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HomeMy WebLinkAboutContract 56572 CSC No.56572 VENDOR SERVICES AGREEMENT Lake Worth Marker Buoy This VENDOR SERVICES AGREEMENT ("Agreement„) is made and entered into by and between the CITY OF FORT WORTH ("City„), a Texas home rule municipal corporation and Tellus Consulting, LLC. (`Vendor„), a Texas Limited Liability Company, acting by and through its duly authorized Owner, Chance Hunter Hendrix; each individually referred to as a "party" and collectively referred to as the"parties.,, AGREEMENT DOCUMENTS: This Agreement and supporting documents shall include the following: 1. Exhibit A—Scope of Services; 2. Exhibit B—Price Schedule; 3. Exhibit C—Verification of Signature Authority Form and; 4. Exhibit D—Insurance Requirements. Exhibits A, B, C and D, which are attached hereto and incorporated herein, are made a part of this Agreement for all purposes.In the event of any conflict between the terms and conditions of Exhibits A,B or C and the terms and conditions set forth in the body of this Agreement,the terms and conditions of this Agreement shall control_ 1. SCOPE OF SERVICES. Vendor shall remove and replace various marker buoys as needed on behalf of the Water Department. Exhibit "A,,, - Scope of Services more specifically describes the services to be provided hereunder. 2. TERM. This Agreement shall begin on the Effective Date,as established herein,and shall expire one year after completion of the Services,unless terminated earlier in accordance with this Agreement. 3. COMPENSATION. City shall pay Vendor in accordance with the fee schedule of Vendor personnel who perform services under this Agreement in accordance with the provisions of this Agreement and Exhibit"B,,,—Price Schedule. Total payment made under this Agreement shall be in the amount up to One Hundred Ninety- Eight Thousand Nine Hundred Fifty Dollars ($198,950.00). Vendor shall not perform any additional services or bill for expenses incurred for City not specified by this Agreement unless City requests and approves in writing the additional costs for such services.City shall not be liable for any additional expenses of Vendor not specified by this Agreement unless City first approves such expenses in writing. 4. TERMINATION. 4.1. Written Notice. City or Vendor may terminate this Agreement at any time and for any reason by providing the other parry with 30 days'written notice of termination. 4.2 Non-appropriation of Funds. In the event no fiords or insufficient funds are appropriated by City in any fiscal period for any payments due hereunder, City will notify Vendor of such occurrence OFFICIAL RECORD Vendor Services Agreement(Pxv.9.o72i) CITY SECRETARY FT.WORTH, TX and this Agreement shall terminate on the last day of the fiscal period for which appropriations were received without penalty or expense to City of any kind whatsoever, except as to the portions of the payments herein agreed upon for which funds have been appropriated. 4.3 Duties and Obligations of the Parties.In the event that this Agreement is terminated prior to the Expiration Date, City shall pay Vendor for services actually rendered up to the effective date of termination and Vendor shall continue to provide City with services requested by City and in accordance with this Agreement up to the effective date of termination_ Upon termination of this Agreement for any reason,Vendor shall provide City with copies of all completed or partially completed documents prepared under this Agreement.In the event Vendor has received access to City Information or data as a requirement to perform services hereunder, Vendor shall return all City provided data to City in a machine readable format or other format deemed acceptable to City. 5. DISCLOSURE OF CONFLICTS AND CONFIDENTIAL INFORMATION. 5.1 Disclosure of Conflicts. Vendor hereby warrants to City that Vendor has made full disclosure in writing of any existing or potential conflicts of interest related to Vendors services under this Agreement. In the event that any conflicts of interest arise after the Effective Date of this Agreement, Vendor hereby agrees immediately to make full disclosure to City in writing. 5.2 Confidential Information.Vendor,for itself and its officers,agents and employees,agrees that it shall treat all information provided to it by City("City Information„)as confidential and shall not disclose any such information to a third party without the prior written approval of City. 53 Unauthorized Access.Vendor shall store and maintain City Information in a secure manner and shall not allow unauthorized users to access, modify,delete or otherwise corrupt City Information in any way.Vendor shall notify City immediately if the security or integrity of any City Information has been compromised or is believed to have been compromised,in which event,Vendor shall,in good faith,use all commercially reasonable efforts to cooperate with City in identifying what information has been accessed by unauthorized means and shall fully cooperate with City to protect such City Information from further unauthorized disclosure. 6. RIGHT TO AUDIT. Vendor agrees that City shall,until the expiration of three(3)years after final payment under this contract,or the final conclusion of any audit commenced during the said three years,have access to and the right to examine at reasonable times any directly pertinent books,documents,papers and records,including, but not limited to,all electronic records,of Vendor involving transactions relating to this Agreement at no additional cost to City. Vendor agrees that City shall have access during normal working hours to all necessary Vendor facilities and shall be provided adequate and appropriate work space in order to conduct audits in compliance with the provisions of this section.City shall give Vendor reasonable advance notice of intended audits. 7. INDEPENDENT CONTRACTOR It is expressly understood and agreed that Vendor shall operate as an independent contractor as to all rights and privileges and work performed under this Agr-cment, and not as agent, representative or employee of City. Subject to and in accordance with the conditions and provisions of this Agreement, Vendor shall have the exclusive right to control the details of its operations and activities and be solely responsible for the acts and omissions of its officers, agents, servants, employees, consultants and Vendor Services Agreement(Rev.9.07.21) Page 2 of 21 subcontractors. Vendor acknowledges that the doctrine of respondent superior shall not apply as between City, its officers, agents, servants and employees, and Vendor, its officers, agents, employees, servants, Vendors and subcontractors. Vendor farther agrees that nothing herein shall be construed as the creation of a partnership or joint enterprise between City and Vendor. It is further understood that City shall in no way be considered a co-employer or a joint employer of Vendor or any officers,agents,servants,employees or subcontractor of Vendor. \,either Vendor,nor any officers,agents,servants,employees or subcontractor of Vendor shall be entitled to any employment benefits from City. Vendor shall be responsible and liable for any and all payment and reporting of taxes on behalf of itself, and any of its officers, agents, servants, employees or subcontractor. S. LIABILITY"AND WDEM NIFICATIO\. 8.1 LIABILITY- VENDOR SHALL BE LIABLE AND RESPONSIBLE FOR ANY AND ALL PROPERTY LOSS, PROPERTY DAMAGE AND/OR PERSON L LVJURY, INCLUDING DEATH, TO ANY AN-D ALL PERSONS, OF ANY KIND OR CHARACTER, WHETHER REAL OR ASSERTED, TO THE EXTENT CAUSED BY THE NEGLIGENT ACT(S) OR OtiIISSION(S), VIALFEAS.AACE OR LVTE.N'TIO'vAL MISCONDUCT OF VENDOR, ITS OFFICERS, AGENTS, SER VAIVTS OR EMPLOYEES. 8.2 GENERAL INDEM;YIFICATION- VENDOR HEREBYCOVENANTSAI'VDAGREES TO LVDEMAIFY,HOLD IIAKULESSAND DEFEND CITY,ITS OFFICERS,AGENTS,SERVANTS A_ND EMPLOYEES,FROMA AND AGAINST AIYYAND ALL CLAIMS OR LAWSUITS OF ANY KIND OR CHARACTER, WHETHER REAL OR ASSERTED, FOR EITHER PROPERTY DAMAGE OR LOSS (LVCLUDEVG ALLEGED DAMAGE OR LOSS TO VENDOR'S BUSINESS AND ANY RESULTLI,G LOST PROFITS)AND/OR PERSONAL INJURY,INCLUDING DEATH, TOANYA,?D ALL PERSONS, ARISEVG OUT OF OR LN' CO AECTION WITH THIS AGREE1fEVT, TO THE EXTENT CAUSED BY THE NEGLIGENT ACTS OR OMISSIONS OR MALFEASANCE OF VENDOR,ITS OFFICERS,AGENTS,SERVANTS OR EMPLOYEES. 8.3 LVTELLECTUAL PROPERTY LYDEtiINIFIC.ATIO_Ar — Vendor agrees to defend, settle, or pay,at its own cost and expense, any claim or action against City for infringement of any patent, copyright, trade marl:, trade secret, or similar property right arising from City's use of the software and/or documentation in accordance with this Agreement, it being understood that this agreement to defend, settle or pay shall not apply if City modifies or misuses the software and/or documentation. So long as Vendor bears the cost and expense of payment for claims or actions against City pursuant to this section,Vendor shall have the right to conduct the defense of any such claim or action and all negotiations for its settlement or compromise and to settle or compromise any such claim; however, Citv shall have the right to fully participate in any and all such settlement, negotiations, or lawsuit as necessary to protect City's interest, and City agrees to cooperate with Vendor in doing so. In the event City, for whatever reason, assumes the responsibility for payment of costs and expenses for any claim or action brought against City for infringement arising under this Agreement, City shall have the sole right to conduct the defense of any such claim or action and all negotiations for its settlement or compromise and to settle or compromise any such claim; however, Vendor shall fully participate and cooperate with City in defense of such claim or action.City agrees to give Vendor timely written notice of any such claim or action,with copies of all papers City may receive relating thereto. Notwithstanding the foregoing, City's assumption of payment of costs or expenses shall not eliminate Vendor's duty to indemnify City under this Agreement.If the software and/or documentation or any part thereof is held to infringe and the use thereof is enjoined or restrained or,if as a result of a settlement or compromise,such use is materially adversely restricted, Vendor shall, at its own expense and as City's sole remedy, either. (a) procure for City the right to Vendor Services Agccmcnt act,)a;21; Page 3 of 21 continue to use the software and/or documentation;or(b)modify the software and/or documentation to make it non-infringing, pro-tided that such modification does not materially adversely affect City's authorized use of the software and/or documentation; or (c) replace the software and/or documentation with equally suitable, compatible, and functionally equivalent non-infringing software and/or documentation at no additional charge to City; or (d) if none of the foregoing alternatives is reasonably available to Vendor terminate this Agreement,and refund all amounts paid to Vendor by City,subsequent to which termination City may seek any and all remedies available to City under law. 9. ASSIGNMENT AND SUBCONTRACTING. 9.1 Assignment_ Vendor shall not assign or subcontract any of its primary duties, obligations or rights under this Agreement without the prior written consent of City. If City grants consent to an assignment,the assignee shall execute a written agreement with City and Vendor under which the assignee agrees to be bound by the duties and obligations of Vendor under this Agreement. Vendor and Assignee shall be jointly liable for all obligations of Vendor under this Agreement prior to the effective date of the assignment. 9.2 Subcontract. if City grants consent to a subconL�-act for primary-duties,such subcontractor shall execute a written agreement with Vendor referencing this Agreement under which subcontractor shall auce to be bound by the duties and obligations of Vendor under this Agreement as such duties and obligations may apply. Vendor shall provide City with a fully executed copy of any such subcontract. 10. INSURANCE. Insurance requirements are found on Exhibit D. 11. COMPLLANCE`VITH LAWS. ORDLNANCES.RULES AND REGULATIONS. Vendor agrees that in the performance of its obligations hereunder, it shall comply with all applicable federal, state and local laws, ordinances,rules and regulations and that any work it produces in connection with this Agreement will also comply with all applicable federal, state and local laws, ordinances, rules and regulations_ If City notifies Vendor of an-,-violation of such laws, ordinances, rules or regulations,Vendor shall immediately desist from and correct the violation. 12. NON-DISCRIMINATION COVENANT. Vendor, for itself, its personal representatives, assigns, subcontractors and successors in interest, as part of the consideration herein, agrees that in the performance of Vendor's duties and obligations hereunder,it shall not discriminate in the treatment or employment of any individual or group of individuals on any basis prohibited by law. IF ANY CLAIM ARISES FROM AN ALLEGED VIOLATION OF THIS NON-DISCRLNIINATION COVENANT BY VENDOR, ITS PERSONAL REPRESENTATI'VES, ASSIGNS, SUBCONTRACTORS OR SUCCESSORS IN INTEREST, VENDOR AGREES TO ASSUME SUCH LIABILITY AND TO LNDEMNIFY AND DEFEND CITY AND HOLD CITY HARMLESS FROM SUCH CLAIM. Vendor Sen ices Agrecment{RCv.9 C,_;; Pagc 4 of 21 13. NOTICES. Notices required pursuant to the provisions of this Agreement shall be conclusively determined to have been delivered when (1) hand-delivered to the other party, its agents, employees, servants or representatives,(2)delivered by electronic means with confirmation of the transmission,or(3)received by the other party by United States Mail,registered,return receipt requested,addressed as follows: To CITY: To VENDOR- City of Fort Worth Tcllus Consulting,LLC Attn:Dana Burghdoff,Assistant City Manager Attn:Chance Hunter Hendrix,Owner 200 Texas Street PO Box 53136 Fort Worth,TX 76102-6314 Midland,TX 79710 Facsimile:(817)392-8654 Facsimile:N/A With copy to Fort Worth City Attorney's Office at "I'ellus.consultiniz,,jlvahoo.com same address hunter a tellusservices,com cassiz'a tcilusscrx iccs.com i 14. SOLICITATION OF EMPLOYEES. Neither City nor Vendor shall,during the term of this Agreement and additionally for a period of one year after its termination, solicit for employment or employ, whether as employee or independent contractor.any person who is or has been employed by the other during the term of this Agreement,without the prior written consent of the person's employer.Notwithstanding the foregoing,this provision shall not apply to an employee of either party who responds to a general solicitation of advertisement of employment by either party. 15. GOVERNMENTAL POWERS. It is understood and agreed that by execution of this Agreement,City does not waive or surrender any of its governmental powers or immunities. 16. NO WAIVEi_L The failure of City or Vendor to insist upon the performance of any term or provision of this Agreement or to exercise any right granted herein shall not constitute a waiver of City's or Vendor's respective right to insist upon appropriate performance or to assert any such right on any future occasion. 17. GOVERNING LAW/VENUE. This Agreement shall be construed in accordance with the laws of the State of Texas.If any action, whether real or asserted,at law or in equity, is brought pursuant to this Agreement,venue for such action shall lie in state courts located in Tarrant County,Texas or the United States District Court for the Northern District of Texas,Fort Worth Division. Vendor Services Agreement(Rcv.9 0721) Page 5 of 21 18. SEVERABILITY. If any provision of this Agreement is held to be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions shall not in any way be affected or impaired. 19. FORCE MAJEURE. City and Vendor shall exercise their best efforts to meet their respective duties and obligations as set forth in this Agreement,but shall not be held liable for any delay or omission in performance due to force majeure or other causes beyond their reasonable control, including, but not limited to: 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. 20. HEADINGS NOT CONTROLLING. Headings and titles used in this Agreement are for reference purposes only,shall not be deemed a part of this Agreement,and are not intended to define or limit the scope;of any provision of this Agreement. 21. REVIEW OF COUNSEL. The parties acknowledge that each party and its counsel have reviewed and revised this Agreement and that the normal rules of construction to the effect that any ambiguities are to be resolved against the drafting party shall not be employed in the interpretation of this Agreement including its. 22. AMENDMENTS/MODIFICATIONS/EXTENSIONS. No amendment,modification,or extension of this Agreement shall be binding upon a party hereto unless set forth in a written instrument,which is executed by an authorized representative of each party. 23. ENTIRETY OF AGREEMENT. This Agreement, including its Exhibits,contains the entire understanding and agreement between City and Vendor,their assigns and successors in interest, as to the matters contained herein. Any prior or contemporaneous oral or written agreement is hereby declared null and void to the extent in conflict with any provision of this Agreement. 24. COUNTERPARTS. This Agreement may be executed in one or more counterparts and each counterpart shall, for all purposes, be deemed an original, but all such counterparts shall together constitute one and the same instrument. 25. WARRANTY OF SERVICES. Vendor warrants that its services will be of a high quality and conform to generally prevailing industry standards.City must give written notice of any breach of this warranty within thirty(30)days from the date that the services are completed. In such event, at Vendor's option, Vendor shall either (a) use commercially reasonable efforts to re-perform the services in a manner that conforms with the warranty,or (b)refund the fees paid by City to Vendor for the nonconforming services. Vendor Services Agreement(tcv.9.0721) Page 6 of 21 26. EM[ IIGRATION NATIONALITY ACT. Vendor shall verify the identity and employment eligibility of its employees who perform work under this Agreement, including completing the Employment Eligibility Verification Form (1-9). Upon request by City, Vendor shall provide City with copies of all 1-9 forms and supporting eligibility documentation for each employee who performs work under this Agreement. Vendor shall adhere:to all Federal and State laws as well as establish appropriate procedures and controls so that no services will be performed by any Vendor employee who is not legally eligible to perform such services. VENDOR SHALL INDEMNIFY CITY AND HOLD CITY HARMLESS FROM ANY PENALTIES, LIABILITIES, OR LOSSES DUE TO VIOLATIONS OF THIS PARAGRAPH BY VENDOR, VENDOR'S EMPLOYEES,SUBCONTRACTORS,AGENTS,OR LICENSEES.City,upon written notice to Vendor, shall have the right to immediately terminate this Agreement for violations of this provision by Vendor. 27. OWNERSHIP OF WORK PRODUCT. City shall be the sole and exclusive owner of all reports, work papers, procedures, guides, and documentation, created, published, displayed, and/or produced in conjunction with the services provided under this Agreement(collectively,"Work Product„). Further,City shall be the sole and exclusive owner of all copyright, patent, trademark, trade secret and other proprietary rights in and to the Work Product. Ownership of the Work Product shall inure to the benefit of City from the date of conception,creation or fixation of the Work Product in a tangible medium of expression (whichever occurs first). Each copyrightable aspect of the Work Product shall be considered a"work-made-for-hire"within the meaning of the Copyright Act of 1976, as amended.If and to the extent such Work Product,or any part thereof, is not considered a "work-made-for-hire" within the meaning of the Copyright Act of 1976, as amended, Vendor hereby expressly assigns to City all exclusive right,title and interest in and to the Work Product, and all copies thereof,and in and to the copyright,patent,trademark,trade secret,and all other proprietary rights therein, that City may have or obtain, without further consideration, free from any claim, lien for balance due,or rights of retention thereto on the part of City. 28. SIGNATURE AUTHORITY. The person signing this Agreement hereby warrants that he/she has the legal authority to execute this Agreement on behalf of the respective party,and that such binding authority has been granted by proper order,resolution,ordinance or other authorization of the entity.This Agreement and any amendment hereto, may be executed by any authorized representative of Vendor whose name,title and signature is affixed on the Verification of Signature Authority Form,which is attached hereto as Exhibit"C,,.Each party is fully entitled to rely on these warranties and representations in entering into this Agreement or any amendment hereto. 29. CHANGE IN COMPANY NAME OR OWNERSHIP Vendor shall notify City's Purchasing Manager, in writing, of a company name, ownership, or address change for the purpose of maintaining updated City records.The president of Vendor or authorized official must sign the letter. A letter indicating changes in a company name or ownership must be accompanied with supporting legal documentation such as an updated W-9,documents filed with the state indicating such change, copy of the board of director's resolution approving the action, or an executed merger or acquisition agreement.Failure to provide the specified documentation so may adversely impact future invoice payments. Vendor Services Agreement(Rcv.9 07 21) Page 7 of 21 30. PRORMITION ON CONTRACTING WITH COMPANIES THAT BOYCOTT ISRAEL Vcndor unless a sole proprietor, acknowledges that in accordance with Chapter 2271 of the Texas Government Code, if Vendor has 10 or more full time-employees and the contract value is S100,000 or more, the City is prohibited from entering into a contract with a company for goods or scrvices unless the contract contains a written verification from the company that it: (1) does not boycott Israel; and (2)«zll not boycott Israel during the term of the contract. The terms"boycott Israel and "company,, shall have the meanings ascribed to those terms in Section 808.001 of the Texas Government Code. By signing this contract. Vendor certifies that Vendor's signature provides written verification to the City that if Chapter 2271,Texas Government Code applies,Vendor: (1)does not boycott Israel, and (2)will not boycott Israel during the term of the contract. 31. PROHIBITION ON BOYCO'I'fING ENERGY COINIFAN'IES Vendor acknowledges that in accordance with Chapter 2274 of the Texas Government Code-(as added by Acts 2021, 87th Leg.,R.S., S.B. 13, § 2)5 the City is prohibited from entering into a contract for goods or services that has a value of$100,000 or more, which will be paid wholly or partly from public funds of the City, with a company (with 10 or more full-time employees) unless the contract contains a written verification from the company that it: (1) does not boycott energy companies; and (2) will not boycott energy companies during the term of the contract. The terms "boycott energy company., and "company,,have the meaning ascribed to those terms by Chapter 2274 of the Texas Government Code(as added by Acts 2021. 87th Leg.,R.S., S.B. 13, § 2).To the extent that Chapter 2274 of the Government Code is applicable to this Agreement, by signing this Agreement, Vendor certifies that Vendor's signature provides written verification to the City that Vendor: (1) does not boycott energy companies; and (2)will not boycott energy companies during the term of this Agreement. 32. PROHIBITION ON DISCRTMINATION AGAINST FIREARM AND A_MNTUNITION INDUSTRIES. Vendor acknowledges that except as otherwise provided by Chapter 2274 of the Texas Government Code (as added by Acts 2021, 87th Leg., R.S., S.B. 19, § 1), the City is prohibited from entering into a contract for goods or services that has a value of$100,000 or more which will be paid wholly or partly from public funds of the City,with a company(with 10 or more full-time employees)unless the contract contains a written verification from the company that it: (1)does not have a practice, policy, guidance,or directive that discriminates against a firearm entity or firearm trade association; and(2)will not discriminate during the term of the contract against a firearm entity or firearm trade association. The terms "discriminate,,. "firearm entity„and"firearm trade association-,have the meaning ascribed to those terms by Chapter 2274 of the Texas Government Code(as added by Acts 2021, 87th Leg.,R.S., S.B. 19. § 1). To the extent that Chapter 2274 of the Government Code is applicable to this Agreement, by signing this Agreement, Vendor certifies that Vendor's signature provides written verification to the City that Vendor: (1) does not have a practice,policy,guidance,or directive that discriminates against a firearm entity or firearm trade association; and (2) will not discriminate against a firearm entity or firearm trade association during the term of this Agreement- IN WITNESS WHEREOF,the parties hereto have executed this Agreement to be effective as of the date subscribed by the City's Assistant City Manager("Effective Date„). (signature pave and exhibits follow) endor Services Agreement(c%.g-.21 Page 8 of 21 ACCEPTED AND AGREED: CITY OF FORT WORTH: VENDOR: Sa� T 13y DanaBurghdoff(Oct25,20 9:53CD7 Tellu$Consulting,LI,C Name: Dana Burghdoff Title: Assistant City Manager Bv: Name: Chance Hunter Hendrix Date: Title: Owner Date: APPROVAL RECOMMENDED: Christaher NArder By: .hristopher Harder(Oct 22,202108:20 CDT) Name: Christopher Harder Title: Director,Water Department 5�t.0 4�'O°�R�nrrl°a° n°°d�° OATTEST: .A ad d� �0 Oo�� By: w` �v 0 O ° Name: Ronald Gonzales P o° ° *�d Title: Acting City Secretary �aa� EX0►SoQb bda44 APPROVED AS TO FORM AND LEGALITY: CONTRACT COMPLIANCE MANAGER: By signing I acknowledge that I am the person responsible for the monitoring and administration By: D6 lack(Oct 22,202116:01CD7) of this contract,including ensuring all Name: Douglas Black performance and reporting requirements. Title: Sr. Assistant City Attorney CONTRACT AUTHORIZATION: ( DATE: June 22,2021 N John Lop z 1295: 2021-750874 Title: Security and Emergency Manager OFFICIAL RECORD CITY SECRETARY FT.WORTH, TX Vendor Services Agreement(Rev.9 07.21) Page 9 of 21 EXHIBIT A SCOPE OF SERVICES 1.0 SCOPE 1.1. The City of Fort Worth (City) seeks bids for a one-time purchase for the removal and replacement of the marker buoy (float line) on Lake Worth at the spillway for the Water Department. The marker buoy (float line) is approximately 2,400 feet long, consisting of 23 vertical marker buoys, 90 floats,associated cables and anchors. 1.2. All items shall be new, unused and suitable for their intended purpose. All products shall be Roylan manufactured or an approved equivalent by the Water Department. 1.3. All fees and charges shall be included in the unit cost,no additional charges will be paid by the City.The bidder shall submit the total cost for the removal and replacement of the marker buoy on the Bid Offer and submit a breakdown ofthe total cost that includes the cost of labor,material and equipment rentals. 1.4. Services shall be performed at and all items shall be delivered to the location listed below during normal business hours: 6201 Hatchery Road Fort Worth Texas,76114 2.0 MARKER BUOY REMOVAL AND REPLACEMENT 2.1. The Contractor shall remove and properly dispose of existing marker buoys, float lines, cables and anchors. See Exhibit A for the current and required replacement marker buoy. 2.2. The Contractor shall furnish and install new marker buoys, float lines,cables and anchors.Approx. 2400 linear feet. 2.3. The following materials must meet the specifications below and will need to be replaced by the Contractor. Q S Ultra-Heavy Duty Regulatory Buoy Vertical Marker Buoy 60" Height 24" Draft 9"x 61"Can Diameter High Density Polyethylene- HOPE Completely urethane foam filled 3" Orange reflective bandwidth Anchoring system 'h"at 0.75 LBS/FT Labeled with"RESTRICTED AREA" symbol and "KEEP OUT" wording Quantity: 23 Buoys All Pins on the Anchor shackles are required to be tied with Stainless Steel Wire Vendor Services Agreement—Exhibit A (Rev 9 07 21) Page 10 of 21 Example: NO WAKE Concrete Anchors 3001bs.: Underwater weight 180 lbs. 17"W x 24" L concrete anchor 1/2" Round Steel Eve Hot Dipped Galvanized Quantity: 21 (300 lbs.)Concrete Anchors Vendor Services Agreement—Exhibit D(Rev.9.07 21) Page 11 of 21 VERTICAL MARKER BUOY DETAIL v E M R A T R I K E A R L ANCHOR SHACKLE — SWP,/EL — j�,��-- (3) CABLE THIMBLES r 12% CA3LE CLAVDS (2; CABLE CLANS CABLE THIMBLE ANCHOR SHACKLE 3CC�: I Vcndor Scrvices Agreement—Exhibit I) r2,.i c?-i:; Page 12 of 21 FLOAT DETAIL ) FLOAT ANCHOR SHACKLE SNIVEL ,l6e CABLE CLAMP CONNECTION TO CABLE Vendor Services Agreement—I;�chibit D(x�"9 07.21) Page 13 of 21 Floats Type A Barrier Float 14"sphere 7116"diameter gatvar.izec steel rod swivel eyes or the ends Hot Dip, Galvar eed Steel Submerged BuoyarcA 50 Ibs_ Quantity: 90—Floats Cable PERMAFLEX OD of cable 1 MT Cable Diameter 3/8' Corstruction of the cable 7 X 19 Weight: 0.28 LB Breaking Strength 14.400 LBS. Quantity: 6 PermaFlex Cable 500 ft.spools Heaw Duty Catie Clarr-o Heavy duty, hot dipped galvanize, steel_ See YV :Height: 0.82 LBS Quantity: 400 Heavy Duty Cable Clamps Anchor Shackles Stainless Steel Hot Dipped Ga;var.ized Size Y-' Weight 0.75lb-sAt. Quantity: 150 Anchor Shackles Hea)�L_Duty Cable Thimbles Heavy Duty,Hot Dipped Galvarizec Stee! See '/ ,height 0.47 LBS Quartity. 100 Heavy Duty Cable Thimbles Swivels Hot Dipped Gal�lanized See h' Weight 0.93 LBS Quantity. 120 Svnvels MODEL#B1923 2.4. Any manufacturers names,trace names,brard names, information ardlor catalog numbers listen it this specification are for i formatior and rot intended to limit competition unless otherwise indicated.Bidders may offer any brand forwh ich NJ-she is an auttrorized represertative.which meets or exceeds the bid specificatior for any kem(sk if bids are based on equivalert products, indicate or the Bic Offer the manufacturer's product came and reference number. 2.5. Bidders shall submit proposal. cuts, sketches, and cescriptrve literature, and/or complete specifications. Reference to literature submitted with a previous bid wig rot satisfy this provision. Bidders shall explain the reasonfs) why the proposed ecuivalert will meet the specificatiors and not be considered an exceptiDr thereto.Bids whloh do rot comply with these reauiremerts are subject to reiectior.. Bids lacking any written indicatior of ir.tentto bid an alternate brand will be received an;considered ircomplete. `cndor Senices Agreement—Exhibit D (Rev 9 0721) Pagc 14 of 21 2.5. The Purchasing Manager or designee will evaluate 'equal"produCIs or the oasis of information furnished by the bidder or aertifiec it the did arc reasonably available to the Purchasirg Manager. The Purchasing Marageror cesigree is not responsl:le for locating or obtairirg any i rformati on not id ertif ied in the offer. 2.7. Unless the bidder clearly indicates in ils bid that the product b eirg offered is an'equal' product, the bidder shall provide the brand name product referenced ir the tie. 2.8. The City shall have the sole right to determine egsal products- 29. TheCortractor shall follow the Texas Parks arc /lHolsfe reyul3tior.. Vendor Services.agreement—Exhibit D (Rev.9 07.21) Pagc 15 of 21 UNHUTT B PRICE SCHEDULE FORTNVORTH - �` CITY OF FORT WORTH BID OFFER Evart1O -- - Page Invited: EVENT DETAILS Event Round Version Submit To: "try n`FC:t'Jlzrt`l PJRCHASING DMSION wont Name LOWER'_EVEL CITY HALL :-+ Mi\r+.er bucy Re.. arcs-:._ 200 TEXAS ST sun Tune Frn{sn Time Fort VVc th TX 76702 U-itradStates Email: FMSPu ctsasrgRtlaperrsEs c .vcrtn:tras;�: Line Details Line: t Description'-- Rcolauro.nt and Rwnvv o`.Vstcr�3�.e.• tadda a7 4 1 subn;t the lval w lc• tTE!Lrn7aal an-5replaceme^:of t�,e marur Z,-e M the Bid•7'ter anc tuortit a�reak�:rrwl -- f 7**Ztal=41 VUtindudcS cue tcit:�I !Y �fStr IU-Y --Uerlal.a'�d&2,crrB -emas Tel / 'rotal B,d Amount: Vcndor Services Agreement—Exhibit B (Rev.9.07-21) Page 16 of 21 TELLUS January 29th,2020 City of Fort Worth 200 Teals St. Fort Worth,TX 76102 Please see attached proposal breakdown for ITB 21-20012.Lake Worth Buoy Replacement. aids Items hatPrlal(Koylan NWterlall S 66,291.72 Labor(S60Uprr hour urresAChm) 5 48,000.00 Equipment large,Boats,Crane,Diving Cqulment,rnsurance,'r-ddentals),($:058.15 per hour is 80hrs) $ 84,652.29 Slncoroly. Joshua Coonrod Operations Manager 8 t 7-602-4675 Vendor Services Agreement—Exhibit D(Pcv 9 0721) Page 17 of 21 EXHIBIT C VERIFICATION OF SIGNATURE AUTHORITY Vendor hereby agrees to provide City with independent audit basic financial statements, but also the fair presentation of the financial statements of individual funds. Execution of this Signature Verification Form ("Form„)hereby certifies that the following individuals and/or positions have the authority to legally bind Vendor and to execute any agreement, amendment or change order on behalf of Vendor. Such binding authority has been granted by proper order, resolution, ordinance or other authorization of Vendor.City is fully entitled to rely on the warranty and representation set forth in this Form in entering into any agreement or amendment with Vendor.Vendor will submit an updated Form within ten (10) business days if there are any changes to the signatory authority. City is entitled to rely on any current executed Form until it receives a revised Form that has been properly executed by Vendor. 1. Name: C.f44PjC6 A—'T64 erjopfx Position: OwN Lil Si afore 2. Name: Position: Signature 3. Name: Position: Signature Name:GHaNGE �,�+'fd► F�E.��X Signature of President/CEO Other Title: Date: Vendor Services Agreement—Exhibit C carv.9 07 21) Page 18 of 21 EXHIBIT D INSURANCE (1) INSURANCE LIMITS a. Commercial General Liability — Insured shall maintain commercial general liability (CGL)and,if necessary,commercial umbrella insurance as follows: $1,000,000 each occurrence $2,000,000 aggregate If such Commercial General Liability insurance contains a general aggregate limit, it shall apply separately to this Project or location. i. City shall be included as an additional insured with all rights of defense under the CGL, using ISO additional insured endorsement or a substitute providing equivalent coverage,and under the commercial umbrella,if any. This insurance shall apply as primary insurance with respect to any other insurance or self- insurance programs afforded to City. The Commercial General Liability insurance policy shall have no exclusions or endorsements that would alter or nullify: premises/operations, products/completed operations, contractual, personal injury, or advertising injury, which are normally contained within the policy,unless City specifically approves such exclusions in writing. 1 Insured waives all rights against City and its agents, officers, directors and employees for recovery of damages to the extent these damages are covered by the commercial general liability or commercial umbrella liability insurance maintained in accordance with Agreement. b. Business Auto — Insured shall maintain business auto liability and, if necessary. commercial umbrella liability insurance as follows: $1,000,000 each accident (or reasonably equivalent limits of coverage if written on a split limits basis). Such insurance shall cover liability arising out of"any auto,,,including owned,hired,and non- owned autos, when said vehicle is used in the course of the Project. If Insured owns no vehicles,coverage for hired or non-owned is acceptable. Insured waives all rights against City and its agents,officers,directors and employees for recovery of damages to the extent these damages are covered by the business auto liability or commercial umbrella liability insurance obtained by Insured pursuant to this Agreement or under any applicable auto physical damage coverage. c. Workers' Compensation—Insured shall maintain workers compensation and employers liability insurance and,if necessary,commercial umbrella liability insurance as follows: Coverage A: statutory limits Vendor Services Agreement—Exhibit D(tcv.9.07 21) Page 19 of 21 Coverage B:$100,000 each accident $500,000 disease-policy limit $100,000 disease-each employee Insured waives all rights against City and its agents,officers,directors and employees for recovery of damages to the extent these damages are covered by workers compensation and employer's liability or commercial umbrella insurance obtained by Engineer pursuant to this Agreement. d. Professional Liability (Errors & Omissions) — If appropriate, Insured shall maintain professional liability insurance as follows: $1,000,000- Each Claim Limit $2,000,000- Aggregate Limit Professional Liability coverage may be provided through an endorsement to the Commercial General Liability 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 three(3)years following completion of services provided_The policy shall contain a retroactive date prior or equal to the Effective Date of the Agreement or the first date of services to be performed, whichever is earlier. An annual certificate of insurance shall be submitted to City to evidence coverage. (2) GENERAL INSURANCE REQUIREMENTS a. Certificates of insurance evidencing that Insured has obtained all inquired insurance shall be attached to Agreement concurrent with its execution.Any failure to attach the required insurance documentation hereto shall not constitute a waiver of the insurance requirements. b_ Applicable policies shall be endorsed to name City as an Additional Insured thereon. subject to any defense provided by the policy,as its interests may appear. The term City shall include its employees, officers, officials, and agents as respects the contracted services.Applicable policies shall each be endorsed with a waiver of subrogation in favor of City with respect to the Project. c. Certificate(s)of insurance shall document that insurance coverage limits specified in this Agreement are provided under applicable policies documented thereon. Insured's insurance policy(s) shall be endorsed to provide that said insurance is primary protection and any self-funded or commercial coverage maintained by City shall not be called upon to contribute to loss recovery. Insured's liability shall not be limited to the specified amounts of insurance required herein. d. Other than worker's compensation insurance,in lieu of traditional insurance,City may consider alternative coverage or risk treatment measures through insurance pools or risk retention groups. City must approve in writing any alternative coverage for it to be accepted. Vendor Services Agreement—Exhibit D(Rev.9.o7_2n Page 20 of 21 e. A minimum of thirty(30)days'notice of cancellation or material change in coverage shall be provided to City. A ten (10) days' notice shall be acceptable in the event of non- payment of premium. f. Insurers must be authorized to do business in the State of Texas and have a current AIM. Best rating of A:VII or equivalent measure of financial strength and solvency. g. Any deductible or self-insured retention in excess of S25,000 that would change or alter the requirements herein is subject to approval in writing by City. if coverage is not provided on a first-dollar basis. City. at it- sole discretion, may consent to alternative coverage maintained through insurance pools or risk retention groups.Dedicated financial resources or letters of credit may also be acceptable to City. h. In the course of the Agreement. Insured shall report, in a timely manner, to City's Contract Compliance Manager any knowm loss or occurrence which could give rise to a liability claim or lawsuit or which could result in a property loss. i. City shall be entitled,upon its rcqucst and without incurring expense,to review Insured's insurance policies including endorsements thereto and,at City's discretion, Insured may be required to provide proof of insurance premium payments. J. Lines of coverage,other than Professional Liability,underwritten on a claims-made basis, shall contain a retroactive date coincident with or prior to the date of this Agreement. The certificate of insurance shall state both the retroactive date and that the coverage is claims- made. k. Coverages, whether i;ritten on an occurrence or claims-made basis, shall be maintained without interruption nor restrictive modification or changes from date of commencement of the Project until final payment and termination of any coverage required to be maintained after final payments. 1. City shall not be responsible for the direct payment of any, insurance premiums required by Agreement. m. Subcontractors of Insured shall be required by Insured to maintain the same or reasonably equivalent insurance coverage as required for Insured.Upon City's request,Insured shall provide City with documentation thereof. Vendor Services Agreement—Exhibit D (Rev 9 07.21) Page 21 of 21 Corporations Scction �^�E_ U� Rolando B. Pablos P.O.Box 13697 �`�� Secretary of State Austin,Tcxas 787 1 1-3 697 Office of the Secretary of State CERTIFICATE OF FILING OF Tellus Consulting LLC File Number: 80311503 1 The undersigned, as Secretary of State of Texas, hereby certifies that a Certificate of Formation for the above named Domestic Limited Liability Company (LLC) has been received in this office and has been found to conform to the applicable provisions of law. ACCORDINGLY, the undersigned, as Secretary of State, and by virtue of the authority vested in the secretary by law, hereby issues this certificate evidencing filing effective on the date shown below. The issuance of this certificate does not authorize the use of a name in this state in violation of the rights of another under the federal Trademark Act of 1946, the Texas trademark law, the Assumed Business or Professional Name Act,or the common law. Dated: 09/11/2018 Effective: 09/1 1120 1 8 Rolando B. Pablos Secretary of State Come visit us on the internet at hup:,hr�rn sos.state.tx its/ Phone (512)463-5555 Fax- (512)463-5709 Dial:7-1-1 for Relay Scnriccs Prepared by:Tiffany Garcia TID: 10306 Document:836267880002 City of Fort Worth, Texas Mayor and Council Communication DATE: 06/22/21 M&C FILE NUMBER: M&C 21-0475 LOG NAME: 13P21-0012 MARKER BUOY REPLACEMENT CC WATER SUBJECT (CD 7)Authorize Execution of an Agreement for Marker Buoy Replacement with Tellus Consulting, LLC in an Amount Up to$198,950.00 for the Water Department RECOMMENDATION: It is recommended that the City Council authorize execution of an agreement for marker buoy replacement with Tellus Consulting, LLC in an amount up to$198,950.00 for the Water Department. DISCUSSION: The Water Department approached the Purchasing Division to procure an agreement for the removal and replacement of a marker buoy. In order to procure these services,staff issued an invitation to bid (ITB).The ITB consisted of detailed specifications regarding the type of buoy needed and the requirements needed to complete the services.The ITB was advertised in the Fort Worth Star-Telegram on November 11,2020, November 18,2020, November 26, 2020, December 2,2020, and December 9,2021.The City received a sole bid. Proposals were evaluated on best value criteria including the proposer's qualifications, experience,and resources. Staff from Water Department evaluated the proposal submitted and recommend awarding an agreement to Tellus Consulting, LLC. In addition, 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. Upon City Council approval,this agreement shall begin upon execution. Business Equity:A waiver of the goal for M/WBE subcontracting requirements is approved by the Office Business Diversity, in accordance with the BIDE Ordinance, because the application of the purchase of good 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 capital budget, as previously appropriated, in the W&S Capital Projects Fund for the Water FY19 Non-Fleet Eqmt Pur project to support the approval of the above recommendation and execution of the agreement. Prior to any expenditure being incurred,the Water Department has the responsibility to validate the availability of funds. Submitted for City Manager's Office by: Jay Chapa 5804 Dana Burghdoff 8018 Originating Business Unit Head: Reginald Zeno 8517 Chris Harder 5020 Additional Information Contact: Cynthia Garcia 8525 Cristina Camarillo 8355