HomeMy WebLinkAboutContract 53355 �� v CSO-53355
VENDOR SERVICES AGREEMENT
It
6 L� This VENDOR SERVICES AGREEMENT ("Agreement") is made and entered into by
�� between the CITY OF FORT WORTH ("City"), a Texas home rule municipal corporation,
acting by and through Valerie Washington, its duly authorized Assistant City Manager, and
FLIR Detection, Inc., ("Vendor"), a Delaware corporation and acting by and through its duly
authorized representative, each individually referred to as a "parry" 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 and Price Schedule; and
3. Exhibit B-Verification of Signature Authority Form.
Exhibits A and B, 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 and B 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. Provide repair and maintenance support services for FLIR
Radiation Detection products. Exhibit A - Scope of Services and Price Schedule more
specifically describes the services to be provided hereunder.
2. TERM. This Agreement shall begin on November 1, 2019 ("Effective Date") and shall
expire on October 31, 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, at
City's sole discretion.
3. COMPENSATION. City shall pay Vendor in accordance with Exhibit A - Scope of
Services and Price Schedule. Total payment made under this Agreement for the first year by
City shall be an amount not to exceed Eighteen Thousand Dollars ($ 18,000.00). Vendor shall
not perform any additional services or bill for expenses incurred for City not specified by this
Agreement unless City requests and approves in writing the additional costs for such services.
City shall not be liable for any additional expenses of Vendor not specified by this Agreement
unless City first approves such expenses in writing.
4. TERMINATION.
4.1. Written Notice. City or Vendor may terminate this Agreement at any time and for
any reason by providing the other parry with 30 days'written notice of termination.
4.2 Non-appropriation of Funds. In the event no funds or insufficient funds are
appropriated by City in any fiscal period for any payments due hereunder, City will notify
Vendor Services Agreement OKWALRECORD
CITY SECRETARY
FT. WORTH,TX
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.
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. Parties agree, for itself and its officers, agents and
employees, agrees that it shall treat all information provided to it by the other Party as
confidential ("Confidential Information") and shall not disclose any such information to a third
party without the prior written approval of the other Party.
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.
5.4 Public Information Act. City is a government entity under the laws of the State
of Texas and all documents held or maintained by City are subject to disclosure under the Texas
Public Information Act. In the event there is a request for information marked Confidential or
Proprietary, City shall promptly notify Seller. It will be the responsibility of Seller to submit
reasons objecting to disclosure. A determination on whether such reasons are sufficient will not
be decided by City, but by the Office of the Attorney General of the State of Texas or by a court
of competent jurisdiction.
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 Services Agreement Page 2 of 35
Vendor facilities and shall be provided adequate and appropriate work space in order to conduct
audits in compliance with the provisions of this section. City shall give Vendor reasonable
advance notice of intended audits.
7. INDEPENDENT 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 subVendors.
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, Vendors and subVendors. Vendor further agrees that nothing herein shall be construed
as the creation of a partnership or joint enterprise between City and Vendor. It is further
understood that City shall in no way be considered a Co-employer or a Joint employer of
Vendor or any officers, agents, servants, employees or subVendor of Vendor. Neither Vendor,
nor any officers, agents, servants, employees or subVendor of Vendor shall be entitled to any
employment benefits from City. Vendor shall be responsible and liable for any and all payment
and reporting of taxes on behalf of itself, and any of its officers, agents, servants, employees or
subVendor.
8. LIABILITY AND INDEMNIFICATION.
8.1. LIABILITY - VENDOR SHALL BE LIABLE AND RESPONSIBLE FOR ANY
AND ALL PROPERTY LOSS, PROPERTY DAMAGE AND/OR PERSONAL
INJURY, INCLUDING DEATH, TO ANY AND ALL PERSONS, OF ANY
KIND OR CHARACTER, WHETHER REAL OR ASSERTED, TO THE
EXTENT CAUSED BY THE NEGLIGENT ACT(S) OR OMISSION(S),
MALFEASANCE OR INTENTIONAL MISCONDUCT OF VENDOR, ITS
OFFICERS, AGENTS, SERVANTS OR EMPLOYEES.
8.2. INDEMNIFICATION - VENDOR HEREBY COVENANTS AND AGREES TO
INDEMNIFY, HOLD HARMLESS AND DEFEND THE CITY, ITS
OFFICERS, AGENTS, SERVANTS AND EMPLOYEES, FROM AND
AGAINST ANY AND ALL CLAIMS OR LAWSUITS OF ANY KIND OR
CHARACTER, WHETHER REAL OR ASSERTED, FOR EITHER
PROPERTY DAMAGE OR LOSS (INCLUDING ALLEGED DAMAGE OR
LOSS TO VENDOR'S BUSINESS, AND ANY RESULTING LOST PROFITS)
PERSONAL INJURY, INCLUDING DEATH, TO ANY AND ALL PERSONS,
AND DAMAGES FOR CLAIMS OF INTELLECTUAL PROPERTY
INFRINGEMENT, ARISING OUT OF OR IN CONNECTION WITH THIS
AGREEMENT, TO THE EXTENT CAUSED BY THE NEGLIGENT ACT(S)
OR OMISSION(S), MALFEASANCE OR INTENTIONAL MISCONDUCT OF
VENDOR, ITS OFFICERS, AGENTS, SUBCONTRACTORS, SERVANTS OR
EMPLOYEES.
Vendor Services Agreement Page 3 of 35
8.3. INTELLECTUAL PROPERTY INFRINGEMENT.
• The Vendor warrants that all Deliverables, or any part thereof, furnished
hereunder, including but not limited to: programs, documentation,
software, analyses, applications, methods, ways, and processes (in this
Section 8C each individually referred to as a "Deliverable" and
collectively as the "Deliverables,") do not infringe upon or violate any
patent, copyrights, trademarks, service marks, trade secrets, or any
intellectual property rights or other third party proprietary rights, in the
performance of services under this Agreement.
• Vendor shall be liable and responsible for any and all claims made against
the City for infringement of any patent, copyright, trademark, service
mark, trade secret, or other intellectual property rights by the use of or
supplying of any Deliverable(s) in the course of performance or
completion of, or in any way connected with providing the services, or the
City's continued use of the Deliverable(s)hereunder.
• Vendor agrees to indemnify, defend, settle, or pay, at its own cost and
expense, including the payment of attorney's fees, any claim or action
against the City for infringement of any patent, copyright, trade mark,
service mark, trade secret, or other intellectual property right arising from
City's use of the Deliverable(s), or any part thereof, in accordance with
this Agreement, it being understood that this agreement to indemnify,
defend, settle or pay shall not apply if the City modifies or misuses the
Deliverable(s). So long as Vendor bears the cost and expense of payment
for claims or actions against the City pursuant to this section 8, 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 the 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 the City for infringement arising under this Agreement,
the City shall have the sole right to conduct the defense of any such claim
or action and all negotiations for its settlement or compromise and to settle
or compromise any such claim; however, Vendor shall fully participate
and cooperate with the 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, the City's assumption of payment of costs or expenses shall not
eliminate Vendor's duty to indemnify the City under this Agreement. If
the Deliverable(s), 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
Vendor Services Agreement Page 4 of 35
its own expense and as City's sole remedy, either: (a) procure for City the
right to continue to use the Deliverable(s); or (b) modify the
Deliverable(s) to make them/it non-infringing, provided that such
modification does not materially adversely affect City's authorized use of
the Deliverable(s); or (c) replace the Deliverable(s) with equally suitable,
compatible, and functionally equivalent non-infringing Deliverable(s) at
no additional charge to City; or (d) if none of the foregoing alternatives is
reasonably available to Vendor, terminate this Agreement, and refund all
amounts paid to Vendor by the City, subsequent to which termination City
may seek any and all remedies available to City under law. VENDOR'S
OBLIGATIONS HEREUNDER SHALL BE SECURED BY THE
REQUISITE INSURANCE COVERAGE AND AMOUNTS SET FORTH
IN SECTION 10 OF THIS AGREEMENT.
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 RESERVED.
10. INSURANCE. Vendor shall provide City with certificate(s) of insurance documenting
policies of the following types and minimum coverage limits that are to be in effect prior to
commencement of any work pursuant to this Agreement:
10.1 Coverage and Limits
(a) Commercial General Liability:
$1,000,000 - Each Occurrence
$2,000,000 - Aggregate
(b) Automobile Liability:
$1,000,000 - Each occurrence on a combined single limit basis
Coverage shall be on any vehicle used by Vendor, its employees, agents, representatives
in the course of providing services under this Agreement. "Any vehicle" shall be any vehicle
owned, hired and non-owned.
(c) Worker's Compensation:
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Statutory limits according to the Texas Workers' Compensation Act or any other state
workers' compensation laws where the work is being performed
Employers' liability
$100,000 - Bodily Injury by accident; each accident/occurrence
$100,000 - Bodily Injury by disease; each employee
$500,000 - Bodily Injury by disease; policy limit
(d) Professional Liability(Errors &Omissions):
$1,000,000 - Each Claim Limit
$1,000,000 - Aggregate Limit
Professional Liability coverage may be provided through an endorsement to the
Commercial General Liability (CGL) policy, or a separate policy specific to Professional E&O.
Either is acceptable if coverage meets all other requirements. Coverage shall be claims-made,
and maintained for the duration of the contractual agreement and for two (2) years following
completion of services provided. An annual certificate of insurance shall be submitted to City to
evidence coverage.
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.
Certificates of Insurance evidencing that Vendor has obtained all required insurance
Vendor Services Agreement Page 6 of 35
shall be delivered to the City prior to Vendor proceeding with a ny work pursuant to this
Agreement.
11. COMPLIANCE WITH LAWS, ORDINANCES, RULES AND REGULATIONS.
Vendor agrees that in the performance of its obligations hereunder, it shall comply with all
applicable federal, state and local laws, ordinances, rules and regulations and that any work it
produces in connection with this Agreement will also comply with all applicable federal, state
and local laws, ordinances, rules and regulations. If City notifies Vendor of any violation of
such laws, ordinances, rules. or regulations, Vendor shall immediately desist from and correct
the violation.
12. NON-DISCRIMINATION COVENANT. Vendor, for itself, its personal representatives,
assigns, subVendors and successors in interest, as part of the consideration herein, agrees that in
the performance of Vendor's duties and obligations hereunder, it shall not discriminate in the
treatment or employment of any individual or group of individuals on any basis prohibited by
law. IF ANY CLAIM ARISES FROM AN ALLEGED VIOLATION OF THIS NON-
DISCRIMINATION COVENANT BY VENDOR, ITS PERSONAL REPRESENTATIVES,
ASSIGNS, SUBVENDORS OR SUCCESSORS IN INTEREST, VENDOR AGREES TO
ASSUME SUCH LIABILITY AND TO INDEMNIFY AND DEFEND CITY AND HOLD
CITY HARMLESS FROM SUCH CLAIM.
13. NOTICES. Notices required pursuant to the provisions of this Agreement shall be
conclusively determined to have been delivered when (1) hand-delivered to the other party, its
agents, employees, servants or representatives, (2) delivered by facsimile or email 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 FLIR Detection lnc.
Alin:Valerie Ilashinglon.Assistant City Manager Steven head, Service anci Customer 5uppon Manager
200 Texas Street 100 Midland Road
Fort Worth,TX 76 1 02-63 14 Oak Ridge.TN 37830-9102
Facsimile:4 817 y 392-8654
Facsimile; ;865-220-7181
With copy to Fort Worth City Attorncy'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.
Vendor Services Agreement Page 7 of 35
15. GOVERNMENTAL POWERS. It is understood and agreed that by execution of this
Agreement, City does not waive or surrender any of its governmental powers or immunities.
16. NO WAIVER. The failure of City or Vendor to insist upon the performance of any term
or provision of this Agreement or to exercise any right granted herein shall not constitute a
waiver of City's or Vendor's respective right to insist upon appropriate performance or to assert
any such right on any future occasion.
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 and B.
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 and B, contains
the entire understanding and agreement between City and Vendor, their assigns and successors
in interest, as to the matters contained herein. Any prior or contemporaneous oral or written
agreement is hereby declared null and void to the extent in conflict with any provision of this
Agreement.
24. COUNTERPARTS. This Agreement may be executed in one or more counterparts and
Vendor Services Agreement Page 8 of 35
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. INTELLECTUAL PROPERTY. Vendor reserves all rights, title, and interest in and to
any materials produced by Vendor, including, without limitation, all patent rights, copyrights,
trademarks, trade secrets, and all other intellectual property rights. City shall not acquire any
rights, title, or interest, express or implied, in any solutions or service produced by Vendor
unless specified in this agreement.
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.
Vendor Services Agreement Page 9 of 35
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.
(signature page follows)
Vendor Services Agreement Page 10 of 35
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 ofthis
By:Valerie R.Washington(Dec 31,2019) contract,including ensuring all performance and
Name: Valerie Washington reporting requirements.
Title: Assistant City Manager
Dec 31 2019 Ronald Mllls
Date: Y'
B • Ronald Mills(Dec 31,2019)
Name: Ronald Mills
APPROVAL RECOMMENDED: Title: Fire Captain
APPROVED AS TO FORM AND LEGALITY:
By: James Davis(Dec 31,2019)
Name: James Davis
Title: Fire Chief By: irong(Dec 31,2019)
ATTEST: Name. JB Strom
Title: Assistant City Attomey
CONTRACT AUTHORIZATION:
May Ka�ase� ,; M&C: N/A
By:Mary J.Rayser(Jan 2, 020)
Name: MaUj. Kayser
Title: City Secretary ;• ;��
S
VENDOR: 'Ch....
FLIR Detection,Inc. ATTEST:
Byiarrie 5 Ranagan(Dec 31,2 ) By:
Name: Carrie S.Ranagan Title: Name:
Global Director, Government Contracts Title:
Date: Dec 31,2019
OFFICIAL RECORD
CITY SECRETARY
FT WORTH,
Vendor Services Agreement Page 11 of 35
EXHIBIT A
SCOPE OF SERVICES AND PRICE SCHEDULE
Process Repairs and product accessories as described in the pricing included as Exhibit A.
Process Repairs:
Dose Rate Calibration Certification
Full evaluation of product
Software/Firmware upgrade to latest approved revision level
Offical calibration certification of the dose rate
Quality control of instrument
MODELS All identiFINDER®R 100
PROCESS REPAIR ID CAL idF R100
PRICE $195
GM Tube Replacement
Example why detector replacement may be necessary; no counts due to defective detector
MODELS All identiFINDER°R 100
PROCESS REPAIR ID ❑ET idF R100
PRICE $380
RepairElectronic
Replacement of housing assembly,display, and other minor repairs
MODELS All identiFINDERIR 100
PROCESS REPAIR ID REPAIR idF R100A
PRICE $295
ElectronicRepair
Replacement of PCBA
MODELS All identiFINDER®R 100
PROCESS REPAIR I❑ REPAIR idF R100 B
PRICE $680
Vendor Services Agreement—Exhibit A Page 12 of 35
. - 1 ti
Dose Rate Calibration
Full evaluation of product
Software/Firmware upgrade to latest approved revision level
Optimization of linearity for optimal identification results
Official dose rate calibration (includes Certificate of Calibration)
Quality control of instrument
MODELS All identiFINDER®R 200
PROCESS REPAIR ID CAL idF R200
PRICE $245
ReplacementCsl Detector (includes '
Example why detector replacement may be necessary; no counts due to defective detector
MODELS All identiFINDER®R 200
PROCESS REPAIR ID DETCsl idF R200
PRICE $1,045
ElectronicRepair
Examples why repairservices may be necessary; Replacement of BT PCBA, display,display PCBA
MODELS All identiFINDER®R 20D
PROCESS REPAIR ID REPAIR i d F R200 A
PRICE $340
RepairElectronic Major
Replacement of main PCBA
MODELS All identiFINDER®R 200
PROCESS REPAIR ID REPAIR i d F R200 B
PRICE $1,055
ReplacementBattery
Replacement of battery
MODELS All identiFINDER®R 200
PROCESS REPAIR ID BATT idF R200
PRICE $150
Vendor Services Agreement—Exhibit A Page 13 of 35
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/ 3 f
Optimization
Full evaluation of product, parts and accessories
Software/Firmware upgrade to latest approved revision level
Replacement of internal rechargeable battery
Optimization of ID crystal for optimal identification results
Opti mization of 2x gamma dose rate detectors
Optimization of neutron count rate for optimal sensitivity(if applicable)
Quality control of instrument and accessories to ensure that they meet manufacturer's specifications
MODELS All identiFINDER®R 300
PROCESS REPAIR ID OPT idF R300
PRICE $585
Detector Replacement
Examples why detector replacement may be necessary;no counts due to defective detector, poor
detector resolution resulti ng in poor identification results or misidentifications
MODELS All identiFINDER®R300
PROCESS REPAIR ID DETCZT idF R300
PRICE $2,400
Neutron Tube Replacement
Examples why He3 tube replacement may be necessary;High background neutron count rate when
no source is present, no counts when source is present
MODELS All identiFINDER®R 300
PROCESS REPAIR ID He idF R300
PRICE $2,020
RepairElectronic
Examples why repair services may be necessary;Any type of defect that requires component level
repair services or replacement of PCBA's
MODELS All identiFINDERIR300
PROCESS REPAIR ID REPAIR idF R300
PRICE $1,875
Vendor Services Agreement—Exhibit A Page 14 of 35
Optimization
Full evaluation of product, parts and accessories
Software/firmware update to the latest approved revision level
Replacement of internal backup battery(applicable with only older gene ration identiFINDER's)
Replacement of rechargeable batteries
Optimization of LED for optimal identification results throughout the complete temperature range
(only applicable with Ultra models)
Adjustment of device parameters,calibration and renewal of background spectrum of internal Cs-137
source for optimal identification results(only applicable with models with intrinsic source)
Optimization of linearity for optimal identification results
Optimization of gamma dose rate
Optimization of neutron count rate (only applicable with neutron models)
Check internal Cs-137calibration source for containment integrity
Quality control of instrument and accessories to ensure that they meet manufacturer's specifications
MODELS Non-Underwater Models Underwater Models Ironman
PROCESS REPAIR ID OPT idF R400 A OPT idF R400 B Cal Ironman
PRICE $725 $1,255 $400
ScintillationDetector Replacement
Examples why detector replacement may be necessary;no counts due to defective detector, poor
detector resolution resulting in poor identification results or misidentificatlons
MODELS Standard Ultra I T j UW x La6r3
PROCESS REPAIR I❑ OETWidFR400A OEFNaIidFR4008 OEFNal-TidFR40 SET Nal idF R440C OEF Na I idF R400E OEr L.B,3 i d F R400
PRICE $2,150 $2,365 1 $3,250 1 $2,365 $4,900 $10,720
Neutron
Examples why He3tube replacement may be necessary;High background neutron count rate when
no source is present, no counts when source is present
MODELS All identiFINDER®R400
PROCESS REPAIR ID He3 idF R400
PRICE $2,020
Vendor Services Agreement—Exhibit A Page 15 of 35
Examples why minor repair services maybe necessary; Defective LED module, defective display
module defective power pcba
MODELS All identiFINDER®R400
PROCESS REPAIR ID REPAIR idF R400A
PRICE $1,050
• - • . •
Examples why major repair services may be necessary;Any type of defect on the main pcba that
requires com anent level repair services component level repair or replacement of LED pulse
MODELS All identiFINDER®R400
PROCESS REPAIR ID REPAIR idF R400 B
PRICE $1,875
Replacement of • Board
Examples why main pcba replacement may be necessary;Short in PCBA, open circuit in PCBA,
component level troubleshooting unsuccessful
MODELS All identiFINDER®R400
PROCESS REPAIR ID REPAIR idF R400 C
PRICE $4 800
Housing - •
Replacement of main housing assembly
MODELS Non UW Models UW Models
PROCESS REPAIR ID HOUSING idF R400A HOUSING idF R400 B
PRICE $2 350 $3 650
Replacement of Lens
MODELS Non UW Models UW Models
Part Number 101802 and 100195 101802 and 100195
PRICE $135 $240
Vendor Services Agreement—Exhibit A Page 16 of 35
. . 0
Optimization
Full evaluation of product, parts and accessories
Software/firmware update to the latest approved revision level
Optimization of I i nearity for opti mal identification results
Optimization of gamma dose rate
Quality control of instrument and accessories to ensure thatthey meet manufacturer's specifications
MODELS ALL Models
PROCESS REPAIR ID OPT R440
PRICE $750
ScintillationDetector Replacement
Examples why detector replacement may be necessary;no counts due to defective detector, poor
detector resolution resulting in poor identification results or misidentifications
MODELS Nal(TI) Models Nall-Models
PROCESS REPAIR ID DET R440-G DET R440-GN
PRICE $4,500 $7,350
Electronic
MODELS ALL Models
PROCESS REPAIR ID REPAIR idF R440A
PRICE $1,450
Replacement of Detector Board Assembly (Does NOT include Detector)
MODELS ALL Models
PROCESS REPAIR I❑ REPAIR idF R440 B
PRICE $1,250
Replacement . Trizeps Assembly
MODELS ALL Models
PROCESS REPAIR ID REPAIR idF R440 C
PRICE $3,400
Vendor Services Agreement—Exhibit A Page 17 of 35
r
i
identiFINDER6 R500
Optimization
Full evaluation of product,parts and accessories
Software/firmware update to the latest approved revision level
Replacement of internal backup battery(applicable with only oldergeneration identiFINDER's)
Replacement of rechargeable batteries
Optimization of LED for optimal identification results throughout the complete temperature range
(only applicable with Ultra models)
Adjustmentof device parameters,calibration and renewal of background spectrum of internal Cs-137
source for optimal identification results [only applicable with models with intrinsic source)
Optimization of linearity for optimal identification results
Optimization of gamma dose rate
Optimization of neutron count rate (only applicable with neutron models)
Check internal Cs-137 calibration source forcontainment integrity
Quality control of instrument and accessories to ensure that they meet manufacturer's specifications
MODELS All radHunter models
PROCESS REPAIR ID OPT id R500
PRICE $965
DetectorScintillation
Examples why detector replacement may be necessary; no counts due to defective detector, poor
detector resolution resulti ng in poor identification results or misidentifications
MODELS Nal(TI) Models
PROCESS REPAIR ID DET Nal id R500
PRICE $3,950
Neutron Tube Replacement
Examples why He3tube replacement may be necessary; High background neutron count rate when
no source is present, no counts when source is present
MODELS All Models
PROCESS REPAIR ID He3 idF R500
PRICE $3,680
Electronic -p.
Examples why repairservices may be necessary;Any type of defect that requires component level
re air services or replacement of PC6A's
MODELS All Models
PROCESS REPAIR ID REPAIR idF R500
PRICE $2,135
Vendor Services Agreement—Exhibit A Page 18 of 35
1�
Optimization
Full evaluation of product
Software firmware update to the latest approved revision level
Optimization of gamma dose rate
Optimization of neutron count rate (if applicable)
Optimization of I i nearity for opti mal identification results
Optimization of LED for optimal identification resu Its th roughout the complete temperature range (if
Replacement of brass screws for external power(if applicable)
Replacement of thermal foam(x2) p/n 103679
Quality control of product and accessories to ensure that they meet manufacturers specifications
MODELS 200 Series(2 x 3 ONLY) 3DO Series(2 x 3 ONLY)4D3 Series(2 x 3 ONLY) 416 Series(2 x 4 x 16)
PROCESS REPAIR I❑ OPT DU OPT DU
PRICE $935 $1,450
Detector replacement
Examples why detector replacement may be necessary;no counts due to defective detector, poor
detector resolution resulti ng in poor identification results or misidentifications
MODELS 2DD Series(2 x 3 ONLY) 3DO Series(2 x 3 ❑NLY)4D3 Series(2 x 3 ONLY) 416 Series(2 x 4 x 16)
PROCESS REPAIR I❑ DETNal DU A
PRICE $3,250
Neutron Tube Replacement
Examples why He3 tube replacement may be necessary;High background neutron count rate when
no source is present, no counts when source is present
MODELS 200 Series 300 Series 403 Series 416 Series
PROCESS REPAIR ID He3 DU A He3 DU B
PRICE $4,220 $4,220
Electronic Repair
Examples why repair services may be necessary;Any type of defect that requires component level
repair services or replacement of PCBA's
MODELS 200 Series 300 Series 403 Series 416 Series
PROCESS REPAIR ID REPAIR DU A REPAIR DU B REPAIR DU C
PRICE $1,935 $2,460 $37 200
Vendor Services Agreement—Exhibit A Page 19 of 35
Ra-ldeff
Optimization
Full evaluation of product, parts and accessories
Firmware upgrade (if applicable)
Optimization of 7 gamma dose rate detectors
Optimization of neutron count rate for 2 neutron tubes(if applicable)
Optimization of ID detector for optimal identification results
Replacement of lithium Ion battery
MODELS Raider all models
PROCESS REPAIR ID OPT Raider
PRICE $895
Detector
Examples why detector replacement may be necessary;no counts due to defective detector, poor
detector resolution resulting in poor identification results or misidentifications
MODELS Raider all models
PROCESS REPAIR ID DET CZT Raider
PRICE $6 200
Neutron . Replacement
Examples why He3 tube replacement may be necessary;High background neutron count rate when
no source is present, no counts when source is present
MODELS Raider all models
PROCESS REPAIR ID He3 Raider
PRICE $2 300
Electronic ■
Examples why repair services may be necessary;Any type of defect that requires component level
repair services or replacement of PCBA`s
MODELS Raider all models
PROCESS REPAIR ID REPAIR Raider
PRICE $2,365
Vendor Services Agreement—Exhibit A Page 20 of 35
Miscellaneous
Exempt Source Handling Fee
U.S. NRC 10 CFR 30.71 Schedule B
Limited to maximum of 10 exempt sources
PROCESS REPAIR ID EXEMPT RAD FEE
PRICE $135
Guaranteed maximum 3 days service
PROCESS REPAIR ID EXPEDITE FEE
PRICE $125
Evaluation fee is only applicable if repair/maintenance services are declined.
PROCESS REPAIR ID EVAL FEE
PRICE $400
Vendor Services Agreement—Exhibit A Page 21 of 35
Accessories:
i . 0 1Photo Part Description Part Number List Price Comments
cable U5B 2.0Type A-Mini B
Male l.Om 4208566 $32.00
cable usb micro audio
No Photo Currently Available adaptor 11100 4209958 $9.50
wrist strap string black 101035 $15.00
holster idF-R100 4209953 $75.00
1GB U5B memory stick
. includes user manual and
quick reference guide 4204014 550.00
Accessory Bag 4206385 $10.00
Vendor Services Agreement—Exhibit A Page 22 of 35
identiFINDERI rr
Photo Part Description Part Number List Price Comments
pwrsuppIy 100-240VAC
5VDC 6W USB includes US,
UK and EU adaptors 4204026 $25.00
Battery CR123A 3V 1400 mAh 4206214 $4.90
cable USB 2.0Type A- Mini B
Male 2.Om 4204015 $32.00
cable usb mini audio adaptor
R200 4209956 $9.50
wrist strap Iandyard 24in
black 102001 $24.00
wri st strap stri ng black 101035 $15.00
Battery door CR123 R200 4220298 $45.00
holster idF-R200 4209954 $75.00
Handsfree instrument Optional
mount for vehicle(includes nonstandard
holster) 4204838 $150.00 accessory
USB port rubber cover 4203840 $25.00
Accessory Bag 4206385 $10.00
. clu USB memory stick
includes user manual and
quick reference guide 4204014 $50.00
Vendor Services Agreement—Exhibit A Page 23 of 35
identiFINDEROR 300
Photo Part Description Part Number List Price C o M m e"rits
pwr supply usb 5.OV/2.OA
ISSAW includes adaptors U5, UK,
EU,AU5 4213398 $76.00
pwr supply car usb 3.0
5.5V/1.5A 4206960 $32.00
cable mini USB-B to USB-A
2m 103429 $32.00
rubber boot R300 103108 $72.00
holster R300 103431 $87.00
hard holster identiFINRER OWR300 4209955 $75.00
C
wrist strap string black raider 10103.5 $15.00
wrist strap landyard 24in
black raider 102001 $24.00
�•.■.��■ case 1200 black incl.custom
•' � insert 103387 $235.00
label case R300 4209095 $14.00
. 1GB USB memory stick
includes user manual and
quick reference guide 420401.1 $50.00
Vendor Services Agreement—Exhibit A Page 24 of 35
!� sQo
identiFINDERO 1 1
Photo Part Description Part Number Price Comments
pwrsupply usb 5.OV/2.OA
includes adaptors U5, UK,
I&SAW EU, AUS 4213398 $76.00
pwr supply car usb 3.0
5.5V/1.5A 4206960 $32.00
Non-
cable micro USB-B to USB-A underwater
1m 4202304 $32.00 model
Underwater
cable LEMO to USB-A 1m 104039 $185.00 model
batt powerPACK-ultra-2 Rechargeable
complete 103358 $205.00 battery pack
Non-
batt powerPACK-2excluding rechargeable
batteries 102957 $175.00 battery pack
4m m ring idf rev4 103787 $6.50
screw battery compartment,
idf re v4 101835 $46.00
case 1450 black incl. inserts 4214964 $350.00
+;= Specific for
the Ultra K-40
case 1520 black incl. inserts 4214220 $350.00 Models
label case R400 4209107 $14.00
Vendor Services Agreement—Exhibit A Page 25 of 35
usb plug cover idf housing 101596 $25.00
holster 101189 $225.00
holster idf-u 102098 $225.00
Should be
used with p/n
rubber bumper idf2 main 103659 $210.00 103660
Should be
used with p/n
rubber bumper idf2 handle 103660 $80.00 103659
wrist strap idf 100034 $24.00
handle Grip idF/idF2 4200413 1 2.C: I
`E t Lemo plug/dustcap idf/idf2
underwater model 102503 $32.00
neutron moderator external
k_ idf 100248 $364.00
KCI box idf 101594 $370.00
KCI box idf underwater
models 4200211 $370.00
1GB U5B memory stick
.r--: includes user manual and
quick reference guide 4204014 $50.00
Vendor Services Agreement—Exhibit A Page 26 of 35
d_ .O R425
Photo Part Description Part NumberComments
Battery CR123A 3V 1400 mAh 4206214 $4.90
16650 Battery 4222635 $55.00
Battery Charger-16650 Cell 4223151 $30.00
Battery Charger power
supply-16650 Cell 4223153 $30.00
International powersupply
adapter kit 4223154 $10.00
U5B-C Cable C->C 4223308 �:�2.00
pwr supply wall mount 15W
5V 3A 4223152 $34.00
USB-C Cable A->C 4223307
pwr supply car usb 3.0
5.SV/1.SA 4206960 1 $32.00
Vendor Services Agreement—Exhibit A Page 27 of 35
fab case and foam R425 4223421 $450.00
jo—
label case R425 4223756 $14.00
wrist strap idf 100034 $24.00
Retractable lanyard 4224177 $55.00
fab holster R425 4209891 $180.00
. 1G6 U56 memory stick
includes user manual and
quick reference guide 4204014 $50.00
Vendor Services Agreement—Exhibit A Page 28 of 35
s
Photo Part Description
pwr supply usb 5.OV/2.OA
includes adaptors US, UK,
EU,AUS 4213399 $76.00
cable micro USB-B to USB-A
1m 4202304 $32.00
cable mini USB-B to USB-A
2m 103429 $32.00
Rechargeable
battery pack Li-ion R440 4210014 $495.00 battery pack
Non-
rechargeable
battery holder R440 4212836 $395.00 battery pack
1GB USB memory stick
. includes user manual and
quick reference guide 4204014 $50.00
q•�■,■*+_* fab case and foam R440 4213734 $450.00
PM
label case R440 4213732 $14.00
4mm ring idf rev4 103787 $6.50
Vendor Services Agreement—Exhibit A Page 29 of 35
wrist strap i d f 100034 $24.00
Retractable lanyard TBD TBD
fab holster R440 4209891 $155.00
synthetic o-ring grease 1cc
R440 4214141 $4.50
o-ring 40x 1.6 N BR 70A 4213725 5'].1)
Vendor Services Agreement—Exhibit A Page 30 of 35
I&SAW pwr supply wall usb 3.0
5.5V/1.5A includes US, UK
and EU adaptors 4213398 $76.00
pwr supply car usb 3.0
5.5V/1.5A 4206960 $32.00
cable mini U5B-B to U5B-A
2m 103688 $32.00
batt powerPACK-ultra-2 Rechargeable
complete 103358 $205.00 battery pack
Non-
batt powerPACK-2excluding rechargeable
batteries 102857 $175.00 battery pack
shoulder strap rhA2 103319 $68.00
1GB U5B memory stick
includes user manual and
quick reference guide 4204014 $50.00
case carry im2450(does not
incl.foam inserts) 103361 $198.00
r ■ r •
' insert molded im2450(does
not incl.case) 103346 $210.00
Specific to
insert molded im2450 LaBr3 the LaBr3
version(does not incl.case) 102162 $210.00 models
label case R500 4209108 $14.00
Vendor Services Agreement—Exhibit A Page 31 of 35
lee
identiFINDERO S900
Photo Part Description Part Number Price 9W Comments
. 1G6 US6 memory stick
includes user manual and
quick reference guide 4204014 $50.00
C) cable ethernet cat6 utp blue
3M 102561 $26.00
pwr supply PoE/router ST-
POE4PWR(Netgear Po
router) 102788 $188.00
hangers push close clamping
(Stride 203 mtg bracket) 102782 $23.50 STRIDETm 203
pwr supply wall adaptor us
lumberg 102711 $165.00 STRIDErm 203
belt cassette u n i v 4-way 76" STRIDET- (ALL
dark gray(top belt) 102475 $169.00 300 Series)
�1
con ethernet coupler ip67 STRIDE'"
mil (Ethernet Mil connector) 103002 $74.00 403.3
clamp offset pipe stride
j1CIr- mounting(Stride 403.3 mtg STRI DE TM
bracket) 102930 $69.00 403.3
angle bracket mk82.40.0702
(Stride 416 mtg bracket) 103485 $12.50 STRIDE'm 416
screw mac m8x16mm hex
steel zinc(Stride 416 mtg
screws) 102702 $1.45 STRIDE'M 416
nut m8 square steel zinc
0 (Stride 416 mtg nut) 102701 $145 STRIDE- 416
Vendor Services Agreement—Exhibit A Page 32 of 35
identiFINDER
Photo Part Description Part Number"""lorice Cornme nts I
(black box) including pwr
supply wall adapter U5/UK/
EU 101084 $198.00
cable usb(black box) 101086 $32.00
cable mini usb to lemo idf-u
(black box) 101083 $185.00
cable mini usb to mini usb
(black box) 101183 $32.00
.Fez
cable serial to mini U5B
(Black box) 101085 $32.00
adaptor box (black box) 101082 $396.00
Nan-
batt powerPACK-2excluding rechargeable
batteries 102857 $175.00 battery pack
JAM-
•.
batt powerPACK-ultra Rechargeable
complete 102856 $205.00 battery pack
4mm ring idf rev4 103787 $6.50
screw battery compartment,
idf rev4 101835 $46.00
Vendor Services Agreement—Exhibit A Page 33 of 35
usb plug cover idf housing 101596 $25.00
holster 101189 $225.00
holster idf-u 102098 $225.00
Should be
used with p/n
rubber bumper idf2 main 103659 $252.00 103660
Should be
used with p/n
rubber bumper idf2 handle 103660 $96.00 103659
wrist strap idf 100034 $24.00
handle Grip idF/idF2 4200413 1 2.C: I
tw Lemo plug/dustcap idf/idf2
underwater model 102503 $32.00
neutron moderator external
idf 100248 $364.00
KCI box idf 101594 $370.00
KCI box idf underwater
models 4200211 $370.00
case 1520 including inserts 4214221 1 $495.00
Vendor Services Agreement—Exhibit A Page 34 of 35
EXHIBIT B
VERIFICATION OF SIGNATURE AUTHORITY
FLIR Detection, Inc.
1024 S. Innovation Way
Stillwater, OK 74074
Services to be Provided: Repair and maintenance support services for FLIR Radiation Detection
products.
Execution of this Signature Verification Form ("Form") hereby certifies that the following individuals
and/or positions have the authority to legally bind the Vendor and to execute any agreement, amendment
or change order on behalf of Vendor. Such binding authority has been granted by proper order,resolution,
ordinance or other authorization of Company. The City is fully entitled to rely on the warranty and
representation set forth in this Form in entering into any agreement or amendment with Vendor. Vendor
will submit an updated Form within ten (10) business days if there are any changes to the signatory
authority. The City is entitled to rely on any current executed Form until it receives a revised Form that
has been properly executed by the Vendor.
1. Name:
Position:
Signature
2. Name:
Position:
Signature
3. Name:
Position:
Signature
Name:
Signature of President/CEO
Other Title:
Date:
Vendor Services Agreement—Exhibit B Page 35 of 35