HomeMy WebLinkAboutContract 56752 CSC No.56752
FORT WORTH
CITY OF FORT WORTH
COOPERATIVE PURCHASE AGREEMENT
This Cooperative Purchase Agreement ("Agreement") is entered into by and between Mainline
Information Systems, Inc. ("Vendor") and the City of Fort Worth, ("City"), a Texas home rule
municipality.
The Cooperative Purchase Agreement includes the following documents which shall be construed in the
order of precedence in which they are listed:
1. This Cooperative Purchase Agreement;
2. Exhibit A— Seller's Quote, Scope of Services or Purchase Order;
3. Exhibit B—DIR-TSO-3996 (e.g.,NJPA, DIR, BuyBoard); and
4. Exhibit C—Conflict of Interest Questionnaire.
The Exhibits referenced above, which are attached hereto and incorporated herein, are made a
part of this Agreement for all purposes. Vendor agrees to provide City with the services and goods
included in Exhibit A pursuant to the terms and conditions of this Cooperative Purchase Agreement,
including all exhibits thereto. If any provisions of the attached documents,conflict with the terms herein,
are prohibited by applicable law, conflict with any applicable rule, regulation or ordinance of City, the
terms in this Agreement shall control
City shall pay Vendor in accordance with the fee schedule in Exhibit A and in accordance with
the provisions of this Agreement. Total payment made under this Agreement for the first year by City
shall not exceed one hundred eighty-eight thousand, eight hundred five dollars and seventy-one cents
($188,805.71). Vendor shall not provide any additional items or 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.
The term of this Agreement shall be for one year beginning on May 11,2021 and ending on May
10, 2022. City shall be able to renew this agreement for one one-year renewal option by written
agreement of the parties.
Vendor agrees that City shall,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,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.
Notices required pursuant to the provisions of this Agreement shall be conclusively determined
to have been delivered when (1) hand-delivered to the other party, its agents, employees, servants or
representatives, (2) delivered by facsimile with electronic confirmation of the transmission, or (3)
received by the other party by United States Mail, registered, return receipt requested, addressed as
follows:
To CITY: To VENDOR:
City of Fort Worth Mainline Information Systems, Inc.
Attn: Dana Burghdoff,Assistant City Manager Joseph P. Elebash, Chief Financial Officer
200 Texas Street 1700 Summit Lake Drive
Fort Worth, TX 76102-6314 Tallahassee, FL 32317
Facsimile: (817) 392-8654 Facsimile: N/A
With copy to Fort Worth City Attorney's Office
at same address
[Signature Page Follows]
The undersigned represents and warrants that he or she has the power and authority to execute this
Agreement and bind the respective Vendor. Executed effective as of the date signed by the Assistant
City Manager below.
FORT WORTH:
City of Fort Worth Contract Compliance Manager:
By signing I acknowledge that I am the person
responsible for the monitoring and
g
administration of this contract, including
Dana Bur& �F( v29,2� 11:31CST) ensuring all performance and reporting
By:
Name: Dana Burghdoff requirements.
Title: Assistant City Manager
Date: Nov 29, 2021 Aks�_
By:
Richard Lisenbee(Nov 3,202119:56 CDT)
Approval Recommended: Name: Richard Lisenbee
Title: Senior IT Manager
CGI�GI�DI�GIG�ffG�G� Approved as to Form and Legality:
By: Christopher H rder(Nov 29,202107:42 CST)
Name: Chris Harder
Title: Director, Water Department
By:
Attest: Name: Taylor Paris
Title: Assistant City Attorney
Contract Authorization:
By: M&C: P-12287
Name: Ronald Gonzales do�4n�u�
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Title: Acting City Secretary ��FoF 00000
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VENDOR: ���a�nExASoap
By:
Name: Joseph P. Elebash
Title: Chief Financial Offier
Date: Nov 4, 2021
OFFICIAL RECORD
CITY SECRETARY
FT.WORTH, TX
10/28/21,1:19 PM M&C Review
Ofncial site of the City of Fort Worth,Texas
CITY COUNCIL AGENDA FORTWORTII
COUNCIL ACTION: Approved on 12/11/2018
REFERENCE ** 13PIBM MAXIMO SOFTWARE
DATE: 12/11/2018 NO.: P-12287 LOG NAME: MJR WATER
CODE: P TYPE: CONSENT PUBLIC NO
HEARING:
SUBJECT: Authorize Purchase Agreement with Mainline Information Systems, Inc., in an Amount Up
to $170,835.00 for Annual Maintenance for IBM Maximo Software, for the Water
Department Using a Cooperative Contract(ALL COUNCIL DISTRICTS)
RECOMMENDATION:
It is recommended that the City Council authorize a Purchase Agreement with Mainline Information
Systems, Inc., in an amount up to $170,835.00, for annual maintenance for IBM Maximo Software for the
Water Department using the State of Texas Department of Information Resources Contract No. DIR-TSO-
3996.
DISCUSSION:
The Water Department will use this Agreement to purchase IBM Maximo software annual maintenance and
support services from Mainline Information Systems, Inc,. This maintenance management software is in
use in Water Field Operations and Plant Operations and is being implemented in Meter Services.
PRICE ANALYSIS - Prices offered for annual maintenance is approximately one percent higher than the
current Agreement awarded on March 29, 2016 (M&C P-11851), due to software enhancements. City staff
reviewed this pricing and determined it to be fair and reasonable.
COOPERATIVE PURCHASE - State law provides that a local government purchasing an item under a
Cooperative Purchasing Agreement satisfies state laws requiring that the local government seek
competitive bids for purchase of the item. The State of Texas Department of Information Resources (DIR)
Cooperative Contract No. DIR-TSO-3996 has been competitively bid to increase and simplify the
purchasing power of local entities.
SUCCESSOR CONTRACTS: To facilitate planning and budgeting, staff would prefer to have annual
Agreements that align with the Fiscal Year. However, the DIR Cooperative contract is out of alignment with
the City's Fiscal Year and the current term of DIR-TSO-3996 expires May 10, 2020. In order for this
Agreement to align with the City's Fiscal Year, adoption of this M&C technically authorizes (i) a series of
Purchase Agreements, each of which will align to a term of the DIR Cooperative contract to ensure legal
authority exists for the contract, and (ii) an annual spend amount, future years of which would be subject to
City Council appropriation. In the event that a Cooperative Agreement is not renewed, staff would cease
purchasing at the end of the last Purchase Agreement coinciding with the valid Cooperative Agreement. If
the City Council were to not appropriate funds for a future year, staff would stop making purchases when
the last appropriation expires, regardless of whether the then-current Purchase Agreement has expired.
The City will initially use DIR-TSO-3996 to make purchases authorized by this M&C. As noted, DIR-TSO-
3996 expires May 10, 2020. If the DIR Cooperative contract is extended, this M&C authorizes the City to
purchase similar products and services under the extended contract. If the DIR Cooperative contract is not
extended, but DIR executes a new cooperative agreement with Mainline Information Systems, Inc. with
substantially similar terms as DIR-TSO-3996, this M&C authorizes the City to purchase the products and
services under the new DIR Cooperative contract.
AGREEMENT TERM: Upon City Council's approval, this Agreement will commence upon execution by both
parties and continue in accordance with the terms and conditions of DIR-TSO-3996 or applicable
successive DIR contracts for the same services.
file:///C:/Users/cbaylor/OneDrive-City of Fort Worth/Documents/Projects/Mainline/2021/Routing/M&C P_12287.html 1/2
10/28/21,1:19 PM M&C Review
Terms shall be as follows:
Year 1 — December 12, 2018— May 10, 2019
Year 2— May 11, 2019— May 10,2020
Year 3— May 11, 2020— May 10, 2021
Year 4— May 11, 2021 — May 10, 2022
Year 5— May 11, 2022— May 10, 2023
RENEWAL OPTIONS - This Agreement may be renewed for three additional annual terms according to
DIR-TSO-3996 or applicable successive DIR contracts for the same services agreement at the City's
option. This action does not require specific City Council approval provided that the City Council has
appropriated sufficient funds to satisfy the City's obligations during the renewal term.
ADMINISTRATIVE CHANGE ORDER—An administrative increase or change order for this Agreement may
be made by the City Manager in the amount up to $42,708.00 per year and does not require specific City
Council approval as long as sufficient funds have been appropriated.
M/WBE OFFICE —An M/WBE goal is not assigned when purchasing from an approved purchasing
cooperative or other public entity.
FISCAL INFORMATION/CERTIFICATION:
The Director of Finance certifies that funds are available in the current operating budget, as appropriated, of
the Water and Sewer Fund. Prior to an expenditure being made, the Water Department has the
responsibility to validate the availability of funds.
BQN\D I R-TSO-3996\MJ R
TO _
Fund Department Account Project Program Activity Budget Reference# Amount
I ID ID I I Year (Chartfield 2)
FROM
Fund Department Account Project Program Activity Budget Reference# Amount
ID ID Year Chartfield 2
Submitted for City Manager's Office by_ Susan Alanis (8180)
Originating Department Head: Kevin Gunn (8517)
Additional Information Contact: Cynthia Garcia (8525)
Jane Rogers (8385)
ATTACHMENTS
Mainline 1295-2018-426300 Redacted.pdf
file:///C:/Users/cbaylor/OneDrive-City of Fort Worth/Documents/Projects/Mainline/2021/Routing/M&C P_12287.html 2/2
IBM Software Subscription & Support Renewal - City of Fort
Worth
Proposal Number: MIS-84232-1 valid through 12/28/2021
IBM DIR Contract#: DIR-TSO-3996
Date: 10/27/2021
Prepared for: Prepared by:
City of Fort Worth Daniel Schultz
200 Texas Account Executive
Fort Worth,TX 76102 Mainline Information Systems, Inc.
(817)431-4298
daniel.schultz@mainline.com
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Subscription & Support Renewals
(850) 219-5156
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PLEASE NOTE: This Proposal contains system configuration,pricing,and other business
information that has been developed by Mainline Information Systems,Inc.using
proprietary methodologies designed to provide optimal solutions to your firm's business
needs as you have expressed them to us. The information contained herein is therefore
confidential in nature and is to be treated as your firm would treat its own confidential ' I I •
information and not disclosed to any employee of your firm not having a need to know or
anyone who is not an employee of your firm without our express written permission. GMEMSZ # ��
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EXHIBIT B
DEPARTMENT OF INFORMATION RESOURCES
COOPERATIVE AGREEMENT DIR-TSO-3996
WITH
MAINLINE INFORMATION SYSTEMS, INC.
https://dir.texas.i!ov/contracts/dir-tso-3996
EXHIBIT C
CONFLICT OF INTEREST QUESTIONNAIRE
WITH
MAINLINE INFORMATION SYSTEMS, INC.
DocuSign Envelope ID:97BF97AF-5C80-4C53-A74A-7A4CD54C67F6
CONFLICT OF INTEREST QUESTIONNAIRE FORM CIO
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.
jJ Name of vendor who has a business relationship with local governmental entity.
Mainline Information Systems, Inc.
2
Check this box if you are filing an update to a previously filed questionnaire.(The law requires that you file 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.
N/A
Name of Officer
4J Describe each employment or other business relationship with the local government officer, or a family 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.
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 employment 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.
N/A
s
❑ 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).
7Docusignea IT
5oc �cda5ti 7/17/2021
Signaure 61 vendor doing business with the governmental entity Date
Form provided by Texas Ethics Commission www.ethics.state.tx.us Revised 11/30/2015
DocuSign Envelope ID:97BF97AF-5C80-4C53-A74A-7A4CD54C67F6
CONFLICT OF INTEREST QUESTIONNAIRE
For vendor doing business with local governmental entity
A complete copy of Chapter 176 of the Local Government Code maybe found at http://www.statutes.Iegis.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§176.001(1-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, that agency.
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) A vendor 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.
Form provided by Texas Ethics Commission www.ethics.state.tx.us Revised 11/30/2015