnmt allowed: b c Enter none if no discount intended. 9.7 All char mud be identified on vendors invoice billing statement,listed LLN'E by_LDM by individual charges. 8.8 The vendor should submit all invoices via emailed to City of Fert Wortlr,Fleet DMsioa at:ESD ContractCorvplianceinvoicing ua*tworthtexas_gov(prefbrY4 or Wiled to 4100 Columbus Train Texas,7611 Vendor Services Agreement-Propane Equipment Maintenance and Repair Ferrell Gas,L.P. Page 60 of 86 ITENW SER110ES AGREEME'\"1' This XT-NDOR SERNICTS AGREEMENT ("Agreement')is made and entered into by and between the CTTY OF FORT IVORTH{`Cit ),a Texas home rule municipal corporation acting by and thcough its duly authorized Assistant City Manager,and Vendors),a acti agby and through its duly autliorizedtepr esentatir:e,each individually referred to a&a"part}` and collerriMy vC&Pmd io 3j the"parties." AGREE'i IEN T DOC W\TS: The Agreement docuruenta shall include the foltotving_ 1. This Vendor Services Agreement; 2_ Exhibit A.—Scope of Seri,ces; 3_ ExhibitB—PiiceSchedule.-arxi a. Exblbit C—Verification of SiguatLue Authority FomL Exhibits A,B and C,which are attached hereto and mcotporated herein,ate male a part oftlik:Agkeement for all purposes.lit the event of any conflict between the terms.and conditions of Exhibits.A,B or C and the tenm andconditions set forthinthebodyofthis Agreement-the terms:and conditions ofthisAgreement shall control. 1, SWPE OF SER110ES. The work to be performed consists of f6mishi rg equipment,materials,labor and persomel,for LPG equipment services for the PNED/Fleet Di ion,called for and directed by the City.*. Exhibit-A '.. Scope ofSesvices more specifically de5c[ibes the Mtn ices to be M-ided herelmder•. 2. TERN3. This Agreement shall.begin.on _20 ("Effective Date')and shall expire on 24_ f-Expiration Dat& ,unless terminated earlier in accordance with this Agreement C'Tnitial Temf)- Ciij7 shall h 3ve thr option,in its sole discretion,to reneur this Agreement under the saute terms and conditions,for tip to fcair(4)one-}rear renewal options,at City's sole discrotioa. 3. CCrWEN ATION. City shall pay Vi-Mar in accordance with the fee schedule of Vendor personnel u.=ho perfoim sauces underdiis.Agreement in accordance witlrtheprovisions ofthis Agreement andExhibit`W'--Price Schedule Total payment inade under this Agreement for the firstyearby City shall be in the amount of T-o Hundred.`honsand Dollars( 200,000.00).Venrinr shall not perfeim any additional services or bill fbi expos mciured for City not specifiedfsy this City requests and approvws tu-miting the additional costs for.such services. City shall not be liable for any additional expenses of Vendor not specified by this Agyeement-uulen City first:approlms such expenses in writing. 4, TERAffNATION. 4.1, Mitten Notice_ City or Vendor may terminate this Agreement at any tiute and for any ream by providigg.the other party with 30 days'wriften notice of termination. Veaslor Seivices Agreement Page 1 of 13 Vendor Services Agreement-Propane Equipment Maintenance and Repair Ferrell Gas,L.P. Page 61 of 86 4.2 Non-appropriation of Funds.In the event no funds or insufficient f'm&are appr%wiated by City in any fiscal period for any payments due hemwder,City will notify Vendor of such occurrence and this Agreement shall tettnunate on the last dray of the fiscal period for which appropriations were received vathout penalty or expense to City of any kind uIatsoever, except as to the portions of the payments herein agreed upon fcT uuhwh fiends have been appropriated_ 4.3 Duties Obligations of the Parties_In the event that this Aunt is terminated prior to the Exp tion Dille, City shall pay Vendor for services actually rendered up to.the effective date of termination and Vender shall cproi nacre to ptouiilr City with services requested by City and in accof dance with this Agreement up to the effective date of ter fmation_Upon tertni ation of this Agreement for any reawn,Vendor shall provide City with copie--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 semen hereunder,Vendor shall retnan.all City provided data to City in a machine readable format or other fcrnat deemed acceptable to City 5. DP3C'LOSI_rRX OF CONTUCTS A%�CONFIDEN AL INFORM AnOIN. 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 Vends services inkier this Agreement In the event that any conflicts Gf interest arise after the Effective Date of thus Agreement, Vendor hereby agrees i nmediately to make full disclosure to City in uniting_ 5.2 Confidential Information.Vendor,for itself and its officers,agents and employees,agrees that it shall treat all infomation provided to it by City C City Infonmation`�as confidential and shall not disclose any such inforizintion to a third pasty without the prior written.approval of Qty. 5.3 UnaudumuaedAcces .Vendor shall store and maintain-CityInfimmliovin a secure nmmer and shall not allow uuvauthoxized user to access,modify, delete or otherwise corrupt City IufoMation in any way_Vendor shall notify City inimMiately ifthe secmty or integrity of any City Information has been compromised or is believed to have been con4momised,in which event,Vendor shall,in good faith we all coriintercially reasonable efforts to coopesnate with City in identifying,what infommtion has been accessed by unauthorized means,and shall fully cooperate with.City to protect such City Information frusn.firrther =authorized disclosme & RIGHT TO AUDIT. Vendor agrees that C'ih,shall 3mtil the expiration of three(3)years after final payment render this contract,or the final conclusion of any audit comma Yced during the said three years,have access to and the right to examine atreasonabletbne-s any directly-pertinent books,documents,papersandrecords,including, but not]united to,all electronic records,of Vendor iwUvin¢transac lions relating to this Agreement at no additional cost to City. Vendor agrees that City shall have access during normal worlsitrg hours to all necessary Vendor facilities and shall be provided adequate and appropriate work space in order to conduct audits in conVhanee with the provisions ofthis section.City shall give Vendor reasonable adi.ance notice of intended audits. 7. INDEPENDENT CaNTRICIFOR. Vendor SSexvices Agreement Page 2 of 13 Vendor Services Agreement-Propane Equipment Maintenance and Repair Ferrell Gas,L.P. Page 62 of 86 It is expressly i erstoodand a:-f,ze,d tlsat Vendor shall opmle m tin�coizti'mice ms to all lights acd p avileges asid n peifommd under elan ASjxeuwnt, and not ng ogcai, reK0eU1M11be cx emptoyee of City- Subject io amd iu accordance with the romditiau, and pw't'isiotra of Ibit Azrealww, Vest .strut love the exchimh-E iighi to-contml the details of its aperaitops atsd iKttvities nud be 4olely responsible fin t]}e acts and omissions of its offscm. ageut3- servants, eaVloym. cmVidiaWt crud subco=actois-Veadtcr ackmowledges ih$t ihe,doeb-ine•ofJ-AT raeiwtI.i,rparror tinnll Isvi apply a,-between City,ifs officers,agents- ses3 nose and employees,and Vcwkw,its oacei�r gems-einployees,-.er,aue.,cud stibcontracror. Veodarr f nther agrees ihet cadEughmimshmUbe ccm wwd m the crealma of Q paitmentup ar j uini eule paise between City and Vendor-h is fin er iniders[aod that City shall in no way be cousideretid aC'o-enWloyerornFaintemployero€Vender or any D icem.agews,serea3is,emplGyeeaorsubemLraciats of Vendor- Neither endor.nar any officers-agentb,5emmatrx miuployees of subeaatradan of Vender shall be en ide+d to any emplTmEm bmefite front City-Vendor shall be xEq)ousible and hable for any and all paryme-si wW reportinft of tomes on behAf of r self,and any of its of fen.agents- senflnis-employes or subconttuclom. $.: LL A13II XIY AND Di E.WNW[C-ATION. &1 LT-1BIU-T1T- FEND OR S'LL1IL BE LLi6LE'_IND RE S PONVIBLE FOR.-01-.,LNV ALL PROPER TY L O&SS, PROPERT7' D-LU 1 GE -LVEVOR PERS -'•#L L'V.f€R1, MrC'L In G DE.-17H, TO A XVD ALL PERSVIN S, OF A-NT K D OR C H tk4 L1R, JTIE II ER RE4 L OR _1SSERIM, TO = E7t'TE+47 GAITED B3 THE TGUGEN'T ACr{,5'l OR O.IHS',VON(S). hL1EFELS:� 'C£ OR LloTENWO UL ISC'OADL'CT OF rENDOR ZTS OMCFRS, AGE-'TS, SE'R I=-,Y{S7 OR F-UFL0= 9.7 GENFR-ILA'DE1lA'1 C-417C'V. TOI ?EAEVff,HOLD ILi W ESS.0M DEF£ND an;ITS 0MC'ER5',.AGE\ .S£RF 4NIS AND E1IPLO1'EE%l 1i0,11.-ViV.4 ST.4A'1'.-L-VDAU MD-IS OR L411317n0F.4,17'I►7,\'D OR C]Y. AWTER, 1THETHER REU OR ASSERT , FOR MEER PROPERTY EWAL4GE OR 1-05-S fEVC'LC,7)J .V-LF6F-D A014GE OR LO-TT TO FIEAVORW BZWWSS AND AM' RE;SVLRNGLOSTPRORTS}.a..NWR PERSONAL L\TJZRF, •CLC DEN xDE4TH, ,r0.-, '.-07) ALL PER,SO. S, 4JUSVVG OU OF OR IV CQA7W070N U IM TES AG E'DUT.N7. TO FRE EXTL' 'T C-1T-WED BF Tom' ,N'E'GIIGF-.NT •-1CTS OR 0--UH.U04NS OR-.IJILFF-4rKA 'CE OF T-NDOR.ITS OFTWER S,_4 GENTS, S'ER F'IVL'S OR F-UPLD]EL'F& 83 ET1F=C`TU4.L PROPFERTYINDEALNTf TC-11TON- Vendor agars to defend, settle, or pay,at it-3 onm co-st and expen5k,way claim or nc fion against i`ilY for iuflingemmtt of any- patent,copTright, tt-aae mark irnde secret,of ,iimlir propem right arising Erin C=ity's ease of the softivaire andlar documelrt.-itlon in accwMnure mile tldi Age-eerornr, h liking understuad the;t this agreement to defrud, -.etlle ear pay ,Isatll itot tipple'If Chy rnodifiet oi- uuismes this %of va+re Iludlor documentation.So long as Vemlor bear rs the coat and erpei►sr ofpayruist for clnlin%o r nc dons agiinst City purma ut to thO 7l den,Vendor-dukU bn Lv tlae tight to a ondugt ib:Wea-it,of any i u d i elr w of action and aA migodadom for its %tultment or comproiniie, and to settle or comproiWit miLy such claim; however, Ck ghn11 bare the right to Culp• pnoMpnre In a.ity crud A such settlement, negotindous, or 1miYuit a-: necessms- to pratect CRY'- iatet W. and My ngrrex to cooperntr MO Vendor in doing m.Isi the estut City, for whawver viLason,asvlmes aw rv%pondhairy for paymew of co qtl a 1141 expenses for any rinho Or action brought-g runt Cih-far iofriageinfnt a rLdng nudr r tlrls Agree ineii r,City sW have the soar riglat to c onduct the defeflse of any such Baum or action and all negotiations for e!s setdemeut ar compromise and to seWL or compromise any such Haim; haws-ver, Vendor shall fully garticipate-and cooperate-pith CRY hl.defense of s13cis cl m or action, City atgmes Vendor Se"ices Agmement page 3 of 13 Vendor Services Agreement-Propane Equipment Maintenance and Repair Ferrell Gas,L.P. Page 63 of 86 to give Vendor timely written notice of any such cNin or artion,with copies of all papers City may receive relating thereto. Notvdthstanding the foregoing,U13's assumption of payment of costs or expenses shall not eliminate Vendear's duty to indenmLify City under this Agreement.If the softtirare and/or documentation or any part thereof is held to lufniaage and the use thereof is enjoined or restrained or,if as a result of a settlement or compromise nuch use is materially adversely restricted, Vendor shall,at its oval expense and as t=:`ry's sale 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-iarfringbig, prodded. that such modification daces not materially.- adiTrsely affect City'sauthorazed use of the sofm are and/or documentation; or• (c) replace the software and/or documentation withegnally suitable, compatible, 1140 fnnction.Rlty eq:uiyalent non-infringing software andior documentation at no aaddid maal charge to City; or (d) if none of tlae foregoing alternatives is reasonably available to Vendor terminate this Agmement,and reftnad all amounts paid to Vendor by City,subsequent to wl ich termination City:may seek any and all remedies aimilable to City under law. 9. kS.SIGINTXffXf AND SUBCONTRACTING. .1 AssiMpuent. Vendor shall.not assign or subcoaatn act any ofits duties,obligations or rights under this A.gieement without the prior v tten conDent of City If City grants consent to an assignment,the assignee shall execute a avritten agfeement with City and Vendor under which the assignee agrees to be bound bythe duties and obligations cif Vend"under this Agreement-Vendor and A:ssigiee shall liable for all obligations ofVendm-under dais A.greem=nt priorto the effective elate of the.assignment. 9.2. Subcontract, If City grants consent to a subcontract, the subcontractor shall execute a writtenagreementwith Xrendorneferencmg this Agreement u adea which the subeDutrarAof shall agree to be bomd by the duties and obligations of Vendor under this Agreement as such duties and obligations may apply-'Vendor shall provide City with a faally executed copy of any such subcontract. 10. INSURANCE. Vendor shall piomde City avith certificates)of darn policies of the following types and minimm.coverage limits that are to be in effect prior to commencement of any work pm-mint to this.Agreement: 10.1 ?Coverage and 1,u u c (ai) Com aiercial General Liability_ $1,000,000- Each Oecturence $ ,0O0,000- Aggregate (b) Automobile Liability_ $1000,0100- Each occuayeace on a combined single limit basis Coven,ge shall be on any vehicle used by Vendor, its etraployees, agents, representatives in the course of providing services under-this Agreement. `°Arty vehicle"shall be any vehicle owned,hired and non-,owne& Vendor Servires Agreement Page 4 of 1.3 Vendor Services Agreement-Propane Equipment Maintenance and Repair Ferrell Gas,L.P. Page 64 of 86 (c) Worker's Compensation_ Statutes limits according to the Texas Workers' Compensation Act or any other state work'compensation laws where the work is being performed Enxployets'liability $100,000- Bodily 1ujwy by accident;each a cciderutloccxurrence: $100,000- Bodily:Inyi uy by disease,each employee $500,000- Bodily Tnjxw by disea se_potici•limit 10.2 'CieneialRrtpt.ir (a) The commercial general liability and automobile 1iabilitvp-3hcies shall aanxe 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 6vodons'compensation policy shall include a Waiver of Sub ogation(R1ght of Recovery)in favor ofCity. (c) A minim m.of Thirty(30)days'mice of cancellation or reduction in limits of cot,-erage shall be provided to City.Ten(10)days'notice shall be acceptable in the -gent of non-payment of pter amn Notice shall be sent to the Risk Manager,.City ofFort Worth,200 Texas Street,Fort Wortlx,Texas 76102,with copies to t1le Fort Worth City Attorney at the same address. (d) The insurers forall policies trust be licensed andi`or approved to do biminess in the State of Texas_All insurers must have a ini„i m rating of A-VH iu cutTent A...M_Rest Ii eyIsating Guide,orha-.v reasonably equivalent financial strength and solvency to the satisfaction of Risk 1 anagernent_If the rating is below that recluuired,written approval ofRisk hianagement is required. (e) Any failure on the part of City to requea required insurance dociunxentation shall not constitute a waver of the inmwance requirement (f) Cettificates of Insurance evidencing that Vendor has obtained all required i3. utamce shall be delivered to the City prior to Vendor proceeding with any wc&- pinsurant to this A greenrent_ 11. C£lWL.IANCE AVTrH L.4W'S,ORDINANCES,RULIES AND IIE ULATIO --i;. Vendor agcaees that in.the performance of its obligations hereunder, it shall comply with all applicable federal,state and local]avvs,ordinances,rules and regulations.and that anyv.wk it produces in connection with this Agreement will also comply with all applicable feral. state and local laws, wdinances,rules and regulations_If City notifies Vendor of any violation of sucit laws,ordinances,rules nr regulations,Vendor shall i,inedtately desist from and correct the violation_ Vendor Scmices Agreement Page 5 of 13 Vendor Services Agreement-Propane Equipment Maintenance and Repair Ferrell Gas,L.P. Page 65 of 86 1 . NON-DISCRIMINATION CCt'4'ENA','T. Vendor,for itself,its personal representatives,assigns,subcontractors and successors in interest, as part of the consideration herein, agrees that in the performance of Vender's duties and obligations hereunder,it shall not di=iminde inthe treatment or employment of any individual or group of individuals on any basis prohibited by law.IF ANY CIA MI ARISES FROM AN A1.I.EGED VIOLATION OF TES NON 1?ISCItM UNATICN COATNANT BY ATXDOR, ITS PERSONAL REPRMNTATI IKS, ASSIGI NS, SUBCONTRACTORS, OR S1.CC'ESS0RS P L"+ITEREST, VENDOR AGREES TOASSUMESUCHI.IABTf. 'AND TOENDEALN-A✓NDDEFENDCTTY AND HOLD CITE'H.4RIILESS FROM SUCH CL.A1L 13. I'xT()TICT S. Notices required paanimnt to the provisions of this Agreemmne shall be conclusively aletetnfined to have taeen delivered when (1) hand-delivered to the other party, its agents en4&yees, servants or representatives,(2)delivered by fsc:imile with electronic confii-amtion of the transmission,or(3)received by the other patty by United States Mail,registered,return receipt request�ted,addressed as follows: To CITY: To R: City of Fort XV4e It Attu= _Assistard Cit. ?Mauager Tide 200 Texas Street Fort Wbirth,TX 76102-6314 Facdmile_(817)392-8654 Facaimile: With copy to Fort Worth City Attorneys Office at srame addre 14. SOLICTTATION sl;'IF EAfPLO'i'EES. Neither City nor Vendor shall,during the tern of this Agreement and additionally for a period of one year after:its termination zDhcit for ernptoyment or employ,whether as errrployee oT independent contractor,axypetsoat ho is orlktsbeenemployedbythe other during the tem of thisAgreement,utthout the prior written consent of the pmods employer_Notwithstanding the foregoin&this provision shall not apply to an employee ofeither party who responds to a general solicdatton of advertisement of employment by either party. ls. GOVERNMENTAL POWERS. It is understood,and agreed that by execution of this Agreement,City doer not waive or surrender any of its governmental po�vers or immunities. 16. NO'S'4'AIN ER. The failure of City or Vendor to insist upon the perfarrnance of any term, or provision of this Agreenteitt or to exewive any right granted herein shall not constitute a.waiver of City's or Verr's respective right to insist upon appropriate performance or to assert any such right on any future o=sion, Vendor Senim Agreement Page Cr of 13 Vendor Services Agreement-Propane Equipment Maintenance and Repair Ferrell Gas,L.P. Page 66 of 86 17. GOVERNLNG LAAV!X'-N'L,TE. Thus Agreement shall be cowliwd iu mccerdance with the laum of the State of Temas-If any action Whether real or asserted,at law or in equity,is brought pursuant to.this Agreement,vex for.srrch action shall he in state courts located in Tarxant County,Texas or the United States District Court for theNDAern District of Texas,Fort Worth Division. 18. SESTR€1BIi IT'Y. If any ptrruision of this Agreement is held to be irnvalid,illcE;!l or arneuforceable, the validity: legality and enforceability of the retim ring prow ona shall not in my way be alliacted or unpaired. 19. YORC:1 nQEURE. City and Vendor shall exerdse their be:-t eff€rrts to nit their respective duties and obligations as set fat-th in this Agreement,but shall not be held liable for any delay or omission in perfcan�uance due to fbcce majeure or other cause:beyond their reasonable crantral,including;Init not Bruited to compliance with any.go a m„nt law,ordinance or regulation,acts of God,acts of the public enemy,fines,strikes, lockouts, nahnal disasters, uws, riots. material or labor restfictions by any govenime+tal authority, hausportaUmproblems and/or any other similar-causes. 20. HEADINGS N CYF t Ts�ROLIIN . Headings and ti it rL n:ed in this Agreement are for-reference putpows only,shall not be deemed a. part of this Agreement,and are not intendedto define or]fruit.the scope of any provision o£tlus Agreement. 21.. REVIEW OF COUNSEL. The parties acknowledge tlmt each party and its counsel have reviewed and revised this Agreement and that the a artrnil.males ofcona tiort to the effect that any ambiguities are to be resolved agar the drafting party shall not be entployed m the interpretation of this Agreement or Exhibits A,B,and C. 22. AlkffiNDlldENTS/NIODhf CA1TC1-NSiE=NSIONS. No amendment,nxodification,-or extension of this Agreement shall be binding upon a partykereto unless set forth in a written instmnment,which is executed by an authorized representative of each party- 33. ENTIRETY OF AGREF.IVMN-1. This Agreement,inchAiug F-&bis .k B and G.contains the entire understanding and kgreement between City and Vendor,their assigns and successors in interest,as to the matters contained herein.Any prior or contemporaneous oral or mitten agreement is hereby declared mall and void to the extent in conflict with myproviAion of this Agreement_ 24. COUNTERPARTS. Vendor Services Agreeweat Page 7 Qf 13 Vendor Services Agreement-Propane Equipment Maintenance and Repair Ferrell Gas,L.P. Page 67 of 86 This Agreement may be executed in.one or nuare counterparts and each cotuiterpart shall,for all purposes, be deemed an original, but aE such ecimterpatts shall together constitute one and the saine inshlunent_ ?a`. HARRANTY OF SERITC.ES. 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 ofthis vranutity within Witty(30)days fiuxn the date that the services are completed. In such event, at Vendor's option, Vendor shall either(a)use coutmat Tally reasonable efforts to re-perform the services in a manner that confoinn with the i&wranty,or (b)refired the fees paid by City to Vendor for the m„cF nfaim_erg Services. 26. ALWCRATIO ATION.4I.=ACT, Vender shall verify the identity and emplayrtaent eEgibility of its engloayees who pe f*orrn wad urtder this Agreement,inchAing completing the EnVloymertt Eligibility Vetif eatioa For^ann(I-9). Upon request by City, Vendor shall provide City with copies of all 1-9 forms and supporting eligibilIL). dmunerttation for each employee who performs work under thus Agreement. Vendor shall.adhere to all Federal and State lawg as well as establish apprgxiate procedures and controls so that no services will be perfornwd by any Vendor employee who is uat legally eligible to perform such services:. VENWR SHALL P JDEXO.' CITY AND HIILTI CITY HA1RAILESsS FROM ANY PF-ALTIES,. Lt.UMXFl % OR LOSSES DUE TO VIOLATIONS OF Tffi.S PARAGRAPH BY TEND _ VEi`rDOWS EMPLOYEES,StSCCI'_U AIRS,AGENTS,OR LICENSEES.tasty,upant mitten notice to VeMorshall have sIr ttlht to munedtately to to this Agieeme t for violations of this provisionlay Vendor. 27 GA'l'NERSHIP OF WORK PRODUC"T, City shall be €Ere sole and exclusive oinneT of all reports,woork papers,procedures, guides,and dacurtrentation, created,published,displayed,.andfor produced in conjunction widr the services provided trader am Agieement(collectively,-'WGrk Product:)_ Further,.City shall be the sole and exclusive ovmer of all copyright,patent, trademarL 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 canception,creation n or fixation of the Work Product in a tangible medium of expression (whichever occurs fast)_ Each copyrightable aspect of the Work Product shall be considered.a"urork-made^for4tire"within the meaning of the Car :right Act of 1976,as atimmAk-A If and to the extent such Work Product,or auy part thereof,is. not consideaed a "work-made-far-lure"within the meaning.of the Copyright Act of 1976, as amended,. Vendor hereby expressly assigm 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,tradenuuk-,trade secret,and all other proprietary rights therein,that City may have or obtain,wathout Ruther cousid-mbou,five from any churn, lien for balance due,or rights of retention thereto can the put oaf City. 28. SIG A'I' - E A rMORM-_ The person signing this Agreement hereby warrants thtat hu dw hmm tlse 1ep1 authority to execute this Agreement art behalf of the restive pasty,and that suchbinding authority]has beengrsntedbyproper order,resolution,ordinmwce or other authorization ofthe entity_This Agreement and any ameadrneut hereto,. may be executed by aay andwrized.representtative ofVen&r whose mane,title and A anattLve i!, -Mix erl rarr the Verificaticnr of Signature Authority Form,which is attached hereto as Exhibit"U' Each pant,{is fully Vendor Senices Agreement Page S of D Vendor Services Agreement-Propane Equipment Maintenance and Repair Ferrell Gas,L.P. Page 68 of 86 entitled to rely on these warranties and zepre6entatiom in entering into this.Agr-eement or aiky amendment hereto. 29. CAGE 1Y C ON Q'.k%-NA 11E OR 0I1 E EIP Vendor shall notify City's Purchasing Manager,in writing, of a company name, ownership, or address change for the ptupase of maintaai.ning,updated City record,_The president of Vendor or authorized official rrnist sign the letter_ A letter indicating changes in a ccu4mny name or ownership nest be accon4muned with supporting legal docunientatiou such m an updated IV-9,docmuents filed with the state indicating such change, copy of the bond of du-ector's resolution approving the action,or an executed merger or acquisition agreement,Failuxe to pror ide the specified documentation so may adversely iaTact fature invoice payments, 30. PROHIBITION i)24 QDNTRAC:TC�-c`,'k1TTH C'O14iPA\-IE S TILA-T BOYCOTT ISRAEL Vendor arlmowledgess 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 uurless the contract contains a written verification from the company that it:(1)does not boycott Israel;and(2)will not boycott Tsrael during the term.of the contract. The tennis-boycott hraef'and"company"shall have the meaninp ascribed to those terms in Section 803_001 of the Texas CTovernment Code_ By signing this contract, Vendor cer"tribes that Vendor's signature pro-tides itzdtten verification to llre City that Vendor.(I) does not boycott Israel;and(?)witi not boycottlarnet dwing the term oi the contract. LN NITUNIESS WHEREDr. the parties hereto have executed thia Agreement in multip1,� CIL. My v f .20_ (stgrratfir e.Page,fcruml s) Vendor Services?agreement Page 9 of 13 Vendor Services Agreement-Propane Equipment Maintenance and Repair Ferrell Gas,L.P. Page 69 of 86 ACCEP'1 ED AND AGREED. CITY OF FORT WORTH: CONTRACT C€)h1FIrI.NCE MANAGER: By siguiugl ad mowledge thatl am the pesaon responsible for the monitoring and ah,.;,,;stration of this eontiaet,including eiuing W11 performance and Naxue: repotting requirements. Title:. }Lssistant City Manager Hate: By_ Name- APPROVAL REC03D IENDED! Title: APPRO'ED AS TO FORM AND LEGALITY: By- Name: Title: By_ Name: ATTEST-. Title: Assistaut CiFyAtteomwy CONUR V"T A THORIZATION- By.- Nanw: Title: City.Scrsewy IT—ND OR AT— TEST-By: _ By: Name: Namt: Title: Title: Date- Vendor Services Agreememt .Page 10 of 13 Vendor Services Agreement-Propane Equipment Maintenance and Repair Ferrell Gas,L.P. Page 70 of 86 SCOPE OF SERITEES Vendor Senic*-5 Agreement—ExhibitA Page 11 of 13 Vendor Services Agreement-Propane Equipment Maintenance and Repair Ferrell Gas,L.P. Page 71 of 86 EIBIT B PRIG T SG"HEDULE Vendor Sere Agreement—Exhibit B Page 12 of 13 Vendor Services Agreement-Propane Equipment Maintenance and Repair Ferrell Gas,L.P. Page 72 of 86 F C t`l RIFTt•°,kTION OF SIGNATURE A TTEOPT Y Execution of this Sigua hu-r "t'eifficatian Farm.(Tome )hereby certifies that the following indi..aAwl and'ar po5kiom have the authority to legally bind Vendor and to execute any agreement, ant ndnrent or change order on behalf of Vendor. Such binding authority has been grauted by proper order;resolution, ordinance or otherauthorizatiou ofVendor City is fully willed to Orly,on the wanunty and repiesentaatiorr set forth in this Forni in entering into any agiceement.or aniendmentwitli Vendor_Vendor will submit an updated.Foim w thin 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 receizres a re%ise•d Form that lass been properly executed by veil" 1. Narne: Position:: Suture 2. Name: Position- 3_ Nanie: Position: Signature Name- Sipatrue of President?CEO Other Title: Date: Ven&r Senores Agreement—ExbibitC Page 13 of 13 Vendor Services Agreement-Propane Equipment Maintenance and Repair Ferrell Gas,L.P. IPage 73 of 86 FORT WO RT H CITY OF FORT WORTH f PURCHASING DIVISION INVITATION TO BID NO. 19-0170 PROPANE EQUIPMENT MAINTENANCE AND SERVICES Rip CLOSING ELATE:June 27,2049 For further Information contact: LaKita Slack-Johnson,Buyer FAX(817)392-9440;email:VMS11urchasin[tRDxpans013100rtWQfal QYQI-9&94 . Bids are solicited for furnishing the 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 Mcalyed In the Purchasing Division by 1:30 P.M.ThuMAgX,.tune 27, RQMAnd then publicly opened and read aloud at 2:00 P.M.in the Council Chambers.Bids must be submitted in a seated envelope WITH THE BID NUMBER WRITTEN ON THE OUTSIDE OF THE ENVELOPE, addressed to the Purchasing Manager. YOUR BID MUST 13E 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 delivered to the following address: City of Fort Worth,Purchasing Division, Lower level,City Hail,200 Texas Strout,Fort Worth,Texas 76102 Bids delivered by special coufier(i.e. Federal Express, Special Delivery etc.)are to be marked on me gulbtse al the courier's shipping envelope 1310 No. 19.0110, PROPANE EQUIPMENT" AtA WTENAAACE ANA SERVICES"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 rettemed or destroyed;they wilt not be opened nor eensidered in the rvaivatlon of the lie=..Bids may he v,ithdrawn at any time prior to the official opening. Bids may not ba nitared, sinendeir Cd w4hdfawn eRer the Official opening. The undersigned agrees,tf the bid Is accepted, to kirrtWh any and all wlama upco Muth Iirn.ek Ure offered. at the prlre(s) and upon the terms,conditions and scopel pgslM1oUlwnA cwWfikked In ihlf duiamimd. Tlw period for acceptance of this bid will be 90 calendar days after 01m bMd upenMit date. By signing below,I certify that I have read the attached Tarms and Conditions. Instruction to Bidders and the Bid requirements and have agreed to all of the terms, conditions and requirements contained herein,Failure to GCmolate the reouasted information Fielaw w11C ra,►�ilt in rel�sctlan of your p1d _ — --- Company Name and Address: FaRaL(PAS 1761l09r05 r l fi �fRl� 7iS% Federal ID Number(TIN): ¢ _ Company's AuthorizedA ent Name and Title 0419ut b14hI1 .S C_Gatµ+ar frt �iC9p Signature, Date: 7L^�S "!` Telephone Numlrot,?17-V5V-7G Email ad ass:&A 4 LjC—41NIC-4S C lrt�q? ie ,}5, A Fax Number:M-(,9r;L 17yJ1 Cofatrora v P ca s1 Should other Governmental entities decide to participate in this contract, would you,€ Vendor,agree that all terms,conditions,specifications,and pricing shall apply(see section 11)? Yes No Contents: T • Part--I :Bid Solic€tationlOffer • Part--it :Instruction to Bidders • Part-III :Scope of Services/Specifications • Part-IV :Standard Purchasing Terms and Conditions • Part-V .Attachments Revised 6.25.1 tleg Vendor Services Agreement-Propane Equipment Maintenance and Repair Ferrell Gas,L.P. Page 74 of 86 Rage 1 of 2 131D SOLICITATION Punted nR11112019 1131:13 OPENING GATE ANO TIME: V27;261a I.MAD PM BIO KLJMRE :I8-0170 BUYER:0XIIn S€ack,lohnsan PHONE* (847)392-8314ext. DELluERY REQUIRED 8127i20119 Y Vendor Narrte: Addn:ti, . T Finance AdmmisiraUan f{ T1r �. 200 TeKas Street,3rd Floor ll L.IIy.�me rp r:wlu �I ,� �Rh1f�f�7'!I�?S��o I FORT yst4)RTH TX 764112 ....Item ClnnaKorn Ciiurr#RY LIW tk*FPjkm n;.q .5 The Cfij of Foil Worth is rm testing bidelor an armual agreernnrit irr, maintenance services Ref Irinup n nitlglnmPl.Flw!elireernal11 401 W(n1 one,one-ysar period with )Imlwei ie ie1ww fat up to lour aWyponel(wig- year periuds. �y 1.000 14OURLYfABOR HATE,EQUIFyMFUT.Clean ViiaA Timr.rrnllrgLoR 1 HR g6,00 incorporated(C.F Tj Dispen5em 2.000 HOURLY LABOR HATC7 Gblibrahon of t-PG dispensr:r vnih seal and dates 1 Hit �r�,0 of test. } 3,000 HOURLY LABOR Rhtl=.LfkO unkryeiwr 91t 1u111w1�IW1d1'4 n".VV i HR C/Di f •pfJ indude but not limited#n Flcher aw Ukga t� 4.000 HOURLY LABOR RAPE.Inspection ofalldisp"sersaaHtFLnwpfoursbClh i HR 90, 7�+ec internal and a:demal,hose sme nhilcs,nozzle assemblles-brerd&"y valves,title leak detectors.dispenser shear valves.assembpo%.iYgiwuur. pump starVatop operation in locate any leaks throughout Wu Efdlut dispensing sy:.lem.Check proper 14nv of nrlrh dullMrImN arHNw liter C3 c3 0.o0C1 HOUgl.Y LABOR RATt 1 HR l d,00 /�00 With pemnpl Cxq L PO egwpi wil wn I ru Joru tuUl i,bfrly In hilodeea VnCr ...-- p€eseril+ily LPG equilonew. I o/ 6.000 Harts$Supplies wll be sold to the City of Fort Worth at€zrmnt 1 EA manufacturer7s list pnw fQ ±rnrcllni The vrananty on these parts and:SUppfles will be for ra pre.;,I Col 7.000 co.i r7aa %C'111 wiv sery€co or Flugaipuigrllrrs ua[111s7ca 1 EA TOYAL- So,oa WE AGREE TO FURNISH ANY OR ALL OF THr-tTEMS 01.1 1TE0 AT Tl1F I IMC'.EA 11HOWN CIUOTE MUST BE HELD Ftnm FoR PE rtloo of 9U IjA'>'S �? TERM OF PAVIVIE '[-: NEI- 30 COMPANY: Vendor Services Agreement-Propane Equipment Maintenance and Repair Ferrell Gas,L.P. Page 75 of 86 CONFLICT OF INTEnEST OUESTIONNAIRE FORM Cf0 For vnnrdor (10Jnq bLJyiIIE'*S wllh 100Mt cl QV0 I 141W 11 filf QFWty T41s liuo5llonl,afto reflects chiii5lryes h affi-10 Ih• ImY h9 14♦a '.l f141h i•y IN111NAd nIiiirlilrn[ 0MCEIJSFONLY � .-nlidi,t A'11J�11]c.l i4luq'+•_. -,rrrr:,"L r . ' i4. iii .i:x.'"ail i CI.'wMi ll110n1.1I6rAdy'ill"G,4'_WerWl?r 4,11}1.I'+1 Wo llr{'1I INJ ill[[il+dlht ySVC1r 111 I'i i I IIJF,1.-lr fay f-1r:t�'r's tpx-tlklr#w:d�t!1 rl4r[,t prt W4gwllit IIw1 ft�wde.:llrir�111nrh.1lot�!tl,u U,c W yht'[^r�rtwrlyd on1', %v l ttor Than hu t Ih I5 imliq et t!,}y�Jli4M 111u 0 JUI,0Iwy0rr1013r LwCunx'o aw 3ro ni 1006 .hat 1 Injw lwd. %,onsn IoINI?F'D�rta-t. L{(nr6erwrl)ltlp[1r((I& A vwidor col-n.Is 4[1p 11111t m d IJJd%1611&1,kl$011<'i[tttfy 4'10104d ~anion 1146 kh. Lnn l c,m-., 10AI1a1e A 111Ala,ih1,-:onNviik%41"ArionmAnfw t Nan-W—vt y It1"rwf11.1 1,j tit 1Uure5tur,AlNAMIlip Viu1I kiull QUA nu4Ygfral 4luihy. r&M L L C _ C17ank tllis Uox!f you aro f11141n a�- �n U� pp to L PI{1WI045LW 1111u1(VILP 4UP113.11i[., �Thw wih ++"ui'7N+ ii Ai y4mI h1. A-, uuga!Inrl ',.kiln4'Inlr:!{lijmri[1nn1,rF7 Willi,1114 AWi`(Ifvih]H ti III V MURwIup 1141 !`�fe ior prw- 19. !tl[1141k— q%I 4har Hs.r,d. .,1tt.!,a Lit�rrl� 6*il—tnxi I" ,i,praaM Ulfl dw�K'hnMswrr W, ^rnaoFrrlM ui I'1+1l L w mir I Nwo of tncel goverunl$ut offices i0olilWhoirl tllit Illfgrrlvttutn Ill LIIIF 5e�t:lrbn LB JK MMI 411u14Erfi11, h(*q 71111 rm rilhi I+ltrf7t)mfix f,lvA Iwt¢'An F A 13 C: -A IT' 49mo irr cwi w6h! ,,Iw wA:ri r^f At Arta pi hArn rlta%w btnr mf+4n +IllU+f•�Itt►Jy N nL11P hu 7NWW+PI141n}pnlrlp rth[Inrynwt Uy 7Kl-0n 1 T+ IIC+1+1 it Lix-4 YpWurnl4}0r11'llst* Aicbrn 4tj.dlll.Qr.0 p.syi.a 4i Uav i={pith GIU u[l r'eKm6 2q A 16+fx,IlhCnryulaInlrl^d .r nrn..0 f.thik Ji€fAts+o.Fi--)42r iAl W In w4 q t4101.',0 un(nf'o- itfwi mar.'tlVEWp�N rM1=hilYo f[Olfi lrre ytih:L^'• Yes El No 11f•r 0 L}ILr.t%mu4■'w_r#.doj LA ,M rahJri.dp.irroUlY c.1t 7'1rl,�lI lrm*S WrI[f wr&C i" {-hom ci nl-[hrlier'clarca 1hwk..,1 yLVr Wjr+d'JII' . "-4MLtIrl III1'I� ... 4d t14e lJJtfl,'d t.rrtU+5 rfnr r"r ad 11rt51 Ii,r 1;c•�f}.^la,�[a2nWl'a'rhFp, LA Yes - t NO Al 4- C I. tl,l 1.1— .4 LI.. yUv'.i_. a 1 1. . Y,Ah iwgkltl Fa,xliklt lffw k-;:11 ]VYto,lmn^A rilrr_0+ •bCy)Fh 0= '.. ' trlo r,4atl7 Ut q w-n,11'.irt I4W ryklr' El El fay AAA � [►1n1�r4+F�Ip+Ml�tuy++r.an a•,1•;'�5•t7 i 4��tlrtr{uX�eroh�,:,hhu w,if1 Nw•.., 9�M r*nrnrF^>f rrt:wr natHnY"M u 1+f 4a A,Y!•IIf 4+KIrh!,7fi/?R1.;$391m d.'u 1-11 i.;.I11'1+real I. ari JI}tp Revised 7.1 I.1 Seg Vendor Services Agreement-Propane Equipment Maintenance and Repair Ferrell Gas,L.P. Page 76 of 86 ATTACHMENT-8 BIDDER'S CONTACT INFORMATION Bidder's Name: I✓ C-a& s _ _ Bidder's Local Address: 1701 -'r0!'EM` 6�^`� 1.4115- 7A 250SV Phone: qt''7- y sY 76 a 5 Fax:92a- &o 7- Y 1! Email: _CI'i4kc tE pf!~A/lE�S @ /ECLGAS. ('DIt) Name of person assigned specifically for this Agreement: Name/Title "W AA-UIELS •-j0X&uA1,rMAW Phone: `t�17-45�f-7foa`d Fax: Email: ti 6"Vlas e 6LZ _t .Cd/h Name of persons for renewal information and/or billing questions: Name/Title �W /trt 14CLDk+r7'/fry4JY��G'� � /{/�'7.v.4isS Phone: '617-SY-74 2V Fax: 972.6q7-'RY 1 I Email C6K4' 1&PAA*iEt,S C EcG��45.ew►x Name/Title fe -G�FS �usrG 1�R SG 1/tC �jtLil /(p� Phone: iS00-Llt3-o?70 Fax: R/41"171— 37,90 Email: C6 CD fjWRC1.1.646$ COLA - —— (?,,a 6�kwtlr &'Vin's Signature Printed Name Hate Revised 7.1 1.18cg Vendor Services Agreement-Propane Equipment Maintenance and Repair Ferrell Gas,L.P. Page 77 of 86 ATTACHMENT-C CONSIDERATION OF LOCATION OF BIDDER'S PRINCIPAL PLACE OF BUSINESS Section 2-14 of the Fort Worth Code of Ordinances authorizes the City Council,when considering competitive seated bids, to enter Into a contract for certain purchases with a bidder whose principal place of business Is in the corporate limits of the City of Fort Worth and whose bid Is within 3 or 5 percent of the lowest bid, depending on the value of the request and goods or services requested, If the lowest bid is from a business outside the Municipality and contracting with the local bidder would provide the beat combination of price and other economic benefits to the municipality. Requests to be considered a local Business must be submitted on this form with bid packages to be considered by the City of Fort Worth. Questions should be addressed to the Purchasing staff listed in the bid or request package. The Fort Worth City Council requires the: following information for consideration of location of a bidder's principal place of business. Add additional sheets if needed to provide this information. 1. Locationai Eligibility: Principal Place of Business in Fort Worth,Texas. a. Do you have a Fort Worth office.? If yes,identify address: NA4 b. What percentage of estimated gross company sales(worldwide)are sales originating in Fort Worth? "Ciriginating in Fort Worth"shall mean payable at the Fort Worth office. [Must exceed 2. Economic Development opportunities resulting from contract. a. Number of Fort Worth resident-employees? IVY- b. Amount of City of Fort Worth ad valorem taxes(real and business personal property)paid by company(for prior tax year-ort Worth office or former location,if Fort Worth office is newly- established)? iU Certification of Information: The undersigned does hereby affirm that the information supplied Is true and correct as of the date hereof,under penalty of perjury. -7- A2`r 9 (Co n Nam (Bate) 7 7 (S€gnature) (Printed Name and Title j Revised 7.11.1 Reg Vendor Services Agreement-Propane Equipment Maintenance and Repair Ferrell Gas,L.P. Page 78 of 86 ATTACHMENT-D REFERENCE SHEET Please complete and return this form with your bid. The bidder shall furnish references far at least three(3)recent customers to whom products and/or services have been provided that are similar to those required by this solicitation.The City will be the sole judge of references, Please use additional sheets. 1. Company's Name 6 R�15k SO fOKA GIN6 Name of Contact ZrW lkc ar nwa Title of Contact �¢1ry7't<N,�CEJ.Qy¢ µ Present Address 79 pp 1 :59471} /4WC( City,State,Zip Code r er lkoe 7,F l }'X- 7&/ Telephone Number (VO ) ,CCI"9!i l Fax Number{ ) Email /I4$ITrAla e &cp,_ 7 Company's Name gCO E. A-Ei77,1 LEIS i�3 Name of Contact Oljf� � fiq� ,6/K -_ Title of Contact Present Address -72 j tiva fsi' s LVa City,State,Zip Code 7V/ Z,a L9T�__ Telephone Number (,07 )73;J- Fax dumber( Email 6VIC 3E77-1-,V6E� 774, 6941 3, Company's Name POLY-AM6'ZICA' Name of Contact rA^ 374Ck SO A) Title of Contact �!4 ,yy IVE},t/G M G,`z 1,05ALjc/77E5 Present Address o?606 we?W�L09/V4� -- City,State,Zip Code &(14Il/n RAiR►E Z[ 76051 Telephone Number ( ? )-33-7-.-70 5 Fax Number( ) Email G'dCr—(,A-#i Revised 7.113 Seg Vendor Services Agreement-Propane Equipment Maintenance and Repair Ferrell Gas,L.P. Page 79 of 86 ITB No. 1 9 ...0l 70 18,0 Bidders Qualifications 18.1.1 • Thank you for considering Ferrellgas as a Propane Supply Vendor for City of Fort Worth. Ferrellgas Is a nationwide propane supplier with nearly 1 Million customers,more than 185 million gallons in storage,and over A,000 employees(well over 500 of which are In the state of Texas). Ferrellgas is publicly traded(NYSE.FGP), and has been an industry leading full service fuel supplier for over 78 years. Ferrellgas works with fleets all across the nation,and have active agreements with long time Autogas customers who procure millions of gallons each year.Our team has personally helped deploy,implement,and fuel more than 3,000 propane powered vehicles in Texas.We are excited to continue servicing The City of Fort Worth,and look forward to pr9vivJtng he sl in r1ass sefww anri value. 18.1.3 • r h- rellgas pni intalrm market leadership in and around the city of Fort Worth by supplying ptuparii-y fctr IndustrittljCommorrial. Rf- irirntial, and Municipal customers.We offer bulk tank filling,all tvp�s ul tyliridei ihtil'hog,klmi5pnrt orders,as vN0 as l PG certdiedJ ieroce: Far repan-:,iri{i TRRC compliance. 1>3.1.4 Green Bay Packaging-18,000 gallon capacity vessel serviced by Ferrellgas transport propane Polly-America: 2-9000 gallon capacity vessel's serviced by Ferrellgas transport propane Ben E Keith:33tf forklift cylinders,serviced by bob tail (� '4�z 7- / Vendor Services Agreement-Propane Equipment Maintenance and Repair Ferrell Gas,L.P. Page 80 of 86 Attachment C3,.$cop!ai SOMCOS Intent l-2 subsocuans Sou#m:ssHYIJRespWnse 1.2,l h6nowlQdged-see attached tRRC Tiresse A rnnwlndgvd-seeallarhA TRRC Ilcanse 1.2,3 AcknovWedRed-3ee a tb6wd TR RC Ikame 1.2.4 Acknnwir`,dgNl we attarlled THRC,Ilcerise 1.2,5 AekgpwFed}ge4 wq!attaelii2il'MRCllcerFw 1.2.6 Acl&nawlrrlged-seeattarkdTRRClkenie 1.2.7 Acknowledged-s&2 attucheti IRJiC NrtPlsc 1.2.8 Acknowledged-see al taO"URC licence 1.2.9 Acknowledged-see attached IFIRC kreme 1.2.10 Acknowledged-see attached TRHC license L2.11 Acknowledged-sea attnctwd TRHCaIrerase 1.2.12 Acknowledge•saL4 atlacli d TA AC IkErrue 1.2.13 Acknmwledged-fee altactied TRRCllserise 1.z.i4 Aeknorwlrfttf-see attached TRRC license l 2 > Arknmvl£K�ged -see attached TRRC license LIZA ti AcknawleEfged-see;)tSigrhed TRRC Ilrrrrrs2 1.2.11 Atknowled9nd•see atta€hed TRRC license 1.2.1R A€krsowledged se&attash?riTRRCJICertsV 1.2.19 Arkrwwledged-see aittacnP41 TRRC fkenso 1.2.20 AektIaWlerlgcd-see ottarhed TRRC II cease 11211 Acknowledged •set attached I RRC Ncense 1.2.22 Aeknnwlfldbed-Teeattarhed TRRC HeCnsrs 112,23 Ackri43wtedgied -5ee attached I'R.RC llcanse 1.2.24 IArkn""ed-Nee iittachL d TRRC license 1.3 Acknowledged-see attached TRRC license Vendor Services Agreement-Propane Equipment Maintenance and Repair Ferrell Gas,L.P. Page 81 of 86 .. T � b. t rn Ik dF z rn Vendor Services Agreement-Propane Equipment Maintenance and Repair Ferrell Gas,L.P. Page 82 of 86 FORTWORTH. INVITATION TO BID 19-017.0 PROPANE MAINTENANCE SHRVICE GRE EMN°r Addendum:No,1 Addendum©ate:June 24,2019 Original Bid Opening:June 27,2019 Original Bid Opening:July 11,2019 Hid No.19-0170 Issued June 24, 2019 is amended as follows: The purpose of this addendum Is to amended and Incorporate In full text the following provisions: 1. The bid opening date is changed to July 11,2019, 2. Bidders shall acknowledge this addendum by signing below and submitting with Bid, All other(elms and conditions remain the same. aKlta Sta k-Johnson Senior buyer,purchasing ■K K an Rua x am K a i.R K.K Y■•K K 1.A OR R■K K'M'ago'K K P.K s K K'K s m K.m K K.K.I K K.K.I`K r No K K'K K l€RI K Ito K W I COMPANY NAME: Aa SIGNATURE: NOTE: Company name and signature must be the same as on the submitted bid documents. Page I of 1. Vendor Services Agreement-Propane Equipment Maintenance and Repair Ferrell Gas,L.P. Page 83 of 86 FoRvaWmans ADDENDUM TO THE INVITATION TO BID 19-0170 PROPANE MAINTENANCE CITY OF FORT WORTH PURCHASING DIVISION ADDENDUM NO. 1 DATE ISSUED:July 11,2019 BID NUMBER: 19-0170 BID TITLE,Propane Maintenance ORIGINAL Blip OPENING DATE, July 18, 2019 NEW BID OPENING DATE: July 18,2019 BID NUMBER 19-0170 issued June 19,2619, Is hereby amended as follows: 1. The bid opening date Is changed to July 18,2019. 2. Bidders are required to acknowledge this addendum by signature and submit with original bid. All other terms and conditions remain unchanged. LaKita Slack-Johnson Senior buyer,Purchasing M II p 111[p 111[p 31 p[E■-p Al/�p p p p��p i p p p p p p r■E!!I E E f�p p i i i E 1'■11�p�p■M'IF p 11 M p p 11 1 ■M M.•`�p p l COMPANY NAME: �i2�EL1 C1f?� SIGNATURE: NGTE- 0ompany name and signature rnmO hp the Game as an the submitted bid documents. Vendor Services Agreement-Propane Equipment Maintenance and Repair Ferrell Gas,L.P. Page 84 of 86 FORT-WORTH INVITATION TO BID IM170 PROPANE MAINTENANCE SERVICE AGREEEMNT Addendum:No.1 Addendum Date:June 24,2019 Original Bid Opening:June 27,2019 Original Bid Opening:July 11,2019 Bid No.19-0170 issued June 24,2019 is amended as follows: The purpose of this addendum is to amended and incorporate in full text the following provisions: 1. The bid opening date is changed to July 11,2019. 2. Bidders shall acknowledge this addendum by signing below and submitting with Bid. All other two s and conditions remain the same. —a it Slack-Johnson Senior buyer,Purchasing ■rrarrrrrrrrrrrrrrrrrrrrraerrrrrrerrrrr n rrrrrrrrrrrrrrrrrrrrrrrrrrrrrrr COMPANY NAME: SIGNATURE: NOTE: Company name and signature must be the same as on the submitted bid documents_ Page 1 of I Vendor Services Agreement-Propane Equipment Maintenance and Repair Ferrell Gas,L.P. Page 85 of 86 FoRTI-WORTH, ........... ADDENDUM TO THE INVITATION TO BID 19-0170 PROPANE MAINTENANCE CITY OF FORT WORTH PURCHASING DIVISION ADDENDUM NO. 1 DATE ISSUED:July 11,2019 BID NUMBER: 19-0170 BID TITLE: Propane Maintenance ORIGINAL BID OPENING DATE: July 18,2049 NEW BID OPENING DATE: July 18,2019 BID NUMBER 19-0170 issued June 19,2019,is hereby amended as follows:. 1. The bid opening date is changed to July 18,2019. 2. Bidders are required to acknowledge this addendum by signature and submit with original bid. All other terms and conditions remain unchanged. S LaKita Slack-Johnson Senior buyer,Purchasing r■rrrrrrrrr rr rrrrrrrrrrrrrrrrrr rrrrrrrrrrrr■rrrrrrrrrrw.rr rrrrrrrr■■■■rrt COMPANY NAME: SIGNATURE: NOTE: Company name and signature must be the same as on the submitted bid documents. Vendor Services Agreement-Propane Equipment Maintenance and Repair Ferrell Gas,L.P. Page 86 of 86 City of Fort Worth, Texas Mayor and Council Communication DATE: 11/12/19 M&C FILE NUMBER: M&C 19-0302 LOG NAME: 13P19-0170 PROPANE MAINTENANCE PMD LSJ SUBJECT Authorize Purchase Agreement with FerrellGas, L.P., for Propane Maintenance Services in an Amount Up to$200,000.00 per Year and Authorize Four Annual Renewal Options for the Property Management Department(ALL COUNCIL DISTRICTS) RECOMMENDATION: It is recommended that the City Council authorize a Purchase Agreement with FerrellGas,L.P.,for propane maintenance services in an amount up to$200,000.00 per year and authorize four annual renewal options for the Property Management Department. DISCUSSION: The Property Management Department(PMD)approached the Purchasing Division for assistance with obtaining repairs, maintenance, parts and components to repair or replace City-owned propane equipment. Purchasing Staff issued an Invitation to Bid(ITB)consisting of detailed specifications describing services, repairs, replacement,installation requirements and mandates of propane equipment.This bid was advertised in the Fort Worth Star-Telegram on June 26,2019,July 3,2019,July 10,2019,and July 17,2019.Thirteen vendors were solicited from the purchasing vendor database;a sole response was received. Staff certifies that sole response from FerrellGas, L.P. meets the specifications and recommends awarding the agreement for propane maintenance and repair services. PRICE ANALYSIS-The City of Fort Worth was awarded a North Texas Council of Government Grant in 2011 (C-24804)that was used to purchase and install new propane equipment.This is the first contract to repair the equipment purchased in 2011;therefore,there is no past price comparison for these services. No guarantee has been made that a specific amount of services will be performed,however PMD anticipates spending$200,000.00 per year for the propane maintenance services. An administrative change order or increase may be made by the City Manager in the amount up to$50,000.00 and does not require specific City Council approval as long as sufficient funds have been appropriated. M/WBE OFFICE-A waiver of the goal for MBE/SBE subcontracting requirements was requested by the Purchasing Division and approved by the M/WBE Office,in accordance with the BDE Ordinance,because the purchase of goods or services is from sources where subcontracting or supplier opportunities are negligible. Upon City Council approval,the Agreement shall begin upon execution of the Agreement and expire one year from that date. RENEWAL OPTIONS-This Agreement may be renewed for four additional one-year renewal periods. This action does not require specific City Council approval provided that the City Council has appropriated sufficient funds to satisfy the City's obligations during the renewal term. FISCAL INFORMATION/CERTIFICATION: The Director of Finance certifies that upon approval of the recommendations,funds are available in the current operating budget,as appropriated, in the General Fund and that,prior to an expenditure being incurred,the Property Management Department has the responsibility to validate the availability of funds. Submitted for City Manager's Office by. Kevin Gunn 2015 Originating Business Unit Head: Reginald Zeno 2015 Additional Information Contact: Cynthia Garcia 8525 LaKita Slack-Johnson 8314