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HomeMy WebLinkAboutContract 56659 City Secretary Contract No. 56659 FORT WORTH. ""I, VENDOR SERVICES AGREEMENT 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,acting by and through its duly authorized Assistant City Manager, and Stericycle Inc. ("Vendor"), an Illinois LLC and acting by and through its duly authorized representative, each individually referred to as a "party" and collectively referred to as the "parties." AGREEMENT DOCUMENTS: The Agreement documents shall include the following: 1. This Vendor Services Agreement; 2. Exhibit A—Scope of Services; 3. Exhibit B—Price Schedule; 4. Exhibit C— City's RFQt No. 21-0211 5. Exhibit D— Contractor's Bid Response to City's RFQt No.21-0211; and 6. Exhibit E—Verification of Signature Authority Form. Exhibits A, B, C, D, and E, which are attached hereto and incorporated herein, are made a part of this Agreement for all purposes.In the event of any conflict between the terms and conditions of Exhibits A,B, C, or D 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. Garbage Collection and Disposal ("Services"), which are set forth in more detail in Exhibit"A,"attached hereto and incorporated herein for all purposes.. 2. Term. This Agreement begins on the date the Assistant City Manager signs this Agreement("Effective Date") and shall expire one (1) year from the Effective Date ("Expiration Date"), unless terminated earlier in accordance with this Agreement("Initial Term"). City will 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 option(s)(each a"Renewal Term"). 3. Compensation. City will pay Vendor in accordance with the provisions of this Agreement, including Exhibit `B," which is attached hereto and incorporated herein for all purposes. Total compensation under this Agreement will not exceed Twenty Thousand Dollars($20,000.00).Vendor will 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 will not be liable for any additional expenses of Vendor not specified by this Agreement unless City first approves such expenses in writing. 4. Termination. OFFICIAL RECORD CITY SECRETARY Vendor Services Agreement FT. WORTH, TX City Secretary Contract No. 4.1. Written Notice. City or Vendor may terminate this Agreement at any time and for any reason by providing the other party with 30 days' written notice of termination. 4.2 Non-appropriation of Funds. In the event no funds or insufficient funds are appropriated by City in any fiscal period for any payments due hereunder,City will notify Vendor of such occurrence and this Agreement will 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 will pay Vendor for services actually rendered up to the effective date of termination and Vendor will 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 will 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 will return all City provided data to City in a machine readable format or other format deemed acceptable to City. 5. Disclosure of Conflicts and Confidential Information. 5.1 Disclosure of Conflicts.Vendor hereby warrants to City that Vendor has made full disclosure in writing of any existing or potential conflicts of interest related to Vendor's services under this Agreement.In the event that any conflicts of interest arise after the Effective Date of this Agreement,Vendor hereby agrees immediately to make full disclosure to City in writing. 5.2 Confidential Information.Vendor,for itself and its officers,agents and employees, agrees that it will treat all information provided to it by City ("City Information") as confidential and will not disclose any such information to a third party without the prior written approval of City. 5.3 Public Information Act. City is a government entity under the laws of the State of Texas and all documents held or maintained by City are subject to disclosure under the Texas Public Information Act.In the event there is a request for information marked Confidential or Proprietary, City will promptly notify Vendor.It will be the responsibility of Vendor to submit reasons objecting to disclosure. A determination on whether such reasons are sufficient will not be decided by City, but by the Office of the Attorney General of the State of Texas or by a court of competent jurisdiction. 5.4 Unauthorized Access.Vendor must store and maintain City Information in a secure manner and will not allow unauthorized users to access, modify, delete or otherwise corrupt City Information in any way. Vendor must 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 will, in good faith, use all commercially reasonable efforts to cooperate with City in identifying what information has been accessed by unauthorized means and will fully cooperate with City to protect such City Information from further unauthorized disclosure. 6. Right to Audit. Vendor agrees that City will,until the expiration of three (3)years after final payment under this Agreement,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, Vendor Services Agreement Page 2 of 13 City Secretary Contract No. 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 will have access during normal working hours to all necessary Vendor facilities and will be provided adequate and appropriate work space in order to conduct audits in compliance with the provisions of this section. City will give Vendor reasonable advance notice of intended audits. 7. Independent Contractor. It is expressly understood and agreed that Vendor will operate as an independent contractor as to all rights and privileges and work performed under this Agreement, and not as agent, representative or employee of City. Subject to and in accordance with the conditions and provisions of this Agreement, Vendor will have the exclusive right to control the details of its operations and activities and be solely responsible for the acts and omissions of its officers, agents, servants, employees, Vendors, and subcontractors. Vendor acknowledges that the doctrine of respondeat superior will not apply as between City,its officers,agents,servants and employees,and Vendor,its officers,agents, employees, servants, contractors, and subcontractors. Vendor further agrees that nothing herein will be construed as the creation of a partnership or joint enterprise between City and Vendor. It is further understood that City will in no way be considered a Co-employer or a Joint employer of Vendor or any officers, agents, servants, employees, contractors, or subcontractors. Neither Vendor, nor any officers, agents, servants, employees, contractors, or subcontractors of Vendor will be entitled to any employment benefits from City.Vendor will 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,contractors,or contractors. 8. Liability and Indemnification. 8.1 LIABILITY- VENDOR WILL BE LIABLE AND RESPONSIBLE FOR ANY AND ALL PROPERTY LOSS, PROPERTY DAMAGE AND/OR PERSONAL INJURY, INCLUDING DEATH, TO ANY AND ALL PERSONS, OF ANY KIND OR CHARACTER, WHETHER REAL OR ASSERTED, TO THE EXTENT CAUSED BY THE NEGLIGENT ACT(S) OR OMISSION(S), MALFEASANCE OR INTENTIONAL MISCONDUCT OF VENDOR, ITS OFFICERS, AGENTS, SERVANTS, EMPLOYEES, CONTRACTORS, OR SUBCONTRACTORS. 8.2 GENERAL INDEMNIFICATION- VENDOR HEREBY COVENANTS AND AGREES TO INDEMNIFY, HOLD HARMLESS AND DEFEND CITY, ITS OFFICERS, AGENTS,SERVANTS AND EMPLOYEES,FROMAND AGAINST ANYAND ALL CLAIMS OR LAWSUITS OFANYKIND OR CHARACTER, WHETHER REAL OR ASSERTED,FOR EITHER PROPERTYDAMAGE OR LOSS(INCLUDING ALLEGED DAMAGE OR LOSS TO VENDOR'S BUSINESS AND ANY RESULTING LOST PROFITS) AND/OR PERSONAL INJURY, INCLUDING DEATH, TO ANY AND ALL PERSONS,ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, TO THE EXTENT CAUSED BY THE NEGLIGENT ACTS OR OMISSIONS OR MALFEASANCE OF VENDOR,ITS OFFICERS, AGENTS,SERVANTS,EMPLOYEES, CONTRACTORS, OR SUBCONTRACTORS. 8.3 INTELLECTUAL PROPERTY INDEMNIFICATION — Vendor agrees to defend, settle, or pay, at its own cost and expense, any claim or action against City for infringement of any patent, copyright, trade mark, trade secret, or similar property right arising from City's use of the software and/or documentation in accordance with this Agreement, it being understood that this agreement to defend, settle or pay will 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 will have the right to conduct the defense of any such claim or action and all Vendor Services Agreement Page 3 of 13 City Secretary Contract No. negotiations for its settlement or compromise and to settle or compromise any such claim; however, City will 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 will 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 will 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 will 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 will, at its own expense and as City's sole remedy, either: (a) procure for City the right to continue to use the software and/or documentation; or (b) modify the software and/or documentation to make it non-infringing, provided that such modification does not materially adversely affect City's authorized use of the software and/or documentation; or (c) replace the software and/or documentation with equally suitable, compatible, and functionally equivalent non-infringing software and/or documentation at no additional charge to City; or(d) if none of the foregoing alternatives is reasonably available to Vendor terminate this Agreement, and refund all amounts paid to Vendor by City, subsequent to which termination City may seek any and all remedies available to City under law. 9. Assienment and Subcontractine. 9.1 Assignment. Vendor will not assign or subcontract any of its duties, obligations or rights under this Agreement without the prior written consent of City. If City grants consent to an assignment, the assignee will 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 will be 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 subcontract,the subcontractor will execute a written agreement with Vendor referencing this Agreement under which subcontractor agrees to be bound by the duties and obligations of Vendor under this Agreement as such duties and obligations may apply. Vendor must provide City with a fully executed copy of any such subcontract. 10. Insurance. Vendor must provide City with certificate(s) of insurance documenting policies of the following types and minimum coverage limits that are to be in effect prior to commencement of any Services pursuant to this Agreement: 10.1 Coverage and Limits (a) Commercial General Liability: $1,000,000- Each Occurrence $2,000,000- Aggregate Vendor Services Agreement Page 4 of 13 City Secretary Contract No. (b) Automobile Liability: $1,000,000- Each occurrence on a combined single limit basis Coverage will be on any vehicle used by Vendor, or its employees, agents, or representatives in the course of providing Services under this Agreement. "Any vehicle"will be any vehicle owned,hired and non-owned. (c) Worker's Compensation: Statutory limits according to the Texas Workers' Compensation Act or any other state workers' compensation laws where the Services are 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- Each Claim Limit $1,000,000- Aggregate Limit Professional Liability coverage may be provided through an endorsement to the Commercial General Liability (CGL) policy, or a separate policy specific to Professional E&O. Either is acceptable if coverage meets all other requirements. Coverage must be claims-made,and maintained for the duration of the contractual agreement and for two (2) years following completion of services provided. An annual certificate of insurance must be submitted to City to evidence coverage. 10.2 General Requirements (a) The commercial general liability and automobile liability policies must name City as an additional insured thereon, as its interests may appear.The term City includes its employees,officers,officials,agents,and volunteers in respect to the contracted services. (b) The workers' compensation policy must include a Waiver of Subrogation (Right of Recovery)in favor of City. (c) A minimum of Thirty (30) days' notice of cancellation or reduction in limits of coverage must be provided to City. Ten (10) days' notice will be acceptable in the event of non-payment of premium.Notice must be sent to the Risk Manager, City of Fort Worth, 200 Texas Street, Fort Worth, Texas 76102, with copies to the Fort Worth City Attorney at the same address. (d) The insurers for all policies must be licensed and/or approved to do business in the State of Texas.All insurers must have a minimum rating of A-VII Vendor Services Agreement Page 5 of 13 City Secretary Contract No. in the current A.M.Best Key Rating Guide,or have reasonably equivalent financial strength and solvency to the satisfaction of Risk Management. If the rating is below that required,written approval of Risk Management is required. (e) Any failure on the part of City to request required insurance documentation will not constitute a waiver of the insurance requirement. (f) Certificates of Insurance evidencing that Vendor has obtained all required insurance will be delivered to the City prior to Vendor proceeding with any work pursuant to this Agreement. 11. Compliance with Laws, Ordinances,Rules and Reeulations. Vendor agrees that in the performance of its obligations hereunder, it will comply with all applicable federal, state and local laws, ordinances,rules and regulations and that any work it produces in connection with this Agreement will also comply with all applicable federal, state and local laws, ordinances, rules and regulations. If City notifies Vendor of any violation of such laws, ordinances, rules or regulations, Vendor must immediately desist from and correct the violation. 12. Non-Discrimination Covenant. Vendor, for itself, its personal representatives, assigns, contractors,subcontractors,and successors in interest,as part of the consideration herein,agrees that in the performance of Vendor's duties and obligations hereunder, it will not discriminate in the treatment or employment of any individual or group of individuals on any basis prohibited by law. IF ANY CLAIM ARISES FROM AN ALLEGED VIOLATION OF THIS NON-DISCRIMINATION COVENANT BY VENDOR, ITS PERSONAL REPRESENTATIVES, ASSIGNS, CONTRACTORS, SUBCONTRACTORS, OR SUCCESSORS IN INTEREST, VENDOR AGREES TO ASSUME SUCH LIABILITY AND TO INDEMNIFY AND DEFEND CITY AND HOLD CITY HARMLESS FROM SUCH CLAIM. 13. Notices. Notices required pursuant to the provisions of this Agreement will be conclusively determined to have been delivered when (1) hand-delivered to the other party, its agents, employees, servants or representatives, (2) delivered by facsimile with electronic confirmation of the transmission,or(3)received by the other party by United States Mail,registered,return receipt requested, addressed as follows: To CITY: To VENDOR: City of Fort Worth Stericycle Inc,LLC. Attn: Assistant City Manager Jeff Heilig,Maritime Account Executive 200 Texas Street 2355 Waukegan Rd Fort Worth,TX 76102-6314 Bannockburn,IL 60015 Facsimile: (817)392-8654 Facsimile: (323) 854-7138 With copy to Fort Worth City Attorney's Office at same address 14. Solicitation of Employees. Neither City nor Vendor will, 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. Vendor Services Agreement Page 6 of 13 City Secretary Contract No. Notwithstanding the foregoing,this provision will not apply to an employee of either party who responds to a general solicitation of advertisement of employment by either party. 15. Governmental Powers. It is understood and agreed that by execution of this Agreement, City does not waive or surrender any of its governmental powers or immunities. 16. No Waiver. The failure of City or Vendor to insist upon the performance of any term or provision of this Agreement or to exercise any right granted herein does 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. Governine Law/Venue. This Agreement will 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 will lie in state courts located in Tarrant County, Texas or the United States District Court for the Northern District of Texas,Fort Worth Division. 18. Severability. If any provision of this Agreement is held to be invalid, illegal or unenforceable,the validity, legality and enforceability of the remaining provisions will not in any way be affected or impaired. 19. Force Maieure. City and Vendor will exercise their best efforts to meet their respective duties and obligations as set forth in this Agreement,but will not be held liable for any delay or omission in performance due to force majeure or other causes beyond their reasonable control, including, but not limited to, compliance with any government law, ordinance, or regulation; acts of God; acts of the public enemy; fires; strikes; lockouts; natural disasters; wars; riots; epidemics or pandemics; government action or inaction; orders of government; material or labor restrictions by any governmental authority; transportation problems;restraints or prohibitions by any court,board,department,commission,or agency of the United States or of any States;civil disturbances;other national or regional emergencies;or any other similar cause not enumerated herein but which is beyond the reasonable control of the Party whose performance is affected (collectively, "Force Majeure Event"). The performance of any such obligation is suspended during the period of, and only to the extent of, such prevention or hindrance, provided the affected Party provides notice of the Force Majeure Event, and an explanation as to how it prevents or hinders the Party's performance,as soon as reasonably possible after the occurrence of the Force Majeure Event,with the reasonableness of such notice to be determined by the City in its sole discretion.The notice required by this section must be addressed and delivered in accordance with Section 13 of this Agreement. 20. HeadinEs not Controlling. Headings and titles used in this Agreement are for reference purposes only,will 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 will not be employed in the interpretation of this Agreement or Exhibits A,B, and C. 22. Amendments/Modifications/Extensions. No amendment,modification, or extension of this Agreement will be binding upon a party hereto unless set forth in a written instrument, which is executed by an authorized representative of each party. 23. Counterparts. This Agreement may be executed in one or more counterparts and each Vendor Services Agreement Page 7 of 13 City Secretary Contract No. counterpart will, for all purposes,be deemed an original,but all such counterparts will together constitute one and the same instrument. 24. 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 will 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. 25. Immigration Nationality Act. Vendor must verify the identity and employment eligibility of its employees who perform work under this Agreement, including completing the Employment Eligibility Verification Form (I-9). Upon request by City,Vendor will provide City with copies of all I-9 forms and supporting eligibility documentation for each employee who performs work under this Agreement. Vendor must 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 WILL INDEMNIFY CITY AND HOLD CITY HARMLESS FROM ANY PENALTIES,LIABILITIES, OR LOSSES DUE TO VIOLATIONS OF THIS PARAGRAPH BY VENDOR, VENDOR'S EMPLOYEES, CONTRACTORS, SUBCONTRACTORS, OR AGENTS.City,upon written notice to Vendor,will have the right to immediately terminate this Agreement for violations of this provision by Vendor. 26. Ownership of Work Product. City will be the sole and exclusive owner of all reports, work papers,procedures, guides, and documentation that are created,published,displayed,or produced in conjunction with the services provided under this Agreement(collectively,"Work Product"). Further,City will 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 will 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 will 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. 27. Signature Authority. The person signing this Agreement hereby warrants that they have 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. Each party is fully entitled to rely on these warranties and representations in entering into this Agreement or any amendment hereto. 28. Change in Company Name or Ownership. Vendor must 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 Page 8 of 13 City Secretary Contract No. 29. No Boycott of Israel. If Vendor has fewer than 10 employees or this Agreement is for less than $100,000, this section does not apply. Vendor acknowledges that in accordance with Chapter 2271 of the Texas Government Code,the City is prohibited from entering into a contract with a company for goods or services unless the contract contains a written verification from the company that it: (1)does not boycott Israel;and(2)will not boycott Israel during the term of the contract. The terms"boycott Israel" and"company"has the meanings ascribed to those terms in Section 2271 of the Texas Government Code. By signing this Agreement,Vendor certifies that Vendor's signature provides written verification to the City that Vendor: (1) does not boycott Israel; and (2)will not boycott Israel during the term of the Agreement. 30. Prohibition on Boycotting Energy Companies. 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,the City is prohibited from entering into a contract for goods or services that has a value of $100,000 or more that is to 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. 31. Prohibition on Discrimination Against Firearm and Ammunition 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 that is to 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. 32. Electronic Signatures. This Agreement may be executed by electronic signature, which will be considered as an original signature for all purposes and have the same force and effect as an original signature.For these purposes,"electronic signature"means electronically scanned and transmitted versions (e.g.via pdf file or facsimile transmission)of an original signature,or signatures electronically inserted via software such as Adobe Sign. 33. Entirety of Agreement. This Agreement,including all attachments and 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. Vendor Services Agreement Page 9 of 13 City Secretary Contract No. IN WITNESS WHEREOF,the parties hereto have executed this Agreement in multiples. CITY OF FORT WORTH: CONTRACT COMPLIANCE MANAGER: By signing I acknowledge that I am the person 1� responsible for the monitoring and administration of By: Valerie (Nov 09:5 CST) this contract,including ensuring all performance and Name: Valerie Washington reporting requirements. Title: Assistant City Manager Date: Nov 11,2021 20 &A By: roger grantham(Nov 8,202114:41 CST) Name: Roger Grantham APPROVAL RECOMMENDED: Title: Environmental Supervisor APPROVED AS TO FORM AND LEGALITY: By: Cody M V en urg(No 8,202116:44 CST) Name: Cody Whittenburg Title: Assistant Director 'C 0 0FORT�oa� Name: Christopher Austria 00 ATTEST: /#. '- 1O�, Title: Assistant City Attorney ,�o CONTRACT AUTHORIZATION: T.0000000 By: � �a�*Xii!k� Form 1 95:N/A Name: Ronald Gonzales nay Title: Acting City Secretary VENDOR: StericVcle Inc,LLC e h`e G By: Jeff Heilig(Nov 8,2 112:38 PST) Name: Jeff Heilig Title: Maritime Account Executive Date: Nov 8,2021 20 OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX Vendor Services Agreement Page 10 of 13 City Secretary Contract No. EXHIBIT A SCOPE OF SERVICES GENERAL STATEMENT OF SERVICES: Vendor shall provide all necessary labor, material, and equipment for the collection and disposal of United States Department of Agriculture (USDA) garbage for the Code Compliance Department. 1.0 SCOPE 1.1 Vendor shall be in the workplace for a minimum of two (2)years. 1.2 During the term of this Agreement, Vendor shall submit copies of all formal written notices of violation concerning noncompliance of operating permits that occur at Treatment, Storage, Disposal Facilities (TSDF) used to dispose City waste streams Notices of violation shall be sent to the City within thirty (30) days from the day the notice was issued. 1.3 Vendor routine tasks shall include the following: 1.3.1 Provide paperwork and documentation needed to complete waste shipments; 1.3.2 Provide to the US Customs & Border Protection notification following each pick-up of"USDA Regulated Garbage" with total pounds disposed; 1.3.3 Provide on-site pickup of waste within three (3) business days of the request from the City. If request is made after NOON, then the 3-day clock starts the following business day; 1.3.4 Collect, package (containerizing), and label USDA Regulated Garbage; 1.3.5 Provide transportation services for wastes to disposal facilities; 1.3.6 Dispose of USDA Regulated Garbage by incineration or steam sterilization, whichever is agreed upon; 1.3.7 Provide invoices per shipment site that clearly identify shipment address, shipment date, manifest(s) number, quantity of USDA Regulated Garbage, total pounds disposed ,etc.; 1.3.8 Provide City fully executed Waste Manifests within 35 days of pickup date; 1.3.9 Provide Certificates of Destruction (CD) to the City within 60 days of pickup date ;and; 1.3.10 Provide monthly"Waste" Shipment/Handling/Disposal Summaries"within five (5) calendar days of the close of the calendar month. 1.4 Staffing Requirements 1.4.1 Vendor shall provide a minimum of one (1) field technician for shipments containing less than 50 containers and a minimum of two (2) field technicians for shipments greater than 50 containers. 1.4.2 Vendor shall provide a single point of contact for shipment requests/scheduling. 1.4.3 Vendor shall be required to ensure that all personnel handling, transporting, disposing or supervising the handling, transporting, disposing of the USDA Regulated Garbage is fully trained fully approved by the local Department of Homeland Security-Customs and Border Protection-Agriculture Quarantine Inspection Port Director. 2.0 USDA-REGULATEDWASTE FROM AVIATION FACILITIES 2.1 Vendor shall provide storage and shipping containers, provide on-site pickup, provide transportation, handle disposal, as applicable for USDA Regulated Garbage, defined as "all waste material derived in whole or in part from fruits, vegetables, meats, or other plant or animal (including poultry) material, and other refuse or any character whatsoever that has been associated with any such material aboard any means of conveyance and includes food scraps, table refuse, galley refuse, food wrappers or packaging materials, and other waste material from stores, food preparation areas, passengers, or crews, quarters, dining rooms, or any other areas on vessels, aircraft, or other means of conveyances". 2.2 The Vendor shall be required to collect and containerize contracted materials from one(1) central pick up location at The City of Fort Worth Meacham International Airport. All services shall be performed in accordance with the latest Federal regulations outlined under 9 CFR Part 94.5 and 7 CFR Part 330. 2.3 The Vendor shall be required to be on-site for a waste shipment within three (3) business days under this Agreement. There is no minimum guaranteed amount of work under this Agreement. 2.4 Disposal processed for said wastes include approved methods of incineration or steam sterilization at a temperature of 212' Fahrenheit or greater. Vendor Services Agreement Page 11 of 13 City Secretary Contract No. EXHIBIT B PAYMENT SCHEDULE Price for Collection and Disposal of USDA S78.00 per Unit Regulated Garbage Vendor Services Agreement Page 12 of 13 EXHIBIT C FORT WORTH® COVER PAGE Event ID CFW01-21-0211 Invited: PUBLIC EVENT DETAILS Event Round Version Page 1 Submit To: City of Fort Worth Event Name FINANCIAL MANAGEMENT SERVICES RFQt USDA Garbage Collection and Disposal FINANCE-Purchasing 200 Texas St. (Lower Level, South) Start Time Finish Time Fort Worth TX 76102 09/22/2021 08:30:00 CDT 09/29/2021 08:30:00 CDT United States Email: FMSPurchasingResponses@fortworthtexas.gov Event Description The City of Fort Worth (City) requests quotations from qualified bidders for an annual purchase agreement to provide USDA garbage collection and disposal services on as needed basis for the Code Compliance Department as specified in this Request for Quotations (RFQt). Submission Requirements and Deadlines All companies/individuals wishing to do business with the City of Fort Worth must register as a Bidder on the PeopleSoft Supplier Portal. Please visit https://www.fortworthtexas.gov/departments/finance/purchasing/register for more information. Assigned Buyer:A'ja Robertson There is no a Pre-Bid Conference for this bid. Completed Quote must be received in the Purchasing Division, 200 Texas Street, Fort Worth,Texas 76102 by the above "Finish Time/End Date Time". Quotes must be submitted via email to: fmspurchasingresponses@fortworthtexas.gov or faxed to 817-392-8440, addressed to the Buyer, and have the RFQt Number and "Finish Time/End Date Time" clearly marked on the email subject and/or fax cover page. Late quotes will be returned or destroyed; they will not be opened nor considered in the evaluation of the bid. Quotes may be withdrawn at any time prior to the official opening. Quotes may not be altered, amended or withdrawn after the"Finish Time/End Date Time".The undersigned agrees, if the quote is accepted, to furnish any and all items upon which prices are offered, at the price(s)and upon the terms, conditions and scope/specifications contained in this document. The period for acceptance of this bid will be 120 calendar days after the bid opening date. The City is exempt from Federal Excise and State Sales Tax,therefore,tax must not be included in the quote price. Items quoted must meet or exceed City of Fort Worth Specifications; however,The City of Fort Worth may consider and accept alternate quotes if specified herein when most advantageous to the City.The City reserves the right, however, to hold to City Specifications and to determine"or equal"status.The City reserves the right to accept or reject in part or whole any quote submitted, and to waive any technicalities for the best interest of the City. Solicitation Documents: Cover Page Bid Submission Signature Page** Bid Solicitation** Part I Purchasing Agreement Specifications Part 11-Scope of Services/Specifications Attachment A-Conflict of Interest Disclosure Requirement** Attachment B-No Quote Sheet Attachment C-Reference Sheet Attachment D-Bidder's Qualification Questionnaire Attachment E-Draft Service Agreement, attached as a separate document **Required to be completed and submitted. See Section 17.0, Quotations of Part 1 for list of all required documents that shall be submitted with quote. Failure to submit all items will be grounds for rejection of a bid as non-responsive to the specifications. FORT WORTH. BID SUBMISSION SIGNATURE PAGE Event ID Page Invited: PUBLIC EVENT CFW01-21-0211 2 DETAILS Event Round Version 1 1 Event Name RFQt USDA Garbage Collection and Disposal Submit To: City of Fort Worth Start Time Finish Time FINANCIAL MANAGEMENT SERVICES 09/22/2021 08:30:00 CDT 09/29/2021 08:30:00 CDT FINANCE-Purchasing 200 Texas St. (Lower Level, South) Fort Worth TX 76102 United States Email: FMSPurchasingResponses@fortworthtexas.gov The undersigned, by his/her signature, represents that he/she is submitting a binding offer and is authorized to bind the respondent to fully comply with the solicitation document contained herein.The Respondent, by submitting and signing below, acknowledges that he/she has received and read the entire document packet sections defined above including all documents incorporated by reference, and agrees to be bound by the terms therein. Legal Company Name: Company Address: City, State, Zip: Vendor Registration No. Printed Name of Officer or Authorized Representative: Title: Signature of Officer or Authorized Representative: Date: Email Address: Phone Number: Federal Identification Number(FID): Will agreement be available for Cooperative Agreement use? Yes No RFQt 21-0211 USDA Garbage Collection and Disposal Page 2 of 19 FORT WORTH. BID SOLICITATION Event ID Page Invited: PUBLIC EVENT CFW01-21-0211 3 DETAILS Event Round Version 1 1 Event Name RFQt USDA Garbage Collection and Disposal Submit To: City of Fort Worth Start Time Finish Time FINANCIAL MANAGEMENT SERVICES 09/22/2021 08:30:00 CDT 09/29/2021 08:30:00 CDT FINANCE-Purchasing 200 Texas St. (Lower Level, South) Fort Worth TX 76102 United States Email: FMSPurchasingResponses@fortworthtexas.gov Line: 1 Description: Qty Unit UnitPrice Total Collection and disposal of USDA regulated 75.00 EA garbage at Fort Worth Meacham International Airport, per the attached specifications Total Bid Amount: RFQt 21-0211 USDA Garbage Collection and Disposal Page 3 of 19 PART— 1 PURCHASING AGREEMENT SPECIFICATIONS 1.0 SCOPE 1.1 The City of FortWorth (City)seeks bids to finalize an Agreement to provide all necessary labor, material, and equipment for the collection and disposal of United States Department of Agriculture (USDA)garbage for the Code Compliance Department.The successful bidder(s),known hereafter as"Contractor"/"Vendor." 1.2 The term of this Agreement shall begin on the date stated in the signed Contract ("Effective Date") and shall expire one year from the effective date, unless terminated earlier in accordance with the provisions of this Agreement. This Agreement may be renewed automatically under the same terms and conditions for four additional one year periods, unless City of Vendor provides the other party with notice of non-renewal at least 60 days before the expiration of the initial term or renewal period. 1.3 Following the award, additional services of the same general category that could have been encompassed in the award of this Agreement, and that are not already on the Agreement, maybe added based on the discount bid and price sheet provided with the bid. 1.4 Unit prices shall include all costs associated with the specified work. No additional charges will be accepted or paid by the City. 2.0 DETAILED SCOPE OF SERVICES/SPECIFICATIONS 2.1 The Vendor hereby agrees to provide the City with requirements attached hereto and incorporated for all purposes incident to this Agreement in Part - 2, Scope of Services/Specifications and Attachment E, Vendor Service Agreement, more specifically describing the services to be provided hereunder. 3.0 CHANGE IN COMPANY NAME OR OWNERSHIP 3.1 The Vendor shall notify the City's Purchasing Manager, in writing, of a company name, ownership, or address change for the purpose of maintaining updated Cityrecords.The president of the company or authorized official must sign the letter. A letter indicating changes in a company name or ownership must be accompanied with supporting legal documentation such as an updated W-9, documents filed with the state indicating such change, copy of the board of director's resolution approving the action, or an executed merger or acquisition agreement. Failure to do so may adversely impact future invoice payments. 4.0 LAWS, REGULATIONS, AND ORDINANCES 4.1 The Vendor shall be responsible for meeting all Federal: laws, ordinances and regulations; State: laws,ordinance and regulations;County: laws,ordinances and regulations;and City: laws, ordinances, and regulations for safety of people, environment, and property. This includes, but is not limited to, all Federal, State, County, and City Agencies, Administrations and Commissions such as the Environmental Protection Agency (EPA), Occupational Safety and Health Administration (OSHA), and the Texas Commission on Environmental Quality(TCEQ). In the event any law, regulation or ordinance becomes effective after the start of this Agreement,the Vendor is required to comply with new policy. Any mandates requiring the City to comply with new guidelines will also require the Vendor to comply. RFQt 21-0211 USDA Garbage Collection and Disposal Page 4 of 19 5.0 INVOICING REQUIREMENTS 5.1 The City of Fort Worth has begun implementing an automated invoicing system. 5.2 The Vendor shall send invoices electronically to our centralized Accounts Payable department invoice email address: supplierinvo ices a-fortworthtexas.gov. This email address is not monitored so please do not send correspondence to this email address. The sole purpose of the supplier invoices email address is to receipt and process supplier invoices. 5.3 Please include the following on the subject line of your e-mail: vendor name, invoice number, and PO number, separated by an underscore (ex: Example, Inc._123456_FW012- 000001234) 5.4 To ensure the system can successfully process your invoice in an expedient manner, please adhere to the following requirements: • All invoices must be either a PDF or TIFF format. • Image quality must be at least 300 DPI (dots per inch). • Invoices must be sent as an attachment (i.e. no invoice in the body of the email). • One invoice per attachment (includes PDFs). Multiple attachments per email is acceptable but each invoice must be a separate attachment. • Please do not send handwritten invoices or invoices that contain handwritten notes. • Dot matrix invoice format is not accepted. • The invoice must contain the following information: • Supplier Name and Address; • Remit to Supplier Name and Address, if different; • Applicable City Department business unit# (i.e. FW013) • Complete City of Fort Worth PO number(i.e. the PO number must contain all preceding zeros); • Invoice number; • Invoice date; and • Invoices should be submitted after delivery of the goods or services. 5.5 To prevent invoice processing delays, please do not send invoices by mail and email and please do not send the same invoice more than once by email to supplierinvo ices a-fortworthtexas.gov. To check on the status of an invoice, please contact the City Department ordering the goods/services or the Central Accounts Payable Department by email: ZZ FIN AccountsPavablea-fortworthtexas.gov. 5.6 If you are unable to send your invoice as outlined above at this time, please send your invoice to our centralized Accounts Payable department instead of directly to the individual city department. This will allow the city staff to digitize the invoice for faster processing. 5.7 If electronic invoicing is not possible, you may send your paper invoice to: City of Fort Worth Attn: FMS Central Accounts Payable 200 Texas Street Fort Worth, Texas 76102 The City's goal is to receive 100% of invoices electronically so that all supplier payments are processed efficiently. To achieve this goal, we need the Vendor's support. If the Vendor has any questions, please contact the Accounts Payable team at (817) 392- 2451 or by email to ZZ FIN AccountsPavableCa.fortworthtexas.gov. 5.8 Vendor shall include Federal, State of City sales tax in its invoices. City shall furnish a tax exemption certificate upon Vendor's request. RFQt 21-0211 USDA Garbage Collection and Disposal Page 5 of 19 6.0 UNIT PRICE ADJUSTMENT 6.1 The unit prices may be adjusted for increases or decreases in Vendor's cost during the renewal period but before the effective date of the renewal upon written request from the Vendor. 6.2 The Vendor must submit its price adjustment request, in writing, at least 60 days before the renewal effective period.The Vendor shall provide written proof of cost increases with price adjustment request. 6.3 If the Cityconcludes that the rate increase being requested is exorbitant,the Cityreserves the right to adjust the rate request, or reject the rate request in its entirety and allow the contract to expire at the end of the contract term. If the City elects not to exercise the renewal option,the Purchasing Division will issue a newsolicitation. 6.4 Prices bid shall remain firm for each one-year term of the Agreement and shall include all associated freight and deliverycosts. 6.5 Prices offered shall be used for bid analysis and for Agreement pricing. In cases of errors in extensions or totals,the unit prices offered willgovern. 6.6 Upon expiration of the Agreement term the successful bidder, agrees to hold over under the terms and conditions of this Agreement for a reasonable period of time to allow the city to re-bid an agreement, not to exceed ninety(90) days. Vendor will be reimbursed for this service at the prior agreement rate(s). Vendor shall remain obligated to the City under all clauses of this Agreement that expressly or by their nature extends beyond and survives the expiration or termination of this Agreement. 6.7 Goods and/or services shall not be suspended by the Vendor without a 30 day prior written notice to the City. 7.0 QUANTITIES 7.1 The quantities listed on the bid solicitation are only estimates based on previous usage and do not indicate intent to purchase or a guarantee of future business. The City of Fort Worth is obligated to pay for only those materials and services actually ordered by an authorized City employee and then received as required and accepted by the City. 8.0 INSURANCE REQUIREMENTS 8.1 The Vendor shall carry insurance in the types and amounts for the duration of this contract as listed in the draft service agreement, Attachment E to this solicitation, and furnish certificates of insurance along with copies of policy declaration pages and policy endorsements as evidence thereof. 9.0 PERFORMANCE 9.1 Failure of the Cityto insist in anyone or more instances upon performance of anyofthe terms and conditions of this Agreement shall not be construed as a waiver or relinquishment of the future performance of anyterms and conditions, but the Vendor's obligation with respect to such performance shall continue in full force and effect. 10.0 COMPLAINTS 10.1 Complaints processed through the City Purchasing Division are to be corrected within fourteen (14) days of formal notice of complaint. Written response to the Purchasing Division is required. Failure to properly resolve complaints within the fourteen(14) calendar day time period may result in the cancellation of the applicable line item(s) in the price agreement. RFQt 21-0211 USDA Garbage Collection and Disposal Page 6 of 19 11.0 COOPERATIVE PURCHASING 11.1 Should other governmental entities decide to participate in this Agreement, Bidders, shall indicate in their bid response whether they agree that all terms, conditions, specification, and pricing would apply. 11.2 If the successful Bidder agrees to extend the resulting Agreement to other governmental entities, the following will apply: Governmental entities within utilizing agreements with the City of Fort Worth will be eligible, but not obligated, to purchase material/services under this Agreement(s)awarded as a result of this solicitation.All purchases bygovernmental entities other than the City of Fort Worth will be billed directly to that governmental entity and paid by that governmental entity. The City of Fort Worth will not be responsible for another governmental entity's debts. Each governmental entity will order its own material/services as needed. 12.0 NO BOYCOTT OF ISREAL 12.1 If Vendor has fewer than 10 employees or this Agreement is for less than $100,000, this section does not apply. Vendor acknowledges that in accordance with Chapter 2271 of the Texas Government Code, the City is prohibited from entering into a contract with a company for goods or services unless the contract contains a written verification from the company that it: (1) does not boycott Israel; and (2) will not boycott Israel during the term of the contract. The terms "boycott Israel" and "company" has the meanings ascribed to those terms in Section 2271 of the Texas Government Code. By signing this Agreement, Vendor certifies that Vendor's signature provides written verification to the City that Vendor: (1) does not boycott Israel; and (2)will not boycott Israel during the term of the Agreement. 13.0 PROHIBITION ON BOYCOTTING ENERGY COMPANIES 13.1 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, the City is prohibited from entering into a contract for goods or services that has a value of$100,000 or more that is to 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: 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. 14.0 PROHIBITION ON DISCRIMINATION AGAINST FIREARM AND AMMUNITION INDUSTRIES 14.1 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 that is to 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 RFQt 21-0211 USDA Garbage Collection and Disposal Page 7 of 19 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. 16.0 BIDDERS QUALIFICATIONS 15.1 The following information must be submitted as part of the bid package and shall be supplied in the following order. Failure to provide the information below will deem the bid as non- responsive. 15.1.1 Number of years in business(i.e secretaryofstate) 15.1.2 Bidders shall provide evidence that they are duly qualified and capable to fulfill and abide by the requirements listed herein with the bid. The bidder shall demonstrate its ability to secure and perform the services within the delivery requirements specified herein. 15.1.3 Detailed explanation of methodology Vendor will use to provide all necessary labor, material, and equipment for the collection and disposal of United States Department of Agriculture(USDA)garbage and medical waste; 15.1.4 All applicable licenses and permits necessary to perform the work required under this Agreement; 15.1.5 In order to receive bid award consideration, the bidder shall maintain sufficient resources to fulfill normal Cityof Fort Worth requirements. 16.0 METHOD OF AWARD 16.1 Bids will be evaluated based on the bidder who offers represents the "best value"tothe City. A responsible bidder is defined as a bidder that: 16.1.1 Meets all the requirements listed in Section 15.0. 16.1.2 Submits a completed quote within the stated deadline and in accordance with the bid specifications. 16.2 Bids that do not receive 50%or more of the total available points excluding the points for price will be deemed nonresponsive. The following criteria will be considered to determine the best value: 16.2.1 Cost of service—up to 50 points available 16.2.2 Bidder's qualification, experience, and references- up to 20 points available 16.2.3 Bidder's availability of resources to provide services (equipment, personnel)— up to 15 points available 16.2.4 Bidder's approach to perform services—up to 15 points available RFQt 21-0211 USDA Garbage Collection and Disposal Page 8 of 19 16.3 In order for the City to receive adequate coverage on its requirements as specified in the solicitation,the City reserves the right to make multiple awards. 16.4 The City also reserves the right to reject the bid of a bidder who has previously failed to perform properly or complete on time agreements of a similar nature. 16.5 The evaluation factors listed above will be applied in a comparative manner to all eligible, responsive bids. Award may be made without discussion with Bidders after bids are received. Bids should, therefore, be submitted on the most favorable terms. 16.5 The City reserves and shall be free to exercise the right to evaluate bid in relation to performance record of bidder with the City itself, another municipal corporation of like size, or private corporations during the past two-year period.Such precautions are deemed to be in the public interest inasmuch as Vendor failure or inability to furnish items within the prescribed time can create emergency situations and impose unnecessary hardship on both the City as a municipal corporation and the public at large. 16.6 Tentative Schedule of Events: RFQt Release Date September 22, 2021 Deadline for Questions September 24, 2021 at 5PM Local Time Answer Deadline September 27, 2021 RFQt Due Date September 29, 2021 at 8:30AM Local Time Bid Evaluations October 4 —October 15, 2021 Recommended VendorSelection October 2021 Contract Execution October 2021 17.0 QUOTATIONS 17.1 Bidders shall submit the items listed below with their quote. Failure to provide all the information will deem the bid non-responsive. 17.1.1 A completed and signed Bid Submission Signature Page; 17.1.2 A completed and signed Bid Solicitation Page; 17.1.3 A completed and signed original Conflict of Interest Questionnaire,Attachment A; 17.1.4 A completed Reference Sheet, Attachment C 17.1.5 Acompleted Bidder Qualification Questionnaire,Attachment D; 17.1.6 All applicable licenses and permits necessary to perform the work required under this Agreement; 17.1.7 Detailed explanation of methodology Vendor will use to provide all necessary labor, material, personnel and equipment for the collection and disposal of United States Department of Agriculture (USDA) garbage; 17.1.8 Documentation showing companyhas been in the marketplace for a minimum oftwo (2) years (i.e. Secretary of State). 17.1.9 Scanned copyof all documents listed in paragraph 17.1 in flash drive. 17.2 Failure to submitthe items listed in Section 17.1 will be grounds for rejection of a bid as non-responsive to the specifications. 18.0 QUESTIONS 18.1 Questions,explanations or clarifications desired bya Vendor regarding anypart of the bid must be requested in writing from the Purchasing Division by 5:00 PM on September 24, 2021. Request can be send to the following: RFQt 21-0211 USDA Garbage Collection and Disposal Page 9 of 19 Aja Robertson, Buyer, FMSPurchasingResponses@fortworthtexas.gov Reference RFQt 21-0211 City of Fort Worth Purchasing Division Attention: A'ja Robertson 200 Texas Street Fort Worth, Texas 76102 Facsimile: (817) 392-8440, Attention: A'ja Robertson RFQt 21-0211 USDA Garbage Collection and Disposal Page 10 of 19 PART 2-SCOPE OF SERVICES/SPECIFICATIONS 1.0 VENDOR SHALL MEET THE FOLLOWING REQUIREMENTS 1.1 Vendor shall be in the workplace for a minimum of two (2)years. 1.2 During the term of this Agreement, Vendor shall submit copies of all formal written notices of violation concerning noncompliance of operating permits that occur at Treatment, Storage, Disposal Facilities (TSDF) used to dispose City waste streams Notices of violation shall be sent to the City within thirty (30)days from the day the notice was issued. 1.3 Vendor routine tasks shall include the following: 1.3.1 Provide paperwork and documentation needed to completewaste shipments; 1.3.2 Provide to the US Customs & Border Protection notification following each pick-up of"USDA Regulated Garbage"with total pounds disposed; 1.3.3 Provide on-site pickup of waste within three (3) business days of the request from the City. If request is made after NOON, then the 3-day clock starts the following business day; 1.3.4 Collect, package(containerizing),and label USDA Regulated Garbage; 1.3.5 Provide transportation services for wastes to disposal facilities; 1.3.6 Dispose of USDA Regulated Garbage by incineration or steam sterilization, whicheveris agreed upon; 1.3.7 Provide invoices per shipment site that clearly identify shipment address, shipmentdate, manifest(s) number, quantity of USDA Regulated Garbage, total pounds disposed,etc.; 1.3.8 Provide Cityfully executed Waste Manifests within 35 days of pickup date; 1.3.9 Provide Certificates of Destruction (CD)to the City within 60 days of pickup date;and; 1.3.10 Provide monthly"Waste"Shipment/Handling/Disposal Summaries"within five(5)calendar days of the close of the calendar month. 1.4 Staffing Requirements 1.4.1 Vendor shall provide a minimum of one (1) field technician for shipments containing less than 50 containers and a minimum of two (2) field technicians for shipments greater than 50 containers. 1.4.2 Vendor shall provide a single point of contact for shipment requests/scheduling. 1.4.3 Vendor shall be required to ensure that all personnel handling, transporting, disposing or supervising the handling, transporting, disposing of the USDA Regulated Garbage is fully trained fully approved by the local Department of Homeland Security-Customs and Border Protection-Agriculture Quarantine Inspection Port Director. RFQt 21-0211 USDA Garbage Collection and Disposal Page 11 of 19 2.0 USDA-REGULATED WASTE FROM AVIATION FACILITIES 2.1 Vendor shall provide storage and shipping containers, provide on-site pickup, provide transportation, handle disposal, as applicable for USDA Regulated Garbage, defined as "all waste material derived in whole or in part from fruits, vegetables, meats, or other plant or animal (including poultry) material, and other refuse or any character whatsoever that has been associated with any such material aboard any means of conveyance and includes food scraps, table refuse, galley refuse, food wrappers or packaging materials, and other waste material from stores, food preparation areas, passengers, or crews, quarters, dining rooms, or any other areas on vessels, aircraft, or other means of conveyances". 2.2 The Vendor shall be required to collect and containerize contracted materials from one(1) central pick up location at The City of Fort Worth Meacham International Airport. All services shall be performed in accordance with the latest Federal regulations outlined under 9 CFR Part 94.5 and 7 CFR Part 330. 2.3 The Vendor shall be required to be on-site for a waste shipment within three (3) business days under this Agreement.There is no minimum guaranteed amount of work underthis Agreement. 2.4 Disposal processed for said wastes include approved methods of incineration or steam sterilization at a temperature of 2120 Fahrenheit or greater. RFQt 21-0211 USDA Garbage Collection and Disposal Page 12 of 19 ATTACHMENT A- CONFLICT OF INTEREST DISCLOSURE REQUIREMENT 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 Fort Worth) must disclose in the Questionnaire Forms CIQ("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 Fort Worth City Secretary no later than seven days after the date the person begins contract discussions or negotiations with the City, or submits an application or response to a request for proposals or bids, correspondence, or another writing related to potential agreement with the City. Updated Questionnaires must be filed in conformance with Chapter 176. A copy of the Questionnaires Form CIQ is enclosed with submittal documents. The form is also available at htti)s://www.ethics.state.tx.us/data/forms/confIict/C IQ.iDdf 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 City, state Vendor name in the # 1, use N/A in each of the areas on the form. However, a signature is required in the #7 box in all cases. RFQt 21-0211 USDA Garbage Collection and Disposal Page 13 of 19 CONFLICT OF INTEREST QUESTIONNAIRE FORM CIQ For vendor doing business with local governmental entity This questionnaire reflects changes made to the law by H.B.23,84th Leg., Regular Session. OFFICE USE ONLY This questionnaire is being filed in accordance with Chapter 176, Local Government Code, by a vendor who Date Received has a business relationship as defined by Section 176.001(1-a) with a local governmental entity and the vendor meets requirements under Section 176.006(a). By law this questionnaire must be filed with the records administrator of the local governmental entity not later than the 7th business day after the date the vendor becomes 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, Local Government Code.An offense under this section is a misdemeanor. 1 Name of vendor who has a business relationship with local governmental entitv. 2 ❑ L;necK this box it you are tiling an update to a previously tiled questionnaire. (I ne law requires that you the an updated completed questionnaire with the appropriate filing authority not later than the 7th business day after the date on which you became aware that the originally filed questionnaire was incomplete or inaccurate.) 3 Name of local government officer about whom the information is being disclosed. Name of Officer 4 Describe each emplovment or other business relationship with the local government officer. or a familv member of the officer,as described by Section 176.003(a)(2)(A). Also describe any family relationship with the local government officer. Complete subparts A and B foreach employment or business relationship described. Attach additional pages to this Form CIQ as necessary. A. Is the local government officer or a family member of the officer receiving or likely to receive taxable income, other than investment income,from the vendor? Yes F-1 No B. Is the vendor receiving or likely to receive taxable income,other than investment income,from or at the direction of the local government officer or a family member of the officer AND the taxable income is not received from the local governmental entity? Yes F-1 No 5 Describe each emplovment or business relationship that the vendor named in Section 1 maintains with a corporation or other business entity with respect to which the local government officer serves as an officer or director, or holds an ownership interest of one percent or more. 6 ❑ Check this box if the vendor has given the local government officer or a family member of the officer one or more gifts as described in Section 176.003(a)(2)(B), excluding gifts described in Section 176.003(a-1). 7 Signature of vendor doing business with the governmental entity Date RFQt 21-0211 USDA Garbage Collection and Disposal Page 14 of 19 CONFLICT OF INTEREST QUESTIONNAIRE For vendor doing business with local governmental entity Acomplete copy of Chapter 176 of the Local Government Code maybe found at http://www.statutes.leg is.state.tx.us/ Docs/LG/htm/LG.176.htm. For easy reference, below are some of the sections cited on this form. Local Government Code&176.0010-a): "Business relationship" means a connection between two or more parties based on commercial activity of one of the parties. The term does not include a connection based on: (A) a transaction that is subject to rate or fee regulation by a federal,state, or local governmental entity or an agency of a federal,state, or local governmental entity; (B) a transaction conducted at a price and subject to terms available to the public;or (C) a purchase or lease of goods or services from a person that is chartered by a state or federal agency and that is subject to regular examination by, and reporting to, thatagency. Local Government Code & 176.003(a)(2)(A) and (B): (a) A local government officer shall file a conflicts disclosure statement with respect to a vendor if: (2) the vendor: (A) has an employment or other business relationship with the local government officer or a family member of the officer that results in the officer or family member receiving taxable income, other than investment income, that exceeds $2,500 during the 12-month period preceding the date that the officer becomes aware that (i) a contract between the local governmental entity and vendor has been executed; or (ii) the local governmental entity is considering entering into a contract with the vendor; (B) has given to the local government officer or a family member of the officer one or more gifts that have an aggregate value of more than$100 in the 12-month period preceding the date the officer becomes aware that: (i) a contract between the local governmental entity and vendor has been executed; or (ii) the local governmental entity is considering entering into a contract with the vendor. Local Government Code & 176.006(a) and (a-1) (a) Avendor shall file a completed conflict of interest questionnaire if the vendor has a business relationship with a local governmental entity and: (1) has an employment or other business relationship with a local government officer of that local governmental entity,or a family member of the officer,described by Section 176.003(a)(2)(A); (2) has given a local government officer of that local governmental entity, or a family member of the officer,one or more gifts with the aggregate value specified by Section 176.003(a)(2)(B),excluding any gift described by Section 176.003(a-1);or (3) has a family relationship with a local government officer of that local governmental entity. (a-1) The completed conflict of interest questionnaire must be filed with the appropriate records administrator not later than the seventh business day after the later of: (1) the date that the vendor: (A) begins discussions or negotiations to enter into a contract with the local governmental entity; or (B) submits to the local governmental entity an application, response to a request for proposals or bids, correspondence, or another writing related to a potential contract with the local governmental entity;or (2) the date the vendor becomes aware: (A) of an employment or other business relationship with a local government officer, or a family member of the officer, described by Subsection(a); (B) that the vendor has given one or more gifts described by Subsection (a); or (C) of a family relationship with a local government officer. RFQt 21-0211 USDA Garbage Collection and Disposal Page 15 of 19 ATTACHMENT B- NO QUOTE SHEET (Please complete this form, only if, your firm has chosen not to submit a bid) A'ja Robertson,Buyer Purchasing Division Fax No.817-392-8440 E-mail address:FMSPurchasingResponses aafortworthtexas.gov If your firm has chosen not to submit a bid for this procurement, please complete this form and submit to: City of Fort Worth, Purchasing Division 200 Texas Street Fort Worth, Texas 76102 {or fax to above address} Please check the items that apply: 0 Do not sell the item(s) required. 0 Cannot be competitive. 0 Cannot meet the Specifications highlighted in the attached Bid. 0 Cannot provide Insurance required. 0 Cannot provide Bonding required. 0 Cannot comply with Indemnification requirements. 0 Job too large. 0 Job too small. 0 Do not wish to do business with the City. 0 Other reason. Company Name: Authorized Officer or Agent Signature: Telephone: ( ) FAX Number: ( ) RFQt 21-0211 USDA Garbage Collection and Disposal Page 16 of 19 ATTACHMENT C- REFERENCE SHEET Bidders shall provide a reference list of a minimum of three (3) current customers (comparable in size) who the bidder has recently supplied subject item(s)/and or services on a continuing basis over a recent twelve (12) month period. The City will be the sole judge of references. Please use additional sheets if necessary. 1. Company's Name Name of Contact Title of Contact Present Address City, State, Zip Code Telephone Number ( ) Fax Number( ) Email 2. Company's Name Name of Contact Title of Contact Present Address City, State, Zip Code Telephone Number ( ) Fax Number( ) Email 3. Company's Name Name of Contact Title of Contact Present Address City, State, Zip Code Telephone Number ( ) Fax Number( ) Email RFQt 21-0211 USDA Garbage Collection and Disposal Page 17 of 19 ATTACHMENT D- BIDDER'S QUALIFICATION QUESTIONNAIRE 1. Date your companywas established? 2. How many years has your organization been in business under its present name? a. List anyformer names your organization has operated under and the timeframe(s). 3. Have you ever defaulted on a contract?If so,whywere you unable to fulfill the obligation? 4. Please provide in a separate attachment documentation showing yourcompanyhas been in the marketplace for a minimum of two(2)years(i.e.Secretary ofState). 5. Can your company fulfil the specifications listed in sections 1.0-3.0 on pages 11-12? Please provide a detailed explanation of methodology Vendor will use to provide all necessary labor, material, personnel and equipment for the collection and disposal of United States Department of Agriculture(USDA) garbage. 0 Yes No. 6. All work performed under this Agreement shall be done in accordance with Texas Administrative Code regulations. Does your company/staff have all applicable licenses and permits necessary to perform the work required under this Agreement? If so, please submit a copy of all applicable licenses with yourresponse. 0 Yes No. If no, please explain why. 7. Will your company be able to meet the City timeframes stated in sections 1.3.3, 1.3.8-1.6.10, and 2.3, pages 11-12? 0 Yes No. If no, please explain why. RFQt 21-0211 USDA Garbage Collection and Disposal Page 18 of 19 ATTACHMENT E- DRAFT SERVICE AGREEMENT Attachment E is attached as a separate document. RFQt 21-0211 USDA Garbage Collection and Disposal Page 19 of 19 EXHIBIT D FORT ORTV BID SUBMISSION SIGNATURE PAGE Event ID Page CFw01-21-0211 2 Invited: PUBLIC EVENT Event Round Version DETAILS 1 1 Event Name RFOt USDA Garbaae Collection and Disnosal Submit To: City of Fort Worth Stark iT me - -- Finish Time FINANCIAL MANAGEMENT SERVICES 09/22/2021 08:30:00 CDT 09/29/2021 08:30:00 CDT FINANCE-Purchasing 200 Texas St. (Lower Level,South) Fort Worth TX 76102 United States Email: FMSPurchasingResponses@fortworthtexas.gov The undersigned, by his/her signature, represents that he/she is submitting a binding offer and is authorized to bind the respondent to fully comply with the solicitation document contained herein.The Respondent, by submitting and signing below,acknowledges that he/she has received and read the entire document packet sections defined above including all documents incorporated by reference,and agrees to be bound by the terms therein. Legal Company Name: Stericycle, Inc. Company Address: 2355 Waukegan Road City, State,Zip: Bannockburn, IL 60015 Vendor Registration No. 0000005186 Printed Name of Officer orAuthorized Representative: Jeff Heilig Title: Maritime Account Executive Signature of Officer or Authorized Representative:�� Date: 9/28/2021 Email Address: JHeilig@stericycle.com Phone Number: 323-854-7138 Federal Identification Number(FID): 36-3 640402 Will agreement be available for Cooperative Agreement use? Yes No X RFQt 21-0211 USDA Garbage Collection and Disposal Page 2 OF 19 FORT WORTH© BID SOLICITATION Event ID Page Invited: PUBLIC EVENT CFW01-21-0211 3 DETAILS Event Round Version 1 1 Event Name RFQt USDA Garbage Collection and Dis csal Submit To: City of Fort Worth Start Time Finish Time FINANCIAL MANAGEMENT SERVICES 09/22/2021 08:30:00 CDT 09/29/2021 08:30:00 CDT FINANCE- Purchasing 200 Texas St. (Lower Level, South) Fort Worth TX 76102 United States Email: FMSPurchasingResponses@fortworthtexas.gov Line: 1 Description: Qty Unit UnitPrice Total Collection and disposal of USDA regulated 75.00 EA garbage at Fort Worth Meacham International Airport,per the attached specifications $78.00 $5850.00 Total Bid Amount: $5850.00 RFQt 21-0211 USDA Garbage Collection and Disposal Page 3 of 19 CONFLICT OF INTEREST QUESTIONNAIRE FORM CIQ For vendor doing business with local governmental entity This questionnaire reflects changes made to the law by H.B.23,84th Leg.,Regular Session. OFFICE USE ONLY This questionnaire is being filed in accordance with Chapter 176, Local Government Code,by a vendor who pate Received has a business relationship as defined by Section 176.001(1-a) with a local governmental entity and the vendor meets requirements under Section 176.006(a). By law this questionnaire must be filed with the records administrator of the local governmental entity not later than the 7th business day after the date the vendor becomes 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, Local Government Code.An offense under this section is a misdemeanor. 1 Name of vendor who has a business relationshin with local governmental entity NIA 2 ❑ Check this box it you are tiling an update to a previously tiled questionnaire. (I he law requires that you the an updated completed questionnaire with the appropriate filing authority not later than the 7th business day after the date on which you became aware that the originally filed questionnaire was incomplete or inaccurate.) IJ Name of local government officer about whom the information is heino disclosed- N/A Name of Officer 4 Describe each emolovment or other business relationshin with the local government officer-or a familv member of the officer,as described by Section 176.003(a)(2)(A). Also describe any family relationship with the local government officer. Complete subparts A and B for each employment or business relationship described.Attach additional pages to this Form CIO as necessary. NIA A. Is the local government officer or a family member of the officer receiving or likely to receive taxable income, other than investment income,from the vendor? 71 Yes 71 No B. Is the vendor receiving or likely to receive taxable income,other than investment income,from or at the direction of the local government officer or a family member of the officer AND the taxable income is not received from the local governmental entity? Yes F-] No 5 Describe each emplovment or business relationshin that the vendor named in Section 1 maintains with a corporation or other business entity with respect to which the local government officer serves as an officer or director,or holds an ownership interest of one percent or more. NIA 6 ❑ Check this box if the vendor has given the local government officer or a family member of the officer one or more gifts as described in Section 176.003(a)(2)(B),excluding gifts described in Section 176.003(a-1). 71 ✓ 9/28/2021 Signatu of veXdordoing,6iness with governmental entity Date RFQt 21-0211 USDA Garbage Collection and Disposal Page 14 of 19 ATTACHMENT C- REFERENCE SHEET Bidders shall provide a reference list of a minimum of three (3) current customers (comparable in size) who the bidder has recently supplied subject item(s)/and or services on a continuing basis over a recent twelve (12) month period. The City will be the sole judge of references. Please use additional sheets if necessary. 1. Company's Name Air Fayre Name of Contact Barbara Boyer Title of Contact Director Present Address 1720 W 135th St City, State, Zip Code Gardena, CA 90249-2508 Telephone Number ( 310 )408-5741 Fax Number( ) Email bboyer@airfayre.com 2. Company's Name Denver International Airport Name of Contact JERRY WILLIAMS Title of Contact ENVIRONMENTAL/PUBLIC HEALTH ANALYST Present Address 8500 Pena Boulevard City, State, Zip Code Denver, CO 80249-6340 Telephone Number ( 303 ) 342-2087 Fax Number( ) Email JERRY.WILLIAMS@FLYDENVER.COM 3. Company's Name DFW Name of Contact Helen Chaney Title of Contact Contract Administrator Present Address 2400 Aviation Drive City, State, Zip Code DFW Airport, TX 75261 Telephone Number ( 972 ) 973-2523 Fax Number( ) Email hchaney@dfwairport.com RFQt 21-0211 USDA Garbage Collection and Disposal Page 17 of 19 ATTACHMENT D- BIDDER'S QUALIFICATION QUESTIONNAIRE 1. Date your companywas established? 1989 2. How many years has your organization been in business under its present name? 22 years a. List anyformer names your organization has operated under and the timeframe(s). N/A 3. Have you ever defaulted on a contract? If so,whywere you unable to fulfill the obligation? N/A 4. Please provide in a separate attachment documentation showing yourcompany has been in the marketplace fora minimum of two(2)years(i.e. Secretary of State). 5. Can your company fulfil the specifications listed in sections 1.0-3.0 on pages 11-12? Please provide a detailed explanation of methodology Vendor will use to provide all necessary labor, material, personnel and equipment for the collection and disposal of United States Department of Agriculture(USDA)garbage. Yes No. 6. All work performed under this Agreement shall be done in accordance with Texas Administrative Code regulations. Does your company/staff have all applicable licenses and permits necessary to perform the work required under this Agreement? If so, please submit a copy of all applicable licenses with yourresponse. Yes No. If no, please explain why. 7. Will your company be able to meet the City timeframes stated in sections 1.3.3, 1.3.8-1.6.10, and 2.3, pages11-12? Yes No. If no, please explain why. RFQt 21-0211 USDA Garbage Collection and Disposal Page 18 of 19 City Secretary Contract No. EXHIBIT E VERIFICATION OF SIGNATURE AUTHORITY STERICYCLE,INC LLC 2355 WAUKEGAN RD BANNOCKBUM,IL 60015 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: Position: Signature 2. Name: Position: Signature 3. Name: Position: Signature Name: Jeff Heilig Maritime Account Executive Other Title: Date: Vendor Services Agreement Page 13 of 13