HomeMy WebLinkAboutContract 54436 City Secretary Contract No.
54436
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VENDOR SERVICES AGREEMENT
Siddons Martin Emergency,Group
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
Siddons Martin Emergency,Group("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;and
4. Exhibit C—Verification of Signature AuthorityForm.
Exhibits A,B and C,which are attached hereto and incorporated.herein,are made a part of this Agreement
for all purposes. In the event of any conflict between the terms and conditions of Exhibits A, B or C and
the terms and conditions set forth in the body of this Agreement,the terms and conditions of this Agreement
shall control.
1. Ss Ujje of Services.Vendor will provide emergency vehicle repair services and parts for the Fire
Department's Pierce and Oshkosh manufactured fire trucks. This requires factory trained and
EVT certified technicians.(collectively,the"Services").Exhibit"A"-Scope of Services more
specifically describes the Services to he provided hereunder.
2. Term.This Agreement shall begin on the date signed by the Assistant City Manager below
("Effective Date")and shall expire one year after("Expiration Date"),unless terminated earlier
in accordance with this Agreement("Initial TerrW').City shall have the option, in its sole
discretion,to renew this Agreement under the same terms and conditions;for up to three(3)
one-year renewal options,at City's sole discretion.
3. Camnensation.City shall pay Vendor in accordance with the fee schedule of Vendor
personnel who perform services under this Agreement in accordance with the provisions of this
Agreement and Exhibit"B,"—Price Schedule. Total payment made under this Agreement for
the first year by City shall be in an amount up to Fifty-thousand dollars($50.000.00).
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.
OFFICIAL RECORD
CITY SECRETARY
FT.WORTH,TX
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City Secretary ContractNo.
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 34 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 thatthis Agreement is terminated
prior to the Expiration Date,City shall pay Vendor for services actually rendered up to the effective
date of termination and Vendor shall continue to provide City with services requested by City and
in accordance with this Agreement up to the effective date of termination.Upon termination of this
Agreement for any reason, Vendor shall provide City with copies of all completed or partially
completed documents prepared under this Agreement.In the event Vendor has received access to
City Information or data as a requirement to perform services hereunder, Vendor shall return all
City provided data to City in a machine readable fa nrat or other fonnat deemed acceptable to City.
5. Disclosure of Conflicts and ConfdentialInfornaation.
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 fall 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
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City Secretary ContractNo.
Means and shall fully cooperate with City to protect such City Information from
further unauthorized disclosure.
6. Right 12 Audit Vendor agrees that City shall, until the expiration of three(3)years after
final payment under this contract, or the final conclusion of any audit commenced during the said three.
years,have access to and the right to examine at reasonable times any directly pertinent books,documents,
papers and records, including, but not limited to, all electronic records, of Vendor involving transactions
relating to this Agreement at no additional cost to City. Vendor agrees that City shall have access during
normal working hours to all necessary Vendor facilities and shall be provided adequate and appropriate
work space in order to conduct audits in compliance with the provisions of this section. City shall give
Vendor reasonable advance notice of intended audits.
7. 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 respondent 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.
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 OMISSIONS), MALFEASANCE OR INTENTIONAL MISCONDUCT OF
VENDOR,ITS OFFICERS,AGENTS,SERVANTS OREMPLOYEES
8.2 GENE_"L I1VI)F_hfl IE U TI1Z VENDOR HEREBY COVENANTS AND
AGREES TO INDEMNIFY, HOLD HARMLESS AND DEFEND CITY, ITS OFFICERS,
AGENTS,SERVANTS AND EMPLOYEES, .F'ROMAND AGAINST ANYAND ALL CLAIMS
OR LAWSUITS OFANyKIND OR CHARACTER, WHETHER REAL OR ASSERTED, FOR
EITHER PROPER TYDAMAGE OR LOSS(INCLUDINGALLEGED DAMAGE OR LOSS TO
VENDOR'S ,BUSEVESS AArD .4NY RESULTING LOST PROFITS) AND/Olt PERSONAL
INJURY, INCLUDING DEATH, TO ANY AND ALL PERSONS,ARISING OUT OF OR IN
CONNECTION WITH THIS AGREEMENT, TO THE EXTENT CAUSED BY THE
NEGLIGENT ACTS OR OMISSIONS OR MALFEASANCE OF VENDOR, ITS OFFICERS,
AGENTS,SERVANTS OREMPLOYEES
8.3 - 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
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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 snake 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. Assignalent 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 theassignment.
9.2 Subcontract. 1f City grants consent to a subcontract, sub Vendor shall execute a
written agreement with Vendor referencing this Agreement under which sub Vendor shall agree to
be bound by the duties and obligations of Vendor under this Agreement as such duties and
obligations may apply. Vendor shall provide City with a fully executed copy of any such
subcontract_
10. insurance.Vendor shall provide City with certificate(s)of insurance documenting policies
of the following types and minimum coverage limits that are to be in effect prior to commencement of any
work pursuant to thisAgreement:
10.1 Coverage and Limits
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(a) Commercial General Liability:
$1,000,000- Each Occurrence
$1000,000- Aggregate
(b) Automobile Liability,
$1,000,000- Each occurrence on a combined single limitbasis
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
5100,000- Bodily Injury by accident;eachaccidentloccurrence
$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 ofCity.
(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
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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 :trust be licensed and/or approved to do
business in the State of Texas.All insurers must have a miuiznum rating of A- VII
in the current A.M.Best Key Rating Guide,or have reasonably equivalent financial
strength and solvency to the satisfaction of Risk Management.if the rating is below
that required,written approval of Risk Management is required.
(e) Any failure on the part of City to request required insurance
documentation shall not constitute a waiver of the insurance requirement.
(f) Certificates of Insurance evidencing that Vendor has obtained all required
insurance shall be delivered to the City prior to Vendor proceeding with any work
pursuant to thisAgreement.
11. .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. , 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 NUN-DISCRIMINATION COVENANT BY VENDOR, ITS
PERSONAL REPRESENTATIVES, ASSIGNS, SUBBVENDORSS OR SUCCESSORS IN
INTEREST, VENDOR AGREES TO ASSUME SUCH LIABILITY AND TO INDEMNIFY AND
DEFEND CITY AND FOLD CITY HARMLESS FROM SUCHCLAIM.
13. Not 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 Siddons-Martin Emergenev Groii.n.
Attn: Valerie Washington, 1362 E.Riche Rd
Assistant City Manager Houston TX 77073
200 Texas Street facsimile:
Fort Worth,TX 76102-6314
Facsimile: (817)392-8654 Attn:Legal Department
With copy to Fort Worth City Attorney's Office at
same address
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City Secretary ContractNo.
14. Soligitation of FmBlUees 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. Gavernmental_Y_owers. 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 Waiter.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. C:orverning 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, Fart Worth Division.
18. SeVerahjU& 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. Eorce MajeuM. 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. ReyjiewoLCounw1.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 resolver/ against the drafting party shall not be employed in the interpretation of this Agreement or
Exhibits A,B,and C.
22. , 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. EntirCU of Agreement. This Agreement, including Exhibits A, S 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 thisAgreement.
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City Secretary CanzractNo.
24. ountemarts 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_
2S. Warraniv of Serve. 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, ImmigEdlion NationalilyA Vendor shall verify the identity and employment eligibility
of its employees who perform work under this Agreement,ineluding.completing the Employment Eligibility
Verification Form(I-9). Upon request by City,Vendor shall provide City with copies of all 1-9 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 PENALTYES,
LIABUMES, 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. Q,wnership of Work rroduc City shall be the sole and exclusive owner of all reports,
work papers, procedures, guides, and documentation, created, published, displayed, and/or produced in
conjunction with the services provided under this Agreement(collectively,"Work Product").Further,City
shall be the sole and exclusive owner of all copyright; patent,trademark,trade secret and other proprietary
rights in and to the Work Product. Ownership of the Work Product shall inure to the benefit of City from
the date of conception, creation or fixation of the Work Product in a tangible medium of expression
(whichever occurs first).Each copyrightable aspect of the Work Product shall be considered a"work-made-
for-hire" within the meaning of the Copyright Act of 1976, as amended. If and to the extent such Work
Product,or any part thereof,is not considered a"work-made-for-hire"within the meaning of the Copyright
Act of 1976, as amended.,Vendor hereby expressly assigns to City all exclusive right, title and interest in
and to the Work Product,and all copies thereof,and in and to the copyright,patent,trademark,trade secret,
and all other proprietary rights therein, that City may have or obtain, without further consideration, free
from any claim,lien for balance due, or rights of retention thereto on the part of City.
28. CS'gnature AuthodU 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.
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29, . Vendor shall notifi, City's Purchasing
Manager, in writing, of a company name, ownership, or address change for the purpose of maintaining
updated City records.The president of Vendor or authorized official must sign the letter.A letter indicating
changes in a company name or ownership must be accompanied with supporting legal documentation such
as an updated W-9, documents filed with the state indicating such change, copy of the board of director's
resolution approving the action, or an executed merger or acquisition agreement. failure to provide the
specified documentation so may adversely impact future invoice payments.
30. 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: (I) 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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ACCEPTED AND
:.GREED: CTrY OF FORT
WORTH:
CONTRACT C[7aWLIANCE MANAGER:
By signing i acknowledge that 3 wn the person
. responsible for the monitoring and ac)ministration ofthis
B Va y: . .ington(Sep10,202009:47CDT) contract,including g ensuring aUperformance and
Namo: Vakrie V ashi[i t]n reporting requirements.
Title: Assistant City Manager
Date: Sep 10,2020 Rrldet-tBArfarp
13T Robert Barton(Sep 8,2020 09:40 CDT) #
Name: _ob r't o
A PPRDVAL RECO& EN1aEi�; Title: Fie Depia Chien; li
APPROVED AS TO FORM mND LEGALITY:
By: 16,1tD.Vis(Sep 9,202016:23 CDT)
Fame: amesD_QLis Chrisl-apherAusfria
Title. Fire Chief _ By:Christopher Austria(Sep 10,202008:35CDT)
' Oar4 Name: t h AustriaAITEST: °1a F soV, Title: Assistant City Al ortxey
o* °°�� C�INTR LCT A1lJTTHO?RIZ TION:
�QeXA5�41 NIA-24089-03-2020(March 19,2020)and
8-`= T;1-r4"- 020(Aprfl 7,2020)
Name- i' wy J.Kayser 1295:N/A
Title: City Secretary
VENTDoR:
ATTEST:
B
Name:Uric E.Pbelps 1 Fame:
Title: Regional Manager Title:
OFFICIAL RECORD
CITY SECRETARY
FT.WORTH,TX
EXHIM A
SCOPE OF AMK
Purpose To keep the Fort Worth FD fleet of emergency vehicles in safe service in order to serve the public
during emergency call outs.Vendor will provide emergency vehicle repair services and parts for the Fort Worth
Fire Department Pierce and Oshkosh manufactured fire trucks,which requires factory trained and EVT certified
technicians.The City contacted vendor to assure no warranty issues void of warranty if using other Supplier or
parts and were told the following-
If the City used other vendors,it would void our warranty on the vehicles since work or service would be completed
from other than the Sole Source Vendor. Possible longer period of time in getting services done which could put
front tine emergency vehicles out of service.
-Labor and Parts Pricing
-Labor Rates—PER HOUR
-IN SHOP
-FIELD SERVICE
-EMERGENCY AFTER HOURS
-TRAVEL RATE
*PARTS
EXHIBIT B
Price Schedule
07/30/2020
Labor and Parts Priem —Fort Worth FD
LABOR RATES—PER HOUR
IN SHOP-$ 123.50
FIELD SERVICE-$ 126.50
EMERGENCY AFTER HOURS-$ 13 4.5 0
TRAVEL RATE-$ 85.00
PARTS
Parts will be billed at vendor cost x 1.67_ Shipping,freight and or any expediting fees will be billed at an
additional cost based on the method of shipping requested by the customer. (Ground,Second Day,Next Day)
FORTWORTH
CITY OF FORT WORTH
CEMPTER 252 EXEMPTION FORINI
This fora}must be rovided when requesting to make a plMehase over S50.000 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 infonnation
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 Pruner portion. Failure to provide sufficient inforrrration may result in follow up
questions and cause a delay in the a€torney's determination.
Section 1:General Information
Requesting Department:Fire Dc artment
Name of Contract Manager:Josh Clark
Department's Attorney:Christopher Austria
Item or Service sought:_Eine gpr vehicle air services and parts
Vendor: Siddons Martin
Current Agreement for item/service:Yes No X
CSC#:
How will this item or.service be used:
To keep the Fort Worth 1''D fleet of emergency vehicles in safely service in order to serve the public
during emergency call outs.This requires factory trained and EVT certified technicians.
Emergency vehicle repair sen ices and parts for Pierce and Oshkosh manufactured fire trucks.
Siddons Martin Emergency Group is the authorized factory service pro6der and sole source dealer
for service,repair,and parts in Texas.Louisiana,New Mexico,Utah and Nevada.(See attached sole
source letter).
Page I of 5
Section 2: Exemption Justification
Please indicate which exem tion you believe applies to the purchase and rovide information to
support its a licability. Please refer to the Exemption Primer for detailed information about
common exem tionS.
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;
a procurement necessary to preserve or protect the public health or safety of the
municipality's residents;
a procurement necessary because of unforeseen damage to public machinery. equiptxient,or
ether property:
a procurement for personal,professional.or planning services:
a procurement for work that is performed and paid-for by the day as the"vork progresses;
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-IIbrai-y materials for a public library:
pavg drainage,street widening, and other public improvements,or related matters,if at
in
least one-third of the cost is to be paid by or through special assessments levied on property that
•mill 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 of a public
improvement as provided by Subchapter C, Chapter 212;
ersonal property sold:
(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;
sen ices performed by blind or severely disabled persons:
goods purchased by a mumcipahty for subsequent retail sale by the municipality;
electricity;or
advertising,other than legal notices_
Page 2 of 5
Please provide details and facts to explain wh- - ou believe the exem -ion applies to the
purchase.You may also attach documentation to this farm.
Description of the product(s)or serNice(s)the Fire department wishes to purchase
Emergency vehicle repair services and parts for fierce and Oshkosh manufactured fire trucks.
Siddons Martin Emergency Group is the authorized factory service provider and sale source dealer
for service,repair,and parts in Texas,Louisiana,New Mexico,Utah and Nevada.(See attached sole
source letter).
Purpose To keep the Fort Worth FD fleet of emergency vehicles in safe service in order to serve
the public during emergency call outs.This requires factory trained and EVT certified technicians.
Contacted vendor to assure no warranty issues void of vtiarranty if using other Supplier or parts and
were told the.following:
Siddons Martin Emergency Group LLC 1 Global ARFF is also the authorized sale source parts
distributor for aftermarket service and support for the Oshkosh Airport product line within
Texas,New Mexico,Anea�,Louisiana,QUal4gaz4a and Soutliem Nevada
If the City used other vendors, it would void our warranty on the vehicles since work or sen-ice
would be completed from other than the 'Sole Soarce Vendor. Possible longer period of time in
getting services done which could put front line emergency vehicles out of service_
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 challengers on this purchase? V 'Yes or No
Was there anything not included on this form or attached hereto that was relied on in malting this
determination°' Yes or V No
If yes,please explain:
APPROVED:
13y-
Taylor Paris
Assistant City Attorney
Page 3of5
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 Uninediate
appropriation of money to relieve the necessity of the municipality-s residents or to present 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
impact-.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 mid skill that is 'predominately mental or intellectual,rather than physical or
manual."' Tex.Atty Caen Op_JM--940(19&9)(quoting Maryland Casualty Co_v_ Cray Water
Co., 160 5_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 fmirf one source,you should not consider price
or time to receive the good or service.Uie 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
Raae4of5
EXHMrT C
VERIMATION OF SIGNATURE AUTHORM ADDRESS
Execution of this Skanature V erffication For. ("Form") hereby certifies that the following individuals and/or
positions have the aatho*to legally bind.Vendor and to execute any agreement,amendment or change order on behalf of
Vendor. Such hinting anthority has been granted 'hy proper orrier,resolution., ordinance or other authorization of Wudor,
City is fully entitled to-rely on the warranty and representa6un set forth .in this Form in entering into any agreement or
amendment with Vendor.Vendor will submit an updated Farm within tern(10)business days if there are any changes to the
siPatOrY authority_City is entitled to rely On airy current executed Farm until it receives a revised Form that has been properly
executed by Vendor.
Position-
F
Signature
2. Name:
Position:
Signatme
Name:
Position:
Signature
Name:
SignatUM of Prt Item f CFO
Date:
Vendor Services Agreement—Exhibit