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Contract 54551-R1
CSC No. 54551-R1 CSC No. 54551-R1 CITY OF FORT WORTH CONTRACT RENEWAL NOTICE September 17, 2021 Schneider Electric, Inc. Attn: Shawn Hanrahan, Site Leader—Dallas Branch 1650 West Crosby Rd. Carrollton, TX 75006 Re: Contract Renewal Notice Pelco PTZ Camera for Intersection Improvement Project Contract No. CSC No. 54551 (the "Contract'') Renewal Term No. 1: September 25, 2021 to September 24, 2022 The above referenced Contract with the City of Fort Worth expires on September 24,2021 (the "Expiration Date"). Pursuant to the terms Contract, the Contract may be renewed by the mutual consent of the parties for up to four(4)one-year renewal terms. This letter will memorialize the collective desire of the parties to renew the Contract for its first renewal term,which will begin immediately after the Expiration Date. All other terms and conditions of the Contract remain unchanged. Please return this signed acknowledgement letter to the address set forth below acknowledging receipt of the Contract Renewal Notice. Please log onto PeopleSoft Purchasing at hqp://fortworthtexas.gov/purchasing to insure that your company information is correct and up-to-date. If you have any questions concerning this Contract Renewal Notice, please contact me at the telephone number listed below. Sincerely, 17h,0 akww Aziz Rahman(Sep 17,202115:43 CDT) Engineering Manager Aziz Rahman (817) 392-8653 OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX Contract Renewal Page 1 of 2 CSC No. 54551-R1 ACCEPTED AND AGREED: CITY OF FORT WORTH CONTRACT COMPLIANCE MANAGER: By signing I acknowledge that I am the person responsible for the monitoring and administration Dgng BU!'GJk1G/OFF of this contract,including ensuring all By: Dana Burghdoff(Oct 4,202116:52CDT) performance and reporting requirements. Name: Dana Burghdoff Title: Assistant City Manager /1'h� By: Aziz Rahman(Sep 27,202111:59 CDT) Name: Aziz Rahman APPROVAL RECOMMENDED: Title: Engineering Manager APPROVED AS TO FORM AND LEGALITY: By: Wj(Oct,�,2021 6:18 CDT) Name: William M.Johnson Title: Director, Transportation & Public Works By: Department oo�4nnn�� Name: Taylor Paris �oO�°FORT�aa Title: Assistant City Attorney ATTEST: 0 00��� jj..0 o-4 d CONTRACT AUTHORIZATION: 00 v o_� M&C: N/A °°°°°°°°°°°° q� Date Approved: By: Name: Ronald Gonzales Form 1295 Certification No.: Title: Acting City Secretary Date 09/22/2021 SHgwn�1m"1hgn By: Shawn Hanrahan(Sep 22,2021 19:30 CDT) Name: Shawn Hanrahan Title: Site Leader—Dallas Branch OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX Contract Renewal Page 2 of 2 DocuSign Envelope ID:4FAE5069-968B-4125-903D-1 ED4E7256560 CSC No.54551-A1 AMENDMENT NO. 1 TO CITY OF FORT WORTH CONTRACT NO. 54551 This Amendment is entered into by and between the City of Fort Worth (hereafter "Buyer"), a home rule municipality, with its principal place of business at 200 Texas Street, Fort Worth, Texas, and Schneider Electric, Inc. ("Vendor"),Buyer and Vendor may be referred to individually as a Party and collectively as the Parties. WHEREAS, on September 25, 2020, the Parties entered into City Secretary Contract No. 54551 to provide Pelco PTZ Camera for Intersection Improvement Project Locations ("Agreement/Contract"); WHEREAS, the Parties wish to amend the Agreement to amend the term of the Agreement; NOW, THEREFORE, the Parties, acting herein by the through their duly authorized representatives, enter into the following agreement: 1. AMENDMENTS The term of the Agreement is hereby amended to read as follows: The term of this Agreement shall be for one year beginning on 09/25/2020 and ending on 09/24/2021. Buyer shall be able to renew this agreement for four (4) one-year renewal options by written agreement of the parties. 2. ALL OTHER TERMS SHALL REMAIN THE SAME All other provisions of the Agreement which are not expressly amended herein shall remain in full force and effect. 3. ELECTRONIC SIGNATURE This Amendment may be executed in multiple counterparts, each of which shall be an original and all of which shall constitute one and the same instrument. A facsimile copy or computer image, such as a PDF or tiff image, or a signature, shall be treated as and shall have the same effect as anoriginal. OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX DocuSign Envelope ID:4FAE5069-968B-4125-903D-1 ED4E7256560 ACCEPTED AND AGREED: CITY OF FORT WORTH: CONTRACT COMPLIANCE MANAGER: By signing I acknowledge that I am the person 3�GG responsible for the monitoring and administration By: Dana Burghdoff(Aug 7,202 0:37 CDT) of this contract,including ensuring all Name: Dana Burghdoff performance and reporting requirements. Title: Assistant City Manager Date: /7hil JW10 By: Aziz Rah man(Jul 22,202116:36 CDT) APPROVAL RECOMMENDED: Name: Aziz Rahman Title: Engineering Manager APPROVED AS TO FORM AND LEGALITY: By: WJ(Aug z,zoz9:09CDT) Name: William Johnson Title: Director,TPW ? By: ATTEST: Name: Taylor Paris Title: Assistant City Attorney Aqa� d lO 6p ma'�e f CONTRACT AUTHORIZATION: By: Ronald P.Gonzales(Aug 9,202107:48 CDT) M&C• Name: Ronald Gonzales �QS p.�"O'dU��11 Title: Acting City Secretary oa FORr & p���0000000000 �� �0 00_O o, pvo 8=d o 4 000000 Vendor: d�a�QEXASoap Schneider Electric Buildings America, Inc. ATTEST: DOCUSigned by: By � � EAM ,DacuSi9 ned by 41�6�$13� aNln Hanra an B `-tLSSA, y: E4�F E7i&XC45 ... Title: General Manager - Dallas Name: McYissa Baugh Date: 8/10/2021 Title: operations Coordinator OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX DocuSign Envelope ID:4FAE5069-968B-4125-903D-1 ED4E7256560 FEDERAL SUPPLY SERVICE AUTHORIZED FEDERAL SUPPLY SERVICE PRICE LIST lip On-line access to contract ordering information, terms and conditions, up-to-date pricing, and the option to create an electronic delivery order are available through GSA Advantage!TM , a menu-driven database system. The INTERNET address GSA Advantage!TM is: http://vvww.GSAAdvantage.gov. WORLDWIDE FEDERAL SUPPLY SCHEDULE CONTRACT FOR SCHEDULE MAS—Total Solutions for Law Enforcement. Security,Facility Management Systems.Fire.Rescue. Special Purpose Clothing.Marine Craft and Emergency/Disaster Response FSC GROUP 63 ALARM AND SIGNAL SYSTEMS/FACILITYMANAGEMENT SYSTEMS, PROFESSIONAL SECURITY/FACILITY MANAGEMENT SERVICES, AND GUARD SERVICES FSC: 6350, N063 334290 Security and Detection Systems 334512 Total Solution Support Products for Facilities Management Systems CONTRACT NUMBER: GS-07F-9323S MOD PS0173 Effective June 14,2021 For more information on ordering from the Federal Supply Schedules click on the FSS Schedules button at www.fss.gsa.gov CONTRACT PERIOD: February 1,2021 through January 31,2026 Contract#GS-07F-9323S Expires: January 31, 2026 DocuSign Envelope ID:4FAE5069-968B-4125-903D-1 ED4E7256560 CONTRACTOR: Pelco, Inc. 625 W. Alluvial Fresno, CA 93711 Tel: 800-289-9100 Fax: 800-289-9150 Email: Ryan.Baker@pelco.com Website: www.pelco.com Contract Administrator: Ryan Baker 625 W.Alluvial Fresno, CA 93711 Tel: 800-289-9100 Email: Ryan.Baker@pelco.com BUSINESS SIZE: Large CUSTOMER INFORMATION: la. SPECIAL ITEM NUMBERS(SINs) SIN DESCRIPTION 334512 Total Solution Support Products for Facilities Management Systems 334290 Security and Detection Systems 1 b. LOWEST PRICED MODEL NUMBER AND PRICE PER SIN: Government price based on a unit of one. SIN 334290 See Attached Price List 1c. SIN 334512— See page 4 2. MAXIMUM ORDER PER SIN: SIN 334290 $250,000 SIN 334512 $250,000 3. MINIMUM ORDER: $25 4. GEOGRAPHIC COVERAGE: Domestic, 50 states, Washington D.C., Puerto Rico,US Territories 5. POINTOF PRODUCTION: Clovis, CA 6. DISCOUNT FROM LIST PRICES: Prices listed herein are Net. 7. QUANTITY DISCOUNTS: Pelco Products: 4% discount for all government orders in excess of $25,000 at prices listed herein. Digital Sentry Products: +2%@$1 M 8. PROMPT PAYMENT TERMS: Net 30 Days 9a. Government Purchase Cards are accepted at or below the micro-purchase threshold. 9b. Government Purchase Cards are accepted above the micro-purchase threshold. Contract# GS-07F-9323S Expires: January 31, 2026 DocuSign Envelope ID:4FAE5069-968B-4125-903D-1 ED4E7256560 10. FOREIGN ITEMS: Germany, Japan, Republic of Korea, Mexico, Singapore, Switzerland,Taiwan and United States as denoted by DE, JP, KR, MX, SG, CH,TW and US respectively 1la. TIME OF DELIVERY: Within 60 days ARO 11b. EXPEDITED DELIVERY: Government may contact dealer(see included list)to effect a faster delivery 11c. OVERNIGHT AND 2-DAY DELIVERY: Consult with Contractor 11d. URGENT REQUIREMENTS:Agencies can contact the Contractor's representative to effect a faster delivery. Customers are encouraged to contact the contractor for the purpose of requesting accelerated delivery. 12. F.O.B. POINT: Destination 48 contiguous states and the District of Columbia Port of Debarkation AK, HI, PR, and US Territories 13. ORDERING ADDRESS: C/O Participating Dealer, Dealer Address (See included list) 13b. Ordering procedures: For supplies and services,the ordering procedures, information on Blanket Purchase Agreements(BPAs)are found in Federal Acquisition Regulation (FAR) 8.405-3. 14. PAYMENT ADDRESS: C/O Participating Dealer Dealer Address (See included list) 15. WARRANTY: Standard Commercial Warranty 16. EXPORT PACKING CHARGES: N/A 17. TERMS AND CONDITIONS OF GOVERNMENT COMMERCIAL CREDIT CARD ACCEPTANCE: No additional discounts are offered. 18. TERMS AND CONDITIONS OF RENTAL, MAINTENANCE AND REPAIR: N/A 19. TERMS AND CONDITIONS OF INSTALLATION: Installation is available under SIN 246-50, 20. TERMS AND CONDITIONS OF REPAIR PARTS: N/A 21. TERMS AND CONDITIONS OF ANY OTHER SERVICES: Professional Services SIN 246-52 22. LIST OF SERVICE AND DISTRIBUTION POINTS: Call Factory—800-289-9100 23. LIST OF PARTICIPATING DEALERS: See included list 23. PREVENTATIVE MAINTENANCE: N/A 24. SPECIAL ATTRIBUTES SUCH AS ENVIRONMENTAL ATTRIBUTES: N/A. 24a. Section 508: Upon Request 25. DATA UNIVERSAL NUMBER SYSTEM(DUNS) NUMBER: 00-8260234 26. Contractor has an active registration in the SAM database. 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O O4.1 cz cz 7-r O M \O O� 00 � O l� O� 'T 00 ,--� Vl O O� �O 00 I'O �O O� l� N O v'i v'i v'i N N 00 M l-- lp N 1p O� 1p O� m V' m 00 m O 00 O N M (n 1p 00 l0 a\ O_ O �O O O M 00 V'i O O l� l� N 1p M M M O� 00 l� O� M � 00 �O 00 (n O_ O O O N l� 00 00 l- y M Ol N l— O l� 00 N O N O V� N N M \0 10 N V� O� M l� 00 M 1p Ol Ol O� M 00 00 N O� 00 N �O N O� N M l� Vl 1p 00 Vl (n V'1 M l O v'i N O m l yp O �O O O M 00 O O O �.I l� l� N �O M M M O� 00 l� O� M M 00 (n N M 00 CD 6� Qy O G O M l� 10 l� l� v O l� N A N O O M Vl O O 'T 00 � +• � � � � a W W � U � � � � H CL CL on czcz cz 4.1 W `n O C7 cz cz cz c� � N M Vl N Y ti Lp N o Qa Q czLLI ^� 3 cz00 0 LLJ O Z' 3 a\ O Q O N u1 U O 000 O 0000 O O '—' CD v 00 � � N N N V 0000 H V U rn Z U Z OU Z W Z Z O o U Y v w WW O W a Uv UO O Z75 cn Cn CL CIO m 0 Y U Z H � O c7U CIO cz O pUCIO H � LLI O CIO CIO CIO CIO CIOCIO OU rn Un U O 0 e ) \ � � \ \ + ) / ( � � � ( / � / ( { m � \ \ j \ 3 \ & / T \ \ \ ( \ \ \ ± \ \ \ al k R \ \ \� n n � � ) \ o k \ � O * o \ z � n \ \ \ \ 2 o / Q z \ � \ ) \ \ \ \ § / / 3 g o g § § \ $ m ® R \ ° ® Cn Q / \ © / G$ _ / L / » > f 0 DocuSign Envelope ID:4FAE5069-968B-4125-903D-1 ED4E7256560 Pelco, Inc.'s GSA Net Pricebook Part Number Manufacturer da Description SIN Coo GSA Net PXM200 PELCO EX ENH PEDESTAL MOUNT 334512 DE $124.81 RACKIB PELCO 1 SLOT BLANK FILLER PLATE 334512 US $24.16 S7230L-EBO PELCO SP EH7 2M 30X E PDNT BLK 334512 TW $2,482.82 SMK S7230L-EBOUS PELCO SP EH7 2M 30X ENV PDNT BLK SM 334512 US $2,751.23 S7230L-EB 1 PELCO SP EH7 2M 30c ENV PDNT BLK 334512 TW $2,482.82 S7230L-EB IUS PELCO SP EH7 2M 30X ENV PDNT BLK CL 334512 US $2,751.23 S7230L-EWO PELCO SP EH7 2M 30X ENV PDNT WHT 334512 TW $2,415.72 S7230L-EWOUS PELCO SP EH7 2M 30X ENV PDNT WHT 334512 US $2,684.13 SM US S7230L-EWIUS PELCO SP EH7 2M 30X ENV PDNT WHT CL 334512 US $2,684.13 106 DocuSign Envelope ID:4FAE5069-968B-4125-903D-1 ED4E7256560 CSC No.54551 BaouSURlalvelope ID:7449BBAB-40DC-4F8II-B362-192C6I-(iDIC16 CITY Or VORT wolm COOPERATIVE PURCHASE AGREEMENT This Cooperrative Purchase Agreement ("Agr'eoniont") is entered into by and between Schneider Elootria Buildings America,Inc. ("Seller") and the City of"Fort'Wort-11, ("Buyer"), a Texas home rule inunialpality. . The Cooperative Purchase Agreement inchides the following dootiments which shad be constnied in the order:of precedence in which they are listod: 1, This Cooperative Purchase Agreenent; 2. Exhibit A—City's Terms and Conditions; 3. Exhibit B—Conflict of Interest QueRio1111aire. 5. Exhibit C--Seller's Quote,Scope of Set'viocs or Puyeltase Order, and d. Exhibit D---Cooperative Agency Contract(e,g.,MTPA,DIR,Buy.Board); .Exhibits A, B, C, and D which are attached hereto and incorporated heroin, are made a part of this Agreement for all purposes. Seller agrees to provide Buyer wifll the services and goods inahided in Exhibit C pursuant to the terms and conditions of this Cooperative Purchase Agroomont, including all exhibits tberoto.In the event of conflict between Exhibit A City's Terms and Conditions and Exhibit C— [Cooperative Ageuicy Contract], tlien Exhibit A — City's Terins and Conditions shall control, but only to the extent allowable under the[Cooperative Agency Contract]. Breyer shall pay Seller hi accordatiaa with the fee scliedule in Exhibit C and in accurdanw with the provisions of this Agreement.Total payment inade tinder this Agreement for the.first year by Buyer shall be, in the aniount of nicety-nine thousand five litindred-three dollars and eighteen cents 1,99 503.1$ . Seller shall not provide ally additional %teens or services or bill for expenses incurrod for Buyer not specified by this Agreement unless Buyer requests and approvos in writing the additional costs for such sei'vioos. Buyer shall not be liable for any additional oxpoasos of Seller not specified by this Agreement unless 13ttycr•first approves sticli expenses in writing, The terin of this Agreement sliall be for one year beginning oil 2rO 266id eliding oAl N,?b24, Buyer shall be able to renew this agreement('or 4 one-year renewal options by written agreeii ont of the Parties. The undersigned represents and warrants that lie or she has the power and atithorlty to execute Oils Agreement and bind the respective'Vendor. CITY OF FORT WOX TR, COi`i1TJt�ACT COMPUANC 9ll'.t,A,NA.GE n /�Gl � Y signirkg I xalrnmyledge that I coy the i}Cir'Soii By, #7.r:,a[1::r�aafllsr i7s.Rex 1�,;534�71 i'eSl)oiiSit1l�fOi'the monitoring and adniinistY'iirioky -Naine: Dana Burglidoll of this eniiti'act',iklcltiding ensui'iiig of 1 perf'orknance Thiel Assistant City Manager and retorting rerluireniatits, Data: 9/2S/2020 i DocuSign Envelope ID:4FAE5069-968B-4125-903D-1 ED4E7256560 DocuStgn Envelope 1t7:7440138A8-4DDC•41138.8362.1920GF6D'IC16 FAP OVA.L R t'COM IEiNbLD: 13y: \tir RahnrantSt�'L•1.2D2(/15:tl9 C0T1 Name: AzizRa(-)man ATai�ie: Wiffiam J011113011 AP)?RoV-p AS TO F0RM AND LkGALITX: Title: 'T`ransportatioi) and Public Works Director: ATTE+ST: By: Name: Paris Taylor L Title: Assistant City Attorney o� G�f o��G+Ge By, 'for RonatdP,Gownies SeY28,20201 LOG CDT) CONTRACT A.UTHORIZATION: Name: Mary Kayser IV&C: Title: City Searetaty ��'elt�tcf -W1Mr U 7 ARUilding. n epicas'Tnc ATTEST. r(� nF,� nuouslono4Dr By: .—E��ianns�sxtr�nnn �f"""1 L Name: Manny Rorlrigtm2 Jay.Title: Ceneral Manager Natise: 'a ["tnasson Date; 9/18/2020 Title: 9/19/�020 DocuSign Envelope ID:4FAE5069-968B-4125-903D-1 ED4E7256560 DocuSign Envelope ID:7449B8A8-4DDG-4F38-B362-192C6F6DIC16 Exhibit A CITY OF FORT WORTH, TEXAS STANDARD PURCHASING TERMS AND CONDITIONS 1.0 DEFINITION OF BUYER The City of Fort Worth, its officers, agents, servants, authorized employees, vendors and subcontractors who act on behalf of various City departments, bodies or agencies. 2.0 DEFINITION OF SELLER The Vendor(s), consultant, supplier, its officers, agents, servants, employees, vendors and subcontractors, or other provider of goods and/or services who act on behalf of the entity under a contract with the City of Fort Worth. 3.0 TERM This Agreement shall begin on the date signed by the Assistant City Manager below("Effective Date") and shall expire on ,20_("Expiration Date"),unless terminated earlier in accordance with this Agreement("Initial Terra "). Buyer shall have the option, in its sole discretion, to renew this Agreement under the same terms and conditions, for up to four (4) one-year renewal options, at Buyer's sole discretion. 4.0 PUBLIC INFORMATION Buyer is a government entity under the laws of the State of Texas and all documents held or maintained by Buyer are subject to disclosure under the Texas Public Information Act. In the event there is a request for information marked Confidential or Proprietary, Buyer shall promptly notify Seller. It will be the responsibility of Seller to submit reasons objecting to disclosure. A determination on whether such reasons are sufficient will not be decided by Buyer, but by the Office of the Attorney General of the State of Texas or by a court of competent jurisdiction. The Parties agree that nothing contained within this Agreement is considered proprietary or trade secret information and this agreement may be released in the event that it is requested. 5.0 PROHIBITION AGAINST PERSONAL INTEREST IN CONTRACTS No officer or employee of Buyer shall have a financial interest, direct or indirect, in any contract with Buyer or be financially interested, directly or indirectly, in the sale to Buyer of any land, materials, supplies or services, except on behalf of Buyer as an officer or employee. Any willful violation of this section shall constitute malfeasance in office,and any officer or employee found guilty thereof shall there by 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). 6.0 ORDERS 6.1 No employees of the Buyer or its officers, agents, servants, vendors or subvendors 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 Buyer. The only exceptions are Purchasing Card orders and emergencies pursuant to Texas Local Government Code DocuSign Envelope ID:4FAE5069-968B-4125-903D-1 ED4E7256560 DocuSign Envelope ID:7449B8A8-4DDC-4F38-B362-192C6F6D1G16 Section 252.022(a)(1), (2), or (3). In the case of emergencies, the Buyer's Purchasing Division will place such orders. 6.2 Acceptance of an order and delivery on the part of the Seller without an approved contract number, purchase order number, or release number issued by the Buyer may result in rejection of delivery, return of goods at the Seller's cost and/or non-payment. 7.0 SELLER TO PACKAGE GOODS Seller will package goods in accordance with good commercial practice.Each shipping container shall be clearly and permanently marked as follows: (a) Seller's name and address: (b) Consignee's name, address and purchase order or purchase change order number; (c) Container number and total number of containers, e.g., box 1 of 4 boxes; and (d)Number of the container bearing the packing slip. Seller shall bear the 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. Buyer's count or weight shall be final and conclusive on shipments not accompanied by packing lists. 8.0 SHIPMENT UNDER RESERVATION PROHIBITED Seller is not authorized to ship the goods under reservation, and no tender of a bill of lading will operate as a tender of goods. 9.0 TITLE AND RISK OF LOSS The title and risk of loss of the goods shall not pass to Buyer until Buyer actually receives and takes possession of the goods at the point or points of delivery after inspection and acceptance of the goods. 10.0 DELIVERY TERMS AND TRANSPORTATION CHARGES Freight terms shall be F.O.B. Destination, Freight Prepaid and Allowed. 11.0 PLACE OF DELIVERY The place of delivery shall be set forth in the "Ship to" block of the purchase order, purchase change order, or release order. 12.0 RIGHT OF INSPECTION Buyer shall have the right to inspect the goods upon delivery before accepting them. Seller shall be responsible for all charges for the return to Seller of any goods rejected as being nonconforming under the specifications. 13.0 INVOICES 13.1 Seller shall submit separate invoices in duplicate, on each purchase order or purchase change order after each delivery. hlvoices shall indicate the purchase order or purchase change order number. Invoices shall be itemized and transportation charges, if any, shall be listed separately. A copy of the bill of lading and the freight waybill,when applicable, should be attached to the invoice. Seller shall mail or deliver invoices to Buyer's Department and address as set forth in the block of the purchase order, purchase change DocuSign Envelope ID:4FAE5069-968B-4125-903D-1 ED4E7256560 DocuSign Envelope ID:7449B8A8-4DDC-4F38-B362-192CGF6D1C16 order or release order entitled "Ship to." Payment shall not be made until the above instruments have been submitted after delivery and acceptance of the goods and/or services. 13.2 Seller shall not include Federal Excise, State or City Sales Tax in its invoices. The Buyer shall furnish a tax exemption certificate upon Seller's request. 12.3 Payment. All payment terms shall be "Net 30 Days" unless otherwise agreed to in writing. Before the Ist payment is due to Seller, Seller shall register for direct deposit payments prior to providing goods and/or services using the forms posted on the City's website". 14.0 PRICE WARRANTY 14.1 The price to be paid by Buyer shall be that contained in Seller's proposals which Seller warrants to be no higher than Seller'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 Seller breaches this warranty, the prices of the items shall be reduced to the prices contained in Seller's proposals, or in the alternative upon Buyer's option, Buyer shall have the right to cancel this contract without any liability to Seller for breach or for Seller's actual expense. Such remedies are in addition to and not in lieu of any other remedies which Buyer may have in law or equity. 14.2 Seller 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 Seller for the purpose of securing business. For breach or violation of this warranty, Buyer 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. 15.0 PRODUCT WARRANTY Seller 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 Buyer. Seller warrants that the goods furnished will conform to Buyer's specifications, drawings and descriptions listed in the proposal invitation, and the sample(s) furnished by Seller, if any. In the event of a conflict between Buyer's specifications, drawings, and descriptions, Buyer's specifications shall govern. 16.0 SAFETY WARRANTY Seller warrants that the product sold to Buyer 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 does not conform to OSHA standards, Buyer may return the product for correction or replacement at Seller's expense. In the event Seller fails to make appropriate correction within a reasonable time, any correction made by Buyer will be at Seller's expense. Where no correction is or can be made, Seller shall refund all monies received for such goods within thirty (30) days after request is made by Buyer in writing and received by Seller. Notice is considered to have been received upon hand delivery, or otherwise in accordance with Section 29.0 of these terms and conditions. Failure to make such refund shall constitute breach and cause this contract to terminate immediately DocuSign Envelope ID:4FAE5069-968B-4125-903D-1 ED4E7256560 DocuSign Envelope ID:7449B8A8-4DDC-4F38-B362-192C6F6D1Ci6 17.0 SOFTWARE LICENSE TO SELLER If this purchase is for the license of software products and/or services, and Unless otherwise agreed, Seller hereby grants to Buyer, a perpetual, irrevocable, nonexclusive, nontransferable, royalty free license to use the software. This software is "proprietary" to Seller, and is licensed and provided to the Buyer for its sole use for purposes under this Agreement and any attached work orders or invoices. The Buyer may not use or share this software without permission of the Seller; however Buyer may make copies of the software expressly for backup purposes. 18.0 WARRANTY AGAINST INFRINGEMENT OF INTELLECTUAL PROPERTY 18.1 The SELLER 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 marlcs, trade secrets, or any intellectual property rights or other third party proprietary rights, in the performance of services under this Agreement. 18.2 SELLER shall be liable and responsible for any and all claims made against the Buyer for infringement of any patent, copyright, trademark, service marls, 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 Buyer's continued use of the Deliverable(s) hereunder; 18.3 SELLER agrees to defend, settle, or pay, at its own cost and expense, any claim or action against Buyer for infringement of any patent, copyright, trade mark, trade secret, or similar property right arising from Buyer's use of the software and/or documentation in accordance with this Agreement, it being understood that this agreement to defend, settle or pay shall not apply if Buyer modifies or misuses the software and/or documentation. So long as SELLER bears the cost and expense of payment for claims or actions against Buyer pursuant to this section,SELLER shall have the right to conduct the defense of any such claim or action and all negotiations for its settlement or compromise and to settle or compromise any such claim; however, Buyer shall have the right to fully participate in any and all such settlement, negotiations, or lawsuit as necessary to protect Buyer's interest, and Buyer agrees to cooperate with SELLER in doing so. In the event Buyer, for whatever reason, assumes the responsibility for payment of costs and expenses for any claim or action brought against Buyer for infringement arising under this Agreement,Buyer 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, SELLER shall fully participate and cooperate with Buyer in defense of such claim or action. Buyer agrees to give SELLER timely written notice of any such claim or action,with copies of all papers Buyer may receive relating thereto. Notwithstanding the foregoing, Buyer's assumption of payment of costs or expenses shall not eliminate SELLER's duty to indemnify Buyer under this Agreement. If the software and/or documentation or any part thereof is held to infringe and the use thereof is enjoined or restrained or, if as a result of a settlement or compromise, such use is materially adversely restricted, SELLER shall,at its own expense and as Buyer's sole remedy,either: (a) procure for Buyer the right to continue to use the software and/or documentation; DocuSign Envelope ID:4FAE5069-968B-4125-903D-1 ED4E7256560 DocuSign Envelope ID:7449BBA8-4DDC-4F38-B362-192C6F6D1 C1 6 or (b) modify the software and/or documentation to make it non-infringing, provided that such modification does not materially adversely affect Buyer's authorized use of the software and/or documentation; or (c) replace the software and/or documentation with equally suitable, compatible, and functionally equivalent non-infringing software and/or documentation at no additional charge to Buyer; or(d)if none of the foregoing alternatives is reasonably available to SELLER terminate this Agreement, and refund all amounts paid to SELLER by Buyer, subsequent to which termination Buyer may seek any and all remedies available to Buyer under law; and 18.4 The representations, warranties, and covenants of the parties contained in section 13 through 17 of this Agreement will survive the termination and/or expiration of this Agreement. 19.0 OWNERSHIP OF WORK PRODUCT Seller agrees that any and all analyses, evaluations,reports,memoranda, letters, ideas,processes, methods, programs, and manuals that were developed, prepared, conceived, made or suggested by the Seller for the Buyer pursuant to a Work Order, including all such developments as are originated or conceived during the term of the Contract and that are completed or reduced to writing thereafter (the "Work Product") and Seller acknowledges that such Work Product may be considered "work(s) made for hire" and will be and remain the exclusive property of the Buyer.To the extent that the Work Product,under applicable law,may not be considered work(s) made for hire, Seller hereby agrees that this Agreement effectively transfers, grants, conveys, and assigns exclusively to Buyer, all rights, title and ownership interests, including copyright, which Seller may have in any Work Product or any tangible media embodying such Work Product,without the necessity of any further consideration, and Buyer shall be entitled to obtain and hold in its own name, all Intellectual Property rights in and to the Work Product. Seller for itself and on behalf of its vendors hereby waives any property interest in such Work Product. 20.0 CANCELLATION Buyer shall have the right to cancel this contract immediately for default on all or any part of the undelivered portion of this order if Seller breaches any of the terms hereof, including warranties of Seller. Such right of cancellation is in addition to and not in lieu of any other remedies, which Buyer may have in law or equity. 21.0 TERMINATION 20.1 Written Notice. The purchase of goods under this order may be terminated in whole or in part by Buyer,with or without cause,at any time upon the delivery to Seller of a written "Notice of Termination" specifying the extent to which the goods to be purchased under the order is terminated and the date upon which such termination becomes effective. Such right of termination is in addition to and not in lieu of any other termination rights of Buyer as set forth herein. 20.2 Non-appropriation of Funds. In the event no funds or insufficient funds are appropriated by Buyer in any fiscal period for any payments due hereunder, Buyer will notify Seller of such occurrence and this Agreement shall terminate on the last day of the fiscal period for which appropriations were received without penalty or expense to Buyer of any kind whatsoever, except as to the portions of the payments herein agreed upon for which funds have been appropriated. DocuSign Envelope ID:4FAE5069-968B-4125-903D-1 ED4E7256560 DocuSign Envelope ID:7449B8A8-4DDC-4F38-B362-192C6F6D1C16 20.3 Duties and Obligations of the Parties. Upon termination of this Agreement for any reason, Seller shall only be compensated for items requested by the Buyer and delivered prior to the effective dale of termination, and Buyer shall not be liable for any other costs, including any claims for lost profits or incidental damages. Seller shall provide Buyer with copies of all completed or partially completed documents prepared under this Agreement. In the event Seller has received access to Buyer Information or data as a requirement to perform services hereunder, Seller shall return all Buyer provided data to Buyer in a machine readable format or other format deemed acceptable to Buyer. 22.0 ASSIGNMENT 1 DELEGATION No interest, obligation or right of Seller, including the right to receive payment, under this contract shall be assigned or delegated to another entity without the express written consent of Buyer. Any attempted assignment or delegation of Seller shall be wholly void and totally ineffective for all purposes unless made in conformity with this paragraph. Prior to Buyer giving Its Consent, Seller agrees that Seller shall provide, at no additional cost to Buyer, all documents, as determined by Buyer, that are reasonable and necessary to verify Seller's legal status and transfer of rights, interests,or obligations to another entity.The documents that may be requested include, but are not limited to, Articles of Incorporation and related amendments, Certificate of Merger, IRS Dorm W-9 to verify tax identification number, etc. Buyer reserves the right to withhold all payments to any entity other than Seller, if Seller is not in compliance with this provision. If Seller fails to provide necessary information in accordance with this section, Buyer shall not be liable for any penalties, fees or interest resulting therefrom. 23.0 WAIVER No claim or right arising out of a breach of this contract can be discharged in whole or in part by a waiver or renunciation of the claim or right unless the waiver or renunciation is supported by consideration in writing and is signed by the aggrieved party. 24.0 MODIFICATIONS This contract can be modified or rescinded only by a written agreement signed by both parties. 25.0 THE AGREEMENT In the absence of an otherwise negotiated contract, or unless stated otherwise, the Agreement between Buyer and Seller shall consist of these Standard Terms and Conditions together with any attachments and exhibits. This Agreement is intended by the parties as a final expression of their agreement and is intended also as a complete and exclusive statement of the terms of their agreement.No course of prior dealings between the parties and no usage of trade shall be relevant to supplement or explain any lean used in this Agreement. Acceptance of or acquiescence in a course of performance under this Agreement shall not be relevant to determine the meaning of this Agreement even though the accepting or acquiescing party has knowledge of the performance and opportunity for objection. Whenever a term defined by the Uniform Commercial Code (UCC) is used in this Agreement, the definition contained in the UCC shall control. In the event of a conflict between the contract documents, the order of precedence shall be these Standard Terms and Conditions, and the Seller's Quote. DocuSign Envelope ID:4FAE5069-968B-4125-903D-1 ED4E7256560 DocuSign Envelope ID:7449B8A8-4DDC-4F38-B362-192C6F6D1C16 26.0 APPLICABLE LAW/VENUE This agreement shall be governed by the Uniform Commercial Code wherever the term "Uniform Commercial Code" or"UCC" is used. It shall be construed as meaning the Uniform Commercial Code as adopted and amended in the State of Texas. Both parties agree that venue for any litigation arising from this contract shall be in Fort Worth, Tarrant County, Texas. This contract shall be governed, construed and enforced under the laws of the State of Texas. 27.0 INDEPENDENT CONTRACTOR(S) Seller shall operate hereunder as an independent contractor and not as an officer, agent, servant or employee of Buyer. Seller shall have exclusive control of, and the exclusive right to control, the details of its operations hereunder, and all persons performing same, and shall be solely responsible for the acts and omissions of its officers, agents, employees, vendors and subcontractors. The doctrine of respondent superior shall not apply as between Buyer and Seller, its officers, agents, employees, vendors and subcontractors,Nothing herein shall be construed as creating a partnership or joint enterprise between Buyer and Seller, its officers, agents, employees, vendors and subcontractors. 28.0 LIABILITY AND INDEMNIFICATION. 27.1 LIABILITY- SELLER 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 CA USED BY THE NEGLIGENT ACTS) OR OMISSION(S), MALFEASANCE OR INTENTIONAL MISCONDUCT OF SELLER, ITS OFFICERS,AGENTS,SERVANTS OR EMPLOYEES. 27.2 GENERAL INDEMNIFICATION- SELLER HEREBY COVENANTS AND AGREES TO INDEMNIFY, HOLD HARMLESS AND DEFEND BUYER, 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 SELLER'S B USINESS 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 SELLER,ITS OFFICERS, AGENTS,SERVANTS OR EMPLOYEES. 27.3 INTELLECTUAL PROPERTY INDEMNIFICATION— Seller agrees to defend, settle, or pay, at its own cost and expense, any claim or action against Buyer for infringement of any patent, copyright, trade mark, trade secret, or similar property right arising from Buyer's use of the software and/or documentation in accordance with this Agreement, it being understood that this agreement to defend,settle or pay shall not apply if Buyer modifies or misuses the software and/or documentation. So long as Seller bears the cost and expense of payment for claims or actions against Buyer pursuant to this section,Seller shall have the right to conduct the defense of any such claim or action and all negotiations for its settlement or compromise and to settle or compromise any such claim; however,Buyer shall have the right to fully participate in any and all such settlement, negotiations, or lawsuit as necessary to protect Buyer's interest, and Buyer agrees to cooperate with Seller in doing so. In the event Buyer, for whatever reason, assumes the responsibility for payment of costs and expenses for any claim or action brought against Buyer for infringement arising under this Agreement, Buyer 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,Seller shall fully participate and cooperate with Buyer in defense of such claim or action. Buyer agrees to give Seller timely DocuSign Envelope ID:4FAE5069-968B-4125-903D-1 ED4E7256560 DocuSign Envelope ID:7449B8A8-4DDC-4F38-B362-192C6F6D1C16 written notice of any such claim or action,with copies of all papers Buyer may receive relating thereto. Notwithstanding the foregoing, Buyer's assumption of payment of costs or expenses shall not eliminate Seller's duty to indemnify Buyer under this Agreement, If the software and/or documentation or any part thereof is held to infringe and the use thereof is enjoined or restrained or, if as a result of a settlement or compromise, such use is materially adversely restricted, Seller shall, at its own expense and as Buyer's sole remedy, either: (a) procure for Buyer the right to continue to use the software and/or documentation; or (b) modify the software and/or documentation to make it nou-infringing,provided that such modification does not materially adversely affect Buyer's authorized use of the software and/or documentation; or (c) replace the software and/or documentation with equally suitable, compatible, and functionally equivalent non infringing software and/or documentation at no additional charge to Buyer; or(d)if none of the foregoing alternatives is reasonably available to Seller terminate this Agreement, and refund all amounts paid to Seller by Buyer, subsequent to which termination Buyer may seep any and all remedies available to Buyer under law. 28 SEVERABILITY In case any one or more of the provisions contained in this agreement shall for any reason, be held to be invalid, illegal or unenforceable in any respect, such invalidity, illegality or unenforecability shall not affect any other provision of this agreement, which agreement shall be construed as if such invalid, illegal or unenforceable provision had never been contained herein. 29 FISCAL FUNDING LIMITATION In the event no funds or insufficient funds are appropriated and budgeted in any fiscal period for payments due under this contract, then Buyer will immediately notify Seller of such occurrence and this contract shall be terminated on the last day of the fiscal period for which funds have been appropriated without penalty or expense to Buyer 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. 30 NOTICES TO PARTIES Notices required pursuant to the provisions of this Agreement shall be conclusively determined to have been delivered when (1) hand-delivered to the other party, its agents, employees, servants or representatives, (2) delivered by facsimile with electronic confirmation of the transmission, or(3) receivcd by the other party by United States Mail, registered, return receipt requested, addressed as follows: TO BUYER: TO SELLER: City of.Fort Worth Schneider Electric Buildings America, Attn: Purchasing Manager Inc. 200 Texas Street Dallas Branch Fort Worth, TX 76102-6314 1650 West Crosby Road Facsimile: (817) 392-8654 Carrollton TX 75006 With copy to Fort Worth City Facsimile: 972-245-0996 Attorney's Office at same address 31 NON-DISCRIMINATION DocuSign Envelope ID:4FAE5069-968B-4125-903D-1 ED4E7256560 DocuSign Envelope ICJ:7449B8A8-4DDC-4F38-B362-192C6F6D1Cl6 Seller, for itself, its personal representatives, assigns, subVendors and successors in interest, as part of the consideration herein, agrees that in the performance of Seller's duties and obligations hereunder, it shall not discriminate in the treatment or employment of any individual or group of individuals on any basis prohibited by law. IF ANY CLAIM ARISES FROM AN ALLEGED VIOLATION OF THIS NONDISCRIMINATION COVENANT BY SELLER, ITS PERSONAL REPRESENTATIVES, ASSIGNS, SUBVENDORS OR SUCCESSORS IN INTEREST,SELLER AGREES TO ASSUME SUCH LIABILITY AND TO INDEMNIFY AND DEFEND BUYER AND HOLD BUYER HARMLESS FROM SUCH CLAIM. 32 IMMIGRATION NATIONALITY ACT Seller 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 Buyer, Seller shall provide Buyer with copies of all 1-9 forms and supporting eligibility documentation for each employee who performs work under this Agreement. Seller 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 Seller employee who is not legally eligible to perform such services. SELLER SHALL INDEMNIFY BUYER AND HOLD BUYER HARMLESS FROM ANY PENALTIES, LIABILITIES, OR LOSSES DUE TO VIOLATIONS OF THIS PARAGRAPH BY SELLER, SELLER'S EMPLOYEES, SUBCONTRACTORS, AGENTS, OR LICENSEES. Buyer, upon written notice to Seller, shall have the right to immediately terminate this Agreement for violations of this provision by Seller. 33 HEALTH, SAFETY, AND ENVIRONMENTAL REQUIREMENTS Services, products, materials, and supplies provided by the Seller must meet or exceed all applicable health, safety, and the environmental laws, requirements, and standards. In addition, Seller 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. Seller shall indemnify Buyer from any penalties or liabilities due to violations of this provision. Buyer shall have the right to immediately terminate this Agreement for violations of this provision by Seller. 34 RIGHT TO AUDIT Seller agrees that Buyer shall, until the expiration of three (3) years after final payment under this contract, or the final conclusion of any audit commenced during the said three years, have access to and the right to examine at reasonable tunes any directly pertinent books, documents, papers and records, including, but not limited to, all electronic records, of Seller involving transactions relating to this Agreement at no additional cost to Buyer. Seller agrees that Buyer shall have access during normal working hours to all necessary Seller facilities and shall be provided adequate and appropriate work space in order to conduct audits in compliance with the provisions of this section. Buyer shall give Seller reasonable advance notice of intended audits. The Buyer's right to audit, as described herein, shall survive the termination and/or expiration of this Agreement. 35 DISABILITY In accordance with the provisions of the Americans With Disabilities Act of 1990(ADA), Seller 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 DocuSign Envelope ID:4FAE5069-968B-4125-903D-1 ED4E7256560 DocuSign Envelope ID:7449B8A8-4DDC-4F38-B362-192C6F6D1C16 conditions of employment for applicants for employment with, or employees of Seller or any of its subcontractors. Seller 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 Buyer harmless against any claims or allegations asserted by third parties or subcontractors against Buyer arising out of SelIer's and/or its subcontractor's alleged failure to comply with the above-referenced laws concerning disability discrimination in the performance of this agreement. 36 DISPUTE RESOLUTION If either Buyer or Seller has a claim, dispute, or other matter in question for breach of duty, obligations, services rendered or any warranty that arises under this Agreement, the parties shall first attempt to 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. Tire 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 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 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 submit the dispute to non- binding mediation and 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. 37 PROHIBITION ON CONTRACTING WITH COMPANIES THAT BOYCOTT ISRAEL If Seller has fewer than 10 employees or this Agreement is for less than $100,000, this section does not apply. Seller acknowledges that in accordance with Chapter 2270 of the Texas Government Code, the Buyer 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,Seller certifies that Seller's signature provides written verification to the Buyer that Seller: (1) does not boycott Israel; and (2)will not boycott Israel during the term of the contract. 38 INSURANCE REQUIREMENTS 38.1 Coverage and Limits (a) Commercial General Liability: $1,000,000 - Each Occurrence $2,000,000 - Aggregate (b) Automobile Liability: $1,000,000 - Each occurrence on a combined single limit basis Coverage shall be on any vehicle used by Seller, its employees, agents, representatives in the course of providing services under this Agreement. "Any vehicle" shall be any vehicle owned, hired and non-owned. DocuSign Envelope ID:4FAE5069-968B-4125-903D-1 ED4E7256560 DocuSign Envelope ID:7449B8A8-4DDC-4F38-B362-192C6F6DIC76 (e) Worker's Compensation: Statutory limits according to the Texas Workers' Compensation Act or any other state workers' compensation laws where the work is being performed Employers' liability $100,000 - Bodily Injury by accident; each accident/occurrence $100,000 - Bodily Injury by disease; each employee $500,000 - Bodily Injury by disease; policy limit (d) Professional Liability (Errors & Omissions): $1,000,000 - Eae]7 Claim Limit $1,000,000 - Aggregate Limit Professional Liability coverage may be provided through an endorsement to the Commercial General Liability (CGL) policy, or a separate policy specific to Professional E&O. Either is acceptable if coverage meets all other requirements. Coverage shall be claims-made,and maintained for the duration of the contractual agreement and for two (2) years following completion of services provided. An annual ecrtiticate of insurance shall be submitted to Buyer to evidence coverage. 38.2 General Requirements (a) The commercial general liability and automobile liability policies shall name Buyer as an additional insured thereon,as its interests may appear. The term Buyer shall include its employees, officers, officials, agents, and volunteers in respect to the contracted services. (b) The workers' compensation policy shall include a Waiver of Subrogation (Right of Recovery) in favor of Buyer. (e) A minimum of Thirty (30) days' notice of cancellation or reduction in limits of coverage shall be provided to Buyer. Ten (10) days' notice shall be acceptable in the event of non-payment of premium.Notice shall be sent to the Risk Manager, Buyer of Fort Worth, 200 Texas Street, Fort Worth, Texas 76102, with copies to the Fort Worth City Attorney at the same address. (d) The insurers for all policies must be licensed and/or approved to do business in the State of Texas. All insurers must have a minimum rating of A-VI1 in the current A.M. Best Key Rating Guide, or have reasonably equivalent financial strength and solvency to the satisfaction of Risk Management. If the rating is below that required, written approval of Risk Management is required. (e) Any failure on the part of Buyer to request required insurance documentation shall not constitute a waiver of the insurance requirement. (#) Certificates of Insurance evidencing that Vendor has obtained all required insurance shall be delivered to the Buyer prior to Vendor proceeding with any work pursuant to this Agreement. DocuSign Envelope ID:4FAE5069-968B-4125-903D-1 ED4E7256560 DocuSign Envelope ID:7449B8A8-4DDC-4F38-B362-192C6F6DIG16 Exhibit B—CONFLICT OF INTEREST QUESTIONNAIRE .Pursuant to Chapter 176 of the Local Government Code, any person or agent of a person who contracts or seeks to contract for the sale or purchase of property, goods, or services with a local governmental entity (i.e. The City of Port Worth) must disclose in the Questionnaire Form C1Q ("Questionnaire") the person's affiliation or business relationship that might cause a conflict of interest with the local governmental entity. By law, the Questionnaire must be filed with the Foil Worth City Secretary no later than seven days after the date the person begins contract discussions or negotiations with the Buyer, or submits an application or response to a request for proposals or bids, correspondence, or another writing related to a potential agreement with the Buyer. Updated Questionnaires must be filed in conformance with Chapter 176. A copy of the Questionnaire Form C1Q is enclosed with the submittal documents.The form is also available at http://www.ethics.state.tx.us/forms/CIQ.ndf. If you have any questions about compliance, please consult your own legal counsel. Compliance is the individual responsibility of each person or agent of a person who is subject to the filing requirement. An offense under Chapter 176 is a Class C misdemeanor. NOTE: If you are not aware of a Conflict of Interest in any business relationship that you might have with the Buyer, state Seller name in the# 1, use NIA in each of the areas on the foam. However, a signature is required in the#4 box in all cases. DocuSign Envelope ID:4FAE5069-968B-4125-903D-1 ED4E7256560 DocuSign Envelope ID:7449B8A8-4DDC-4F38-B362-192C6F6D1C16 CONFLICT OF INTEREST QUESTIONNAIRE FORM CIQ For vendor doing business with local governmental entity This questionnaire reflects changes made to the imv by 1H.13. 23, 84t1r Leg„ Regular Session, OFFiCEUSEONLY This questionnaire is being filed in accordancewilh Chapter 1767 Local Government Cade, ❑,€o a�,Fr�� by a vendorwho has a business relationship as defined by Section 176.001(1•a)with a local governmental entity and the vendor meets requiromonts under Section 176.006(a). By law this questionnaire must be filedwith the records administrator of the local governmental entity not later than the 71h business day after the date the vendor becornes aware of facts that require the statement to be filed. See Section 176.006(a-1),Local Government Code. A vendor commits an offense if the vendor knowingly violates Section 176.006, Locat Government Code.An offense under this section Is a misdemeanor. t Name of vendor who has a bustness relationship with local governmental entity, 2 Check thls box if you are filing an update to a previously flied(tuestlomtafte. (The law roquires that you tile an updated completed questionnaire with the appoopriate filing authority not later than the 7th business day alter Ilia date on which you became aware that the originally filed questionnaire was incomplete or Inaccurate.) 3 Name of local government officer al)outwhom the Information In tills section is b4(ng dfsclosed, Name:of officer This section(item 3 inciudimm subparts A, B, C, 0) mtist be Gamplated for each officer with whom the vendor has an employment or other business relationship as defined by Section 176.001(1-a), Local Government Cade. Atlach additional pages to this Form CIO as necessary. A. Is the local government officer named in this section receiving or likely to receive taxable income,othor than investment income, from the vendor? Yes E_1 No B. is the vendor receiving or likely to receive taxable income,other than inve5hnent income,from or at the direction of the local government officer narned in this section AND the taxable income is not received from the local governmental entity? EJ Yes El No C. is the liter of this questionnaire employed by a corporation or other business entity with fospact to which the local government officer serves as an officer or difector,or holds an ownership interest of one percent or more? F yes FA No D. Describe each employment or business and family relationship with the local government officer named in this section. d Signature of vendor doing business with the govoninlenfal entity tale µ � Adopted Fe7120€6 DocuSign Envelope ID:4FAE5069-968B-4125-903D-1 ED4E7256560 FORTWORTH. TMNSPORTr1fION AND PUBLIC WOM PURCHASE REQUEST FORM 7 �14 T;Y�F�L YVEf..fY J ai q�t3sr � �I<11t�J¢t�jL�Sa€; Traffic Signals Engineering-1'MSE 8/11/2020 x ITA7 z {€i �� r�� �Jtj�Yel�i�' � �?1�3sa'.1� � 34018 02004315610503 101729 E07280 9999 $ 5,321,361.00 $ 4,351,301.03 $ 970,059.97 $ 870,556.79 18010206 $ _ $ RMy F 1� aI Jth€T ~ a1"f 1$ ?�rJt�' ^ ie 5 MR r Se1 Ii } Schneider Electric Pelco Wall Mount-IWM-GY 62 $ 49.95 $ 3,096.90 Schneider Electric Pelco Pole Adapter-PA402. 62 $ 40.38 $ 2,503.56 Schneider Electric Spectra Enhanced 77:S7230L-EW1 62 $ 1,514.56 $ 93,902.72 Discounts Applied OR Attachments Total GRAND TOTAL $ 99,503.18 - PTZ-Ranch View at Hulen,Trail Lake at Hulen,McCart at Edgecliff and at Walton,Jennings at Vickery,Jennings at Pennsylvania,25th Street at Roosevelt,Hulen at Arlington Heights,Miller at Martin, Minor Intersection Improvement Project locations 01, y xF a. ✓' < 4-. 8/11/2020 a ( �� � x ,cQ / L132�LrL : 8/11/2020 �y APPROVER �.�-✓.,�.. .�_a � �, �„_ 8y Yang JM of 4:23 pm,Aug ii,2020 y�t� s�,.-T x.,21 Notes: DocuSign Envelope ID:4FAE5069-968B-4125-903D-1 ED4E7256560 Schneider Electric Buildings Schneider 1650 West Crosby E l e c t r i c Carrollton,TX 75006 August 11, 2020 TO: Aziz Rahman Ft. Worth Transportation & Public Works Dept (817) 392-8653 aziz.rahman(cD_fortworthtexas.gov SITE: City of Ft. Worth Traffic Department 5001 James Ave Ft. Worth, Tx REF: Pelco Camera Parts Pricing per Pelco GSA Contract#GS-07F-9323S Proposal#REVO Schneider Electric is pleased to offer the following proposal for your consideration. This quote includes the following: Item Description Unit Price QTY Ext Price Pelco IWM-GY Wall Mount $49.95 62 $3,096.90 Pelco PA402 Pole Adapter $40.38 62 $2,503.56 2 3 Pelco S7230L-EW1 Spectra Enhanced 1080p 30x $1,614.56 62 $93,902.72 EXCLUSIONS • Pricing does not include any installation • Pricing does not include sales tax or bonding cost. • Pricing includes standard ground shipping • Pricing is valid for a period of 90 days and subject to escalation thereafter. PRICING TOTAL PRICE (excluding tax $99,503.18 DocuSign Envelope ID:4FAE5069-968B-4125-903D-1 ED4E7256560 Schneider Electric Buildings Schneider 1650 West Crosby Carrollton,TX 75006 VElectric We would like to thank you for the opportunity to present our company's proposal and look forward to working with you to address your building's needs. If you have any questions regarding this proposal,please do not hesitate to reach out. Sincerely, Yhor llav d ait Shawn Hanrahan Service Manager (972) 207-4831 Shawn.Han rah an6@,SE.corn SCHNEIDER ELECTRIC BUILDINGS AMERICA$,INC. Accepted By: - Name: A212 1z�1 ^J Date: � Y--�e� P O##: Page 2 of 4 DocuSign Envelope ID:4FAE5069-968B-4125-903D-1 ED4E7256560 Schneider TERMS AND CONDITIONS OF SAFE E I e C t r I C 900512PITC R05119115 This quotation and any exhibits and attachments hereto(collectively,"Agreement')and any information contained herein,is the property of Schneider Electric Buildings Americas Inc.("Seller)and shall constitute proprietary and confidential information unless given to a public entity and required by law to be public information.The party to whom this quotation is addressed('Buyer)acknowledges the confidential nature of this Agreement and agrees to take all commercially reasonable and necessary precautions to ensure the confidential treatment of this Agreement and all information contained herein. This Agreement will not be used,copied,reproduced,disclosed or otherwise disseminated or made available,directly or indirectly,to any third party for any purpose whatsoever without the prior written consent of Seller.The parties agree to be bound by the following terms and conditions. 1. quotations and Acceptance.The quotation is based solely on the bid documents,which consist of the project drawings,specifications and/or instructions of the Buyer only modified by written agreement or Seller objection. Significant deviations between the actual conditions and circumstances of the work and those specified in the bid documents shall be cause for an adjustment in work scope,price and time allowed for performance.Written quotations shall be valid for no more than thirty(30)days from the date of issue,unless specifically stated otherwise herein. Buyer may accept the quotation by signing and returning a copy to Seller or by returning Buyer's own written instrument or order expressly acknowledging the quotation and terms set forth herein,provided,however,Seller hereby gives notice of its objection to any different or additional terms or conditions contained or referenced in Buyer's order,which will be of no force or effect except as may be expressly agreed to by Seiler in writing.It is the intent of the parties that these Terms and Conditions of Sale shall govern the sale of goods delivered and services performed.Upon acceptance,this Agreement constitutes the entire understanding between the parties respecting the goods or services delineated herein and supersede all prior oral or written understandings or representations relating to such goods or services.This Agreement may not be discharged, extended,amended or modified in any way except by a written instrument signed by a duly authorized representative of each party.Seller assumes that the Subcontract Agreement offered will contain terms that are substantively similar to the AIA provisions that are in accordance with the provisions of the prime contract,including any supplements.Upon award,Seller assumes that contract provisions will be reviewed and negotiated in goad faith to reach a mutual acceptance of both parties, 2. Payment.Absent a contrary provision herein.Buyer will pay Seller monthly progress payments on a net thirty(30)days basis from date of invoice for materials delivered(or stored at an off-site storage facility)and services performed,less any retained reserve which will be mutually agreed upon in writing by the parties.The aggregate amount of any such retained reserves shall be paid by Buyer to Seller within thirty(30)days after the date of substantial completion.If Seller provides a Certificate of Substantial Completion,such certificate shall conclusively establish such date.All invoices due and payable to Seller,less any applicable retained reserve,shall accrue interest at a compounded per annum rate not to exceed 1'h°/0 per month(18%per annum)or the maximum rate permitted by law.Acceptance and endorsement by Seller of an instrument for less than the full amount which Seller claims to be due shall not be deemed to be an admission of payment in full and any conditions to the contrary which are noted on such an instrument shall not be binding on Seller.If Buyer does not pay Seller,through no fault of Seller,within seven(7)days from the time payment was due,Seller may,without prejudice to any other remedy it may have,upon seven(7)additional days'written notice to Buyer,stop its work until payment of the amount owing has been received and the contract sum shall be equitably adjusted for reasonable costs of shutdown, delay and startup or in the alternative Seller may terminate this contract for material breach and all monies due Seller for services performed and materials delivered shall be paid upon demand.Seller shall be entitled to recover from Buyerali costs for collection,including reasonable attorneys' and professionals'fees.To the extent payments are received and as required by law,and upon Buyer's request,Seller will furnish mechanics lien waivers as the work progresses. Seller reserves a security interest in any goods sold to the extent of the invoiced amount to secure payment of Buyer's obligation.In event of payment default,Seller may repossess such goods and a copy of the invoice may he filed with appropriate authorities as a financing statement to event or perfect Sellers security interest in the goods.At Seller's request,Buyer will execute any necessary instrument to perfect Seller's security interest, 3. Price and Taxes.The price for the goods and services hereunder are those shown on the face of this Agreement.The price of this Agreement does not include sales,use,excise,duties or other similar taxes,unless otherwise expressly provided herein.Any taxes(other than taxes due on Seller's net income)that are payable hereunder shall be the responsibility of Buyer.If applicable,Buyer shall provide Seller a copy of any appropriate tax exemption certificate for the state(s)into which the goods are to be shipped. 4. Changes and Claims.All materials and labor furnished hereunder shall be In accordance with shop drawings submitted by Seller and approved by Buyer.Any changes in the work as set forth in approved shop drawings,or from the scope of work as described herein,will require a written change order submitted to Seller by Buyer.An equitable adjustment will be made in the contract price or delivery dates or both,and this Agreement will be modified accordingly in writing.The cost or credit to Buyer for performance of such change order shall be determined by mutual written agreement prior to the commencement of any work under such change order.Buyer shall notify Seller promptly in writing of any circumstances arising from the performance of the work herein described which reasonably may be anticipated to result in a claim or back charge to Seller.Upon Sellers receipt of such notification,Seller shall have five(5)working days in which to remedy such circumstances and to avoid the imposition of such claim or back charge.Seller will not be liable for any claim or back charge where Seller has not been notified in the manner as set forth above. 5. Access and Overtime.This Agreement is based upon the use of straight time labor only during regular working hours(8:00 a.m.to 5:00 p.m., Monday through Friday,excluding Seller's holidays).If Buyer requests Seller to perform any work outside of regular working hours,overtime and other additional expense occasioned thereby will be charged to and paid by Buyer.If Sellers work is to be performed on the project site,Buyer wilt afford unrestricted access to Seller and its employees and agents to all work areas, 6. Damage or Loss to Equipment. In the case of equipment not to be installed by or under supervision of Seller,Seller shall not be liable for damage to or loss of equipment after delivery of such equipment to the point of shipment.In the case of equipment to be installed by or under supervision of Seller,Seller shall not be liable for damage or loss after delivery by the carrier to the site of installation;if thereafter,pending Installation or completion of installation or full performance by Seller,any such equipment is damaged or destroyed by any cause whatsoever,other than by the fault of Seller,Buyer agrees to promptly pay or reimburse Seller an amount equal to the damage or loss which Seller incurs as a result thereof,in addition to or apart from,any and all other sums due or to become due hereunder. 7. Delays.Buyer shall prepare all work areas so as to be acceptable for Settees work required hereunder.Buyer acknowledges that the contract sum is based upon Seller being able to perform the work in an orderly and sequential manner,as Seller so determines.if Seller's performance is delayed,interfered with,suspended,or otherwise interrupted,in whale or in part,by Buyer,other contractors on the project site,or by any other third party or by any act within the power and/or duty of Buyer to control,then Buyer agrees that it will be liable to Seller for all increased casts and damages which Seller incurs as a result thereof.Furthermore,if Seller is delayed at any time in the progress of the work by any act or neglect of Buyer,or by any separate contractor employed by Buyer,or by changes ordered in the work or by labor disputes,fire,delay in transportation, adverse weather conditions,casualties,or any other causes beyond Sellers control,theft the time for completion of the work shall be extended for a period equal to the time lost by reason of such delay. 8. Warranty. Seller warrants to Buyer that all tangible articles manufactured by Seller will be free of defects in workmanship and material and that the work performed will be of good quality and will conform to the requirements of the bid documents.If the article is installed by Seller,Seller's sole obligation under this warranty shall be to provide,without charge,parts and labor necessary to remedy defects which appear within twelve (12)months from the date of beneficial use or occupancy,as applicable.If Seller provides a Certificate of Substantial Completion,such certificate shall conclusively establish such date.If article is not installed by Seller,the warranty period shall be within twelve(12)months of shipment of said article.Warranty claim must be made to Seller in writing within such twelve(12)month period.All transportation charges incurred in connection with the warranty for equipment not installed by Seller shall be borne by Buyer.Seller warrants that for equipment furnished and or installed,but DocuSign Envelope ID:4FAE5069-968B-4125-903D-1 ED4E7256560 Wow Schnei e OEIectric not manufactured by Seller, Seller will extend the same warranty terms and conditions which Seller receives from the manufacturer of said equipment. This warranty is the sole and exclusive warranty given with respect to any articles delivered or services performed by Seller.THE WARRANTIES SET FORTH ABOVE ARE EXCLUSIVE AND IN LIEU OF ALL OTHER WARRANTIES EXPRESS OR IMPLIED(EXCEPT WARRANTIES OF TITLE),INCLUDING, BUT NOT LIMITED TO,WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE.This warranty is subject to proper installation of the articles(if installation is not performed by Seiler or authorized subcontractors of the Seller)and maintenance and storage of the articles in accordance with the specifications and directions supplied by Seller.This warranty does not apply to any defect,malfunction or failure caused by repairs made by other than or without the consent of Seller or the article has been subject to abuse, misuse,neglect,tampering,accident or damage by circumstances beyond Seller's control,including without limitation,acts of God,war,acts of government, corrosion, power fluctuations, freeze-ups, labor disputes, differences with workmen, riots, explosions, vandalism, or malicious mischief,nor to defective associated equipment or use of the articles with equipment for which they were not said.All of Seller's obligations under this warranty will immediately terminate and be of no further force or effect if all or any part of the purchase price(including any installment payment) with respect to any article covered by this warranty is not paid to Seller when due. If cause of defect is found not to he Seller's responsibility, standard rates for repair or€eplacement and labor shall apply. 9. Limitation of Liability.In no event will Sellers total aggregate[lability in warranty or contract exceed the contract price paid for the specific product or service that gives rise to the claim excluding third party claims for personal injury,death or property damage or as may be required by law.IN NO FVFNT SHALL SELLER BE LIABLE FOR ANY LOST PROFITS,LOSS OF USE, LOSS OF GOODWILL,BUSINESS INTERRUPTION OR ANY OTHER SPECIAL,INDIRECT,INCIDENTAL,PUNITIVE OR CONSEQUENTfAL DAMAGES OF ANY KIND EVEN IF SELLER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. 10. Laws and Permits.Seller shall comply with all applicable federal,state,and local laws and regulation and shall obtain all temporary licenses and permits required for the prosecution of the work.Licenses and permits of a permanent nature shall be procured and paid for by the Buyer.This contract shall be interpreted and governed under and in accordance with the laws of the jurisdiction in which the goods are delivered or services are performed without regard to its choice of law provisions. 11, Disputes. Any controversy or claim arising out of or relating to this Contract,or the breach thereof,shall be settled by goad faith consultation and negotiation. If those attempts fail,either party shall provide written notice within thirty(30)days to the other to mutually agree on an arbitration process. If a process is not agreed upon within thirty(30)days,final and binding arbitration in accordance with the then current Construction Industry Arbitration Rules of the American Arbitration Association shall commence and judgment upon the award rendered may be entered in any court having jurisdiction thereof.The arbitration shall he held in the federal,state or municipal courts serving the county in which the project is located unless the parties mutually agree otherwise.The prevailing party shall recover all reasonable legal casts and attorney's fees incurred as a result,which shall be promptly paid by the non-prevailing party.Any dispute or demand for arbitration must be commenced within one(1)year after the cause of action has accrued.Nothing herein shall limit any rights Seller may have under construction mechanic or materialmen lien laws.Seller shall have the right to suspend affected services pending resolution of disputes. 12. Insurance. The parties shall each maintain insurance coverage including without limitation,Workers'Compensation and Employer's Liability at statutory limits,Automobile Liability covering all owned,hired and other non-owned vehicles,and Commercial General Liabifity covering public liability and property damage with limits generally required for its respective industry with not less than $1,000,000 minimum coverage per occurrence.Such insurance shall be with reputable and financially responsible carriers authorized to transact business in the state in which the project and services are being performed.No credit will be given or premium paid by Seller for insurance afforded by others, 13. Clean Up.Seller agrees to keep the job site clean of debris arising out of its operations. Buyer shall not back charge Seiler for any costs or expenses for clean up or otherwise without prior written notice and Sellers written consent. 14. Severability.The invalidity or unenforceability of any provision herein shall in no way affect the validity or enforceability of any other provision. 15. Disclaimer:Schneider Electric reserves the right to amend,withdraw or otherwise alter this submission without penalty or charge as a result of any event beyond its control arising from or due to the current COVID-19 epidemic or events subsequent to this epidemic/pandemic including changes in laws,regulations,by laws or direction from a competent authority.The Customer acknowledges that the products or part thereof are produced In,or otherwise sourced from,or will be installed areas already affected by,or that may be affected in the future by,the prevailing GOVID-1 S epidemicslpandemic and that the situation may trigger stoppage,hindrance or delays in Vendor's(or its subcontractors)capacity to produce,deliver,install or service the products,irrespective of whether such stoppage,hindrance or delays are due to measures imposed by authorities or deliberately implemented by the Vendor(or its subcontractors)as preventive or curative measures to avoid harmful contamination exposure of Vendor's(or its subcontractors')employees.The Customer therefore recognizes that such circumstances shall be considered as a cause for excusable delay not exposing the Vendor to contractual sanctions including without limitation delay penalties,liquidated or other damages or termination for default. Page 4 of 4 DocuSign Envelope ID:4FAE5069-968B-4125-903D-1 ED4E7256560 FEDERAL SUPPLY SERVICE AUTHORIZED FEDERAL SUPPLY SERVICE PRICE LIST jr r '---- ` 1 , On-line access to contract ordering information, terms and conditions, up-to-date pricing, and the option to create an electronic delivery order are available through GSA Advantage!TM , a menu driven database system. The INTERNET address GSA Advantage!TM iS: http:uwwNY.GSAAdvantage.goY. WORLDWIDE FEDERAL SUPPLY SCHEDULE CONTRACT FOR SCHEDULE 084—Total Solutions for Law Enforcement, Security,Facility Management Systems,Fire,Rescue,Special Purpose Clothing,Marine Craft and Emergency/Disaster Response FSC GROUP 63 ALARM AND SIGNAL SYSTEMS/FACILITYMANAGEMENT SYSTEMS, PROFESSIONAL SECURITY/FACILITY MANAGEMENT SERVICES, AND GUARD SERVICES FSC: 6350,N063 246-42(1) Facility Management Systems(Security Functions). 246-1000 Ancillary Servicos 246-52 Professional Security/Facility Management Services CONTRACT NUMBER: GS-07F-9323S MOD PA0160 Effective May 21,2020 For more information on ordering from the Federal Supply Schedules click on the FSS Schedules button at www.fss.gsa.goy C06TRACT PERIOD. February 1,2016 through January 31,2021 Contract#GS-07i=-9323S Expires: January 31, 2021 DocuSign Envelope ID:4FAE5069-968B-4125-903D-1 ED4E7256560 CONTRACTOR: Peico, Inc. 625 W. Alluvial Fresno, CA 93711 Tel: 800-289-9100 Fax: 800-289-9150 Email: Ryan.Baker@pelco.com Website: www.pelco.com CONTRACTOR'S ADMINISTRATION SOURCE: Contract Administrator: Ryan Baker 625 W.Alluvial Fresno,CA 93711 Tel: 800-289-9100 Email: Ryan.Baker@pelco.com BUSINESS SIZE: Large CUSTOMER INFORMATION: la. SPECIAL ITEM NUMBERS(SINS) SIN DESCRIPTION 246-42(1) Facility Management Systems 246-I000 Ancillary Services 246-52 Professional Security/Facility Management Services Same SINs Public Law 110-248, the Local Preparedness Acquisition as above Act, amended the "Cooperative Purchasing"provisions of with "STU the Federal,Property and Administrative Services Act to after each allow the Administrator of General Services to provide one. States and localities access to certain item offered through GSA's Federal Supply Schedule 84, Total Solutions for Law Enforcement, Security, Facility Management Systems, Fire, Rescue, Special Purpose Clothing, Marine Craft, and Emergency/Disastcr Response. The products and Services available to state and local governments include alarm and signal systems, facility management systems,firefighting and rescue equipment, Iaw enforcement and security equipment, marine craft and related equipment, special purpose clothing and related services. PuRcH Contract##GS-07F-9323S Expires: January 31, 2021 DocuSign Envelope ID:4FAE5069-968B-4125-903D-1 ED4E7256560 Same S1Ns The Defense Authorization Act of 2007 (Public Law as above 109-364) included Section 833 which permits GSA to with"RC" open schedules up to state and local government use in after each response to a Presidential Declaration of a major disaster one. (under the Stafford Act) and to facilitate recovery from terrorism or nuclear,biological, chemical or radiological attack. This does include and advance purchasing and re- positioning in preparation for disaster. State and local government entities means: the states of the United States, counties, municipalities, cities, own, townships,tribal governments, public authorities (including public or Indian housing agencies under the United States Housing Act of 1937), school districts, colleges and other institutions of higher education, council of governments (Incorporated or not), regional or interstate government entities, or any other agency or instrumentality of the preceding entities (including any local educational agency or institution of higher education), and including legislative and judicial departments. iticoy SPECIAL ITEM NUMBER 246-1000 - ANCILLARY SERVICES Includes, but is not limited to: services necessary to install the system(from design through start-up), maintain the system(including maintenance agreements,which may not exceed the term of this contract), or training. Ancillary Service excludes: • Construction(construction is defined as alteration, or repair of buildings, structures, or other real property) • Architectural Engineerinq Services(A&E)under the Brooks Architect-Engineers Act as stated in Federal Acquisition Regulation (FAR) Part 36. These services shall be ordered only in accordance with Part_36 and agency procedures,and shall not be included on a GSA contract order as an open market item. • Personal services. • Stand-alone services which are applicable to the Service Contract Act SCA Contractors are responsible for the following when performing services under this SIN: • Contractors may subcontract any ancillary services ordered under this Special Item Number, unless specifically prohibited by the contracting officer issuing the order against the Multiple Award Schedule contract. • Contractors are responsible for insuring that the scope of work is completed and all warranties are honored. • Subcontractors must be licensed and bonded, as applicable. • Compliance with all local laws, regulations,and ordinances are the responsibility of the prime contractor. • The prime contractor shall accept full responsibility and liability for all work performed by subcontractors, at any level or tier. • The Government reserves the right to apply liquidated damages whenever the required delivery date is not met. • Contractors are required to maintain insurance in accordance with Clause 52.228-5, Insurance—Work on a Government Installation. Contract#GS-07F-9323S Expires: .January 31, 2021 DocuSign Envelope ID:4FAE5069-968B-4125-903D-1 ED4E7256560 • Agencies'Scope of Work will inform the Contractor of the Required insurance amounts. Clause 52.228-5 is made part of this contract by reference. • The contracting officer for the ordering agency may insert any agency unique requirements for the job, including employee suitability determination requirements(security chocks), into the scope of work. • Contractor quotations shall specifically detail all products and services with the contract price and provide a single price for services. • Sales of ancillary services shall not.be combined or reported with the product SIN. The ordering agency is responsible for: • Defining and issuing the statement of work for ancillary services. Accurate definition of the scope and statement of work is essential to facilitate realistic quotations. The statement of work shall also inform the contractor of any applicable insurance requirements. • Ordering agencies shall obtain pricing information from the schedule contractors, and will negotiate for ancillary services on an order by order basis, based on complexity and level of effort. Ancillary services shall be priced as separate line items on each order. • Pricing of services has been determined fair and reasonable by GSA. However, ordering agencies shall make a determination that the total price is fair and reasonable based on the level of effort and the mix of labor proposed. 1 • Ordering agencies will comply with all appropriation laws and ensure that the correct types of funds are obligated on each order. Reference FAR 8.4 for an explanation of ordering procedures used when purchasing through a Multiple Award Schedule contract. All proposed services must be within the scope of this SIN on the contract. Furnish a full and detailed description of the services offered and a pricing proposal in accordance with the Services Pricing Proposal (page 03-10)of the solicitation. OFFERORS MAY ONLY OFFER THIS SPECIAL ITEM NUMBER IN CONJUNCTION WITH SYSTEMS OFFERED UNDER THIS SCHEDULE. THE PRINCIPAL PURPOSE OF THIS SCHEDULE IS FOR THE PURCHASE OF ALARM AND SIGNAL SYSTEMSIFACILITY MANAGEMENT SYSTEMS. SPECIAL ITEM NUMBER 246-52 - Security Consulting/Training and Facility Management Consulting. Professional Services offered under this SIN shall be for the support of security systems (including access control, intrusion alarms, fire alarm systems, etc.) and Facility Management Systems (including security and energy management only. Excludes personal services. 1b. LOWEST PRICED MODEL NUMBER AND PRICE PER SIN:Government price based on a unit of one. SIN 246-42(9) See Attached Price List SIN 246-1000 See Terms SIN 246-52 See Terms Contract#GS-07F-9323S Expires: January 31, 2021 DocuSign Envelope ID:4FAE5069-968B-4125-903D-1 ED4E7256560 2. MAXIMUM ORDER PER SIN*: SIN 246-42(1) $150,000 SIN 246-1000 $150,000 SIN 246-52 $200,000 1 MINIMUM ORDER: $25 . 4. GEOGRAPHIC COVERAGE: Domestic, 50 states,Washington D.C., Puerto Rico, US Territories 5. POINTOF PRODUCTION: Clovis, CA 6. DISCOUNT FROM LIST PRICES: Prices listed herein are Net. 7. QUANTITY DISCOUNTS: Pelco Products: 4%discount for all government orders in excess of $25,000 at prices listed herein. Digital Sentry Products: *2%@$1M 8. PROMPT PAYMENT TERMS: Net 30 Days 9a. Government Purchase Cards are accepted at or below the micro-purchase threshold. 9b. Government Purchase Cards are accepted above the micro-purchase threshold. 10. FOREIGN ITEMS: Germany, Japan, Republic of Korea, Mexico, Singapore, Switzerland,Taiwan and United States as denoted by DE, JP, KR, MX, SG, CH, TW and US respectively 11a. TIME OF DELIVERY: Within 60 days ARO 11 b. EXPEDITED DELIVERY: Government may contact dealer(see included list)to effect a faster delivery 11c. OVERNIGHT AND 2-DAY DELIVERY: Consult with Contractor 11 d. URGENT REQUIREMENTS: Agencies can contact the Contractor's representative to effect a faster delivery. Customers are encouraged to contact the contractor for the purpose of requesting accelerated delivery. 12. F.O.B.POINT: Destination 48 contiguous states and the District of Columbia Port of Debarkation AK, HI, PR, and US Territories 13. ORDERING ADDRESS: CIO Participating Dealer, Dealer Address (See included list) 13b. Ordering procedures: For supplies and services,the ordering procedures, information on Blanket Purchase Agreements(BPAs)are found in Federal Acquisition Regulation(FAR) 8.405-3. 14. PAYMENT ADDRESS: CIO Participating Dealer Dealer Address (See included list) 15. WARRANTY: Standard Commercial Warranty 16. EXPORT PACKING CHARGES: NIA. Contract#GS-07F-9323S Expires: January 31, 2021 DocuSign Envelope ID:4FAE5069-968B-4125-903D-1 ED4E7256560 17. TERMS AND CONDITIONS OF GOVERNMENT COMMERCIAL CREDIT CARD ACCEPTANCE: No additional discounts are offered. 18. TERMS AND CONDITIONS OF RENTAL, MAINTENANCE AND REPAIR. NIA 19. TERMS AND CONDITIONS OF INSTALLATION: Installation is availablo under SIN 246-50, 20. TERMS AND CONDITIONS OF REPAIR PARTS: NIA 21. TERMS AND CONDITIONS OF ANY OTHER SERVICES: Professional Services SIN 246-52 22. LIST OF SERVICE AND DISTRIBUTION POINTS: Call Factory—800-289-9100 23. LIST OF PARTICIPATING DEALERS: See included list 23. PREVENTATIVE MAINTENANCE: NIA 24. SPECIAL ATTRIBUTES SUCH AS ENVIRONMENTAL ATTRIBUTES: NIA. 24a. Section 508: Upon Request 25. DATA UNIVERSAL NUMBER SYSTEM(DUNS)NUMBER: 00-8260234 26. Contractor has an active registration in the SAM database. 4 Contract#GS-07F-9323S Expires: January 31, 2021 DocuSign Envelope ID:4FAE5069-968B-4125-903D-1 ED4E7256560 SPECIAL ITEM NUMBER 246.1000-LABOR RATES AND GEOGRAPHIC ZONES SIN Labor Category Approximate Education description of General Responsibilities Zone] Zone 2 Zone 3 Zone 4 Related Experience Responsible far cradle to grave management of assigned projects. Helshe serves as Point of 246-f 000 Project Manager Minimum of 4 years BSfBA Or 5 years experience Cantactwith customers.Performs Slte Surveys 161.20 146.09 tab.01 125.94 and davatops InstallationlMan Power Schedules. Oversee Operations of Prefects.Prepares and submits Purchase Requisit Engineers electronic security systems based on contract requirements,site conditions, 246-1000 Security System Destgn Minimum of 2 yaars B81BA or 8 years experience manufacturer specifications,and building codes. 151.13 141.05 136.01 125.94 Verities system design concept and equipment mqufred for complex,mullislte systems.May supervise other security engineers SenFof Security System Tochnidan Responsible for Insfalring,maintaining and 246-1000 (Maps to Wage Determination category Minimum of 3 year Associates degree or equivalent or 4yesrs repairing access systems and integrated IS5.86 105.79 95.71 85.64 23183 Electronics Technician, experience management systems as well asvideo and other Maintenance III) talacommunicatfons and security equipment. Responsible for Installing,maintaining and Security System Techniclan 2(Maps To repafdng access systems and integrated 246-1000 Wage Detrermination enlegory 23f82 Minimum at 2 years Associates degree or equivalent or 3 years management systems as well as video and 0thaf 95.71 90,68 85.64 75.56 Efeclronic Technician,Maintenance II) experience telecommunications and security equipment.ThTs level employee will have the capability to su eMse othuriuchnlcians. Responsible forfnstging,maintaining and Security Sys[em Technician 1(Maps to repairing access systems and integrated 246-1000 S age Detysternation Technician 1y 23181 Minimum of 1 years Associates degree or equivalent or years management systems as evoli as video and other gp.68 85.64 75,58 60.45 Electronic Technician,Maintenance€) experience telecommunications and security equipment.This level employee will have the capability to supervise other technicians Zone 3 NY,MA,IL,CA,AK,HI NJ,NO,PL,MI,IN,WI,VA,WV, Note; Labor provided under SIN 246- Zone 2 MD,DE,HI,UT,DC,PA,GA,TX, 1000 shall complyvdih provisions o1 the Davis Bacon Act and DOL applicable CO,AZ,AR,MN,NV,CT,MO,IA, wage detenninallons. 'Pone 3 OR,WY,SC,ND,SD,Mt` Zone 4 YT,NH,KS,ID,MT,NM,OK,IA,