HomeMy WebLinkAboutContract 54181 07/23/20 City Secretary Contract No.
3:57 pm 54181
FORT WORTH.
VENDOR SERVICES AGREEMENT
HOWE & HOWE
This VENDOR SERVICES AGREEMENT("Agreement")is made and entered into by and
between the CITY OF FORT WORTH("City"),a Texas home rule municipal corporation and
Howe&Howe Inc. ("Vendor"),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;
5. Exhibit D-Seller's Sole Source Justification Letter; and
6. Exhibit E-Sole Source Procurement Justification
Exhibits A,B,C,D,E which are attached hereto and incorporated herein,are made a part of this Agreement
for all purposes. In the event of any conflict between the terms and conditions of Exhibits A,B or C and the
terms and conditions set forth in the body of this Agreement, the terms and conditions of this Agreement
shall control.
1. Scope of Services.Vendor shall supply City with one(1)each,Thermite RS 1 Fire Fighting
Robot and related services such as training days and a warranty(collectively,the"Services").Exhibit
"A" - Scope of Services more specifically describes the Robot("Product") and related services to be
provided hereunder.
2. Term.This Agreement shall begin on the date signed by the Assistant City Manager below
("Effective Date")and shall expire on April 30,2021 ("Expiration Date"),unless terminated earlier in
accordance with this Agreement("Initial Term").
3. Comnensation.City shall pay Vendor in accordance with the provisions ofthis Agreement and
Exhibit "B," — Price Schedule. Total payment made under this Agreement shall be the amount of One
Hundred and Forty-Four Thousand and Nine Hundred Dollars and zero cents ($144,900.00).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.
OFFICIAL RECORD
CITY SECRETARY
FT.WORTH, TX
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City Secretary Contract No.
4. Termination,
4.1 Written Notice. City or Vendor may terminate this Agreement at any time and for
any reason by providing the other party with 30 days' written notice of termination.
4.2 Non-appropriation of Funds. In the event no funds or insufficient funds are
appropriated by City in any fiscal period for any payments due hereunder,City will notify Vendor
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 work performed up to the effective date of
termination. Vendor shall continue performance of work 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 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.
5.4 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.
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City Secretary Contract No.
6. Right to Audit. After final payment has been made and up to three(3)years thereafter,
Vendor agrees that City shall 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 solely involving this Agreement at no additional cost to City.Vendor agrees that City shall have
access during normal working hours to all necessary Vendor facilities and shall be provided adequate and
appropriate work space in order to conduct audits in compliance with the provisions of this section.City shall
give Vendor reasonable advance notice of intended audits.
7. Indenendent 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,
Vendors 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. Liabilill andIndemnification.
8.1 LIABILITY—VENDOR SHALL BELIABLEANDRESPONSIBLEFOR 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 DIRECTLY 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- WITHIN THE LIMITS OF THE TEXAS
TORT CLAIMS ACT AND ONLY TO THE LIMITS THAT THE CITY WOULD BE SUBJECT
TO UNDER SUCH, VENDOR HEREBY COVENANTS AND AGREES TO INDEMNIFY,
HOLD HARMLESS AND DEFEND 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) AND/OR PERSONAL INJURY,
INCLUDING DEATH, TO ANY AND ALL PERSONS, SOLELY CAUSED BY THE
NEGLIGENT ACTS OR OMISSIONS OR MALFEASANCE OF VENDOR, ITS OFFICERS,
AGENTS,SERVANTS OREMPL0YEES.
8.3 NOTHWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT,
VENDOR WILL NOT BE LIABLE TO CITY FOR ANY CONSEQUENTIAL,INDIRECT,
PUNITIVE, OR MULTIPLE DAMAGES OF ANY NATURE WHATSOEVER,ARISING OUT
OF OR IN CONNECTION WITH THIS AGREEMENT,EVENIF VENDOR HAS BEEN
ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. VENDOR'S MAXIMUM
LIABILITY TO CITYARISING OUT OF OR UNDER THIS CONTRACT, WHETHER SUCH
LIABILITY ARISES PURSUANT TO ANY CONTRACT, WARRANTY,NEGLIGENCE,STRICT
LIABILITY, TORT, OR OTHER LEGAL OR EQUITABLE THEORY, WILL NOT EXCEED AN
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AMOUNT EQUAL TO THE TOTAL AGREEMENT PRICE. THE PARTIES ACKNOWLEDGE
AND AGREE THAT THIS LIMITATION OF LIABILITY REFLECTS ANALLOCATION OF
RISKAND THAT THE TERMS OF THIS AGREEMENT WOULD BE SUBSTANTIALLY
DIFFERENT IN THE ABSENCE OF SUCH LIMITATION.
8.4 INTELLECTUAL PROPERTY INDEMNIFICATION — Vendor agrees to
defend, settle, or pay, at its own cost and expense, any claim or action against City for
infringement of any patent, copyright, trade mark, trade secret, or similar property right
arising from City's use of the software and/or documentation in accordance with this
Agreement,it being understood that this agreement to defend, settle or pay shall not apply if
City modifies or misuses the software and/or documentation.So long as Vendor bears the cost
and expense of payment for claims or actions against City pursuant to this section, Vendor
shall have the right to conduct the defense of any such claim or action and all negotiations for
its settlement or compromise and to settle or compromise any such claim; however,City shall
have the right to fully participate in any and all such settlement, negotiations, or lawsuit as
necessary to protect City's interest, and City agrees to cooperate with Vendor in doing so.In
the event City, for whatever reason, assumes the responsibility for payment of costs and
expenses for any claim or action brought against City for infringement arising under this
Agreement, City shall have the sole right to conduct the defense of any such claim or action
and all negotiations for its settlement or compromise and to settle or compromise any such
claim; however, Vendor shall fully participate and cooperate with City in defense of such
claim or action. City agrees to give Vendor timely written notice of any such claim or action,
with copies of all papers City may receive relating thereto. Notwithstanding the foregoing,
City's assumption of payment of costs or expenses shall not eliminate Vendor's duty to
indemnify City under this Agreement. If the software and/or documentation or any part
thereof is held to infringe and the use thereof is enjoined or restrained or, if as a result of a
settlement or compromise,such use is materially adversely restricted,Vendor shall,at its own
expense and as City's sole remedy,either: (a)procure for City the right to continue to use the
software and/or documentation; or(b)modify the software and/or documentation to make it
non-infringing, provided that such modification does not materially adversely affect 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.
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. Such consent shall not be
unreasonably withheld. 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.
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City Secretary Contract No.
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 GeneralLiability:
$1,000,000- Each Occurrence
$2,000,000- Aggregate
(b) Automobile Liability:
$1,000,000- Each occurrence on a combined single limit basis
Coverage shall be on any vehicle used by Vendor, its employees, agents,
representatives in the course of providing services under this Agreement. "Any
vehicle"shall be any vehicle owned,hired and non-owned.
(c) Worker's Compensation:
Statutory limits according to the Texas Workers'Compensation Act or any other state
workers' compensation laws where the work is being performed
Employers' liability
$100,000- Bodily Injury by accident; each accident/occurrence
$100,000- Bodily Injury by disease; each employee
$500,000- Bodily Injury by disease;policy limit
10.2 General Requirements
(a) The workers' compensation policy shall include a Waiver of Subrogation
(Right of Recovery)in favor of City.
(b) 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.
(c) Any failure on the part of City to request required insurance
documentation shall not constitute a waiver of the insurance requirement.
(d) Certificates of Insurance evidencing that Vendor has all required insurance
coverages shall be delivered to the City prior to Vendor proceeding with any work
pursuant to this Agreement.
11. Comgliance 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,
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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.
City Secretary Contract No.
12. Non-Discrimination Covenant. Vendor, for itself, its personal representatives, assigns,
subVendors and successors in interest,as part of the consideration herein,agrees that in the performance of
Vendor's duties and obligations hereunder,it shall not discriminate in the treatment or employment of any
individual or group of individuals on any basis prohibited by law. IF ANY CLAIM ARISES FROM AN
ALLEGED VIOLATION OF THIS NON-DISCRIMINATION COVENANT BY VENDOR, ITS
PERSONAL REPRESENTATIVES, ASSIGNS, SUBVENDORSS OR SUCCESSORS IN
INTEREST, VENDOR AGREES TO ASSUME SUCH LIABILITY AND TO INDEMNIFY AND
DEFEND CITY AND HOLD CITY HARMLESS FROM SUCH CLAIM.
13. Notices. Notices required pursuant to the provisions of this Agreement shall be
conclusively determined to have been delivered when (1) hand-delivered to the other party, its agents,
employees, servants or representatives, (2) delivered by facsimile with electronic confirmation of the
transmission, or(3)received by the other party by United States Mail,registered,return receipt requested,
addressed as follows:
To CITY: To VENDOR:
City of Fort Worth Howe&Howe Inc.
Attn: Valerie Washington, Attn: Tammy Howe
Assistant City Manager 661 Main Street Waterboro,
200 Texas Street ME 04087Facsimile: 207
Fort Worth,TX 76102-6314 247-2755
Facsimile: (817)392-8654
With copy to Fort Worth City Attorney's Office at
same address
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City Secretary Contract No.
14. Solicitation of Employees. Neither City nor Vendor shall, during the term of this
Agreement and additionally for a period of one year after its termination,solicit for employment or employ,
whether as employee or independent contractor,any person who is or has been employed by the other during
the term of this Agreement,without the prior written consent of the person's employer.Notwithstanding the
foregoing,this provision shall not apply to an employee of either party who responds to a general solicitation
of advertisement of employment by either party.
15. Governmental Powers. It is understood and agreed that by execution of this Agreement,
City does not waive or surrender any of its governmental powers or immunities.
16. No Waiver. The failure of City or Vendor to insist upon the performance of any term or
provision of this Agreement or to exercise any right granted herein shall not constitute a waiver of City's or
Vendor's respective right to insist upon appropriate performance or to assert any such right on any future
occasion.
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 Maieure. 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 thisAgreement.
21. Review of Counsel.The parties acknowledge that each party and its counsel have reviewed
and revised this Agreement and that the normal rules of construction to the effect that any ambiguities are
to be resolved against the drafting party shall not be employed in the interpretation of this Agreement or
Exhibits A,B,and C.
22. Amendments/Modifications/Extensions.No amendment,modification,or extension of
this Agreement shall be binding upon a party hereto unless set forth in a written instrument, which is
executed by an authorized representative of eachparty.
23. EntirM of Agreement. This Agreement, including Exhibits A, B and C, contains the
entire understanding and agreement between City and Vendor,their assigns and successors in interest,as to
the matters contained herein. Any prior or contemporaneous oral or written agreement is hereby declared
null and void to the extent in conflict with any provision of this Agreement.
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City Secretary Contract No.
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 the Product and services provided to the City
under this agreement will be free from defects in material and workmanship for a period of one year from
the date of its acceptance by City(two years in the event the optional 12 month extended warranty has been
purchased). Within fourteen (14) days after discovery of any defect in material or workmanship, the City
will notify the Vendor of such defect, giving all available information to the Vendor so the Vendor can
determine,in Vendor's sole discretion,whether there is a valid warranty claim and,if so,the proper course
of action.If Vendor determines the warranty claim is valid,then Vendor will,at Vendor's discretion,repair
or replace the defective component. Vendor also warrants that the Product and services will be of a high
quality and conform to generally prevailing industry standards.
This warranty will apply only to the extent that the Product has been properly stored,
maintained,and operated by City, in accordance with Vendor's recommendations as stated in any
training, operations,maintenance or repair manual, service bulletins or any other instructions issued by
the Vendor. The City must be aware,at their own expense,routine maintenance and periodic replacement
of consumables including but not limited to items required for scheduled maintenance such as tracks,
hoses,brakes,filters, fluids,gaskets,lights,and standard hardware("Wear Items") are required in order to
maintain safe and proper vehicle operations. This limited warranty does not apply to such Wear Items,or
if the Product has been damaged by misuse or negligence or if the Product has been modified or repaired
by a party other than the Vendor without Vendor's written approval.
THIS LIMITED WARRANTY IS THE SOLE AND EXCLUSIVE REMEDY,AND IS
IN LIEU OF ANY WARRANTY OF MERCHANTABILITY,FITNESS FOR A PARTICULAR
PURPOSE,OR OTHER WARRANTY OF QUALITY,WHETHER EXPRESS OR IMPLIED,AND
ANY OTHER OBLIGATION OR LIABILITY,RIGHT, CLAIM,OR REMEDY WHATSOEVER OF
VENDOR WHETHER IN CONTRACT OR IN TORT,INCLUDING PRODUCT LIABILITIES BASED
UPON STRICT LIABILITY,NEGLIGENCE, IMPLIED WARRANTY IN LAW, OR OTHERWISE,
FOR ANY DEFECT,DEFICIENCY,FAILURE,MALFUNCTIONING, OR FAILURE TO FUNCTION
OF ANY OF THE PRODUCTS, SERVICES, SPARES OR MANUALS. CITY ASSUMES ALL RISK
AND LIABILITY WHATSOEVER NOT EXPRESSLY ASSUMED BY VENDOR IN THIS LIMITED
WARRANTY.
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 byVendor.
27. 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
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as Exhibit"C". Each party is fully entitled to rely on these warranties and representations in entering into
this Agreement or any amendment hereto.
28. 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.
29. No Boycott of Israel. If Vendor has fewer than 10 employees or this Agreement is
for less than $100,000, this section does not apply. Vendor acknowledges that in accordance with
Chapter 2270 of the Texas Government Code,the City is prohibited from entering into a contract with a
company for goods or services unless the contract contains a written verification from the company that
it: (1) does not boycott Israel; and(2)will not boycott Israel during the term of the contract. The terms
"boycott Israel" and"company" shall have the meanings ascribed to those terms in Section 808.001 of
the Texas Government Code. By signing this contract, Vendor certifies that Vendor's signature
provides written verification to the City that Vendor: (1) does not boycott Israel; and(2)will not
boycott Israel during the term of the contract.
IN WITNESS WHEREOF,the parties hereto have executed this Agreement in
multiples.
(signature page follows)
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Howe&Howe
ACCEPTED AND AGREED:
CITY OF FORT WORTH:
CONTRACT COMPLIANCE MANAGER:
By signing I acknowledge that I am the person
responsible for the monitoring and administration of this
By.
Valerie Washington(Jul 23,202014:13 CDT) contract,including ensuring all performance and
reporting requirements.
Name: Valerie Washin€�ton
Title: Assistant City Manager
Date: Ju123,2020 By:Homer Robertson(Ju 123,202012:04 CDT)
Name: Homer Robertson
f APPROVAL RECOMMENDED: Title: Fire Assistant Chief
APPROVED AS TO FORM AND LEGALITY:
By:
J s Davis(Jul 23,202013:19 CDT)
Name: James D.Davis Chd2tonherAusfiria
Title: _Fire Chief By: Christopher Austria(Jul 23,202013:52 CDT)
oovvnnb
�bo�FORraa Name: Christopher Austria
ATTEST: PA. ° °°oO�dd Title: Assistant City Attorney
a�° o-+o
Pva =d
°,o*�d CONTRACT AUTHORIZATION:
�Q �aanIl szAsbaa M&C: 20-0370 06/16/20
1295: /
Name: Mary J. Kayser
Title: City Secretary
VENDOR:
ATTEST:
By: By:
Name: Thomas P. Laug Name: Steve A. Crow
Title: Sr. Contract Manager Title: Contracts Business Manager
Date: J"_ ZULv
OFFICIAL RECORD
CITY SECRETARY
FT.WORTH, TX
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EXHIBIT A
SCOPE OF WORK
THERMITE RS1
STANDARD EQUIPMENT
CHASSIS ELECTRONICS LIGHTING
> Aluminum chassis > Radio control-belly pack control Front
> Chassis color:yellow withvideoscreen Rear
> Base height 64 in Video System Emergency flasher, red/blue
> Base width 44 in Tethered control included
> Base length 72 in Tethered maximum distance 100 ft
> Hydrostatic drive - High definition standard(1,080p)front PLUMBING
> Diesel engine 24 hp liquid - High definition standard (1,080p) rear
cooled Kohler Inlet line size 3"NPT(qty 2)
> 12 volt DC 30 AMP alternator Aux take-off 2.5" NPT(qty 2)
> Battery maintainer included MONITOR Self-cooling spray system
- Inputvoltage 110 to 250 VAC 50/60 hz Bumper sprayers
> Maximum speed 8 mph Elkhart Brass 7,200 Cobra EXM
> Fuel tank 9 gal Remote monitor nozzle 1,000-1,250 gpm
> Winch 5,000 lb
> Rear hitch
> Tool/cargo crib
> Locking canopy
AVAILABLE OPTIONS "included with standardpricing
CHASSIS COLOR PLUMBING WI NCH SIZE
❑ Yellow** > Aux take-off 5,000 Ib**
Red Ci 2.5"NPT** 8,000lb
• Other G 3" NPT
White Other VIDEO SYSTEM
Specifycolor
EXHIBIT B
PRICE SCHEDULE
Quote#1001 Date 3 25 2020
7'FJCTRON Systems HOWE & 110W _
Customer Name Fort Worth Fire Department
Address 505 W. Felix St.
City, State,Zip Fort Worth, TX 76115
Contact Name Chief Homer Robertson
Contact E-Mail homer.robertsonPfortworthtexas.eov
Contact Phone 817-392-6810
Base Thermite-RS1 $130,000
White Paint $1,000
Remote Shut-off Valve $4,000
UNIT PRICE WITH OPTIONS $135,000
2 Addtl Training Days $3,500
12-Month Extended Warranty $3,900
Shipping Estimate $2,500
TOTAL PURCHASE PRICE $144,900
EXHIBIT C
VERIFICATION OF SIGNATURE AUTHORITY
ADDRESS
Execution of this Signature Verification Form ("Form') hereby certifies that the following
individuals and/or positions have the authority to legally bind Vendor and to execute any agreement,
amendment or change order on behalf of Vendor.Such binding authority has been granted by proper order,
resolution,ordinance or other authorization of Vendor. City is fully entitled to rely on the warranty and
representation set forth in this Form in entering into any agreement or amendment with Vendor. Vendor
will submit an updated Form within ten(10)business days if there are any changes to the signatory authority.
City is entitled to rely on any current executed Form until it receives a revised Form that has been properly
executed by Vendor.
1. Name: Geoffrey Howe
Position: em Vice Pre ' ent
Signature
2. Name: Evan Shockley
Posi ' D' ctor,Contracts
Signs
3. Name: Tho s P Laug
Posit : S .C tra t Manager
Signature
Name:
Signature esident/CEO
Oth itle: Senior Vice President
Date:
Exhibit D
Seller's Sole Source Justification Letter
HOWE & HOWE, INC.
661 Main Street,Waterboro.Maine 04087 • Ph:985-661-3372
Fax:410-452-6104
• Email:Firesales@howeandhowe.com • Web:www.howeandhowe.com
March 2,2020
To Whom it May Concern,
Since 2014,Howe&Howe,Inc.,have produced,marketed,and sold the RS1 and RS3 series
of Thermite firefighting robots.Thermite units have been sold to both private and public entities for use
by fire departments and emergency response personnel at all levels,worldwide.
The Thermite series of firefighting robots are unmanned,remotely controlled units capable of
distributing large amounts of water or chemical foam in multiple degrees of power and shape for the
purpose of fire extinguishment.The Thermite units allow users the ability to tactically maneuver with
video monitoring capability in spaces that would normally prevent firefighters from operating in due to
heat,chemical,gas,and other limiting factors.They provide a long stand-off range and extended
operational time without the need to refuel or recharge.These advantages allow firefighters and
emergency response personnel to safely and effectively combat fires which results in saved lives.
Thermite units are unique in both their design and functionality.Howe&Howe,Inc.,is a
U.S.based company that uses U.S.based material suppliers to provide the highest quality parts and
materials in the industry.We partner with Elkhart,Kohler,Yanmar,and FLIR to provide our
customers with a reliable product that we back with our full support and that of our suppliers.With a
zero-degree turning radius,ascension of 50%grade slopes,35%side slope traversing,standoff range
of up to 500M,—20 hrs.of runtime and putting out up to 2,500 GPM,our Thermite unit's performance
is unmatched by any company producing similar type products in the world.
Howe&Howe,Inc.'s goal is to provide the firefighting and emergency response community
with the most capable,safest,most dependable robotic firefighting assets possible.There is simply no
other company who offers a product that is comparable.For these reasons and those described above,
we believe it is in the best interest of the Fort Worth Fire Department to procure its firefighting robots
from Howe&Howe Inc.
Sincerely,
[Type here] [Type here] [Type here]
FORT WORTH
CITY OF FORT WORTH
CHAPTER 252 EXEMPTION FORM
This form must be provided when requesting to make a purchase over$50,000 without following_
public bidding requirements.
Instructions: Fill out the entire form with detailed information. Once you have completed this
form,provide it to the Purchasing attorney for review. The attorney will review the information
you have provided and determine whether using an exemption to Chapter 252's biding
requirements would be defensible. If you are printing this form to provide to Legal, please do not
provide the Primer portion. Failure to provide sufficient information may result in follow up
questions and cause a delay in the attorney's determination.
Section 1: General Information
Requesting Department: Fire Department
Name of Contract Manager: Chief Homer Robertson
Department's Attorney:Christopher Austria
Item or Service sought: Thermite RS 1-T4
Vendor: Howe&Howe, INC
James Hall: 1-985-661-3372
Current Agreement for item/service: Yes No X
CSC#:
How will this item or service be used:
The Fire Department would like to purchase a Fire Fighting Robot. The Purpose of this purchase
is to help operator's combat fires safely and efficiently and provide situational Awareness where
it would be unsafe to place Firefighters. The Fire Fighting Robot will also provide
reconnaissance and situational awareness in high risk areas and will be remotely operated with a
belly pack controller that provides real time video. The Robot will be able to traverse hazardous
terrain, stand extreme elements, and push vehicles from its path. The price for this purchase will
be$147,0000.00
Page 1 of 4
Firefighting Robot
This robot is a critical piece of public safety equipment used to mitigate life-threating emergency
by providing fire suppression, situational awareness and intelligence gathering without exposing
first responders to the dangers of fires, hazardous materials and building collapse.
This firefighting robot allows first responders to apply 1250 gallons a minute of water from a
safe distance using a remote control. It also provides live video streaming from an emergency
scene to provide situational awareness of potentially dangerous conditions without exposing
responders to those dangers.
The robot is diesel powered and can operate 8 or more hours without refueling. It has the ability
to go up and down stairs and transverse steep terrain without issue.
This multi-functional robot is an important component to protect the public from the dangers of
Fire as a Weapon. Because the robot allows the Fort Worth Fire Department to mitigate life-
threatening emergencies that would otherwise be too dangerous for personnel, this purchase is
necessary for the preservation of the health or safety of the Fort Worth general public.
Section 2: Exemption Justification
Please indicate which exemption you believe applies to the purchase and provide information to
support its applicability. Please refer to the Exemption Primer for detailed information about
common exemptions.
a procurement made because of a public calamity that requires the immediate appropriation
of money to relieve the necessity of the municipality's residents or to preserve the property of the
municipality;
X a procurement necessary to preserve or protect the public health or safety ofthe
municipality's residents;
a procurement necessary because of unforeseen damage to public machinery,equipment, or
other property;
a procurement for personal, professional, or planning services;
a procurement for work that is performed and paid for by the day as the workprogresses;
a purchase of land or a right-of-way;
a procurement of items that are available from only one source,including:
a purchase of rare books, papers, and other library materials for a public library;
___paving drainage, street widening, and other public improvements, or related matters,if at
least one-third of the cost is to be paid by or through special assessments levied on property that
will benefit from the improvements;
a public improvement project, already in progress, authorized by the voters of the
municipality, for which there is a deficiency of funds for completing the project in accordance
with the plans and purposes authorized by the voters;
a payment under a contract by which a developer participates in the construction ofa public
improvement as provided by Subchapter C, Chapter 212;
personal property sold:
Page 2 of 4
(A) at an auction by a state licensed auctioneer;
(B) at a going out of business sale held in compliance with Subchapter F, Chapter 17,
Business &Commerce Code;
(C) by a political subdivision of this state, a state agency of this state, or an entity of the
federal government; or
(D) under an interlocal contract for cooperative purchasing administered by a regional
planning commission established under Chapter 391;
services performed by blind or severely disabled persons;
goods purchased by a municipality for subsequent retail sale by the municipality;
electricity; or
advertising, other than legal notices.
Please provide details and facts to explain why you believe the exemption applies to the
purchase.You may also attach documentation to this form.
Section 3: Attorney Determination
With the facts provided by the department, is the use of the claimed exemption defensible if the
City were to be challenged on this purchase?__.,LYes or No
Was there anything not included on this form or attached hereto that was relied on in making this
determination? Yes or ,,/ No
If yes,please explain:
Approved by:
Taylor Paris
Assistant City Attorney
Page 3 of 4
EXEMPTION FORM PRIMER
Below are explanations and examples of common exemption that apply to municipal purchases.
If you have questions about the information provided or need additional information,please
contact your department's assigned attorney.
1. A procurement made because of a public calamity that requires the immediate
appropriation of money to relieve the necessity of the municipality's residents orto preserve the
property of the municipality. This is generally used in cases of public emergency.
2. A procurement necessary to preserve or protect the public health or safety of the
municipality's residents. This is a factual determination that will be used when the purchase directly
impacts public health and safety. Please note, this is generally a very narrow exception.
3. A procurement necessary because of unforeseen damage to public machinery,equipment,
or other property.Damage or immediately foreseeable damage that is caused by an unexpected event.
This will generally be used when a natural disaster or unforeseen failure occurs that impacts other
property.
4. A procurement for personal,professional, or planning services;
Professional services are not defined under Chapter 252, so there is no precise definition to
follow. However, the Texas Attorney General has suggested that a professional service
comprehends labor and skill that is `predominately mental or intellectual, rather than physical or
manual."' Tex. Atty Gen Op. JM-940 (1988) (quoting Maryland Casualty Co. v. Cray Water
Co., 160 S.W. 2d 102 (Tex. Civ. App.—Eastland 1942, no writ). The Texas Attorney General
has also opined that"professional services"no longer includes only the services of lawyers,
physicians, or theologians,but also those members of disciplines requiring special knowledge or
attainment and a high order of learning, skill, and intelligence. Id.
Facts needed to support a professional service exemption include the specialized requirements of
that profession and the mental and intellectual skill required by the person while performing the
service. Purchases of goods are not professional services.
5. A procurement of items that are available from only one source.
This exemption is commonly referred to as the sole source exemption. In determining whether a
purchase is of a good or service that is available from one source, you should not consider price
or time to receive the good or service. The information needed to support this exemption, is that
no other provider can provide the service or category of good except for the vendor you are
proposing. Some examples of sole source purchases include service agreements when only one
vendor is authorized to work on the equipment by the manufacturer and allowing another vendor
would void the warranty; purchase of a good that is copyrighted or trademarked and only
provided by one vendor.
Page 4 of 4
M&C 36FIRE FIGHTING ROBOT PURCHASE Page 1 of 6
Ivlditu uollaaorauon wizara
General Discussion Certifications AttachmentsIF Authors&Reviewers Routing Summary
(This is a read only summary view of the M&C)
City of Fort Worth,Texas
Mayor and Council Communication
DATE: 06/16/20
LOG NAME: 36FIRE FIGHTING ROBOT PURCHASE
SUBJECT
Authorize an Agreement with Howe&Howe,Inc.for the Purchase of a Fire Fighting Robot,in an Amount Not to Exceed$144,900.00,
Utilizing Funding from the 2019 Urban Area Security Initiative Grant Award(ALL COUNCIL DISTRICTS)
RECOMMENDATION:
It is recommended that the City Council authorize the purchase of a fire fighting robot,in an amount not to exceed$144,900.00,from Howe
&Howe,Inc.,utilizing funding from the 2019 Urban Area Security Initiative Grant Award.
DISCUSSION:
The Fort Worth Fire Department is seeking to acquire a fire fighting robot using funds from the Urban Area Security Initiative(UASI)Grant
authorized by City Council on September 10,2019(M&C 19-0118).The United States Department of Homeland Security(DHS)through
the State of Texas,Office of the Governor,awards UASI program grants to jurisdictions across the state to enhance local capabilities to
prevent,respond to and recover from acts of terrorism and natural disasters.
A fire fighting robot is a critical piece of public safety equipment used to mitigate life-threating emergencies by providing fire suppression,
situational awareness,and intelligence gathering without exposing first responders to the dangers of fires,hazardous materials,and
building collapse. It also allows first responders to apply 1,250 gallons per minute of water from a safe distance,using a remote control,
and provides live video streaming from an emergency scene to provide situational awareness of potentially dangerous conditions without
exposing first responders to those dangers.
This multi-functional robot is an important tool to protect the public from the dangers of"Fire as a Weapon". Because the robot allows
the Fort Worth Fire Department to mitigate life-threatening emergencies that would otherwise be too dangerous for personnel,this
purchase is necessary for the preservation of health and safety.Costs are estimated to not exceed$144,900.00.
BID ADVERTISEMENT-This procurement is exempt from the competitive bidding requirements as provided for under Section 252.022(a)
(2)of the Texas Local Government Code because the procurement is necessary to preserve or protect the public health or safety of the
municipality's residents.
ADMINISTRATIVE CHANGE ORDER-An administrative change order or increase may be made by the City Manager up to the amount
allowed by relevant law and the Fort Worth City Code 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 Department and approved by the
OBD,in accordance with the BIDE Ordinance,because the purchase of goods or services is from sources where subcontracting or supplier
opportunities are negligible.
This project will serve ALL COUNCIL DISTRICTS.
1A Form 1295 is not required because:This contract will be with a publicly-traded business entity or a wholly-owned subsidiary of a publicly-
traded business entity:Textron Inc.
FISCAL INFORMATION/CERTIFICATION:
The Director of Finance certifies that funds are available,as previously appropriated,in the Grants Operating Federal Fund.Prior to any
expenditure being incurred,the Fire Department has the responsibility to validate the availability of funds.This is a reimbursement grant.
Submitted for City Manager's Office by: Valerie Washington 6199
Originating Business Unit Head: Jim Davis 6801
Additional Information Contact: Mark Rauscher 6803
I
7
https:Hautomation.fortworthtexas.gov/form.aspx?pid=9c6d9970-b 152-4134-92ef-1 d926ec... 7/21/2020
M&C Review Page 1 of 2
Official
CITY COUNCIL AGENDA Ft7Rrrli
DATE: 6/16/2020 REFERENCE **M&C 20- LOG NAME: 36FIRE FIGHTING
NO.: 0370 ROBOT PURCHASE
CODE: C TYPE: CONSENT PUBLIC NO
HEARING:
SUBJECT: Authorize an Agreement with Howe & Howe, Inc. for the Purchase of a Fire Fighting
Robot, in an Amount Not to Exceed $144,900.00, Utilizing Funding from the 2019 Urban
Area Security Initiative Grant Award (ALL COUNCIL DISTRICTS)
RECOMMENDATION:
It is recommended that the City Council authorize the purchase of a fire fighting robot, in an amount
not to exceed $144,900.00, from Howe & Howe, Inc., utilizing funding from the 2019 Urban Area
Security Initiative Grant Award.
DISCUSSION:
The Fort Worth Fire Department is seeking to acquire a fire fighting robot using funds from the
Urban Area Security Initiative (UASI) Grant authorized by City Council on September 10, 2019
(M&C 19-0118). The United States Department of Homeland Security(DHS)through the State of
Texas, Office of the Governor, awards UASI program grants to jurisdictions across the state to
enhance local capabilities to prevent, respond to and recover from acts of terrorism and natural
disasters.
A fire fighting robot is a critical piece of public safety equipment used to mitigate life-threating
emergencies by providing fire suppression, situational awareness, and intelligence gathering
without exposing first responders to the dangers of fires, hazardous materials, and building
collapse. It also allows first responders to apply 1,250 gallons per minute of water from a safe
distance, using a remote control, and provides live video streaming from an emergency scene to
provide situational awareness of potentially dangerous conditions without exposing first responders
to those dangers.
This multi-functional robot is an important tool to protect the public from the dangers of"Fire as a
Weapon". Because the robot allows the Fort Worth Fire Department to mitigate life-threatening
emergencies that would otherwise be too dangerous for personnel, this purchase is necessary for
the preservation of health and safety. Costs are estimated to not exceed $144,900.00.
BID ADVERTISEMENT-This procurement is exempt from the competitive bidding requirements as
provided for under Section 252.022(a)(2) of the Texas Local Government Code because the
procurement is necessary to preserve or protect the public health or safety of the municipality's
residents.
ADMINISTRATIVE CHANGE ORDER-An administrative change order or increase may be made by
the City Manager up to the amount allowed by relevant law and the Fort Worth City Code 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 Department and approved by the OBD, in accordance with the BDE Ordinance, because the
purchase of goods or services is from sources where subcontracting or supplier opportunities are
negligible.
This project will serve ALL COUNCIL DISTRICTS.
http://apps.cfwnet.org/council_packet/mc review.asp?ID=27938&councildate=6/16/2020 7/21/2020
M&C Review Page 2 of 2
FISCAL INFORMATION/CERTIFICATION:
The Director of Finance certifies that funds are available, as previously appropriated, in the Grants
Operating Federal Fund. Prior to any expenditure being incurred, the Fire Department has the
responsibility to validate the availability of funds. This is a reimbursement grant.
TO
Fund Department Account Project Program Activity Budget Reference# Amount
ID ID Year (Chartfield 2)
FROM
Fund Department Account Project Program Activity Budget Reference# Amount
ID ID Year Chartfield 2
Submitted for City Manager's Office by: Valerie Washington (6199)
Originating Department Head: Jim Davis (6801)
Additional Information Contact: Mark Rauscher(6803)
ATTACHMENTS
http://apps.cfwnet.org/council_packet/mc review.asp?ID=27938&councildate=6/16/2020 7/21/2020