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Contract 54259 (2)
CSC No. 54259 CONTRACTOR SERVICES AGREEMENT INSTRUMENTATION EQUIPMENT, PARTS, AND SERVICES ITB No.20-0076 Instrumentation Equipment Parts and Services This CONTRACTOR SERVICES AGREEMENT ("Agreement") is made and entered into by and between the CITY OF FORT WORTH ("City"), a Texas home rule municipal corporation, acting by and through its duly authorized Assistant City Manager, and Prime Controls, LP ("Contractor"), an entity authorized to perform work in Texas, acting by and through its duly authorized Service Manager. This Agreement shall be effective as of the Effective Date established herein. AGREEMENT DOCUMENTS: The additional documents comprising this Contractor Services Agreement shall include the following: 1. Attachment A—Terms and Conditions,Parts I and II; 2. Attachment B -The City's Invitation to Bid("ITB") 3. Attachment C—Contractor's Response to ITB 4. Attachment D—Insurance and Bonds; 5. Attachment E-Verification of Signature Authority Form. Attachments A-E, are incorporated herein and made a part of this Agreement for all purposes. In the event of any conflict between the terms and conditions of Attachments A - 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 Contractor hereby agrees to provide Instrumentation Equipment, Parts and Services for the City of Fort Worth Water Department as per Attachments B and C which more specifically describe the services to be provided hereunder. 2. TERM This Agreement is effective as of the date subscribed below by the City's designated Assistant City Manager ("Effective Date") and shall expire on the immediately following September W" ("Initial Term"). Upon the expiration of the Initial Term,the Agreement shall renew automatically under the same terms and conditions for up to four (4) one-year renewal periods (October I to September 30) and for a fifth renewal period which shall expire on the month and day of the Effective Date creating a five year total duration. City may elect or Contractor may request a non-renewal by providing the other party with notice of same at least 60 days before the expiration of the Initial Term or any renewal period. 3. COMPENSATION City shall pay Contractor in accordance with the provisions of this Agreement and Attachment B. Total payment made under this Agreement per term shall be the amount up to $111,111.11 ("Contract Amount"). Contractor 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 Contractor not specified by this Agreement unless City first approves such expenses in writing. 4. TERMINATION/CANCELLATION OFFICIAL RECORD 1113 No.20-0076INSTRUMENTATION EQUIPMENT PARTS AND SERVICES CITY SECRETARY Contractor Services Agreement FT. WORTH, TX Termination: The City reserves the right to terminate this agreement, or any part hereof, with or without cause, for its sole convenience. The City shall deliver to Contractor a written "Notice of Termination" specifying the extent to which performance of work or the goods to be purchased under the order is terminated and the date upon which such termination becomes effective. In the event of such termination, the Contractor shall immediately stop all work hereunder and shall immediately cause any and all of its suppliers and subcontractors to cease work. The Contractor shall be paid a percentage of the agreement price reflecting the percentage of the work performed prior to the notice of termination, plus reasonable charges the Contractor can demonstrate to the reasonable satisfaction of the City, incurred as a result of the termination. In no event shall the total of all amounts paid to the Contractor under this section exceed the price stated in the Agreement. The Contractor shall not be reimbursed for any profit which may have been anticipated,but which have not been earned up to the date of termination. Cancellation: City shall have the sole right to cancel this contract prior to the commencement of work should there be a change in the need for the product or services as determined by the Department Head or his/her Assistant City Manager. Non-Appropriation of Funds: In the event no funds or insufficient funds are appropriated and budgeted in any fiscal period for payments due under this contract, then City will immediately notify Contractor of such occurrence and this contract shall be terminated on the last day of the fiscal period for which funds have been appropriated without penalty or expense to City of any kind whatsoever, except to the portions of annual payments herein agreed upon for which funds shall have been appropriated and budgeted or are otherwise available. 5. DISCLOSURE OF CONFLICTS AND CONFIDENTIAL INFORMATION Disclosure of Conflicts. Contractor hereby warrants to City that Contractor has made full disclosure in writing of any existing or potential conflicts of interest related to Contractor's services under this Agreement. In the event that any conflicts of interest arise after the Effective Date of this Agreement, Contractor hereby agrees immediately to make full disclosure to City in writing. Confidential Information. Contractor, 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. Unauthorized Access. Contractor 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. Contractor 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, Contractor shall, in good faith, use all commercially reasonable efforts to cooperate with City in identifying what information has been accessed by unauthorized means and shall fully cooperate with City to protect such City Information from further unauthorized disclosure. 6. INDEPENDENT CONTRACTOR It is expressly understood and agreed that Contractor shall operate as an independent Contractor as to all rights and privileges and work performed under this Agreement, and not as an agent, representative or employee of City. Subject to and in accordance with the conditions and provisions of this Agreement, Contractor shall have the exclusive right to control the details of its operations and I'I-B No-20-0076 INSTRUMENTATION EOUIPMENT,PARTS,AND SERVICES Page 2 of42 Contractor Services Agreement activities and shall be solely responsible for the acts and omissions of its officers, agents, servants, employees, consultants and subcontractors. Contractor acknowledges that the doctrine of respondeat superior shall not apply as between City, its officers, agents, servants and employees, and Contractor, its officers, agents, employees, servants, Contractors and subcontractors. Contractor further agrees that nothing herein shall be construed as the creation of a partnership or joint enterprise between City and Contractor. It is further understood that City shall in no way be considered a co-employer or a joint employer of Contractor or any officers, agents, servants, employees or subcontractor of Contractor. Neither Contractor, nor any officers, agents, servants, employees or subcontractor of Contractor shall be entitled to any employment benefits from City. Contractor 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 subcontractor. 7. LIABILITY AND INDEMNIFICATION LIABILITY- CONTRACTOR 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 CONTRACTOR, ITS OFFICERS, AGENTS,SERVANTS OR EMPLOYEES. INDEMNIFICATION - CONTRACTOR 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 CONTRACTOR'S BUSINESS AND ANY RESULTING LOST PROFITS) AND/OR PERSONAL INJURY, INCLUDING DEATH, TO ANYAND ALL PERSONS,ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, TO THE EXTENT CAUSED BY THE NEGLIGENT ACTS OR OMISSIONS OR MALFEASANCE OF CONTRACTOR,ITS OFFICERS,AGENTS,SERVANTS OR EMPLOYEES. 8. ASSIGNMENT Contractor shall not assign 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 Contractor under which the assignee agrees to be bound by the duties and obligations of Contractor under this Agreement. Contractor and assignee shall be jointly liable for all obligations of Contractor under this Agreement prior to the effective date of the assignment. 9. INSURANCE AND BONDING Contractor shall provide City with certificate(s) of insurance documenting policies of the types and minimum coverage limits and performance and/or payment bonds (if required) each to be in effect prior to commencement of any work pursuant to this Agreement as provided for in Attachments D and D- 1, attached hereto and incorporated herein. I T B No.20-0076 INSTRUMENTATION EQUIPMENT,PARTS,AND.SERVICES Page 3 of 42 Contractor Services Agreement 10. COMPLIANCE WITH LAWS, ORDINANCES,RULES AND REGULATIONS Contractor 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 as set forth in Attachment A, Part II, Section 14. If City notifies Contractor of any violation of such laws, ordinances, rules or regulations, Contractor shall immediately desist from and correct the violation. 11. NON-DISCRIMINATION COVENANT Contractor, for itself, its personal representatives, assigns, subcontractors and successors in interest, as part of the consideration herein, agrees that in the performance of Contractor'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, including Chapter 17, Article III, Division 3 of the Fort Worth Code. IF ANY CLAIM ARISES FROM AN ALLEGED VIOLATION OF THIS NON- DISCRIMINATION COVENANT BY CONTRACTOR, ITS PERSONAL REPRESENTATIVES, ASSIGNS, SUBCONTRACTORS OR SUCCESSORS IN INTEREST, CONTRACTOR AGREES TO ASSUME SUCH LIABILITY AND TO INDEMNIFY AND DEFEND CITY AND HOLD CITY HARMLESS FROM SUCH CLAIM. 12. 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 electronic means 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 CONTRACTOR: City of Fort Worth Contractor business name Attn: Sarah Czechowiez/Buyer II Prime Controls,LP 200 Texas Street 1725 Lakepointe Dr. Fort Worth,TX 76102-6314 Lewisville,TX 75057 Email: Sarah.Czechowicz@fortworthtexas.gov Phone: 972-221-4849 Phone: (817) 392-2059 Facsimile: 972-420-4842 Facsimile: (817)392-8654 Email: ci.cobb@prime-controls.com With copy to Fort Worth City Attorney's Office at same address 13. SOLICITATION OF EMPLOYEES Neither City nor Contractor 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 independently responds to a general solicitation of advertisement of employment by either party. R 13 No.20-0076 INSTRUMENTATION EOUIPMENT,PARTS,AND SERVICES Page 4 of 42 Contractor Services Agreement 14. 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. 15. NO WAIVER The failure of City or Contractor 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 Contractor's respective right to insist upon appropriate performance or to assert any such right on any future occasion. 16. 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. 17. 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. 18. FORCE MAJEURE City and Contractor 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, acts of the public enemy,fires, strikes,lockouts,natural disasters,wars,riots,material or labor restrictions by any governmental authority and/or any other similar causes. 19. 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. 20. ENTIRETY OF AGREEMENT This Agreement, including its attachments and exhibits, contains the entire understanding and agreement between City and Contractor, their respective 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. 21. WARRANTY Contractor warrants that its services will be of a professional quality and conform to generally prevailing industry standards. Contractor warrants that it will perform all services under this contract in a safe, efficient and lawful manner using industry accepted practices, and in full compliance with all applicable state and federal laws governing its activities and is under no restraint or order which would prohibit performance of services under this contract. Additional specific warranty provision are found in FFB No.20-0076 INSTRUMENTATION EOUIPMENT,PARTS,AND SERVICES Page 5 of 42 Contractor Services Agreement Attachment A, Part I, Sections 9-13. All warranty provisions shall survive the expiration of this Agreement. City shall give written notice of a breach of any warranty within thirty (30) days from the date that the cause for same is discovered. 22. PROHIBITION ON CONTRACTING WITH COMPANIES THAT BOYCOTT ISRAEL Contractor, unless a sole proprietor, acknowledges that in accordance with Chapter 2270 of the Texas Government Code, if Contractor has 10 or more full time-employees and the contract value is $100,000 or more, 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, Contractor certifies that Contractor's signature provides written verification to the City that if Chapter 2270,Texas Government Code applies, Contractor: (1) does not boycott Israel; and(2)will not boycott Israel during the term of the contract. 23. LICENSES AND PERMITS Contractor certifies that on the day work is to commence under this contract, and during the duration of the contract, it shall have and maintain current valid and appropriate federal and state licenses and permits necessary for the provision of services under this contract. Contractor also certifies that if it uses any subcontractor in the performance of this agreement, that such subcontractor shall have and maintain current valid and appropriate federal and state licenses and permits necessary for the provision of services under this contract. 24. 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. 25. REVIEW OF COUNSEL The parties acknowledge that each party and its counsel have had an opportunity to review and revise 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 its attachments. 26. 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. 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 1113 No.20-0076 INSTRUMENTATION EOUIPMENT,PARTS,AND SERVICES Page 6 of 42 Contractor Services Agreement I ' proper order, resolution, ordinance or other authorization of the entity. This Agreement and any amendment hereto,may be executed by any authorized representative of Contractor whose name,title and signature is affixed on the Verification of Signature Authority Form, which is attached hereto as Attachment E. Each party is fully entitled to rely on these warranties and representations in entering into this Agreement or any amendment hereto. ACCORDINGLY, the parties hereto have duly executed this Agreement and established the Effective Date as being the date subscribed by the City's designated Assistant City Manager. CITY OF FORT WORTH: CONTRACTOR: Die Bu✓cih�loff 1I , r� By: Dana Burghdoff ug 6,202017:03 CDT) By: J Name: Dana Burghdoff Na er olby Cobb Title: Assistant City Manager Tit Service Manager Date: Aug 7 2020 Date: Q� 70 I APPROVAL RECOMMENDED: C&t G �tCaNr�e By: Christopher Ffa rd er(A ug 5,202008:18 C DT) Name: Chris Harder Title: Water Department Director for?), � ATTEST: o °��� y: ij Name: Mary J.Kayser �d*°°°°°°°°°°°°°a� Title: City Secretary ���*XP's APPROVED AS TO FORM AND LEGALITY: CONTRACT COMPLIANCE MANAGER: ERV- By signing I acknowledge that I am the person DBI!t(Aug 0,2020 14:24 CDT) Y� responsible for the monitoring and Name: Douglas W Black administration of this contract,including Title: Sr.Assistant City Attorney ensuring all performance and reporting CONTRACT AUTHORIZATION: requirements. M&C: 13P20-0076 Instrumentation Parts and Equip Water SC 5—5—A Oao Date: 1295# By: d a Na e:Martj6 Phillip Title: Engineering Manager OFFICIAL RECORD ITB No.20-0076 INSTRUMENTATION EOUIPMENT,PARTS,AND SERVICES CITY SECRETARY Contractor Services Agreement FT. WORTH, TX ATTACHMENT A PART-I SPECIFIC TERMS AND CONDITIONS 1.0 CHANGE IN COMPANY NAME OR OWNERSHIP The Contractor shall notify the 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 the company 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 do so may adversely impact future invoice payments. 2.0 INVOICING REQUIREMENTS 2.1 All invoices should be submitted directly to the contracting Department. It is the responsibility of the Contractor to obtain the name and contact information of the Department's project manager to whom invoices shall be submitted. 2.2 A properly prepared invoice shall be typewritten or computer printed and shall include the Contractor's name,phone number/email address, federal tax identification number,ITB/RFQt number, invoice number, address, date, service or item description,unit price, extended cost, and City issued purchase order number. Incomplete or inaccurate invoices may result in delayed payments,as they shall be returned to the Contractor for correction and re-submittal. 2.3 Under no circumstances will the City be responsible for goods or services provided without an Agreement signed by an authorized city representative. 3.0 UNIT PRICE ADJUSTMENT 3.1 The unit prices may be adjusted for increases or decreases in Contractor's cost during a renewal period but not before the effective date of a renewal and only upon written request from the Contractor. 3.2 The Contractor must submit its price adjustment request, in writing, at least 60 days before the renewal effective period. The Contractor shall provide written proof of cost increases with price adjustment request. 3.3 If the City does not accept the proposed rate increase,the City reserves the right to adjust the rate request, or reject the rate request in its entirety and allow the contract to expire at the end of the contract term. 3.4 Prices bid or adjusted with a renewal, shall remain firm for each correlative term of the Agreement. 3.5 Upon expiration of the Agreement term, the successful bidder, agrees to hold over under the terms and conditions of this Agreement for a reasonable period of time to allow the city to re- bid an agreement,not to exceed ninety(90) days.Contractor will be reimbursed for this service at the prior agreement rate(s). Contractor shall remain obligated to the City under all clauses of this Agreement that expressly or by their nature extends beyond and survives the expiration or termination of this Agreement. ITB No.20-0076 Instrumentation Equipment Parts and Services Page 8 of 42 Contractor Services Agreement 3.6 Goods and/or services shall not be suspended by the Contractor without a 30 day prior written notice to the City. 4.0 QUANTITIES The quantities listed on the Part I-A Bid Solicitation Form are estimates and do not indicate intent to purchase a certain amount or any amount. The City of Fort Worth is obligated to pay for only those materials and services actually ordered by an authorized City employee and then received as required and accepted by the City. 5.0 INSURANCE AND BONDING REQUIREMENTS Insurance requirements are found in the Agreement,Attachment D. A valid certificate of insurance shall be provided with the signed Agreement. Failure to provide such information within five (5) calendar days thereof may be grounds for termination of the Agreement. Policies shall have no exclusions by endorsements which nullify the required lines of coverage, nor decrease the limits of said coverage unless such endorsements are approved by the City. In the event a contract has been bid or executed and the exclusions are determined to be unacceptable or the City desires additional insurance coverage, and the City desires the Contractor to obtain such coverage, the contract price shall be adjusted by the cost of the premium for such additional coverage plus 10%. Bonding requirements are described in the Call, Part II, Section 9.2. If said bonds are required, the forms will be attached to the Agreement as Attachment D-1. 6.0 COMPLAINTS Complaints processed through the City Purchasing Division are to be corrected within fourteen (14) days of formal notice of complaint. Written response to the Purchasing Division is required. Failure to properly resolve complaints within the fourteen (14) calendar day time period may result in the cancellation of the applicable line item(s)in the price agreement. 7.0 SUBCONTRACTING Subcontracting of the work under this Agreement will be allowed provided Contractor notifies the Project Manager at least 24 hours in advance. If Contractor intends to engage a subcontractor(s)to perform any of its obligations herein, subcontractor(s) shall agree to be bound by the duties and obligations of Contractor under the Contract as such duties and obligations may apply. Contractor shall, upon request, provide City with a fully executed copy of any agreement making such subcontract. 8.0 DELIVERY 8.1 Delivery shall be F.O.B. Destination and all other delivery charges shall be included in the unit price. The person placing the order will provide delivery and billing information. No additional charges for expenses, freight, mileage, time, or similar items will be accepted or paid by the City. 8.2 There may be instances when the Contractor may be asked to accelerate delivery of an order or services due to extenuating or emergency circumstances. When this occurs, the Contractor will be expected to provide this service at no additional cost. ITB No.20.0076 Instrumentation Equipment Parts and Services Page 9 of 42 Contractor Services Agreement 8.3 In the event the Contractor is unable to meet the original delivery date(s), the City must be contacted immediately, but prior to the due date, and seek an extension of delivery time. Failure to comply with the delivery terms may be grounds for canceling order(s) or services, or the entire Agreement. 8.4 Delivery tickets must include the City's Blanket Order Number and the ordering department's Release Number. 8.5 Delivered items that are determined to be defective or not meeting bid specifications shall be picked up and replaced by the Contractor, or the Contractor's designee, at no cost to the City. If the item (s) are not picked up within one (1) week after notification, the item shall become a donation to the City for disposition. 8.6 Material Safety Data Sheets(if applicable) 8.6.1 A Material Safety Data Sheet (MSDS) for each toxic or hazardous substance or mixture containing such substance, pursuant to Revised Statutes Annotated (RSA) Chapter 277-A (277-A), shall accompany each delivery. Delivery of toxic or hazardous substance or mixtures containing such substance without MSDS sheets shall not be accepted. Delivered containers shall be properly labeled pursuant to RSA 277-A. 8.6.2 Failure to submit the required MSDS sheets and/or label each container in accordance with RSA 277-A, shall place the Contractor in non-compliance and shall result in civil or criminal penalties. The Contractor furnishing substances or mixtures subject to RSA 277-A, is responsible for adhering to and being in compliance with this law. Failure to comply with RSA 277-A, shall result in the cancellation of an order. 9.0 WARRANTIES 9.1 The Contractor shall provide a warranty to include at a minimum, but not limited to the following: 9.1.1 In addition to any other warranties in this contract, the Contractor warrants that all work and products supplied under this agreement conforms to the agreement requirements and is free from any defect in workmanship, equipment,material, or design furnished by the Contractor or any supplier at any tier. 9.1.2 Contractor agrees to repair or replace promptly, on a one-for-one basis without additional cost to the City of Fort Worth, any and all defective work and products. The City defines "prompt" repair or replacement to be within twenty- four (24) hours after notification by authorized City personnel. 9.1.3 This warranty shall continue for a period of 90 days from date of acceptance of products and work by the City. 9.1.4 The Contractor shall remedy at the Contractor's expense any non-conforming or defective products or work. In addition, the Contractor shall remedy at Contractor's expense any damage to real or personal property owned by the City of Fort Worth, when that damage is the result of a defect of products furnished. 9.1.5 The Contractor's warranty with respect to products repaired or replaced will run for 90 days from date of installation and acceptance of such by the City. ITB No.20-0076 Instrumentation Equipment Parts and Services Page 10 of 42 Contractor Services Agreement 9.1.6 The City of Fort Worth shall notify the Contractor,within a reasonable time after the discovery of any failure, defect,or damage. 9.1.7 If the Contractor fails to remedy any failure, defect, or damage within a reasonable time after receipt of notice, the City of Fort Worth shall have the right to replace, repair, or otherwise remedy the failure, defect, or damage at the Contractor's expense. 9.1.8 This warranty shall not include failures attributable to accident, fire, or negligence on the part of City personnel. 9.2 With respect to all warranties, expressed or implied, from manufacturers, or suppliers for work performed and materials famished under this contract,the Contractor shall: 9.2.1 Obtain all warranties that would be obtained in normal commercial practice; 9.2.2 Enforce all warranties for the benefit of the City of Fort Worth. 10.0 PRICE WARRANTY 10.1 The price to be paid by City shall be that contained in Contractor's proposals which Contractor warrants to be no higher than Contractor's current prices on orders by others for products and services of the kind and specification covered by this agreement for similar quantities under like conditions and methods of purchase. In the event Contractor breaches this warranty, the prices of the items shall be reduced to the prices contained in Contractor's proposals, or in the alternative upon Contractor's option, Contractor shall have the right to cancel this contract without any liability to Contractor for breach or for Contractor's actual expense. Such remedies are in addition to and not in lieu of any other remedies which Contractor may have in law or equity. 10.2 Contractor warrants that no person or selling agency has been employed or retained to solicit or secure this contract upon an agreement or understanding for commission, percentage, brokerage or contingent fee, excepting employees of an established commercial or selling agency that is maintained by Contractor for the purpose of securing business. For breach or violation of this warranty, City shall have the right, in addition to any other right or rights arising pursuant to said purchase(s), to cancel this contract without liability and to deduct from the contract price such commission percentage,brokerage or contingent fee, or otherwise to recover the full amount thereof. 11.0 PRODUCT WARRANTY Contractor shall not limit or exclude any express or implied warranties and any attempt to do so shall render this contract voidable at the option of Contractor. Contractor warrants that the goods furnished will conform to City's specifications, drawings and descriptions listed in the proposal invitation, and the sample(s) furnished by Contractor, if any. In the event of a conflict between City's specifications,drawings,and descriptions,City's specifications shall govern. 12.0 SAFETYWARRANTY Contractor warrants that the product sold or services provided to City shall conform to the standards promulgated by the U.S. Department of Labor under the Occupational Safety and Health Act(OSHA) of 1970, as amended. In the event the product or services do not conform to OSHA standards, City may return the product for correction or replacement at Contractor's ITB No.20-0076 Instrumentation Equipment Parts and Services Page 11 of 42 Contractor Services Agreement expense or City may terminate the contract. In the event Contractor fails to make appropriate correction within a reasonable time, any correction made by City will be at Contractor's expense. Where no correction is or can be made, Contractor shall refund all monies received for such goods or services within thirty (30) days after request is made by City in writing and received by Contractor. Notice is considered to have been received upon hand delivery, or otherwise in accordance with the Notice provisions of this contract. Failure to make such refund shall constitute breach and cause this contract to terminate immediately. 13.0 WARRANTY AGAINST INFRINGEMENT OF INTELLECTUAL PROPERTY 13.1 If applicable to the services being provided, the CONTRACTOR 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 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. 13.2 If applicable to the services being provided, CONTRACTOR 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. 13.3 If applicable to the services being provided, CONTRACTOR 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, trademark, 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 CONTRACTOR bears the cost and expense of payment for claims or actions against the City pursuant to this section 8, CONTRACTOR 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 CONTRACTOR 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, CONTRACTOR shall fully participate and cooperate with the City in defense of such claim or action. City agrees to give CONTRACTOR 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 CONTRACTOR'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, CONTRACTOR shall, at 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 ITB No.20-0076 Instrumentation Equipment Parts and Services Page 12 of 42 Contractor Services Agreement 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 CONTRACTOR, terminate this Agreement, and refund all amounts paid to CONTRACTOR by the City, subsequent to which termination City may seek any and all remedies available to City under law. 14.0 SAFETY The Contractor shall be responsible for creating and maintaining its own safety plan meeting all federal, state,county or city laws, ordinances and regulations. 15.0 HAZARDOUS CONDITIONS The Contractor is required to notify the City immediately of Contractor's discovery of any hazardous conditions during performance of the services. City may suspend contractor's work for such reasonable time as is necessary to evaluate the possible hazardous conditions and to develop a plan for managing same. Contractor and City may negotiate a change order, if necessary, for Contractor to continue its work if the original conditions have materially changed due to the discovery of hazardous conditions. ITB No.20-0076 Instrumentation Equipment Parts and Services Page 13 of 42 Contractor Services Agreement PART-II GENERAL TERMS AND CONDITIONS 1.0 DEFINITION OF CITY The City of Fort Worth, its officers, agents, servants, authorized employees, contractors and subcontractors who act on behalf of various City departments,bodies or agencies. 2.0 DEFINITION OF CONTRALTOR The consultant, service provider(s), supplier, or other provider of goods and/or services, its officers, agents, servants, employees, contractors and subcontractors who act on behalf of the entity which is engaged in a contract with the City. 3.0 PUBLIC INFORMATION Any information submitted to the City of Fort Worth may be requested by a member of the public under the Texas Public Information Act. If the City receives a request for a Contractor's proprietary information, the Contractor listed in the request will be notified and given an opportunity to make arguments to the Texas Attorney General's Office (the "AG") regarding reasons the Contractor believes that its information may not lawfully be released. If Contractor does not make arguments or the AG rejects the arguments Contractor makes, Contractor's information will be released without penalty to the City. 4.0 PROHIBITION AGAINST PERSONAL INTEREST IN CONTRACTS No officer or employee of City shall have a financial interest, direct or indirect, in any contract with City or be financially interested, directly or indirectly, in the sale to City of any land, materials, supplies or services, except on behalf of City as an officer or employee. Any willful violation of this section shall constitute malfeasance in office, and any officer or employee found guilty thereof shall thereby forfeit his office or position. Any violation of this section with the knowledge, expressed or implied, of the person or corporation contracting with the City Council shall render the contract invalid by the City Manager or the City Council. (Chapter XXVII, Section 16,City of Fort Worth Charter) 5.0 ORDERS 5.1 No employees of the City or its officers, agents, servants, contractors or subcontractors who act on behalf of various City departments, bodies or agencies are authorized to place orders for goods and/or services without providing approved contract numbers, purchase order numbers, or release numbers issued by the City. The only exceptions are Purchasing Card orders and emergencies pursuant to Texas Local Government Code Section 252.022(a)(1), (2), or (3). In the case of emergencies, the City's Purchasing Division will place such orders. 5.2 Acceptance of an order and delivery on the part of the Contractor without an approved contract number, purchase order number, or release number issued by the City may result in rejection of delivery,return of goods at the Contractor's cost and/or non-payment. 6.0 CONTRACTOR TO PACKAGE GOODS If applicable to the scope of work, Contractor will package goods in accordance with good commercial practice. Each shipping container, shall be clearly and permanently marked as follows: (a)Contractor's name and address: (b) Consignee's name, address and purchase order or purchase change order number; (c)Container number and total number of containers, e.g.,box 1 of 4 boxes; and (d) Number of the container bearing the packing slip. Contractor shall bear the ITB No.20.0076 Instrumentation Equipment Parts and Services Page 14 of 42 Contractor Services Agreement cost of packaging unless otherwise provided. Goods shall be suitably packed to secure lowest transportation costs and to conform to requirements of common carriers and any applicable specifications. City's count or weight shall be final and conclusive on shipments not accompanied by packing lists. 7.0 SHIPMENT UNDER RESERVATION PROHIBITED Contractor is not authorized to ship the goods under reservation,and no tender of a bill of lading will operate as a tender of goods. 8.0 TITLE AND RISK OF LOSS If applicable to the scope of work, the title and risk of loss of the goods shall not pass to City until City actually receives and takes possession of the goods at the point or points of delivery after inspection and acceptance of the goods. 9.0 PLACE OF DELIVERY If applicable to the scope of work, the place of delivery shall be set forth in the "Ship to" block of the purchase order, purchase change order,or release order. 10.0 RIGHT OF INSPECTION If applicable to the scope of work, City shall have the right to inspect the goods upon delivery before accepting them. Contractor shall be responsible for all charges for the return to Contractor of any goods rejected as being nonconforming under the specifications. 11.0 SOFTWARE LICENSE TO CONTRACTOR If this purchase is for the license of software products and/or services, and unless otherwise agreed, Contractor hereby grants to City, a perpetual, irrevocable, non-exclusive, nontransferable, royalty free license to use the software. This software is "proprietary" to Contractor, and is licensed and provided to the City for its sole use for purposes under this Agreement and any attached work orders or invoices. The City may not use or share this software without permission of the Contractor; however City may make copies of the software expressly for backup purposes. 12.0 OWNERSHIP OF WORK PRODUCT If applicable to the scope of work, Contractor agrees that 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, Contractor 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. Contractor for itself and on behalf of its contractors hereby waives any property interest in such Work Product. ITB No.20-0076 Instrumentation Equipment Parts and Services Page 15 of 42 Contractor Services Agreement 13.0 NETWORK ACCESS The City owns and operates a computing environment and network(collectively the "Network"). If Contractor requires access, whether onsite or remote, to the City's network to provide services hereunder, and the Contractor is required to utilize the Internet, Intranet, email, City database, or other network application, Contractor shall separately execute the City's Network Access Agreement prior to providing such services. A copy of the City's standard Network Access Agreement can be provided upon request. 14.0 LAWS REGULATIONS,AND ORDINANCES The Contractor shall be responsible for meeting all Federal: laws, ordinances and regulations; State: laws, ordinance and regulations; County: laws, ordinances and regulations; and City: laws, ordinances, and regulations for safety of people, environment, and property. This includes,but is not limited to, all Federal, State, County, and City Agencies, Administrations and Commissions such as the Environmental Protection Agency (EPA), Occupational Safety and Health Administration (OSHA), and the Texas Commission on Environmental Quality (TCEQ). In the event any law, regulation or ordinance becomes effective after the start of this Agreement, the Contractor is required to comply with new policy. Any mandates requiring the City to comply with new guidelines will also require the Contractor to comply. 15.0 IMMIGRATION NATIONALITY ACT Contractor 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, Contractor shall provide City with copies of all I-9 forms and supporting eligibility documentation for each employee who performs work under this Agreement. Contractor 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 Contractor employee who is not legally eligible to perform such services. CONTRACTOR SHALL INDEMNIFY CITY AND HOLD CITY HARMLESS FROM ANY PENALTIES, LIABILITIES, OR LOSSES DUE TO VIOLATIONS OF THIS PARAGRAPH BY CONTRACTOR, CONTRACTOR'S EMPLOYEES, SUBCONTRACTORS, AGENTS, OR LICENSEES. City, upon written notice to Contractor, shall have the right to immediately terminate this Agreement for violations of this provision by Contractor. 16.0 HEALTH SAFETY AND ENVIRONMENTAL REQUIREMENTS Services, products, materials, and supplies provided by the Contractor must meet or exceed all applicable health, safety, and the environmental laws, requirements, and standards. In addition, Contractor agrees to obtain and pay, at its own expense, for all licenses, permits, certificates, and inspections necessary to provide the products or to perform the services hereunder. Contractor shall indemnify City from any penalties or liabilities due to violations of this provision. City shall have the right to immediately terminate this Agreement for violations of this provision by Contractor. 17.0 RIGHT TO AUDIT Contractor agrees that the City, or City's authorized representative, shall, until the expiration of three (3) years after final payment under this contract, and at no additional cost to City, have access to and the right to examine and copy any directly pertinent books, computer disks, digital files, documents, papers and records of the Contractor involving transactions relating to this contract. Contractor agrees that the City shall have access, during normal working hours, to all necessary Contractor facilities, and shall be provided adequate and appropriate ITB No.20-0076 Instrumentation Equipment Parts and Services Page 16 of 42 Contractor Services Agreement workspace, in order to conduct audits in compliance with the provisions of this section. City shall pay Contractor for reasonable costs of any copying in accordance with the standards set forth in the Texas Administrative Code. The City shall give Contractor reasonable advance written notice of intended audits, but no less than ten (10)business days. 18.0 DISABILITY In accordance with the provisions of the Americans With Disabilities Act of 1990 (ADA), Contractor warrants that it and any and all of its subcontractors will not unlawfully discriminate on the basis of disability in the provision of services to general public, nor in the availability, terms and/or conditions of employment for applicants for employment with, or employees of Contractor or any of its subcontractors. Contractor warrants it will fully comply with ADA's provisions and any other applicable federal, state and local laws concerning disability and will defend, indemnify and hold City harmless against any claims or allegations asserted by third parties or subcontractors against City arising out of Contractor's and/or its subcontractor's alleged failure to comply with the above-referenced laws concerning disability discrimination in the performance of this agreement. 19.0 TIME TO CURE/DISPUTE RESOLUTION 19.1 If either City or Contractor has a claim,dispute,or other matter in question for breach of duty,obligations, services rendered or any warranty that arises under this Agreement,the parties shall first provide a reasonable time to cure and then attempt to resolve the matter through this dispute resolution process. The disputing party shall notify the other party in writing as soon as practicable after discovering the claim, dispute,or breach.The notice shall state the nature of the dispute and list the party's specific reasons for such dispute. Within ten (10) business days of receipt of the notice, both parties shall make a good faith effort, either through email, mail, phone conference, in person meetings, or other reasonable means to cure, resolve any claim, dispute, breach or other matter in question that may arise out of, or in connection with this Agreement. If the parties fail to cure or resolve the dispute within sixty (60) days of the date of receipt of the notice of the dispute, then the parties may submit the matter to non-binding mediation upon written consent of authorized representatives of both parties in accordance with the Industry Arbitration Rules of the American Arbitration Association or other applicable rules governing mediation then in effect. If the parties cannot resolve the dispute through mediation, then either party shall have the right to exercise any and all remedies available under law regarding the dispute. 19.2 A written notice to cure may be prepared giving the Contractor 14 calendar days to cure any deficiency. 19.3 In the event the Contractor continues with unsatisfactory performance, the department will promptly notify the appropriate Department Head who may take appropriate action to cure the performance problem(s). 19.4 All costs to cure incurred by the City shall be paid by Contractor within 30 days of Contractor's receipt of notice of same. 19.5 The Contractor will be paid only those sums due and owing under the agreement for services satisfactorily rendered, subject to offset for damages and other amounts which are, or which may become,due and owing to the City. ITB No.20-0076 Instrumentation Equipment Parts and Services Page 17 of 42 Contractor Services Agreement ATTACHMENT B CALL FOR BIDS/PROPOSALS PARTS I-II (Inserted behind this page) ITB No.20-0076 Instrumentation Equipment Parts and Services Page 18 of 42 Contractor Services Agreement ATTACHMENT C CONTRACTOR'S RESPONSE TO CALL FOR BIDS/PROPOSALS (Inserted behind this page) ITB No.20-0076 Instrumentation Equipment Parts and Services Page 19 of 42 Contractor Services Agreement i FoRTWORTH. ADDENDUM TO INVITATION TO DID NO,20.0076 INSTRUMENTATION EQUIPMENT PARTS AND SERVICES FOR THE WATER DEPARTMENT CITY OF FORT WORTH PURCHASING DIVISION ADDENDUM NO. I DATE ISSUED: 117.BRUARY 18,1020 INVITATION TO HID(ITB):20-0076 BID OPENING DATE: FEBRUARY 27,2020(UNCHANGED) ITB No,20-0076.issued Febntary 5,2020,is hereby amended as Rilluws: 1. t:Zuestians and A nSwel a received at 11►e Itte:pl nptisul conference and email are hereby incorporated,in fill text,page 2. 2. The tentattivc schcdulc bus been ohangcd to fend- lTB Iteteuse Dale Fehniany<,2021) Pro-Bid Conference Pubmary 12"at IO:t OANI(Section 3) DJMdline For Questloa8 Febnary 14,2020 at SAO PM(Local Timm) Aramms Posted February 13,2020 Response to I'm Due February 27,2MQ by 1,30 PhI(I,a vl Tinge) Responses opened and read aloixi February 27 at 2:00 PM(Local Tirne) Anticipated:M&C Coumit Bata April 2020 All other tams and conditions remain the saine. Bidders arc required to mcktumledle this adderWwu by signalure and submit with original proposals. All other team and conditions remain unchanged. Sarah Czechowiez BUYER f..P..Y............... ..•■• • /•PY■/PPPPP/YYYYYYi/...■................./..• By the signature,affixed be aw,Addendum Flo. 1 is hereby inc orpuratcd into and made part of (lie above referenced Requeu for Proposal. C'UMPANYNAME: Le- Gorr lvly- SIGNATURE; NOTE:Company name and signature tmust be the swine as un the originR@ bid documents.Failure to rnttti•li this fbrttt with your scuhxl hid may conAitift grounds for rejection of your offel', ITB No.20-0076 Instrumentation Equipment Parts and Services Page 20 of 42 Contractor Services Agreement 1. Que.%flans and Answers recohred;ire hcrehy Incor"n,ted, Qi, Do vandors need to bid or%every ,inglt fine? Al. I'l-wing is nrat requin'd on W?Unes,Ae C'tty eertYlFtrYle es vendyr).i�tir,submit tr;.l pr•ic"K,and an),r?ilf]ri-Pionilf 101caluftlef ur-ow prk"in g liwxb ' Q2, Can vm Iwo vide an allernae bid7 A2. Yes,aluu-now.hiefs cxnc treeeged. Q:3_ May vendors submit Bids for additiowl item:;and_rervice.q? Al Ylx,bind will be 4evuluived ltusud on thr lime:r[=m on Ow did.L:>lftY.41za%�r. .^iiddi ion,,l.vervioes and imwog moo!bo oltlQched to d&bid fli7L'ulneFi1. ITB No.20.0076 Instrumentation Equipment Parts and Services Page 21 of 42 Contractor Services Agreement i FORT W)RTH. CITY OF FORT WORTH BID OFFER EvaMID Pape blvdadr BIDDERS CFMDI-z0-aoar,--------- _.-. .--------------_.__--1 Evert Bound woreian Evant Nana ITB-Ina r_yna[ltar-lrn ETull:aanc Pa _gif 49?K >31ertTima Finish Time subrlllt ra: l lty 61 Fprl wdth 4ifk�/_d4a.v_L9s-uu,_u9CET v2/zalzuaezar3o:,p-lCar TAU CHASING DIVISION LOWER LEVEL C11fY HALL 2DO TEXAS ST. Felt Worth TX 76102 Unitad Slates FinaBl; FMSPorchasingResponses@forhvonhiexas.gov Event Description The City of Port Worth seeks bhis ifom ryuatilied biddrrr3 to a6iablislt en annual agreemont for Inshvmentatlon Equipment Parts and Services for the Water Department as specife41 in Iho allaChad InWalion io Bid(ITB). Terms&Conditions A pre-bid conference,will be hold al 10:00 AM,Wadi*Aoy,February 12,2020 at Ins,Scads Conforence Room located at the Scada Control Center,1Btl 11thAvenue Fora Worth,Texas 76102,FAILURE TO ATTEND THE PRE-BID CONFERENCE MAY IMPACT APOTENTIAL VENDOR 8 ABILITY TO SUBMIT A FULLY INFORMED AND COMPETITIVE BID RESPONSE- ATTENDANCE IS NOT MANDATORY BUT IS STRONGLY ENCOURAGED. Bide are solicited for furnismg the suppees,servIcos and equipment as act rorvF in This scuollation, Compfated Blde Including one executed original and one US8 flashAdv r cenlatnin0 eleelrunio versions of all tITH nn>;ppd documanls must be received in the Purchash Divisbn by i:30 P.M.,February27,202D,and then publicly and road aloud at 2:00 P M,In the Counci Chambers.Bids mLmt be RECEIVED BY THE rEl"61113 NUMBER WRITTEN U CHAS PURCHASING OFFICE AND r ME S AMPPEED P�OR Taddressed TNIF 1:30 DEADLINE II to the Purchasi MV Rted in a sealed envelopeWWDER TOUR BID MUST HE BE CONSIDERED_ Bids shell be mallsd or hand delivered to the follawing address: City of Fart Warlh,PurchianinD Division, Lawler Level,City hall,200 Texas Street Fort Worth,Texsar 7ti102 Bids delivered by spocnl courier(i,o,Federal Express,Special Delivery etc.)are to W marked on[he autskk:eft the uouriru s khippppI x ormnifipo END No,;20.0076,ITB-trislrumeM allon E ulpment Nils and Services,AND t,1UST BE REC IVED BY THE PURCHASING OFFICE AND TIME STAMPED PRIOR TO THE 1:30 DEADt_INE IN ORDER TO BE COkSIDERED. Late bids will be roturriod or d(Wroyed;they 011 not be opartod nor considered in Iho evaluation of the bid. Olds may be Withdrawn at any time prior to the official epenif4®ids:may not be altered,amended or withdrawn attar th.official opening.The undersigned agrees,if the bki Is accopled,le famish aiy and all items upon which pric"are offered at the price(s)and mien the tarma,conditions and scopelapecdlcatlons orlriloned in Ihls document.Trio period Fur accspkmco of Oils;bid will bo 90 ca'midar days after the bid opening dale. Cooperalive Purchasing: Sholild Miller fat WUManial entities decide to participate in this contract,would you,the Vendor,aggfee trial all Maims,ca,l iati6ma,Jifbtifi48l"w}i'id.&id pra.i,bl Shall apply(Lou Sud.bXf 13,Pull 1)9 Yee X Nu_ CONTENTS ITB BID OFFER SHEET--Cwor Pogo of Final Bid Document V1 and attached as saparate document Part I Scope of SarvtcesrSpecille Bid anforanalion Part 11 Instrumions 1a Bidders Part III S�pscific Terms and Conditions Part IV T=,al Torffts and Condilium Party AlladunenInA-d Part Vr Draft Agreement FOmf ITB No.20-0076 Instrumentation Equipment Parts and Services Page 22 of 42 Contractor Services Agreement hORTWORTH: "I-"` CITY OF FORT WORTH BID OFFER ---Page Invited" BIDDERS fivenl ROU1141 Vereloo �vgnt Noma _.._. 81sri7irpo - FhmrebTime Submit To: Clly of Fart Worth 1 a21¢6j2040 a9 ao u-D car g- {2T/2n_2_u-i3•aa:oq±sr PUFiCHA SING DIVISION LOWER LEVEL CITY I-IALI_ 2M TEXAS ST. Part Worth TY?,6102 United Slates Emall: FAtifSPprr)Irr9inyRtrS{ nSrJs§tfr3rluw.arlltlb+�lx.urty The undersigned,by hlsltter signature,repressors that heiahe is submitting a binding offer and Is authorized to bind 1he respandam to fully comply with the solicitation docia•naM oontafned herein.The Respondent,by submitting and sKlninp bolow,ackrlrwvlodges that hWslte kris rowived and road the w4fre doemoot padtrt'I seellom defined above inrhAing all dacan eats itioorparaled by reference,and agrees to Ixt bound by Ilmn terms therein. LoWil Company Noma:1"IrIma t pnlmis,I-Y. Company Address:1725 Lakepointe Ornna City,Slaio,zip Levdsvitle,TX 75057 i Vendor Registration No. _ Prinlad Name of OffrcerorAuthoriend ReprasonlaWa, Lain Goy , -1 Itie;Account Manager Z2j Signature of Oifiosr orAutharized ReproaonlaWo;_ / ^+ bate:022712020 Email Address I.cloyaPflnno-conlrals-norn Phone Number 972-221-4849 Federal tdenti0ce0on Number(FIO)k 75.2394015 ITB No.20-0076 Instrumentation Equipment Parts and Services Page 23 of 42 Contractor Services Agreement I FO CITY OF FORT WORTH BID OFFER Line Description •U01M 'Qty Unit Price Totall Instrumentation Field Services Regular Hourly Rate,B;OOam to S:OOpm,Monday $100,00 $101000.00 1 thru Friday CA 100 Instrumenatlon Field Services Overtime Hourly Rate,5:01pm to 7:59am,Monday $150.00 $3.000.00 thru Friday,and anytime on Saturday, 2 Sunday and Holidays EA 20 tnstrumenation Shop Services Regular Hourly Rate,8,0Oam to 5:00pm,Monday thru $76,00 $7,600.00 3 Friday EA 10D instrumenation Shop Services Overtime Hourly Rate,5:01pm to 7:59am.Monday $105.00 $1,O50.00 1hru Friday,and anytime on Saturday, 4 Sunday and Flolidays EA 10 5 Eastech Flow Controls Model 4700 EA 3 $17,398,0 $62,164,00 Eas.tech Flaw Controls Model 2210with Model FBSAtansducer with 100-foot $3,350.00 $10,008.O0 6 transducer cable EA 3 7 Model470O Motherboard EA 4 $3,500.00 $14,000.00 8 501729.0001,Display lay Module,Graphic LCD CA 4 $663.00 $2,652.00 9 0O.O081 A1O-11,02 gas sensor CA 10 $266.00 $2,560.00 10 01-0015 A11-11,C12 gas PCB EA 10 $201-00 $2.810-00 11 00-0O05 A1O-15,NH3 Gas sensor EA 10 $281.00 $2,010.00 12 00-0016 A1O-15,NH3 Gas PCB EA 10 $344.00 $3,440.00 13 01-OOR7,NH3 Transt PCB EA 10 $494.00 $4,940.00 14 00-0&O8,NH3 Sensor CA 10 $331.00 $3,310.00 15� 612-15.6.O O-1,N143 Sens/Tran V CA- - _ 10 $1 000._QO $10,000,00 16 792892,Prominent electrolyte solution EA 10 $83.00 $830.00 2O51TG,Gauge Pressure Transm itter,Model $1.147.O0 $11,470.00 17 ii2O51TG3AB1M4MSSS EA 10 0306,Rosemount 306 inline manifold. $169.00 $1,600.00 18 Model03O6AT22BAll CA 10 Rosemount Pressure Transmitter.Modal $3,433,00 $17,166,00 19 3O515MV1P41NNN2E11A1AD2E CA 5 Rosemount Pressure Coplanar Transmitter. $11801,00 $9.505.00 20 Model 3O51CD2A53A1A0415M5D4T1Q4 EA 5 ICI ITB No.20-0076 Instrumentation Equipment Parts and Services Page 24 of 42 Contractor Services Agreement I UR7 WU111, CITY OF FORT WORTH BID OFFER i Rosemount Pressure Coplanar Transmitter. 51,794,00 $8,a70.00 21 Model 3051CG4A53A1AB415M5D4T1Q4 EA 5 Rosemount Wine Pressure Transmitter. 82,2$9,00 $11,345.00 22 Model 3051TA2A2032A15T1P2M5D4Q4 EA 5 Rosemount 3144TemperatureTransmitter. S1,124.00 $5,620,00 23 Model 3144PD1A1E5B4M5C4Q4 EA 5 Rosemount Pressure Transmitter.Model 51,826.00 $0,130.0D 24 3051Cl)2A02A1AM504K5KP2T1Q EA 5 MTAP,Telog Modem Technology Assurance I 51,Ofi3,00 $21,260.00 25 Plan EA 20 Rosemount plug and piny display for Model 5566.00 $9,064,00 26 U 644HANA16F6MSYA EA 10 R-3307,Seven-Channel Telogger.Model 51,469.00 $7,345.00 27 3307A EA 5 28 8-P3A,Batter Pack,Lithium,9V 3,60 EA 10 $96,00 $960,00 i i 8712EMR,Rosemount Magnetic Flour Meter 51,841,00 $9,205AU 29 Transmitter.Model 8712EMR1A1M4Q4 EA 5 740048,Spare membrane caps(2ea).And 9434.00 $4,340.00 30 50mL electrol a forCTE(2-20 p ) EA 10 Rosemount Pressure Transmitter.Model 91 3051TG2A2021A84Q4D4M5 EA 5 $1,469.00 $7,345.00 1007540,ProMinent Total Chrlorine Sensor $1,705.00 $8,526.0 32 for 10 PPM EA 5 0 644HANAMSF6Q4,Rosemount temperature $002.00 $4,510.0D 33 transmitter EA S 34 Rosemount Inc.charger powersupply EA t0 $044.00 56,440.00 1250-0041,GDS Genie Gas Generator for 35 Toxic Gases EA 5 £1,086,00 1a0,£t26.U0 125D-0011,GDS Genie Chlorine Source-.5 to $543.00 55,4311.00 36 50 ppm,10hrs EA 10 1250-0043,00S Genie Gas Generator for $2.818.00 S 14,090.0D 37 Ammonia,10 ppm to 150 EA 5 Siemens 7MLS034.4A A01,Siemens HydroRanger 200I-IMI Hydro hanger 200 $1,773,00 $17,730,00 38 HM I EA 10 Siemens 7MLS034-4ABD1,Siemens Hydn*angw 200 Ultrasonic level controller $2.0i3B.U0 $10,430.UD 39 for up to 51K Pumps that pravides control FA 5 ITB No.20-0076 Instrumentation Equipment Parts and Services Page 25 of 42 Contractor Services Agreement I I I FLJR7�IL- CITY OF FART WORTH Bl[)OFFER FDK.085U0226,Siemens Mart Module for S2,60,00 $2,6G0,00 40 Mag 6000 Transmitter EA 10 Siemens 7ME6580,7ME6590.5RJ14.2JAR2 $6,003.00 $30,015,00 41 51trans F M MAG 5100 W EA 5 FMOS5U1053,Wall Mount Kit for Remote S2e3 00 $2,830 00 42 Mounting Transmitter CA 10 FDK;001STCAB,Standard Cable,PVC Jacket, 55100 9500.00 43 3 Conductor Plus Overall Braided Shield EA 100 SR-X2V 02 Sensor,Honeywell SR-X2v 02 44 Sensor EA 10 $294-00 S2,940.O0 45 SR-W-MP75C,LEL Sensor FA 10 5219.00 52,190,00 Siemens 7 MEMO,7ME6580-GPJ14-2JAR 46 Sltrans F M MAG 510D W EA 5 87,745.00 S3lJ,725.U0' FDK;085U0220,Subinwlon Kit for Mag $171-00 ¢1,710.00 47 Motor Terminal Box EA 10 GDS Model Template,C64/N441-00-0/0-00- 0/00/0-0-0-1/0-0-3 GDS Corp C64 Protector $14,811,0 $74,055.00 Controller In N4 NEMA 4x non-metallic 48 enclosure with One 16CIr Analog Input Board EA 5 GDS Model Template,GMll-27-20.6/27-20- $3,623-00 $18,116.00 49 6/3-0 GDS Corp GASMAX 11 Gas Monitor EA 5 GDS Model Template,GMII.27-12-3/27-12- $3,465.00 $17,325.00 SO 3/3-0 GDS Corp GASMAXII Gas Monitor EA 5 GDS Model Template,GMII.4-12,310-DO.0/3. $2,149.00 $10,745.00 51 0 GDS CorpGASMAX 11 Gas Monitor EA 5 52 2A310095 Cal Gag Bottle EA 10 $23t.0D $2,310.00 6DR5220-OE N31-OAA4,15DR5220-OEN31- 0AA4 51part P$2 Smart electropneumatic $2,228.00 $11.140.00 Iposltloner for pneumatic linear and part-turn 53 actuators EA 5 1-lot Ammonia Pressure Feed System $18,257,0 891,285,00 54 Panel/Auto Valve&Remote Meter Panel FA 5 WPOV-10DO,Wall Panel Omni Valve 55 equipment EA 5 $113,750,0 593,700.00 56 SVF Series R8 Bal l Valve EA 1.0 S704.00 $7,040.00 PGL-300�We-NH3,diaphragm pressure 57 gauge EA t0 $741.00 $7,410A0 58 GAH-LED-1010,Lead Gasket EA 10 $64.00 IS640.00 ITB No.20-0076 Instrumentation Eauiament Parts and Services Page 26 of 42 Contractor Services Agreement i FART V_ VtINTff11�-, CRY OF FORT WORTH BID OFFER 59 MV•1A Ammonia Header Valve EA 10 $264.00 $2,640.00 60 HTH-111.115,Heater&damp EA 10 $156,00 $1,560:00 KTH-100U•PRV•NH3,PM kit for Series 6000 51 regulator EA 10 $289.00 $2,890.00 62 KTH-040-OWNH3,PM kit for OV-10D0 EA 10 $196.00 $1,960,00 KtH-2000-RMS-NH3,PM kit for 12"gas flow 63 meter EA 10 $156,00 $1,580.OU Check Valve,1.5"FPT Inlet/Outlet,1.1.5 PSI 64 cracking ressure EA 10 $6 AO $6,660.00 KTH-040.OV-NH3,I'M kit for OV-1000(2000 $196.00 $1,960.0D 65 ppd)CL2 EA 10 KTH2O00-RMS,PM Kit Series 300D 2000ppd 66 remixe meter panel EA 10 $156,00 51,560.00 KrH-b00D-DPW,PM kit for dirrerentiat 67 pressure regular EA 10 5221.00 $2,220.00 6$ VM-150,Vacuum Monitor EA 5 $1,209-00 $6,045.00 FMR20-AAPBNVCEXR02+R3 Endres$+Hauser $1.284,00 $6,420,00 69 Radar LevelFRM20-15XIIO EA 5 FMR20-AAP0NVCEXR01+R3 Endrrss+Hauser $1,253-00 $6,265.00 70 Radar Level FRM20-1613/0 EA 5 71 FMR20-AAPBMVCEVEE2,MlrcrapIlot FMR20 EA 5 $IIJ67.00 $5,785.00 72 93TA1-5PK8/0 E+H Ultrasonic flow EA 1 $14,278.0 $14.218.00 TMT162-1 H47/0.(8906E 123223)Temp 73 Transmitter EA 5 $1.465,00 $7,325.00 TMT162-M47/0 J8800923223)Temp 74 Transmitter EA 5 $1,465,00 $7,325.00 75 PMP71.53N44/101 Press Trani mitter EA 5 $1,674.00 $8,370.00 76 PMP71.63N51/101 Press Trammitter EA 5 $1,674,00 $8,370.00 Promag 13500 5P5B1F-43F4/0 F,lectmag $27.205.00 77 Flowmet EA 5 R5•A41,l10 7$ PM075.6JU06/101 Diff Press TransM EA 5 $1.899.00 $9,495.00 I(MiD4FAEL Promag,gounding 79 disc/protection disc EA LU $242.04 $2,420.04 DKSGC-lFL Promag ljW/P/S,E,grounding $613.00 $530,00 90 cable kit EA 10 81 FMU90-111CA161AA1AProson1csFMU90 eA 5 511,741.00 S8,735.00 9306HAHMAX13AAA,Prosonic Flow $2 9306H IMine,ON60024" Eh 1 $13,819.0 $13,t319.DD 83 PD765.6R0,00,Digital Panel Meter Eh 10 52513.00 $2,590,00 ITB No.20-0076 Instrumentation Equipment Parts and Services Page 27 of42 Contractor Services Agreement FORT AbRTN.. pTY 4F FORT WORTH Olt)OFFER PD769-6110-00,Precision Oigltal Panel $2%9 00 $2,590.0D 84 Displa EA 10 Instrumental bon Equipment Onsite Pickup $1.50 $15U0 85 and Delivery(late per Mile EA 100 All other parts and maintenance at 86 Manufacturer's List Price Less Discount I Total Bid Amount: $g19,Ofi1S.00 i *All parts mid Itiater66 Yhall be lNdMo2wd st the lib.uujit jiuviaud abuvc.If no discount Is offered,please enter zero on the percentae line.Ali parts will t>e added through an addendum on an as needed basis throughout the life of the agreement,therefore,the bidder shall submit a price list for all the items with their bid submittal, I I ITB No.20-0076 Instrumentation Eouioment Parts and Services Page 28 of 42 Contractor Services Agreement i CONFLICT OF INTEREST [QUESTIONNAIRE FORM CIO For vendor doing business with local governmental entity Title questionnaire railecis cisangee rneda to the few by H.S.'XZl,04th Log,,Regular Saaston, OFFICEUSEONLY Thin que.trsnnalre Is barn fled in accordance Ailh Chapter 1"Ili,Local Goommenl Cott,by a V-Prdar•site Csst,no7d 11115 a Ixrnhross folydtairstip au dtdtned by&Dollon 176001(1-a)hilh a Iecal povemmantel enhdy and the candor meats requlrerneris und5r Section I'/6,045(al. ey kyN thin r{rralImna*o must kv filed with Ilia mmirv6 adnrlulclralor of Ilia lueal guvarrrrrran"I rv1111y nut talar Bran Ilia 7Ih Witnma day a11er the dale the vendcu treoomee aware d facts that requke the statement to be filed. -Soo Snrdan 170.0rA(,jdl Lunrd G ivnrrTnura Cndrt. A viiii fur coirrnits at uffauae 11 Ilse 1,widoi Inwwirgly vialaloe SWion 176-006,Local GovorlvnrAl.tiocfe.An oftsA- ifulor lhls sWion is a mire amwrx. 1J [lame of vendor who hire a business relationship with local 00vfrrnM010011 entity, Prime Gontrofs,L.P. 2 Check ibis box It you are filling an update to a previously filed quesililonnalre.tThe saw requires that you I'lle an updated completed questionnaire with ilia appropriate fling authority net later than fire 71h business day after Ihe,date,on which you became,aware that the origrrWy rand quosfiorin we was meomploto of inaccurate) Maine of local gave niment officer about whom the Informatlon Is being disclosed. N�rrla Narna of Jllio r s Describe each employment or affier business relationship with the local government officer,or a famlly member of the officer,as described by Section i7&003(a)(2)(A).Also describe any family relationship with the local govornmont officer. Cornplolo subparts A and B forawoh employment or bosinmss rmiallonship desoribed.Allrlch fiddillonal pAgos to this:Form CIO as necessary. A. is tiro local gwarnmionl oflieer of a lamify nlombor of Iho offirior receiving or likuly to waive taxable hVankto, other than investment incurne,from the vendor? El Yes E-1 No B. Is the vendor receiving or lilwly to receive laxablo income,other than irwosiment incoma,tarn or at the direction M lho IoW gov(wirooril ollicor or a family rnonigor of Rho olf 4or AND ftn)lax"Iblo ilvorlwt Is mat rc.c.bived from the Inral govarrxnental enl4y? El Yes EJ No S BeincrIbeeorch employmient or business relatlonahip that the vendor named In Section I inaintalins wlith a corporation or ofhor business entlty with respect to which the local government orficer servos as an officer or director,or holds an ownership Interest of one percent or more. 6 ❑ Check IN&Wx It the vendor has given the Iwal government of tic ef or a farnity,member of the officer one ar more gig is as described in Section 176.pt13(a)(2)(B),excluding gifts described in Section 176,009(a-l), 7. u2W2020 5knn ill uf6f ilfdirg buirlim x with 11w gavinrrnunial cnlity f]nla Farm provided by Teras E W irs f onrnlaelan rrew.@Ihicn.alato,I c,u f Reniued 1 WD2016 ITB No.20-0076 Instrumentation Equipment Parts and Services Page 29 of 42 Contractor Services Agreement ATTACHMENT-C CONTRACTOR'S CONTACT INFORMATION -onlrals,L.P.,qu,nmi Prim,C Cowractor's Local Addrcqfl.. 1726 LaMpointa Drive,Lewisville,TX 75057 Phone:R72-221-�849 pax,972-.420-48.42 __— Email: forlhis Agrealnent: N,Illlletl,itle Lain Cloy,Account rMe-r%alger-----'- Phow Fax:.972-420-4842 EnIjkli:l.doy@p(Ime-controIr,.Cum Nonvu of porNum Rw rotqw,11 i1wrornzwkni urwVor billing q%iqsflwN; Lain Cloy phona-_972-221-4049 Fax:972-420-4842 EtTtai0.d0YGPrlM0--ntrDl3,C0M Fax: Lain Clay 92127I2020__ I'daled Name Qato ITB No.20-0076 Instrumentation Equipment Parts and Services Page 30 of 42 Contractor Services Agreement i I rR't"I'At°lil�iflii.aN")`—I) CONSIBERA"PION OF LOCKRON OF BIDDER'S PRINCIPAL PLACE OF BUSINESS Chapter 2,Article I,Section 2-14 of the Fort World Code of Ordinances authorizes the fats(C(rµncil,whcn considering ettmpetltive seo6ed hide,to enter into a enruract for certain pureltaus with a bidder witme prinelpnl place of business Is In the corporate limits of the City of Fort Worth and whnne bid is within 3 or i percent of fhe lowest laid,depending,on lire vatae or lire respied and goods or servic+:s regaesled,if the loweal M is from a business outside the muddpality and contracting with the local bidder would provide the best cemhination of price and other economic benefits to lite municipnllty. Requests to be considered a local business must be submitted on this form with bid packages to be conddered by the City of Fort Worth. Qw;A1 lnR 3houlti IV IMIde tell Isr the IISICYI in 1114 bid❑r TuquC9t pockoge, The Foit Worth City Council requires the following infonttation for consideration or location of a bidder's ptiucipal place of business. Add additional sheets If needed to provide this Information. 1. Loc-Ationnl Eligibility; Principal Placa of Ilusincss in Tort Worll1,Tcxam a. Do you haae a Fort Worth office? If yes,Identify address! ld4 i b, Ahal p®rrcnlatSt.,orustirlrrlted gross cai WQany suics(worldwide)are sales originating in[lurk Wanh? "Originating in Fart Worth"shall mean payable at the Fort Worth office.[mrr;t exceed 30%] 2. Economic Developmcnl upporlunilics rmalting Born contruet, a NumbcrorFort Worth residmi-employees? b. Amount ol'i:ity of Fan Worth ad vuiorrm taxes(real rind business personal properly)paid by company (ror prior tux year--Fort Worth office or FbTrncr locititm:if Fors Worth off-tee is ne Wy-established)?_ Ccrlilicntion oi'information; The nadeym*i red doer.hereby a(rirm thot the infurrry Ume r.mplllfed is true anal cormct its of the italic fic"o under penally of perjury. Prime Controls,L.P. Felr.27,2020 1 pan rme) (Ualo� Sig intone) (Palatal yla c and 7'itk) ITB No.20-0076 instrumentation Equipment Parts and Services Page 31 of 42 Contractor Services Agreement A7"TACI MENT-E ItE ERENCF Stir E':T €Tlease cavililcte and mtitn this Form with p'eur hid, Thu.bidder shall Rirnislt relercmc%ibl,at lcl-st thl"m 0)meant custaincas t7 who n products anther scaviccs have been provided that arc similar 10 those mired 6v Ox.rl R.'l`Ise C:'iry will N the solojildge or rcLtenas.Please use additional ALOti_ l. COrnpany's Nand. Trinity River Authority of Texas Nan%ofConlar:t Sltl idlcCalry rM Title ofc:cvdrrcr PlEint Manego.r irrc-arA Address 11202.Trinity Boulevard City,Stale,Lip Colic Euless,TX 76040 ,rcleplrvtnc Numitrr (817 )267_4223 �m Fax Vkimbor — f..ntuil e=ainsaIf In"IVra.clrt, _ 2. Compeny'sNimw City nfSouthlake _.--- Narrw dCrrntrrei Kyle Flanegen Title-ofCrmlaoi SCADA Supervisor Present Address 1915 E.Continental City,tityte,Zip Cade gputhl k+a,TX 7£aw2 _ Teleyaione Nijinber (1117 )748-8081 ram N u 11beV 1 Etna I kPranagaal�ci.stiuRhlake,kx,Us 3. C,mnpaay's Name NarM Toxes Municipal Water OistrlctT_--- Nwtw nL l:onhwl AlhW Hernandez TWO urContact SCADA Sup+orvlsorV� Prmml AddriL� 505 E.Brown Sl eel Cily,Stair.,Lap Cotic Tet2phone.Nlirnbcr {$72 )442-5405 r;axNnvtbcrti 1� --�— Farmit ehaman @ntmtvd.c:6m1 ITB No.20-0076 Instrumentation Equipment Parts and Services Page 32 of 42 Contractor Services Agreement ATTACHMENT F Bidder's Qualification OnkstitrRitzlir. I. DaW yoarr cor'p,cany was eslabli,hed?March 1,2004 2, What kivices are pruvidlad by your conipay p,-mikining to iltis hid`P._..:..,. Irt!kirumatt Procur€rnaunl,InsLallabdr,,Galibrahon,TroubleshaoWg,Maintenance - --- 3: How tniny yNafrs has your d,rgnnizaLiun burn in busi,wss uncksr its present nwne' A. t.isi any'ftSl,nei IYi$11'IR'S y'r3ar f)I�i11li7Wlil,rl ilclti UI;NaI4tNtl IRi,{i.C7,t1,d Lhe_-------- jillIerFNYte(s).1&0 Stales,Inc_-ii33P.March 2004 _`.--.------ a, Memo providy tiny applieOlc conz aclor(s)hunscs which Are eurre ally aclive aril in gorxi staiidi,4.wilh IN,slide.ul'Tuxal.iI'Icnse..providr any attachments along with you hid respansc.j a. Narne ot"l,it en Tt x gs P:,,�,rrd of€eufessi,-al Enrginmrs Cortiftrale gRergiyuMian b. t.',ccnsc<'lassifsnuionC. License ___-- d. License nun,bcra��g7 e. Date tswed 200t3 ------ --- - f. F'.xy�irAtiot,I.�tate�3;31�F0�[5- Narne.t,[i:ieen?.N.Elactriaal Cd3nlractor h. Llcensc C..las5ilicaiic�n i_ l.icc:r�se t•✓exit�3)...._. k. Date Issucd !. iSxpi.rAliun.t]ittcl0131;2172[}- 5. Plt,ise prtati'idc a list d,i',aicast cnmin�mly uscdi cqupinantl,aiateri:els i(sr C1'itkstar Calls-festen� SGT'4,4:4Si u, H2S Q t 000 PPM Sensor Inslrumenlation Volureae Sensor!lnslrumenialic,n N—nrry%Volume Secasor 1 Irzslrun,cnit,ticwY d, CO2%Vatume Sanaor i inslrumonlaticr, - e, as ClYrornatografah Instrunrerimion i— lt. 6. llav,, YUu ever clefwlI(sxi ot,.;a tnwlwt711 so,why woreyou unabluto rultiil14C Libel igatiol1? No ITB No.20-0076 Instrumentation Equipment Parts and Services Page 33 of 42 Contractor Services Agreement PRIME ®CthYTYd�4 ADDITIONAL INFORMATION REQUIRED BY THE RFQ A. Background Prime Controls is one of the largest system Integrators in the nation.We were established in 1997 to provide customers with a.sole source solution for Industrial Automation services and products.Our experience Includes Water and Wastewater,Canals,Dams,Hydroelectric Power,Oil and Gas, Semiconductor,Food and Beverage,Pharmaceutical,Cosmetic,Aggregate,Building Products,Electric Utilities,and Energy Management applications,Recognized nationally for our expertise In Industrial Automation,SCADA,and Control applications,we have earned the reputation as the premiere true turnkey Main Automation Contractor.Prime Controls is a limited partnership formed In Tetras,the companywas previously known as I&C Sales,Inc_The company structure and name were changed effective March 1,2004. As a dedicated System Integrator and I&C Canstruction firm,Prime Controls is pmfrtsclonally staffvri to supply our customers with all aspects of their Automation and Control needs.We are certified with major instrument manufacturers and have access to all required resources,including Factory support serwices.Our experience and relationships with multiple manufacturers allow us the unique ability to work closely with our customers from project design to post project maintenance. B. Qualifications. Please see Attachment F far licensing Information. Prime Controls maintains a staff of fully trained electrical control technicians. These highly skilled employees install,troubleshoot and commission control systems.Mechanical control Installation services are performed by factory trained tubing specialists.All work Is performed via our in-house OA/QC process and standards to ensure full compliance with local,state and customer requirements, Calibration and Start-up Services are performed by degreed and factory trained technicians.Prime Controls maintains a professional growth program which encourages employees to continually enhance their technical skills via ISA certification,factory training,and continued education.All work is performed and documented via our In-house CIAJC1C procoss which incorporates Industry accepted ISA standards[callbratpon,loop check,system commissioning,etc.).Customer specific requirements are Incorporated as needed. Prime Controls olointains a fully staffed service department specifically structured to provide preventive and corrective maintenance.wrvicns.This%efvicn inchulns schodulod maintananrr prngrams as well as 24/7 emergency services.A toil-free number is maintained I1-86"9SCADA)for after hours and weekend response.Maintenance and Service Agreements are customized to meet specific requirements Including budgetary constraints,All work is performed by on-staff technicians and englneefs. C. instrument Brands Prime Controls is authorized to sell and service all of the Instrument brands listed tit the RFQ which Include: ATI Precision Diglial Easltach Prominerii Endress Hauser Rosemount GDS Siemens Global Treat Telog Honeywell ITB No.20-0076 Instrumentation Equipment Parts and Services Page 34 of 42 Contractor Services Agreement i PRIME CONTAOU Q. Project Team(Resumes Richard"lain"Clay,PMP Account Manager Professional Project Manager with 15 Years of Exper ience in Various Inclustrges Directly Related to the Electrical and Industrial Automation Applications. industries Relevant Skills Semiconductor Manufacturing Project Supervision and Water/Wastewater Management Federal Government- Project Documentation- Hospitals,Bases Timberline,Constructvrare, Food and Beverage Viewpoint Building Construction Systern Design and Industrial Process Plants Implementation s Primavera Project Scheduling P6 Total Years of Experience Mkrosoft Project 17 Previous Employers Years of Experience wvlth Firm ' MC DEAN-Dallas/Fort 4VOrth ■ Merit Electr+ral Industry Experience 8 Municipal Projects-North Texas Municipal Water District,City of Expertise Ulm,City of Fort Worth,TRA,TRWD,City of baton Rouge Project Management Government-USAGE PCCP Pump Stations,Darnall Hospital,Fort Educations Hood,TEMF,SAMMC Hospital 65,Indusrrial'Pechnology- Industrial Process Projects-Air Products,Borden Cherniral Southeastern Louisiana Semiconductor-Infineon Technologies,Richmond VA University Building Construction-1PS Health Network,Parkland Hospital,St. AS,ConstrucUots Managernenl Tammany Parish Hospital,Tiger Athletic Foundation,Tarrant County -Southeastern Louisiana College District University Food and Beverage-Dean Foods,FritcI-Lay texas L�epartrnenl of LI�_ensing and Regulation-State Journeyman License No. 173SOI Project Management Institute f PMO Project Management Professinnal jPMPj Cwt. Training OSHA 3f1 Hr.Certification * Primavera P6 Planner Course ■ 2005 NEC Code Class ■ Accubid Estimating Software ITB No.20-0076 Instrumentation Equipment Parts and Services Page 35 of 42 Contractor Services Agreement i ot�I.rrME Colby Cobb Service(Manager Highly experienced Service Manager with notable experience In the following industries! Industries Relevant Skills Semiconductor Manufacturing Instrumentation/Vabre Water/Wastewater Specification}Implementation Pourer Plants Electrical Conflict Resolution General Manufacturing Constructiori Management Government Indoor and Outdoor Wireless Commercial Real Estate Coverage Solutions Municipality Security and Site Planning Surveillance 4.9 GHz Public Safety Systerns RF Patti Study Analysis I Previous Employers Total Years of Experience . Waflace Controls&Electric is Years of experience with Firm Industry Experience 15 Multiple Water/Wastewater Expertise Multiple Utility Processes--Gas and Electric P(o)act htanagornent TRA Mossier Valley Plant Expansion—Euless,TX Education TRA Central WWTP—Dallas,TX Computer Networking—Texas State Technical College 2.4,4.9 GHz wlrefesss Educauooal Serlos Classes Training • State Electrical Licenses(laurneyman License) ■ Various HMI Manufacturer Training Programs— • Professional Employee Management i]evelopment Wonderware,Intellutlo,n,etc. Course • Various Instrument Training Programs—Foxboro, • rontrartsAwarenes;and ttlsk rxposuretourse Rosemount,badger,Endress Hauser • Various PI C WnufacWrer Training Programs- ■ 4,9 GHz Public Safety Systems Modlcon,SCADA Pack,Motorola,etc, ■ Wonderw riee system Platform C?=.reification ITB No.20-0076 Instrumentation Enuiament Parts and Services Page 36 of 42 Contractor Services Agreement PRIME E CI1 MMS Keith Qemele j Senior Automation Specialist j Nine Years of expettence as an automation specialist with spe.6alized focus an wlvat�Lvd bhilugical process contral,data analytics,and system performance UfArnitation. tndusules Relevant Skills Water/Wastewater Project I'n_amLeadership Food and Beverage Project TechnlcaI Supervision General Industry Project Implementation Project DocualentaWrl PLC/HMI Programmmi; Startup&Commissioning Customer Training Historical Process Anafytics Total Years at Experience Previous Employers q HKS Arch itects Aerotek Staffing Years of Experience with Firm Industry Experience 6 TriniIV River Authority CRV6 Phase 1,11.III-A&I11-11 5alids Improv.Projects Trinity River Authority CRWS Phase V Aeration Basin Irnprcwements Expertise Trinity River Authority TMCRW5 Plant Rehabilitation Process Controls and Anatytits Trinity RI•rer Authority CRWS Phase 11&Phase IV Plant Rehab Projects Trinity River Authority CRWS Phase 1,It,&.IIIA Filter Improvement Projects Education Trinity River Authority DCRWS€xp rnsion to 11.5 N1155f)Project AS,Enginewing—Dallas GE Transpcvtatlon Manufacturing Fuel CA Deliveiy&Reclamation County Community Colletie City of Mere cite RarneS RridRe P-S- GA,EMAC—The University of Doan Fwds 1AIVV BAAT Addition Texas at Dallas City of Greenville Wastewater Reclamation Center Improvements City of Mansfield BEWTP Phase IV Expansion to 45 MGD Training OF Proficy(Historian 051 IA 10 Construction GE Pruficy iFIX HMI,SCADAAdvanced GF Proficy iF-IX HMI,SDADA Advanced Schnelder Unity Programming level li CPR,AED,and First Aid ,Applied Prnr,.es5 Cantrnl ITB No.20-0076 Instrumentation Equipment Parts and Services Page 37 of 42 Contractor Services Agreement I I I PRIME ®COMihDLB i I Clayton Seale I&C Supervisor over 10 Years of experience In the following Industries; Industries Relevant Skills Utility Power Distribution Installation/Callbiation j Water and Wastewater Maintenance!Repair of Oil and Gas Process Control Systems and Food and(leverage Instrumentation Utility Cogeneration Process Control Trouble Shooting Fiber Optic,System implementation Total Years of Experience Electrical and Mechanical 11 Proficiency Years of Experience with firm Precious Employers 10 ■ Blackwell Electric ■ Cheyenne Electric ■ State of Texas Expertise Process Con trol Systems Industry Experience Bachman Water Treatment Plant—CIC,tof Dallas Education Southside Wastewater Treatment Plant Energy Recovery—Dalla s Hamilton HIWh School Water Utilities Blogas Cogeneration,Amereseo Ten Mile Wastewater Treatment Plant Uewatering Facility—TRA Red Oak Wastewater Treatment Plant—TRA Oil and Gas Compression Station Emergency Shut Down System Energy Transfer Training ■ OSHA 10 Hr.Certif ration ■ American Red Cross Training ITB No.20-0076 Instrumentation Equipment Parts and Services Page 38 of 42 Contractor Services Agreement i PRIME i�c'ON78(J s Kevin Kossmann Automation Technician Experienced Controls Axitomation System Expert with more than i❑years of experleoce Installing Industrial Control Systems and Instruments Industries Relevant Skills Water/Wastewater Instrumentation Oil and Gas Comm issioning/CalibraLions Food and Beverage PLC/Control panel General Manufacturing Troubleshooting PLC and HMI Programming jL Project design,Development and implementation Total Years of Experience Project Startup Fiber Optic Analysis, 10 installation and Certification Onsite Management Years of Experience with Firm y Previous Employers JR Oawvns Aucho,Video& • lone Star Park Commdnicatlon Expertise Project Commissioning Industry Experience htstrunievitatlon Calltratlons Multiple Water/Wastewater,Oil and Gas,Project Comrnissiori/Project Support---TX,Ulf,LA,NU,SI?,IL,NY. Fifer installation,Termination arudCl'tUfi T¢5ting, Multiple Fiber Optic Termination$upp�rt—WaCer/1Nastewater,Ulf and Gas—TX,LA,OK,AZ, Power Plant Support—TX Education PLCanr/HMI Programming and implementatton. Grand P ralrle H5 Graduate Training ■ Ameflcan tier)Cros5 and Medic First Aid • MOSCAd PLC l-rainin& Authorized Instructor ■ iFix HMi Trainirri; ■ USiIA 10 tlr,&30 tl r,Authorized instructor • Corning Fiber Optic Training ITB No.20-0076 Instrumentation Equipment Parts and Services Page 39 of 42 Contractor Services Agreement I� PRIME ®GtdlV�t)LS E. Warranty Prime Controls agrees to provide warranty on products and services for a minimum of two years from date of!nstallation.We also agree to the warranty terms shown in the RFQ.All warranties from the manufacturer wild be provided in the name of City of Fort Worth,Texas, ITB No.20-0076 Instrumentation Equipment Parts and Services Page 40 of 42 Contractor Services Agreement ATTACHMENT D INSURANCE AND ATTACHMENT D-1 BONDING (if necessary) (Behind this page are the City's standard insurance requirements and,if necessary,payment and performance.bond forms) ITB No.20-0076 Instrumentation Equipment Parts and Services Page 41 of 42 Contractor Services Agreement ATTACHMENT E VERIFICATION OF SIGNATURE AUTHORITY FORM Contractor: Prime Controls,L.P. Addiross;1725 Lakepointe Drive City,state,zip: Levrisville,TX 75057 I Execution of this Stguattrre Verification Irorm("Form")hereby certifies that the following individuals awyor positions have the authority to legally hind Contractor and to execute any agreement,arnendaient or change order on belutlf of Contractor. Such binding authority has bt:en 6mtnted by praper order, resolution,of4irtr9rwo or other audwrindon of Contractor.City is fully cnliltcd to tnly on the warranty And representation set forth in this Doren in entering into any agreement or amendment tYtth Contractor. Contractor will sutxnit an updated Form within ten(10) busing days if them are any change:;to the signatary,authority.City is entitled to rely on any current executed Form until it receives a revised Form that has been properly executed by Contractor. t. Norm:Richard Lain Cloy Positiol? count Manager Siaurtatttn; 2. Name:Colby J Cobb Position:S_Yvtt(3 r'IA-Al?1 5igna 3, Narne: Position Nignatum - Nrrnt�. sr kira'of President/CLO Outer Title: rtro Uatc:....__ _. - Z - i ITB No.20-0076 Instrumentation Equipment Parts and Services Page 42 of 42 Contractor Services Agreement DATE(MM/DD/YYYY) A�o® CERTIFICATE OF LIABILITY INSURANCE 4/10/2020 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED,the policy(ies)must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT NAME: Alexandra Herrera Frost Insurance-Dallas PHONE FAX 2950 N Harwood Ste 1200 No E •214-515-4182 A/c No):214-515-4199 Dallas TX 75201 ADDRESS: alexandra.herrera@frostinsurance.com INSURERS AFFORDING COVERAGE NAIC# INSURER A:Atlantic Specialty Ins Company 27154 INSURED PRIME-9 INSURER B:Westchester Surplus Lines Ins 10172 Prime Controls LP; JADA Enterprises, LLC INSURER C Prime ERP Gulf, LLC 1725 Lakepointe Drive INSURER D: Lewisville TX 75057 INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER:347575642 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT,TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES,LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR ADDTYPE OF INSURANCE INSD WVDSUBR POLICY NUMBER MM DDNYYY MM/DDIIPOLICY EFF POLICYYYYY XP LTR LIMITS A X COMMERCIAL GENERAL LIABILITY 7110162180002 4/23/2020 4/23/2021 EACH OCCURRENCE $1,000,000 CLAIMS-MADE a OCCUR PREMISES Ea occurrence) ccur ence $500,000 MED EXP(Any one person) $10,000 PERSONAL&ADV INJURY $1,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $2,000,000 POLICY PRO- JECT M LOC PRODUCTS-COMP/OP AGG $2,000,000 OTHER: Emp Ben. $1,000,000 A AUTOMOBILE LIABILITY 7110162180002 4/23/2020 4/23/2021 COMBINED SINGLE LIMIT $1,000,000 Ea accident IX ANY AUTO BODILY INJURY(Per person) $ OWNED SCHEDULED BODILY INJURY(Per accident) $ AUTOS ONLY AUTOS DAMAGE X HIRED X NON-OWNED PROPERTY D $ AUTOS ONLY AUTOS ONLY Per accident A X UMBRELLA LIAB X OCCUR 7110162180002 4/23/2020 4/23/2021 EACH OCCURRENCE $10,000,000 EXCESS LIAB CLAIMS-MADE AGGREGATE $10,000,000 DED I I RETENTION$ $ A WORKERS COMPENSATION 4060451670002 4/23/2020 4/23/2021 X I PER OTH- AND EMPLOYERS'LIABILITY YIN STATUTE ER ANYPROPRIETOR/PARTNER/EXECUTIVE E.L.EACH ACCIDENT $1,000,000 OFFICER/MEMBER EXCLUDED? N/A (Mandatory In NH) E.L.DISEASE-EA EMPLOYEE $1,000,000 If yes,describe under DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $1,000,000 A Professional Liability 7600103840002 4/23/2020 4/23/2021 Per Claim/Aggregate $3,000,000 B Pollution Liability 11 G71141354002 6/7/2019 617/2020 Occurence/Deductible $5,000,000/$10,000 DESCRIPTION OF OPERATIONS/LOCATIONS I VEHICLES (ACORD 101,Additional Remarks Schedule,may be attached if more space is required) The General Liability policy includes a blanket automatic additional insured endorsement on primary and non-contributory basis when required by written contract. The General Liability and Auto policy includes blanket automatic additional insured endorsements when there is a written contract between the named insured and certificate holder,executed prior to the occurrence of a loss,which requires such status for on-going operations(ISO Form CG 20 10 04 13)and completed operations(ISO Form CG 20 37 04 13).Umbrella is follow-form subject to the terms and conditions to the policy. The General Liability,Auto Liability and Workers Compensation policy includes a blanket automatic waiver of subrogation endorsement that provides this feature only when there is a written contract with the Named Insured and the certificate holder that requires such status. CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. City of Ft.Worth 1000 Throckmorton St. AUTHORIZED REPRESENTATIVE Fort Worth TX 76102 ©1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD M&C Review Page 1 of 2 Official site of the City of Fort Worth,Texas CITY COUNCIL AGENDA FORS 11 REFERENCE **M&C 20- 13P20-0076 DATE: 5/5/2020 NO.: 0271 LOG NAME: INSTRUMENTATION PARTS AND EQUIP WATER SC CODE: P TYPE: CONSENT PUBLIC NO HEARING: SUBJECT: Authorize Non-Exclusive Agreements with Prime Controls, LP, Frank Clark &Associates, Inc., Vector Controls, LLC, Macaulay Controls Company, DPC Industries, Inc., Murray Energy, Inc., Walker Industrial LLC d/b/a Walker Controls, Total Process Solutions, Inc., and G.K. Techstar, LLC for a Combined Annual Amount Up to $1,000,000.00 for Instrumentation Equipment, Parts and Services for the Water Department and Authorize Four Annual Renewal Options and Increased Amounts of$1,100,00.00 for the Third Renewal and $1,210,000.00 for the Fourth Renewal (ALL COUNCIL DISTRICTS) RECOMMENDATION: It is recommended that the City Council authorize non-exclusive Agreements with Prime Controls, LP, Frank Clark&Associates, Inc., Vector Controls, LLC, Macaulay Controls Company, DPC Industries, Inc., Murray Energy, Inc., Walker Industrial LLC d/b/a Walker Controls, Total Process Solutions, Inc., and G.K. Techstar, LLC for a combined annual amount up to $1,000,000.00 for Instrumentation Equipment, Parts and Services for the Water Department and authorize four annual renewal options and increased amounts of$1,100,00.00 for the third renewal and $1,210,000.00 for the fourth renewal. DISCUSSION: The Water Department approached the Purchasing Division to procure new and replacement water and wastewater utility instrumentation equipment and appurtenances, parts, on-site or shop repair services, calibration, engineering and startup services, and field troubleshooting for various locations throughout the City. The Invitation to Bid (ITB) consisted of detailed specifications describing the instrumentation equipment and repair services required to meet American Water Works Association (AWWA), National Electrical Manufacturer's Association (NEMA), American Society for Testing and Materials (ASTM), and Underwriters Laboratories (UL) standards. The Water Department certifies that the bids received by Prime Controls, LP, Frank Clark&Associates, Inc., Vector Controls, LLC, Macaulay Controls Company, DPC Industries, Inc., Murray Energy, Inc., Walker Industrial LLC d/b/a Walker Controls, Total Process Solutions, Inc., and G.K. Techstar, LLC meet the specifications required for the items and services that are being awarded. An increase in the annual amount for years three and four will ensure that spending authority is available throughout the agreement term. Instrumentation equipment, parts, and repair services will be ordered as needed based on price and availability to ensure the City's needs are met. This bid was advertised in the Fort Worth Star-Telegram on February 05, 2020, February 12, 2015, February 19, 2020 and February 26, 2020. The City received nine bids. A pre-bid conference was held on February 12, 2020. 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. A waiver of the goal for MBE/SBE subcontracting requirements was requested by the Purchasing http://apps.cfwnet.ore/council racket/me review_asn?TD=27R40k..crnmcil(late=5/5/?O')O r1/?5/?()?0 M&C Review Page 2 of 2 Division and approved by the M/WBE Office, in accordance with the BDE Ordinance, because the purchase of goods or services is from sources where subcontracting or supplier opportunities are negligible. FISCAL INFORMATION/CERTIFICATION: The Director of Finance certifies that funds are available in the current operating budget, as previously appropriated, in the Water&Sewer Fund to support the approval of the above recommendation and execution of the agreements. Prior to any expenditure being incurred, the Water Department has the responsibility to validate the availability of funds. BQN\\ TO Fund Department Account Project Program Activity Budget Reference# Amount ID ID Year Chartfield 2 FROM Fund Department I Account Project Program Activity Budget Reference# Amount ID ID Year (Chartfield 2) Submitted for City Manager's Office by: Dana Burghdoff(8018) Originating Department Head: Reginald Zeno (8517) Additional Information Contact: Cynthia Garcia (8525) Sarah Czechowicz (2059) ATTACHMENTS http://apps.cfwnet.ora/council racket/mc review_asn?TD=7.7R4Mr.crnme.il(latP=S/S/')mn tii,)5i?mn