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Contract 56887
CSC No. 56887 FORT WORTH CONTRACTOR SERVICES AGREEMENT FOR ELECTRONIC RECYCLING AND DISPOSAL SERVICES This 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 GEM SOUTHWEST LLC("Contractor"),a Texas Company 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 Services Agreement; 2. Exhibit A—Scope of Services; 3. Exhibit B—Price Schedule; 4. Exhibit C—City's ITB No. 21-0192 5. Exhibit D—Contractor's Bid Response to City's ITB No. 21-0192; 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. Scone of Services. Electronic recycling and disposal services ("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 December 10, 2021 ("Effective Date") and expires on December 09, 2022 ("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. 3.1 Total Amount not to Exceed. City will pay Contractor 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 One Hundred Thousand Dollars ($100,000.00). Contractor 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 Contractor not specified by this Agreement unless City first approves such expenses in writing. OFFICIAL RECORD Contractor Services Agreement—Gem Southwest LLC CITY SECRETARY FT. WORTH, TX 3.2 Invoicing. Contractor shall comply with the invoicing requirements provided in Exhibit"C"of this Agreement, which is attached hereto and incorporated herein for all purposes. 4. Termination. 4.1. Written Notice. City or Contractor 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 Contractor 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 Contractor for services actually rendered up to the effective date of termination and Contractor 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, Contractor will provide City with copies of all completed or partially completed documents prepared under this Agreement. In the event Contractor has received access to City Information or data as a requirement to perform services hereunder, Contractor will return all City provided data to City in a machine readable format or other format deemed acceptable to City. 4.4 Opportunity to Cure. In the event the Contractor fails to perform according to the terms of this Agreement. The Department head or his/her designee may notify the Contractor, in writing, of its failures. A meeting may be arranged to discuss the Contractor's deficiencies. A written cure notice may be prepared giving the Contractor fourteen(14) calendar days to cure any deficiency. This provision does not in any way prohibit the City from immediately terminating this contract for its sole convenience or any other remedies 5. Disclosure of Conflicts and Confidential Information. 5.1 Disclosure of Conflicts. Contractor hereby warrants to City that Contractor has made full disclosure in writing of any existing or potential conflicts of interest related to Contractor's services under this Agreement. In the event that any conflicts of interest arise after the Effective Date of this Agreement, Contractor hereby agrees immediately to make full disclosure to City in writing. 5.2 Confidential Information. Contractor, 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 Contractor. It will be the responsibility of Contractor to submit reasons Contractor Services Agreement—Gem Southwest LLC Page 2 of 77 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. Contractor 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. Contractor 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,Contractor 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. Contractor 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,papers and records,including,but not limited to, all electronic records,of Contractor involving transactions relating to this Agreement at no additional cost to City. Contractor agrees that City will have access during normal working hours to all necessary Contractor 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 Contractor reasonable advance notice of intended audits. 7. Independent Contractor. It is expressly understood and agreed that Contractor 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, Contractor 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, Contractors, and subcontractors. Contractor acknowledges that the doctrine of respondeat superior will not apply as between City, its officers, agents, servants and employees, and Contractor, its officers, agents, employees, servants, contractors, and subcontractors. Contractor further agrees that nothing herein will be construed as the creation of a partnership or joint enterprise between City and Contractor. It is further understood that City will in no way be considered a Co-employer or a Joint employer of Contractor or any officers,agents,servants,employees,contractors,or subcontractors. Neither Contractor,nor any officers, agents, servants, employees, contractors, or subcontractors of Contractor will be entitled to any employment benefits from City. Contractor 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- CONTRACTOR 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(b), MALFEASANCE OR INTENTIONAL MISCONDUCT OF CONTRACTOR, ITS OFFICERS, AGENTS, SERVANTS, EMPLOYEES, CONTRACTORS, OR SUBCONTRACTORS. 8.2 GENERAL INDEMNIFICATION- CONTRACTOR HEREBY COVENANTS AND AGREES TO INDEMNIFY,HOLD HARMLESS AND DEFEND CITY,ITS OFFICERS, Contractor Services Agreement—Gem Southwest LLC Page 3 of 77 AGENTS, SERVANTSAND EMPLOYEES, FROMANDAGAINSTANYAND ALL CLAIMS OR LAWSUITS OFANY KIND OR CHARACTER, WHETHER REAL OR ASSERTED, FOR EITHER PROPERTYDAMAGE OR LOSS(INCL UDINGALLEGED DAMAGE OR LOSS TO CONTRACTOR'S BUSINESS AND ANY RESULTING LOST PROFITS) AND/OR PERSONAL INJURY, INCL UDING DEATH, TO ANYAND ALL PERSONS,ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, TO THE EXTENT CA USED BY THE NEGLIGENT ACTS OR OMISSIONS OR MALFEASANCE OF CONTRACTOR, ITS OFFICERS, AGENTS, SERVANTS, EMPLOYEES, CONTRACTORS, OR SUBCONTRACTORS. 8.3 INTELLECTUAL PROPERTY INDEMNIFICATION— Contractor 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 Contractor bears the cost and expense of payment for claims or actions against City pursuant to this section, Contractor will have the right to conduct the defense of any such claim or action and all negotiations for its settlement or compromise and to settle or compromise any such claim; however, City 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 Contractor in doing so.In the event City,for whatever reason,assumes the responsibility for payment of costs and expenses for any claim or action brought against 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, Contractor will fully participate and cooperate with City in defense of such claim or action. City agrees to give Contractor timely written notice of any such claim or action,with copies of all papers City may receive relating thereto. Notwithstanding the foregoing, City's assumption of payment of costs or expenses will not eliminate Contractor'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, Contractor 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 Contractor terminate this Agreement, and refund all amounts paid to Contractor by City, subsequent to which termination City may seek any and all remedies available to City under law. 8.4 ENVIRONMENTAL INDEMNIFICATION - Contractor does hereby release, indemnify, reimburse, defend and hold harmless the City of Fort Worth from and against any and all environmental damages and the violation of any and all environmental requirements resulting from the cleaning, handling, collection, transportation, storage and disposal of hazardous waste by contractor resulting in an act of omission of environmental violation. Environmental Damages shall mean all claims, judgments, damages, losses, penalties,fines,liabilities (including strict liability),encumbrances,liens,costs,and expenses Contractor Services Agreement—Gem Southwest LLC Page 4 of 77 of investigation and defense of any claim, whether or not such claim is ultimately defeated, and of any good faith settlement or judgment, of whatever kind or nature, contingent or otherwise,matured or unmatured,foreseeable or unforeseeable,including without limitation reasonable attorney's fees and disbursements and consultant's fees, any of which are incurred as a result of handling, collection, transportation, storage, disposal, treatment, recovery, and/or reuse of waste pursuant to this contract, or the existence of a violation of environmental requirements pertaining to, and including without limitation: Damages for personal injury and death, or injury to property or natural resources; Fees incurred for the services of attorneys, consultants, contractors, experts, laboratories and all other costs in connection with the investigation or remediation of such wastes or violation of environmental requirements including, but not limited to, the preparation of any feasibility studies or reports of the performance of any cleanup, remediation, removal, response, abatement, containment, closure, restoration or monitoring work required by any federal, state or local governmental agency or political subdivision, or otherwise expended in connection with the existence of such wastes or violations of environmental requirements,and including without limitation any attorney's fees, costs and expenses incurred in enforcing this contract or collecting any sums due hereunder; and liability to any third person or governmental agency to indemnify such person or agency for costs expended in connection with the services provided under this agreement. 9. Assignment and Subcontracting. 9.1 Assignment. Contractor 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 Contractor under which the assignee agrees to be bound by the duties and obligations of Contractor under this Agreement. Contractor will be liable for all obligations of Contractor 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 Contractor referencing this Agreement under which subcontractor agrees to be bound by the duties and obligations of Contractor under this Agreement as such duties and obligations may apply. Contractor must provide City with a fully executed copy of any such subcontract. 10. Insurance. Contractor 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 (b) Automobile Liability: $1,000,000 - Each occurrence on a combined single limit basis Contractor Services Agreement—Gem Southwest LLC Page 5 of 77 Coverage will be on any vehicle used by Contractor, 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 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. Contractor Services Agreement—Gem Southwest LLC Page 6 of 77 (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 Contractor has obtained all required insurance will be delivered to the City prior to Contractor proceeding with any work pursuant to this Agreement. 11. Compliance with Laws, Ordinances,Rules and Regulations. Contractor 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. This includes, but is no limited to, all federal, state, county, and city agencies, administrations and commissions such as the Environmental Protection Agency (EPA), Occupations Safety and Health Administration(OSHA), and the Texas Commission on Environmental Quality (TCEQ). In the event any law,regulation or ordinance becomes effective after the start of this Agreement, the Contractor is required to comply with new policy. Any mandates requiring the City to comply with new guidelines will also require the Contractor comply. If City notifies Contractor of any violation of such laws, ordinances, rules or regulations, Contractor must immediately desist from and correct the violation. 12. Licenses and Permits. Contractor certifies and warrants that on the day any work is to commence under this contract and during the duration of the contract it shall have and maintain all of the current, valid, and appropriate federal, state and local licenses, authorizations, notifications, and permits necessary for the provision of services under this contract. Contractor also certifies and warrants that if it uses any subcontractor in the performance of this contract,that such subcontractor shall have and maintain all of the current, valid, and appropriate federal, state, and local licenses, authorizations, notifications, and permits necessary for the provision of services under this contract. 13. Non-Discrimination Covenant. Contractor, for itself, its personal representatives, assigns, contractors, subcontractors, and successors in interest, as part of the consideration herein, agrees that in the performance of Contractor'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 CONTRACTOR, ITS PERSONAL REPRESENTATIVES, ASSIGNS, CONTRACTORS, SUBCONTRACTORS, OR SUCCESSORS IN INTEREST, CONTRACTOR AGREES TO ASSUME SUCH LIABILITY AND TO INDEMNIFY AND DEFEND CITY AND HOLD CITY HARMLESS FROM SUCH CLAIM. 14. 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 parry, its agents, employees, servants or representatives, (2) delivered by facsimile with electronic confirmation of the transmission, or(3)received by the other parry by United States Mail,registered,return receipt requested, addressed as follows: To CITY: To CONTRACTOR: City of Fort Worth Gem Southwest LLC Attn: Assistant City Manager Linda Deng,President 200 Texas Street 3950 Platinum Way Contractor Services Agreement—Gem Southwest LLC Page 7 of 77 Fort Worth, TX 76102-6314 Dallas, TX 75237 Facsimile: (817) 392-8654 Facsimile: N/A With copy to Fort Worth City Attorney's Office at same address 15. Solicitation of Employees. Neither City nor Contractor 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. Notwithstanding the foregoing, this provision will not apply to an employee of either parry who responds to a general solicitation of advertisement of employment by either parry. 16. 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. 17. No Waiver. The failure of City or Contractor to insist upon the performance of any term or provision of this Agreement or to exercise any right granted herein does not constitute a waiver of City's or Contractor's respective right to insist upon appropriate performance or to assert any such right on any future occasion. 18. Governing 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. 19. 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. 20. Force Maieure. City and Contractor 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 Parry 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 Parry provides notice of the Force Majeure Event, and an explanation as to how it prevents or hinders the Parry'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 14 of this Agreement. Contractor Services Agreement—Gem Southwest LLC Page 8 of 77 21. Headings 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. 22. Review of Counsel. The parties acknowledge that each parry 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 parry will not be employed in the interpretation of this Agreement or Exhibits A, B, and C. 23. Amendments / Modifications / Extensions. No amendment, modification, or extension of this Agreement will be binding upon a parry hereto unless set forth in a written instrument, which is executed by an authorized representative of each parry. 24. Counterparts. This Agreement may be executed in one or more counterparts and each counterpart will, for all purposes,be deemed an original,but all such counterparts will together constitute one and the same instrument. 25. Warranty of Services. Contractor 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 Contractor's option,Contractor 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 Contractor for the nonconforming services. 26. Immigration Nationality Act. Contractor 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, Contractor will provide City with copies of all I-9 forms and supporting eligibility documentation for each employee who performs work under this Agreement. Contractor 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 Contractor employee who is not legally eligible to perform such services. CONTRACTOR WILL INDEMNIFY CITY AND HOLD CITY HARMLESS FROM ANY PENALTIES, LIABILITIES, OR LOSSES DUE TO VIOLATIONS OF THIS PARAGRAPH BY CONTRACTOR, CONTRACTOR'S EMPLOYEES, CONTRACTORS, SUBCONTRACTORS, OR AGENTS. City, upon written notice to Contractor, will have the right to immediately terminate this Agreement for violations of this provision by Contractor. 27. 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, Contractor hereby expressly assigns to City all exclusive right, title and interest in and to the Work Product, and all copies thereof, and in and to the copyright, patent, trademark, trade secret, and all other proprietary rights therein, that City may have or obtain, without further consideration, free from any claim,lien for balance due, or rights of retention thereto on the part of City. Contractor Services Agreement—Gem Southwest LLC Page 9 of 77 28. 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 Contractor. Each parry is fully entitled to rely on these warranties and representations in entering into this Agreement or any amendment hereto. 29. Change in Company Name or Ownershin. Contractor 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 Contractor 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. 30. No Boycott of Israel. If Contractor has fewer than 10 employees or this Agreement is for less than $100,000,this section does not apply. Contractor 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, Contractor certifies that Contractor's signature provides written verification to the City that Contractor: (1) does not boycott Israel; and (2)will not boycott Israel during the term of the Agreement. 31. Prohibition on Boycotting Ener2v Companies. Contractor 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, Contractor certifies that Contractor's signature provides written verification to the City that Contractor: (1) does not boycott energy companies; and (2) will not boycott energy companies during the term of this Agreement. 32. Prohibition on Discrimination Against Firearm and Ammunition Industries. Contractor 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 Contractor Services Agreement—Gem Southwest LLC Page 10 of 77 Chapter 2274 of the Government Code is applicable to this Agreement, by signing this Agreement, Contractor certifies that Contractor's signature provides written verification to the City that Contractor: (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. 33. 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. 34. Entirety of Agreement. This Agreement,including all attachments and exhibits,contains the entire understanding and agreement between City and Contractor, 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. Contractor Services Agreement—Gem Southwest LLC Page 11 of 77 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 responsible for the monitoring and administration of Valerie Washington(Dec 27,202110:08 CST) this contract,including ensuring all performance and By,Name: Valerie Washington reporting requirements. Title: Assistant City Manager Date: Dec 27, 2021 20 Ruben A. D/Az By: Ruben A.Diaz(Dec 21,202113:57 CST) Name: Ruben A. Diaz APPROVAL RECOMMENDED: Title: Code Compliance Superintendent APPROVED AS TO FORM AND LEGALITY: By, Chris MrAlli ctPr(nar J1 Jn)11N 4?rCT) Name: Christopher McAllister Title: Acting Code Compliance Asst. Director By: Name: Christopher Austria ATTEST: Title: Assistant City Attorney CONTRACT AUTHORIZATION: „wy 'S al�vdk&' M&C: N/A By: Jannette S.Goodall(Dec 28,202107:02 CST) Form 1295: N/A Name: Jannette Goodall oa440R 4 Title: City Secretary paw F°F°°°° 0�" G�d ��° °mod Pvg o=� ��� °°°00000°°°°° � CONTRACTOR: �a�nEXAsoap GEM SOUTHWEST, LLC War AQ By: lindadeng(Dec ,202109:11CST) Name: Linda Deng Title: President Date: Dec 21,2021 Zp OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX Contractor Services Agreement Page 12 of 77 EXHIBIT A SCOPE OF SERVICES 1. The City of Fort Worth through Code Compliance Department/Solid Waste Division Management operates four Drop off Stations. These stations are open to Fort Worth homeowners and some renters for disposal of trash,brush,recyclables, and household chemicals. These facilities are located in specific areas for the convenience of its residents. 2. The City of Fort Worth seeks services for the proper electronic recycling/disposal collected from Fort Worth Residents at the Drop off Stations. These facilities are located as listed below: 2.1. Drop off Station 1, (Brennan DOS) 2400 Brennan Ave,Fort Worth Texas, 76102 2.2. Drop off Station 2, (Southeast DOS) 5150 Martin Luther King Jr FWY,Fort Worth Texas, 76119 2.3. Drop off Station 3 (Old Hemphill DOS) 6260 Old Hemphill RD,Fort Worth Texas, 76134 2.4. Drop off Station 4 (Hillshire DOS) 301 Hillshire Dr, Haslet Texas, 76052 3. Hours of operations: Monday-Friday 8 A.M.-6 P.M. and Saturday 8 A.M.-5 P.M. 4. Drop off stations are closed all Sundays and all City of Fort Worth recognized Holidays; Martin Luther King Jr. Day, Memorial Day, Independence Day, Labor Day, Thanksgiving Day, Christmas Day and New Year's Day. 5. The Drop off Stations collect about 400,000 LBS of electronics and about 70 trailer loads full of electronics which are then hauled away for proper recycling and disposal. 6. Each Drop off Stations has a large loading dock specifically for electronic recycling. The outdoor concrete pad is large enough for 10 pallets to be properly packed,wrapped and then loaded. 7. SCOPE OF WORK 7.1. Contractor shall provide tractor trailer containers (no longer than 48') for use at each Drop off Station(DOS)to store collected E-Waste until requested for pickup and replace full container with empty one as necessary for operations. Containers shall remove or replace tractor trailer containers as needed to ensure DOS operations continue. A staged trailer must be available at all times at each DOS. 7.2. Contractor must provide the necessary materials such as pallets, cardboard boxes (gaylords), rolls of plastic wrap, and all other supplies for collection and transport of electronics. 7.3. The Drop off Station(City)personnel will set up the supplied pallets with gaylords and boxes for residents of Fort Worth to use them to place their electronics. After the gaylords or boxes are full with electronics, (City)personnel at Drop off Stations will load up all the electronics. 7.4. When the trailers are full, a supervisor will request the contractor a pick up scheduled within the Contractor Services Agreement—Gem Southwest LLC Page 13 of 77 following 24 hours. The full trailer will be swapped with an empty trailer. In any event(flat tire/damaged trailer)that a full trailer is not able to be swapped out, a box truck must be provided to empty the full trailer to ensure City services are able to continue. The contractor must have a minimum of eight(8)trailers and be capable of swapping out full trailers at least twice a month from each DOS. 7.5. When a supervisor calls for service request to pick up a full trailer, the contractor must generate a work order that will be sent via email to the supervisor assigned to keep track of the loads picked up from the Drop off Stations. 7.6. Once pick-up has been completed,the contractor shall provide a detailed report of electronics recycled or disposed along with a certificate of data distraction and a completion of the recycling process in accordance with the Department of Defense specifications and in compliance with all Local, State, and Federal EPA guidelines. 7.7. The contractor must follow the R2 Recycling Reuse and disposal as well as ISO 14001, and OSHAS 18001 Requirements. 8. The contractor must provide and perform as follows: 8.1. Perform,in a safe,responsible and workmanlike manner,the Services for the City regarding Material and/or Equipment provided to it by and not store Material or Equipment in an off- site location that has not been approved by City; 8.2. Recover or recycle,in an environmentally responsible manner, such Material and or Equipment in compliance with all Environmental Laws and in compliance with all Hazardous Substance laws and regulations; 8.3. Ensure compliance with all applicable federal(and applicable state)Department of Transportation regulations and Occupational Safety and Health Administration regulations; 8.4. Use commercially available technology and reasonable efforts to recycle all Material and or Equipment and any elements, chemicals and/or compounds (in particular, Hazardous Substances) within 30 days of receipt and prevent disposal(landfills and/or incineration or otherwise) of Material and or Equipment to the extent commercially reasonable; 8.5. Render a Certificate of Destruction to Client for each shipment of Material and/or Equipment under the Agreement within 30 days of receipt of Material and or Equipment 8.6. Not employ (i)prison labor, or(ii)persons under the legal working age, or(iii) foreign nationals that have not obtained government issued work permits. 8.7. Ensure that its representatives, agents, employees and independent contractors,if any,who are present on the premises of City,will conduct themselves in accordance with the rules applicable to City visitors and abide by all City safety and environmental requirements. 8.8. Confirms that it will not export or re-export Material and/or Equipment directly or indirectly, either to (i) any countries that are subject to export restrictions or(ii) any end user who has been prohibited from participating in export transactions by any agency of government. Warrants that Material and/or Equipment will not be used to develop or produce weapons of mass destruction or sold or licensed to an end user who knows or has reason to know may utilize the Material and/ or Equipment directly or indirectly in connection with weapons of mass destruction or nuclear activities. For purposes of this Agreement/Contract,the end user is the party who received the Contractor Services Agreement—Gem Southwest LLC Page 14 of 77 Materials and/or Equipment. 8.9. Covenants and agrees that it shall screen the reliability of each end user so that the Material and/or Equipment will not be used in a manner which is prohibited under this Agreement/contract, under Export Laws or otherwise, which end user is the party who received the Materials and/or Equipment. 8.10.Provide all necessary materials needed to collect electronics of varies sizes. 9. Contractor shall be within 20 miles of the Fort Worth area due to services needed within the next 24 hours of notice. 10. Contractor shall provide a clear and coherent report for the services completed as well as a report for all electronics picked up from each location. 11. Materials that will be picked up from the Drop off Stations are considered including but not limited to will be: 11.1. AC ADAPTERS -With Wire 11.2. ALL-IN-ONE COMPUTERS 11.3. ALUMINUM - DIRTY 11.4. BALLAST (NON PCB) 11.5. BATTERIES - LEAD ACID Unsealed Wet 11.6. BATTERIES-LITHIUM ION (Li-Ion)Laptop 11.7. CABLE BOX 11.8. CAMERAS 11.9. CELL PHONE - PARTS 11.10. CELL PHONE with BATTERY 11.11. CONNECTOR ENDS - GOLD 11.12. CRT MONITORS 11.13. CRT TELEVISIONS 11.14. CRT TELEVISIONS - 3 1" & SMALLER 11.15. CRT TELEVISIONS - 32" & LARGER 11.16. DESKTOPS 11.17. DESKTOPS - CORE I AND ABOVE 11.18. DESKTOPS - CORE2 11.19. DOCKING STATIONS 11.20. GAMING CONSOLES AND EQUIPMENT 11.21. HARD DRIVES COMPLETE - 3.5" 11.22. INK 11.23. LAPTOPS 11.24. LCD MONITORS - 15" 11.25. LCD MONITORS - 17" 11.26. LCD MONITORS - 19" Contractor Services Agreement—Gem Southwest LLC Page 15 of 77 11.27. LCD MONITORS - 21"-27" 11.28. LCD MONITORS - CRACKED 11.29. LCD TELEVISION -321n to 641n 11.30. LCD TELEVISIONS - 32" &LARGER 11.31. LCD TELEVISIONS - 651n& GREATER 11.32. LCD TELEVISIONS -31" & SMALLER 11.33. LCD TV 11.34. LCD TVs CRACKED SCREEN - 32" & LARGER 11.35. MIXED BOARDS - CD-ROM 11.36. MIXED BOARDS - finger boards/PCI 11.37. MIXED BOARDS -Mid Grade Board 11.38. MIXED ELECTRONICS 11.39. MIXED ELECTRONICS - LOW GRADE 11.40. MOTORS 11.41. NETWORK EQUIPMENT—Plastic 11.42. OFFICE/HOUSE PHONES 11.43. POWER SUPPLIES -With Wires 11.44. PRINTERS - lbs. 11.45. PRINTERS -Qty 11.46. PROJECTORS -lbs. 11.47. SERVERS 11.48. STEREO EQUIPMENT 11.49. TABLETS 11.50. TONER 11.51. TRANSFORMERS COPPER 11.52. UPS - BATTERY ONLY 11.53. UPS -With Battery 11.54. WIRE - CAT 5 & CAT 6 11.55. WIRE—Mixed 11.56. WIRE - X-Mas Lights Contractor Services Agreement—Gem Southwest LLC Page 16 of 77 EXHIBIT B PAYMENT SCHEDULE Description Unit Unit Price Recycling Service: Service Fee LB $ 0.10 Service: Pickup Charge EA $200.00 Contractor Services Agreement—Gem Southwest LLC Page 17 of 77 EXHIBIT C CITY'S ITB NO. 21-0192 FORT WORTH _fir- COVER PAGE Event ID Page Invited: PUBLIC EVENT DETAILS CFWO1-21-0192 1 Event Round Version Submit To. City of Fort Worth 1 1 FINANCIAL MANAGEMENT SERVICES Event Name FINANCE-Purchasing ITB Electronic Recycling and Disposal 200 Texas St.(Lower Level,South) Start Time Finish Time Fort Worth TX 76102 09/28/2021 17:00:00 CDT 10/21/2021 13:30:0o CDT United States Email: FMSPurchasingResponses@fortworthtexas.gov Event Description The City of Fort Worth seeks bids to finalize an Agreement for electronic recycling and disposal services for the Code department on an"as needed"basis. Submission Requirements and Deadlines Pre-Bid Conference October 5,2021-10:00am(Local Time) Wel-Dial 817-392-3111-Meeting number(access code)2558 822 6131 All companieslindividuals 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.govidepartrnentslfinance/purchasing/register for more information. Assigned Buyer:Jeff Cope Bids are solicited for furnishing the merchandise,supplies,services and/or equipment as set forth in this solicitation.Completed Bids including one executed original and one USB flash drive containing electronic versions of all bid documents must be received in the Purchasing Division by 1:30 P.M.,October 21,2021,and then publicly opened and read aloud at 2:00 P.M.in the Council Chambers.Bids must be submitted in a sealed envelope WITH THE BID NUMBER WRITTEN ON THE OUTSIDE OF THE ENVELOPE,addressed to the Purchasing Manager.YOUR BID MUST BE RECEIVED BY THE PURCHASING OFFICE AND TIME STAMPED PRIOR TO THE 1:30 DEADLINE IN ORDER TO BE CONSIDERED.Bids shall be mailed or hand delivered to the following address: City of Fort Worth,Purchasing Division, Lower Level,City Hall,200 Texas Street,Fort Worth,Texas 76102 Bids delivered by special courier(i.e.Federal Express,Special Delivery etc.)are to be marked on the outside of the courier s shipping envelope BID No. 21-0192,ITB-Electronic Recycling and Disposal"AND MUST BE RECEIVED BY THE PURCHASING OFFICE AND TIME STAMPED PRIOR TO THE 1:30 DEADLINE IN ORDER TO BE CONSIDERED. Late bids will be returned or destroyed;they will not be opened nor considered in the evaluation of the bid. Bids may be withdrawn at any time prior to the official opening.Bids may not be altered,amended or withdrawn after the official opening.The undersigned agrees,if the bid 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. Solicitation Documents: Cover Page Bid Submission Signature Page" Bid Solicitation— Part 1 Instructions Part 2 Scope of Services/Specifications Attachmeni-Conflict of Interest Disclosure Requirement- Attachment B-Consideration of Location of Bidder's Principal Place of Business—(if applicable) Attachment C-Vendor's Contact Information** Attachment D-Draft Service Agreement,attached as a separate document Attachment E-Reference Si Attachment F-Bidder Questionnaire- -Required to be completed and submitted.See Section 14.2,Part 1 for all required document that need to be submitted.Failure to submit all items will be grounds for rejection of a bid as non-responsive to the specifications. Contractor Services Agreement—Gem Southwest LLC Page 18 of 77 FORT WORTH 11-� BID SUBMISSION SIGNATURE PAGE Event ID Page Invited: PUBLIC EVENT DETAILS CFWO1-21-0192 2 Event Round Version Submit To: City of Fort Worth 1 2 FINANCIAL MANAGEMENT SERVICES Event Name FINANCE-Purchasing ITB Electronic Recycling and Disposal 200 Texas St.(Lower Level,South) Start Time Finish Time Fort Worth TX 76102 09/28/2021 17:00:00 CDT 10/21/2021 13:30:90 CDT United States Email: FMSPurchasingResponses@fortworthtexas_gov The undersigned,by his/her signature,represents that helshe 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 helshe 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): 21-0192 Electronic Recycling and Disposal Page 2 of 29 Contractor Services Agreement—Gem Southwest LLC Page 19 of 77 FORT WORTH Ili- BID SOLICITATION Event ID Page Invited: PUBLIC EVENT DETAILS CFWO1-21-0192 3 Event Round Version Submit To: City of Fort Worth 1 2 FINANCIAL MANAGEMENT SERVICES Event Name FINANCE-Purchasing ITB Electronic Recycling and Disposal 200 Texas St.(Lower Level,South) Start Time Finish Time Fort Worth TX 76102 09/28/2021 17:00:00 CDT 10/21/2021 13:30:90 CDT United States Email: FMSPurchasingResponses@fortworthtexas_gov Line Details Line: 1 Description: Qty Unit UnitPrice Total Recycling Service:Service Fee 400000,00 LB 1 Line: 2 Description: Qty Unit UnitPrice Total Service:Pickup Charge 70.00 EA Total Bid Amount: A bid of"0"(zero)will be interpreted by the City as a no-charge(free)item and the City will not expect to pay for that item.A bid of"no bid"or no response(space left blank will be interpreted by the City that the Oftener does not wish to bid on that item.Be advised,a"no bid"or no response may be considered as non-responsive and may result in disqualification of the bid. 21-0192 Electronic Recycling and Disposal Page 3 of 29 Contractor Services Agreement—Gem Southwest LLC Page 20 of 77 PART-1 INSTRUCTIONS 1.0 SOLICITATION 1.1 Revte►v of Documents,Bidders are expected to examine all documents that make up the Solicitation as well as any addendums.Bidders shall promptly notify the City of any omission,ambiguity,inconsistency or error that they may discover upon examination of the Solicitation by the deadline far questions listed in Section 2.0,Part 2. The City assumes no responsiN14 for any errors or misrepresentations that result from Bidders not using the completed Solicitation document and addendums. 1.2 Location of Documents:Solicitations are issued by the Purchasing❑ivision. The Iooation of the Purchasing Division are specified in the advertisement and on the first page of the solicitation, 20 EXPLANATIONS,CLARIFICATIONS OR QUESTIONS 2.1 Any explanation,clarification,or question desired by a Bidder regarding any part of the Solicitation must be requested In writing from the Purchasing Division by the question deadline listed in Section 2.0,Part 2,so that a written addendum can be posted before the submission deadline. interpretations,correctionS,or changes to the Solicitation made in any other manner are not binding upon the City,and Bidders shall not rely upon such interpretations,corrections or changes.Oral explanations or instructions given before the award of the Contract are riot binding. 2.2 IN ORDER FOR QUESTIONS TO BE ANSWERED,ALL QUESTIONS MUST BE HAND DELIVERED OR SENT BY E-MAIL BEFORE THE QUESTION DEADLINE AND MUST BE IDENTIFIED AS FOLLOWS. 2.2.1 All explanation,clarification or questions must clearly identify the buyer's name and the bid number on the document or on the subject line,if sent by and email. For example °Attention;Buyer name and Bid No.XX-XX ' ff the buyer's name and bid number is not included as specified above,the question(s)will NOT be answered. 2.2.2 Delivery of questions by: 2.2.2.1 Hand Delivery—Fort Worth City Hall,Purchasing Division,Lower Level, 200 Texas Street, Fort Worth Texas,76102. 2.2.2.2 Via Email—FMSPurchasingResponses01ortworthtexas.gov 2.2.2.2.1 Please note,if an a-mail confirming receiptof your e-mai€is not received within 1 (one)business day, please contact the City of Fort Worth Purchasing at 817-392-2462. 2.3 Interpretations,corrections,or changes to the Solicitation made in any other manner are not binding upon the City, and Bidders shall not rely upon such interpretations,corrections or changes. Oral explanations or instructions given before the award of the Contract are not binding. 2.4 Any material information given to one Bidder concerning a Solicitation will be furnished by an Addendum posted on the City's website under the corresponding bid number. 21-0192 Electronic Recycling and Disposal Page 4 of 20 Contractor Services Agreement—Gem Southwest LLC Page 21 of 77 3.0 UNAUTHORIZED COMMUNICATIONS—Bidders'contact regarding this Invitation to Bid(ITB)with employees or officials of the City other than the Purchasing Manager,the Business Equity Division, or as otherwise indicated in the ITB is prohibited and may result in disqualification from this procurement process. No officer,employee,agent or representative of the Respondent shall have any contact or discussion,verbal or written,with any members of the City Council,City staff or City's consultants,or directly or indirectly through others,seek to influence any City Council member,City staff,or City's consultants regarding any matters pertaining to this solicitation,except as herein provided. Any violation of this prohibition may result in the Respondent being disqualified from the procurement process. Any oral communications are considered unofficial and non-binding with regard to this ITB. 4.0 PREBID CONFERENCE—October 5,2021 10:e0am(local Time)via WebEx.Dial 817-392-1111, Meeting number(access code)2558 822 6131 5.0 PREPARATION OF BIDS 5.1 Each Bidder must furnish all information required by the Solicitation in order to be evaluated. Prices or Percent Markups submitted on other than the forms included in the Solicitation shall be considered non-responsive. 5.2 Any attempt to alter the wording in the Solicitation is ineffective and will result in rejection of the Bid. 6.0 OUANTITES-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. 7.❑ TAXES-Purchases of Goods or Services for City use are usually exempt from City,State,and most Federal Taxes. Bids may not include exempted taxes. The successful Bidder should request a Tax Exemption Certificate from the Purchasing Division. Under no circumstances shall the City be liable to pay taxes for which the City has an exemption under any Contract. 8.0 DEFINITIONS 8.1 Brand Name or Equal:If the Solicitation indicates brand name or"equal"products are acceptable,the Bidder may offer an"equal"product and must be prepared to demonstrate those features that render it equal. Final determination of a product as"equal"remains with the City. 8.2 Delivery Time:Delivery time,if stated as a number of days,will be based on calendar days. Time is of the essence in any City purchase. If the indicated date cannot be met or the date is not indicated,the Bidder shall state its best delivery time. 8.3 Free on Board(FOB)Paint:Freight Term shall be FOB Destination,Freight Prepaid and Allowed. This means the Vendor or Shipper awns goods in transit and is liable for delivery to the point of destination. 8.3.1 The Vendor or Shipper is responsible for filing any claims with the delivering carrier for breakage or other loss and for any damage resulting from transportation. 8.3.2 The Bidder should quote its lowest and best price,with the goods delivered to the place specified,at the Bidder's expense and risk,and their tender delivery to the City. 8.3.3 Bids offering any other delivery terms are not acceptable and may be cause for reiection. 21-0192 Electronic Recycling and Disposal Page 5 of 29 Contractor Services Agreement—Gem Southwest LLC Page 22 of 77 9.0 PRICESIPERCENTAGE DISCOUNT 9.1 Bid prices and percentage markup shall be firm offers unless otherwise specified. Pricing and percentage markup shall be entered on the Bid Offer Sheet. 9.2 In the event of a discrepancy between unit price and extended price,the unit price shall govern. 9.3 Prices shall be offered in the Dollars of the United States of America(or decimal fractions thereof). 10.0 SIGNATURE-The Bidder must provide a wet signature on each document in the Solicitation requiring a signature. Any change made to the Bid must be initialed by the Bidder. 11 0 PROPRIETARY INFORMATION SUBMITTED IN THE BID 11.1 All material submitted to the City becomes public property and is subject to the Texas Open Records Act upon receipt, 11.1.1 If a Bidder does not desire proprietary information in the bid to be disclosed,each page must be identified and marked proprietary at time of submittal. The City will, to the extent allowed by law,endeavor to protect such information from disclosure. If a Public Information Request is made for Bidder's proprietary information,the Bidder will be notified so that they can submit a Iefter to the Texas Attorney General.The final decision as to information that must be disclosed lies with the Texas Attorney General. 11.1,2 Failure to identify proprietary information will result in all unmarked sections being deemed non-proprietary and available upon public request. 12.0 BID PREPARATION COSTS-All costs associated with preparing a Bid in response to a Solicitation shall be borne by the Bidder. 13.0 PAYMENTS 13.1 All payment terms shall be"Net 30 Days"from the date the City receives a correct invoice. 13.2 Successful bidders are encouraged to register for direct deposit payments prior to providing goods andlor services using the forms posted on the City's website at https:/lwww.fortwo rt htexa s.goy/de pa rtmentslf i na ncelpu rc has i nglach 14.0 SUBMISSION OF BIDS 14.1 Bid documents-Unless otherwise specified,Bidders are required to submit a signed executed original and one scanned copy of the entire bid submittal on a flash drive. Bids must be submitted in a sealed envelope with the bid number written on the outside of the envelope. 14.2 Documents required to be submitted with Bid;Bidders shall submit all the items listed below and utilize the format below to submit their bid prior to the bid submission deadline. 14.2.1 The completed and signed bid Submission Signature Page, 14.2.2 The completed Bid Solicitation; 14.2.3 Reference list of a minimum of three(3)current customers(comparable in size) who the bidder has recently provided subject services cn a continuing basis aver a three(3)year. rc�,�er ex. 21-0192 Electronic Recycling and Disposal Page 6 of 29 Contractor Services Agreement—Gem Southwest LLC Page 23 of 77 14.2.4 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. 14.2.5 Bidder's background,number of years in business,size of bidder's labor pool and bidder's timeframe to provide workers after notification. 14.2.6 A completed and signed original Conflict of Interest 0 us sbc n nai re,Attachment A. 14.2.7 A completed Consideration of Location of Bidder's Principal Place of Business, Attachment B,if applicable. 14.2.E A completed and signed Vendor Contact Information,Attachment C. 14.2.9 A completed Bidder Quest ionnaire,Attachment E. 142.10 Signed Addendum(s)acknowledging receipt. 142.11 Scanned copy of all documents listed in Section 14.2,Part 1. 142.12 Any other document included in the Solicitation requiring completion or execution by the Bidder. 14.3 Failure to submit all the items listed in Section 14.2,Part 1 will be grounds for rejection of a bid as non-responsive to the specifications. 15.❑ LATE 81175 15.1 Bids must be received in the Purchasing Division prior to the bid submission deadline.All Bids received after the submission deadline are considered late and will be returned to the Bidder unopened. 15.2 Purchasing's time stamp clock is the official time of record.However,if the time stamp is not available or broken,the date and time written on the bid receipt by Purchasing staff shall be the time of record. 15.3 It is the sole responsibility of the Bidder to ensure timely delivery of the Bid to the Purchasing Division. The City will not be responsible for failure of service on the part of the U.S.Postal Office,courier companies,or any other form of delivery service chosen by the Bidder to deliver before the hid due date and time. 15.4 Bids delivered to a City location other than the Purchasing Division will not be considered. The Bid must be reoeived by the Purchasing Division and stamped before deadline to be considered. 16.0 MODIFICATION OR WITHDRAWAL OF BIDS 16.1 Modification of Bids:Bids may be modified in writing at any time prior to the bid submission deadline. 16.2 Withdrawal of Bids.Bids may be withdrawn in writing,or by facsimile(provided that the facsimile is signed by the Bidder)at any time prior to the bid submission deadline. A Bid may also be withdrawn in person by a Bidder, provided the withdrawal is made prior to the bid submission deadline. A receipt of withdrawal must be signed by the Bidder. No Bids may be withdrawn after the bid submission deadline without forfeiture of the Bid guarantee, unless there is a material error in the Bid. Withdrawn Bids may be resubmitted,with or x„war.zw: 21-0192 Electronic Recycling and Disposal Page 7 of 29 Contractor Services Agreement—Gem Southwest LLC Page 24 of 77 without modifications,prior to the bid submission deadline. The City may require proof of agency from the person withdrawing a bid. 17.0 OPENING OF BIDS The Purchasing Division representative responsible for opening Bids shall personally and publicly open all Bids timely received,reading each bid aloud. 18.0 EVALUATION FACTORS AND AWARD 13.1 Evaluation:Bidders may furnish pricing for all or any portion of the Solicitation(unless otherwise specified). However,the City may evaluate and award the Contract for any item or group of items shown on the Solicitation,or any combination deemed most advantageous to the City. Bids that specify an"all or none"award maybe considered if a single award is advantageous. 18.2 Award. The Method of Award is detailed in Section 4,Part 2.(Note:A Bidder that does not earn at least 50%of the technical points will be deem"non-responsive"and will not be awarded a contract.) 18.3 Acceptance and Award of Bid:Acceptance and award of a Bid will be in the form of a Purchase Order or a Contract. Subsequent Purchase Orders may be issued as appropriate.The contents of a Bid Response shall become a part of the Contract. Under no circumstances will the City be responsible for Goods or Services provided without a Purchase Order issued by the City. 19.0 RESERVATIONS-The City expressly reserves the right to: 19.1 Specify approximate quantities in the Solicitation; 19.2 Extend the Solicitation opening date and time; 19.3 Consider and accept alternate Bids, if specified in the Solicitation,when most advantageous to the City; 19.4 Waive as an informality,minor deviations from specifications provided they do not affect competition or result in functionally unacceptable goods or services; 19.5 Waive any minor informality in any Bid or Solicitation procedure(a minor informality is one that does not affect the competitiveness of the Bidder); 19.6 Add additional terms or modify existing terms in the Solicitation before the bid submission deadline; 19.7 Reject a bid because of unbalanced unit prices bid; 19.8 Reject or cancel any or all Bids; 19.9 Reissue a Solicitation; 19.10 Procure any item by other means;and/or 19.11 Award to multiple vendors on a non-exclusive award basis,or primary and secondary vendors-..Li 21-0192 Electronic Recycling and Disposal Page 8 of 29 Contractor Services Agreement—Gem Southwest LLC Page 25 of 77 20.0 POST-BID DOCUMENTS REQUIRED FROM BIDDERS 20.1 Certificates of Insurance:When insurance is required,the successful Bidder must provide Certificates of Insurance in the amounts and for the coverages required to the Purchasing Office within 14 calendar days after notification of award,or as otherwise required by the Solicitation. 20.2 Business Equity Division Documents:If a Business Equity goal has been established for the bid,the applicable documents must be submitted by all bidders wishing to continue in the bid evaluation process within two(2)City business days after the bid opening date, exclusive of the bid opening date,to the City location specified in the bid. Bidders shall obtain a receipt from the appropriate department as evidence that the City received the documentation. 20.3 Certificate of Interested Parties Farm 1295: If the Purchase Agreement must be approved by the City Council before execution,the successful bidder is required to complete the Certificate of Interested Parties Form 1295 and submit the form to the Purchasing contact listed in the solicitation before the purchase/contract will be presented to the City Council. The form may be completed at httos:11www.ethics.state.tx.us/whatsnew/elf info form1295.htm. 21.0 PROTEST PROCEDURE 21.1 Vendors who respond to Invitations to Bid have the right to protest the solicitation process or the bid award if they believe that there has been any impropriety or unfair criteria in the process. 21.2 The Vendor must submit any protest in writing to the Purchasing Manager within 14 days after the Vendor knows,or should have known,of the facts relating to the proposed action or award. 21.3 The Purchasing Manager,or designee, is authorized to resolve a protest concerning a purchasing action through telephone discussions,mail,e-mail or in person meetings with the protesting Vendor. 21.4 After discussions or meetings,the Purchasing Manager or designee will issue a decision in writing,state the reasons for the action taken and inform the protesting Vendor of the right to review by a panel made up of City staff. 21.5 A City protest rev lew panel will consist of an Assistant City Attorney,a representative of the operating department,the Purchasing Manager and any other appropriate personnel or employees of the operating department. 21.6 If the panel is unable to resolve the protest,or if the panel makes a decision with which the Vendor does not agree,the protesting Vendor will be invited to attend the City Council meeting at which the recommended award is to be presented to the City Council and make known his/her concerns. The protesting Vendor will be instructed to arrive prior to the start of the City Council meeting and complete a card requesting to speak concerning the particular Mayor and Council Communication document(M&C)in question. 21-6.1 Vendors wishing to speak before the City Council should review the rules for registering to appear before City Council located at; httnllfartworthtexas_0ovlcitysecretary/infoldefault_aspx 4d=2914 on the City's website. rc�,�er ex. 21-0192 Electronic Recycling and Disposal Page 9 of 29 Contractor Services Agreement—Gem Southwest LLC Page 26 of 77 22.0 COOPERATIVE PURCHASING 22.1 Should other governmental entities decide to participate in this contract,Bidder,shall indicate in their proposals whether they agree that all terms,conditions,specification,and pricing would apply. 22.2 If the successful Bidder agrees to extend the resuItiing contract to other governmental entities,the following shall apply:Governmental entities within utilizing Contracts with the City of Fort Worth shall be eligible.but not obligated,to purchase mate rial/servioes under this contract(s)awarded as a result of this solicitation. All purchases by governmental entities other than the City of Fort Worth shall be billed directly to that governmental entity and paid by that governmental entity. The City of Fort Worth shall not be responsible for another governmental entity's debts. Each governmental entity shall order its own materiaVservices as needed. x�,war zm 21-0192 Electronic Recycling and Disposal Page 10 of 29 Contractor Services Agreement—Gem Southwest LLC Page 27 of 77 PART-2 SCOPE OF SERVICESISPECIFICATIONS 1.0 SCOPE 1.1 The City of Fort Worth{City}seeks bids to finalize an agreement for electronic recycling services for the Code Department on an'as needed"basis.Prospective responding bidders should ensure they download all attachments for complete responses and understanding of the agreement the City intends to award from this solicitation.The successful bidder(s),known hereafter as'Contra ctor"I'Vendor." 1.2 The quantities listed on the bid solicitation are only estimates based on previous usage and do not indicate intent to purchase or a guararrtee of future business.The City is obligated to pay for only those services actually ordered by an authorized City employee and then received as required and accepted by the City. 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,may be 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,including but not limited to handling,delivery,fuel charges,fees and certifications fees.NO ADDITIONAL CHARGES WILL BE ACCEPTED OR PAID BY THE CITY. 1.5 Any specifications or equipment that have been omitted from this scope of service that are clearly necessary or in conformance shall be considered a requirement although not directly specified or called for in the scope of services. 1.6 The submission of a bid by the bidder shall be considered evidence of compliance with these requirements. 2.0 TENTATIVE SCHEDULE OF EVENTS TASK DATE ITB Release Date September 28 2021 Pre-Bid Conference October 5 2021 at 10:00am Deadline for Questions October 7,2021 at 5PM(Local Time Answers Posted October 12,2021 ITB Responses Due Date AT 1:30 .m. Local Time October 21,2021 Recommended Vendor Selection October 2021 Mayor and Council Consideration November 2021 Contract Execution November 2021 3.0 CHANGE IN COMPANY NAME OR OWNERSHIP-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 City records.The president of the company or authorized official must sign the letter.A letter indicating changes in a company name or ownership must be accompanied with Kc 6Y.23 21-0192 Electronic Recycling and Disposal Page 11 of 29 Contractor Services Agreement—Gem Southwest LLC Page 28 of 77 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 METHOD OF AWARD 4.1 Bids will first be evaluated based upon bids received from a responsible bidder that presents the best value to the City.A responsible bidder is defined as a bidder that: 4.1.1 Meets all the requirement listed in Section 5,Part 2. 4.1.2 Submits a completed bid package that includes all documents required to be submitted with bid in Section 14.2,Part 1. 4.2 Bids that do not receive 50%or more of the total available points,excluding the points for price,will be deemed non-responsive. 4.3 The following criteria will be used to determine the best value 4.3.1 Cost of service—up to 30 points 4.3.2 Contractor's Qualifications,Experience,and References—up to 30 points 4.3.3 Availability of resources to provide services(equipment,personnel)—up to 20 poi nts 4.3.4 Contractor's approach to perform services—up to 20 points 4.4 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. 4.5 The City reserves the right to accept or reject in whole or in part any or a€1 bids received and to make an award on the basis of individual item,combination of items,or overall hid, as it is deemed in the best interest of the City.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. 4.6 If Attachment C,Local Preference,is completed by any bidder,the City will review the Attachment to determine whether Local Preference will apply to the award. 4.7 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. 4.8 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. 4.9 The City also reserves the right to rejeot the bid of a bidder who has previously failed to perform properly or complete on time agreements of a similar nature. Kcnail6Y.33w 21-0192 Electronic Recycling and Disposal Page 12 of 29 Contractor Services Agreement—Gem Southwest LLC Page 29 of 77 5.0 CONTRACTOR REQUIREMENTS IN ORDER FOR THE BID TO BE EVALUATED 5.1 The Contractor shall: 5.1.1 Have a minimum of 5[five]years of experience conducting services similar or related to the-Scope of Services. 5.1.2 Have and operate a full-time,permanent business address with the ability to be reached by email and telephone. 5.1.3 The contractor must have a minimum of eight(8)trailers and be capable of swapping out full trailers at least twice a month from each Drop of Stations(DOS). 60 CONTRACTOR RESPONSIBILITIES 6.1 Contractor shall pickup proper electronic recyclingldisposaI collected from Fort Worth residents at the DOS listed below: 61.1 DOS 1,(Brennan DOS) 2400 Brennan Ave Fort Worth Texas,76102 6.1.2 DOS 2,(Southeast DOS) 5150 Martin Luther King Jr FVVY Fort Worth Texas,76119 6.1.3 DOS 3,(Old Hemphill DOS) 6260 Old Hemphill RD Fort Worth Texas,76134 6.1.4 DOS 4(Hillshire DOS) 301 Hillshire Dr. Haslet Texas,76052 Hours of operations:Monday-Friday 8.00 am to 5.00 pm and Saturday 8.00 am to 5.00 pm. DOS are closed all Sundays and all City of Fort Worth recognized Holidays; Martin Luther King Jr. Day, Memorial Day, Independence Day,Labor Day,Thanksgiving Day,Christmas Day and New Years Day. 6.2 The DOS collects about 40 0,00 0 pounds(LBS)of electronics and about 70 trailer loads full of electronics which are then hauled away for proper recycling and disposal. 6.3 Each DOS has a large loading dock specifically for electronic recycling.The outdoor concrete pad is large enough for 10 pallets to be properly packed,wrapped and then loaded into trailer. 6.4 Contractor shall provide tractor trailer containers(no longer than 48')for use at each DOS store collected E-Waste until requested for pickup and replace full container with empty one as necessary for operations.Contractor stall remove or replace tractor trailer containers as needed to ensure DOS operations continue.Staged trailers must be available at all times at each DOS. 6.5 Contractor must provide the necessary materials such as pallets,cardboard boxes (gay lords),rolls of plastic wrap,and all other supplies for collection and transport of electronics. E_„ 0.2m 21-0192 Electronic Recycling and Disposal Page 13 of 29 Contractor Services Agreement—Gem Southwest LLC Page 30 of 77 6.6 The DOS(City)personnel will set up the supplied pallets with gaylords and boxes for residents of Fort Worth to use them to place their electronics.After the gaylords or boxes are full with electronics,(City)personnel at DOS will load up all the electronics into the trailer. 6.7 When the trailers are full,a supervisor will request the contractor for a piok up schedule within the following 24 hours.The full trailer will be swapped with an empty trailer. In any event(flat tire/damaged trailer)that a full trailer is not able to be swapped out,a box truck must be provided to empty the full trailer to ensure City services are able to continue.The contractor must have a minimum of eight(8)trailers and be capable of swapping out full trailers at least twice a month from each DOS. 6.7.1 When a supervisor calls for service and request to pick up a full trailer,the contractor must generate a work order that will be sent via email to the supervisor assigned to keep track of the loads picked up from the DOS. 6.7.2 Once pick-up has been completed,the contractor shall provide a detailed report of electronics recycled or disposed along with a certificate of data destruction and a completion of the recycling process in accordance with the Department of Defense (DOD)specifications and in compliance with all Local;State;and Federal Environmental Protection Agency(EPA)guidelines. 6.7.3 The contractor shall follow the R2 Recycling Reuse and Disposal as well as International Organization for Standardization(ISO)14001 and Inte mat ionaI Occupational Health and Safety Management Standard(OHSAS)18001 Requirements. 6.8 The contractor shall provide and perform,in a safe,responsible and workmanlike manner, the services for the City regarding material andlor equipment provided to it by and not store material or equipment in an off-site location that has not been approved by City. 6.9 The contractor shall recover or recycle, in an environmentally responsible manner,such material and or equipment in compliance with all environmental laws and in compliance with all hazardous substance laws and regulations. 6.10 The contractor shall ensure compliance with all applicable federal(and applicable state) Department of Transportation(DOT)regulations and Occupational Safety and Health Administration(OSHA)regulations. 6.11 The contractor shall use commercially available technology and reasonable efforts to recycle all material and or equipment and any elements,chemicals and/or compounds(in particular,hazardous substances)within 30 days of receipt and prevent disposal(landfills andlor incineration or otherwise)of material and or equipment to the extent commercially reasonable. 6.12 The contractor shall render a Certificate of Destruction to the City for each shipment of material andlor equipment under the agreement within 30 days of receipt of material andlor equipment. 6.13 The contractor shall not employ(i)prison labor,or(ii)persons under the legal working age, or(iii)foreign nationals that have not obtained government issued work permits. 6.14 The contractor shall ensure that its representatives,agents,employees and independent contractors,if any,who are present on the premises of City,will conduct themselves in accordance with the rules applicable to City visitors and abide by all City safety and environmental requirements. x�,war zm 21-0192 Electronic Recycling and Disposal Page 14 of 29 Contractor Services Agreement—Gem Southwest LLC Page 31 of 77 6.15 The contractor shall confirm that it will not export or re-export material and/or equipment directly or indirectly,either to(i)any countries that are subject to export restrictions or(ii) any end user who has been prohibited from participating in export transaoticns by any agency of government.Warrants that material and/or equipment will not be used to develop or produce weapons of mass destruction or sold or licensed to an end user who knows or has reason to know may utilize the material and/or equipment directly or indirectly in connection with weapons of mass destruction or nuclear activities.For purposes of this agree me Woontract,the end user is the party who received the materials and/or equipment. 6.16 The contractor shall screen the reliability of each end user so that the material and/or equipment will not be used in a manner which is prohibited under this agree ment/contract, under export laws or otherwise,which end user is the party who received the materials and/or equipment. 6.17 The contractor shall provide all necessary materials needed to collect electronics of varies sizes. 6.18 The contractor shall be available within a 24 hour notice. 6.19 The contractor shall provide a clear and coherent email report for all services completed and include a list of all electronics picked up from each DOS.The report will be due within two weeks from the date of pickup. 70 MATERIAL OR EQUIPMENT PICKED UP FROM DOS 7.1 Materials that will be picked up from the❑CAS are considered including but not limited to will be. 7.1.1 Ac Adapters-With Wire 7.1.2 All-ln-One Computers 7.1.3 Aluminum-Dirty 7.1.4 Ballast Non Polychlorinated Biphenyls(PCB) 7.1.5 Batteries-Lead Acid Unsealed Wet 7.1.6 Batteries-Lithium Ion{Li-ion}Laptop 7.1.7 Cable Box 7.1.8 Cameras 7.1.9 Cell Phone-Parts 7110 Cell Phone With Battery 7.1.11 Connector Ends-Gold 7.1.12 CRT Monitors 7.1,13 Cathode-ray tube(CRT)Televisions 7.1.14 CRT Televisions-31"&Smaller kn-.x.•.Y:..i 21-0192 Electronic Recycling and Disposal Page 15 of 29 Contractor Services Agreement—Gem Southwest LLC Page 32 of 77 7.1.15 CRT Televisions-32"&Larger 7.1.16 Desktops 7.1.17 Desktops-Core I And Above 7.1.18 Desktops-Core 2 7.1.19 Docking Stations 7.1.20 Gaming Consoles And Equipment 7.1.21 Hard Drives Complete-35' 7.1.22 Ink 7.1.23 Laptops 7.1.24 Liquid Crystal Display{LCD}Monitors-15" 7.1.25 LCD Monitors-17" 7.1.26 LCD Monitors-19" 7.1.27 LCD Monitors-21"-27" 7.1.28 LCD Monitors-Cracked 7.1.29 LCD Televisions(TV)-32in To 64in 7.1.34 LCD TV-32"&Larger 7.1.31 LCD TV-65in&Greater 7.1.32 LCD TV-31"&Smaller 7.1.33 LCD TV 7.1.34 LCD TV Cracked Screen-32'&Larger 7.1.35 Mixed Boards-Compact Disc(Cd-Rom) 7.1.36 Mixed Boards-Finger Boards/Peripheral Component Interconnect(PCI) 7.1.37 Mixed Boards-Mid Grade Board 7.1.38 Mixed Electronics 7.1.39 Mixed Electronics-Low Grade 7.1.40 Motors 7.1.41 Network Equipment-Plastic 7.1.42 Office/House Phones Kcnail6Y.3�ci 21-0192 Electronic Recycling and Disposal Page 16 of 29 Contractor Services Agreement—Gem Southwest LLC Page 33 of 77 7.1.43 Power Supplies-With Wires 7.1.44 Printers-Pounds(Lbs) 7.1.45 Printers-Quantity 7.1.46 Projectors-Lbs. 7.1.47 Servers 7.1.48 Stereo Equipment 7.1.49 Tablets 7.1.50 Toner 7.1.51 Transformers Copper 7.1.52 Uni nterrupt i ble Power Supply[UPS)-Battery Only 7.1.53 UPS With Battery 7.1.54 Wire-Category(Cat)5&Cat 6 7.1.55 Wire-Mixed 7.1.56 Wire-Christmas Lights 8.0 CITY REQUIREMENTS AND RESERVATIONS 8.1 The City will identify the location,City contact,and description of the service request to the Contractor, 8.2 The City will provide a purchase order number before the commencement of any se Nice. 9.0 LAWS,REGULATIONS,AND ORDINANCES 9.1 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, 10.0 INVOICING REQUIREMENTS 10.1 The City of Fort Worth has begun implementing an automated invoicing system. 10.2 The Contractor shall send invoices electronically to our centralized Accounts Payable department invoice email address:srlpplierirrvoices(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. rc.,�er ex. 21-0192 Electronic Recycling and Disposal Page 17 of 29 Contractor Services Agreement—Gem Southwest LLC Page 34 of 77 10.3 Please inolude the following on the subject Ilne of your e-mail:vendor name,invoice number,and PO number,separated by an underscore(ex:Example, Inc._123466 FVV013- 0000001234). 10.4 To ensure the system can successfully process your invoice in an expedient manner, please adhere to the fallowing 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.FWp13) • 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. 10.5 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 supplierinvoices(cDfortworthtexas.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 at: ZZ FIN Accounts Pavable0fortworthtexas.00v. 10.6 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. 10.7 If electronic invoicing is not passible,you may send your paper invoice to: City of Fort Worth Attn: FM5 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 Contractor's support. If Contractor has any questions, please contact the Accounts Payable team at(817)392- 2451 or by email to ZZ FIN Accounts Payablenjortworthtexas.gov. 10.8 Contractor shall not include Federal,State of City sales tax in its invoices.City shall furnish a tax exemption certificate upon Vendors request. 11.0 UNIT PRICE ADJUSTMENT 11.1 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, 21-0192 Electronic Recycling and Disposal Page 18 of 29 Contractor Services Agreement—Gem Southwest LLC Page 35 of 77 11.2 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. 11.3 If the City concludes that the rate increase being requested is exorbitant,the City reserves the right to adjust the rate request;or reject the rate request in its entirety and allow the contract to expire at the end of the contract term. If the City elects not to exercise the renewal option,the Purchasing Division will issue a new solicitation. 11.4 Prices bid shall remain firm for each one-year term of the Agreement and shall include all associated freight and delivery costs. 11.5 Prices offered shall be used for bid analysis and for Agreement pricing.In cases of errors in extensions cr totals,the unit prices offered will govern. 11.6 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 extend beyond and survives the expiration or termination of this Agreement. 11.7 Goods and/or services shall not be suspended by the Vendor without a 30 day prior written notice to the City. 12.0 INSURANCE REQUIREMENTS—The Contractor shall carry insurance in the types and amounts for the duration of this contract as listed in the draft service agreement,Attachment D to this solicitation,and furnish certificates of insurance along with copies of policy declaration pages and policy endorsements as evidence thereof. 13.0 PERFORMANCE-Failure of the City to insist in any one or more instances upon performance of any of the terms and conditions of this Agreement shall not be construed as a waiver or relinquishment of the future performance of any terms and conditions, but the Vendor's obligation with respect to such performance shall continue in full force and effect. 14.0 SUBCONTRACTING-No subcontracting of the work under this contract will be allowed without written permission from the City. 15.0 HAZARDOUS CONDITIONS 15.1 The Vendor is required to notify the City immediately of any hazardous conditions and/or damage to any property. 15.2 Hazardous materials shall be handled with care and workers shall wear Personal Protective Equipment(PPE)while handling hazardous material.If there are questions regarding how to dispose of materials,the Contractor shall contact City of Fort Worth Code Compliance at 817-392-1234. 16.0 CONTRACT ADMINISTRATION AND TERMINATION 16.1 Contract administration will be performed by the City Department.In the event the Vendor fails to perform according to the terms of the agreement,The Department head or his/her designee will notify the Vendor,in writing,of its failures. A meeting may be arranged to discuss the Vendor's deficiencies. A written cure notice may be prepared giving the Vendor 114 calendar days to cure any deficiency. 16.2 In the event the Vendor continues with unsatisfactory performance,the department will promptly notify the Purchasing Manager who will take appropriate action to cure the AcnaIl5Y.]3a 21-0192 Electronic Recycling and Disposal Page 19 of 29 Contractor Services Agreement—Gem Southwest LLC Page 36 of 77 performance pro blem(s),which could include cancellation,termination for convenience or default. If the agreement is terminated for default,the Vendor may be held liable for excess cost and/or liquidated damages. 16.3 The Vendor will be paid only those sums due and owing under the agreement for services satisfactorily rendered,subject to offset for damages and other amounts which are;or which may become,due and owing to the City. 16.4 The City reserves the right to terminate this agreement,or any part hereof,for its sole convenience. In the event of such termination,the Vendor shall immediately stop all work hereunder and shall immediately cause any and all of its suppliers and subVendors to cease work.Subject to the terms of this agreement,the Vendor shall be paid a percentage of the agreement price reflecting the percentage of the work performed prior to the notice of termination,plus reasonable charges the Vendor can demonstrate to the satisfaction of the City using its standard record keeping system,have resulted from the termination. However,in no event shall the total of all amounts paid to the Vendor exceed the agreement price.The Vendor shall not be reimbursed for any profits which may have been anticipated, but which have not been earned up to the date of termination. 17.0 RIGHTS TO INVENTIONS MADE UNDER A CONTRACTOR AGREEMENT 17.1 If the Federal award meets the definition of"funding eCFR—Code of Federal Regulations agreement'under 37 CFR§401.2(a)and the recipient or subrecipient wishes to enter into a contract with a small business firm or nonprofit organization regarding the substitution of parties,assignment or performance of experimental,developmental,or research work under that"funding agreement,"the recipient or subrecipient must comply with the requirements of 37 CFR Part 401,"Rights to Inventions Made by Nonprofit Organizations and Small Business Firms Under Govern merd Grants,Cord racts and Cooperative Agreements,"and any implementing regulations issued by the awarding agency. !8.0 CLEAN AIR ACT AND FEDERAL WATER POLLUTION CONTROL ACT 18.1 Vendor shall comply with all applicable standards,orders or regulations issued pursuant to the Clean Air Act(42 U.S.C.7401-7671q)and the Federal Water Pollution Control Act as amended(33 U.S.C.1251-1387).Violations must be reported to the Federal awarding agency and the Regional office of the Environmental Protection Agency(EPA). 19.0 DEBARMENT AND SUSPENSION 19.1 Per Executive Orders 12549 and 12689,a contract award(see 2 CFR 180.220)shall not be made to parties listed on the govern merd-wide exclusions in the System for Award Management(SAM),in accordance with the OMB guidelines at 2 CFR 180 that implement Executive Orders 12549(3 CFR part 1986 Comp.,p.189)and 12689(3 CFR part 1989 Comp.,p.235),"Debarment and Suspension."SA Exclusions contains the names of parties debarred,suspended,or otherwise excluded by agencies,as well as parties declared ineligible under statutory or regulatory authority other than Executive Order 12549. 20.0 BYRD ANTI-LOBBYING AMENDMENT(31 U.S.C.1352) 20.1 Firms that apply or bid for an award exceeding$100,000.00 must file the required certification. Each tier certifies to the tier above that it will not and has not used Federal appropriated funds to pay any person or organization for influencing or attempting to influence an officer or employee of any agency,a member of Congress,officer or employee of Congress,or an employee of a member of Congress in connection with obtaining any Federal contract,grant or any other award covered by 31 U.S.C.1352.Each tier must also disclose any lobbying with non-Federal funds that takes place in connection AcnRLCY.]2x 21-0192 Electronic Recycling and Disposal Page 20 of 29 Contractor Services Agreement—Gem Southwest LLC Page 37 of 77 with obtaining any Federal award.Such disclosures are forwarded from tier to tier up to the non-Federal award. 20.2 Bidders shall provide proof of Byrd Anti-Lobbying Amendment certification filiings with their bid,if the bid exceeds$100,000.00. 21.0 NO BOYCOTT OF ISRAEL 21.1 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. 22.0 PROHIBITION ON BOYCOTTING ENERGY COMPANIES 22.1 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 (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. 23.0 PROHIBITION ON DISCRIMINATION AGAINST FIREARM AND AMMUNITION INDUSTRIES 23.1 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�.' 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 publio 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 Cade,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. Acnail6Y.]:cV 21-0192 Electronic Recycling and Disposal Page 21 of 29 Contractor Services Agreement—Gem Southwest LLC Page 38 of 77 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 CIO('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 C I Q is enclosed with submittal documents. The form is also available at httplAwvw.ethics.state.tx.uslformslCIC.pdf. 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 Contractor name in the#1,use NIA in each of the areas on the form. However,a signature is required in the#7 box in all cases. 21-0192 Electronic Recycling and Disposal Page 22 of 29 Contractor Services Agreement—Gem Southwest LLC Page 39 of 77 CONFLICT OF INTEREST QUESTIONNAIRE FORM CIO For vendor doing business with local governmental entlty This questionnaire refiec:s changes made ro the law by H.R.23,434ih leg.,Regular Session. OFAGE USE ONLY This questionnaire i being filed in accordance wrlh Chapter 176,Local Government Code,by a vendor who cals laecVrad has a business relationship as defined by Saclion 17s-0010-E0 with a focal goveinmen7al entity and the vendor meeatz requiremems under Secdon 176-nortal- By taw this questionnaire must he fiM with are records adminisiraior of the local grnrenmaemal entity not laser than she 7th business dory after the data Ifle vendor becomes aware of facts that require the stasemerlt to be fded. Sea Secton 176.006(a-3),Locai Govemmgnt Gods. A vendor c{lnlrnits an dfferrA H ft vandal krpm ngy violates.Section 17G-Gi76.Lwat Ckyernnlem�cde.Ar offense urtder this"un is a misdemeanor. 11 Nees of wridar who has a business relationship with local governmental entity. 2 Check this hex liyou are}Piing en update toe prsviouslyfiied glresdonnalra[The law requires that you hle an updated completed questionnaire with tfle appropriate filing authority not later ratan the 7th business day after the date on which you became aware that the originally filed questionnaire was incomplete or inaccuraW.) 3 Name of local government officer about whom the Informatfan is being disclosed: Name of Officer 41 Describe each employment or other business ratatianship with the local government otficer,or a iarnily member of tho officer,as described by Section 17S.4U3tai(21{A).Also describe any family relationship with the local government officer. Complete subparts A and B foreach employment or business miationship described.Attach additional pagas 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 incomg. other khan investment income,from the vondorP Yes F-1No B.is thevendx rece vino of likely to mcem taxabfa income,other lhan investment income,from ar at the direction Of the local government officer OF a Family member of the officer AND tho taxable income is not recgtved from the local governmental entity? Yes F-1No 5 Dpscribeeach employment orb usinNm relationship that the vendor named in Section 1 maintains with a corporation or other business entity with respecl to-which the local government officer serves as an officer ar director.or holds an ownership interest at one percent or more. 6 ❑ Check this box itthovendar has given the kcal govemmem officer or a family memberofthe officer aria or more gifis as descried in Section 176.OWa}(2)(B),excluding gifts described in Section 176.002(a-t), i nattne of vffdof doing buMingss wth IhL governments Form provided by Texas Flhics Camnassion wnnr.ethics.slate-I1r.us Re>rised 11112021 a�,e�rs v na 21-0192 Electronic Recycling and Disposal Page 23 of 29 Contractor Services Agreement—Gem Southwest LLC Page 40 of 77 CONFLICT OF INTEREST QUESTIONNAIRE For vendor doing business with local governtnerdal entity A complete copy of chapter 176 ofthe Laval Government Code may be found at iwttplJwww.sfaAi[es.legis.state.tx. s DccsiLG htrrVLG 176.hlm.For easy referenoe,below are some of the sec€lons cited on this form. Loca I Govemment Code4176.001{i-a}:"Business relaionship"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 s ubject to rate or fee regulation by a Federal,state,or local governmental entity or an agency of a tederal,state,or local governmental entity; (B) a f ransaction conducted at a price and subject to terms available to the public;or (C)a purchase or lease of goods or services fro m 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 4176.(10%a)t2HA)and(t3): (a)A local government officer shall file a confficts disclosure statement with respect to avendor if- (2)thevendor- (A)has an empicyntent 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 irnvestment income,that exceeds$2,500 during the 12-month period preceding the dale thatthe officerbecomes aware that (i)acontract between the local govemmentai entity andvendorhas been executed; or (iij the local governmental entity is considering entering into a contract with the vendor. (B)has given to the local government officer ora family member of the officer-one or more gifts that have an aggregate value of more than$100 inthe f2dnonth period preceding the date the off beer becomes awarefhat: (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 Lava I Government Code 4176AMa}and fa-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 ol'that local governmental entily,or a family member of the officer,described by Section 176.003(a1(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)(2XB),excluding any gilt described by Section 176.003(a-1);or (3y has a family relationship with a local government officer of that local governmental entity_ (a-1)The completed conflict of interest questionnaire must be ffled with the appropriate records administrator not later than the seventh business day after the later of: (1) [he date that the vendor- (A) begins discussions or negotiatfons to enter into a contract with the local govemir,ental entity;or (B)subrri its to the local governmental entity an application.response to arequesl for pFoposals or bids,correspondence,or another writing related to a potential contract with the local governmental enlity;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 thevendor has given o ne or more g rfts described by Subsection(a);or (C)of a family relationship with a local government officer- 'vim prmkW by Tess Ethics Cammisaon yrmr_ethics.sta[e_rx.us Re, d uyrxa= Rewadd 4Yex 21-0192 Electronic Recycling and Disposal Page 24 of 29 Contractor Services Agreement—Gem Southwest LLC Page 41 of 77 ATTACHMENT-B CONSIDERATION OF LOCATION OF BIDDER'S PRINCIPAL PLACE OF BUSINESS Section 2-14 of the Fort Worth Code of Ordinances authorizes the City Council, when considering competitive sealed bids,to enter into a contract for certain purchases with a bidder whose principal place of business is in the corporate limits of the City of Fort Worth and whose bid is within 3 or 5 percent of the lowest bid,depending on the value of the request and goods or services requested,if the lowest bid is from a business outside the municipality and contracting with the local bidder would provide the best combination of price and other economic benefits to the municipality. Requests to be considered a local business must be submitted on this form with bid packages to be considered by the City of Fort Worth. Questions should be addressed to the Purchasing staff listed in the bid or request package. The Fort Worth City Council requires the following information for consideration of location of a bidder's principal place of business. Add additional sheets if needed to provide this information. 1. Locational Eligibility: Principal Place of Business in Fort Worth;Texas. a. Do you have a Fart Worth office? If yes,identify address: b. What percentage of estimated gross company sales (worldwide) are sales originating in Fort Worth? "Originating in Fort Worth" shall mean payable at the Fort Worth office. [must exceed 50%] 2. Economic Development opportunities resulting from contract. a. Number of Fort Worth resident-employees? b. Amount of City of Fort Worth ad valorem taxes(real and business personal property)paid by company[for prior tax year—Fort Worth office or former location, if Fort Worth office is newly- established]? Certification of information: The undersigned does hereby affirm that the information supplied is true and correct as of the date hereof,under penalty of perjury. (Company!Name) JDate) (Signature) (Printed Name and Title) 21-0192 Electronic Recycling and Disposal Page 25 of 29 Contractor Services Agreement—Gem Southwest LLC Page 42 of 77 ATTACHMENT C—VENDOR CONTACT INFORMATION Vendor's Name: Vendor's Local Address: Phone: Fax Email: Name of persons to contact when requesting services or billing questions: NamelTitle Phone: Fax: Email, NamelTitle Phone, Fax, Email; NamelTitle Phone: Fax: Email: Will your company accept P-card payments? yes no Signature Printed Name Date 21-0192 Electronic Recycling and Disposal Page 26 of 29 Contractor Services Agreement—Gem Southwest LLC Page 43 of 77 ATTACHMENT D-DRAFT SERVICE AGREEMENT The draft service agreement is attached as a separate document. 21-0192 Electronic Recycling and Disposal Page 27 of 29 Contractor Services Agreement—Gem Southwest LLC Page 44 of 77 ATTACHMENT E-REFERENCE SHEET Please complete and return this form with your bid. The Vendor shall furnish references for at least three(3)recent customers to whom products andfor services have been provided that are similar to those required by this solicitation.The City will be the sole judge of references.Please use additional sheets- 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( J Email 3. Company's Name Name of Contact Title of Contact Present Address City,State,Zip Code Telephone Number { } Fax Number{ } Email 21-0192 Electronic Recycling and Disposal Page 28 of 29 Contractor Services Agreement—Gem Southwest LLC Page 45 of 77 ATTACHMENT-F BIDDER QUESTIONNAIRE 1. !Number of years in business undercurrent company name: a. Date of business opening: b. List any former names your organization has operated under and the timeframe(s): If Bidder answers"Yes"for any of questions 2 through 5,Bidder must attach separate sheets with a brief description or explanation of the answer and provide pertinent contact information(parties'names, addresses and telephone numbers). 2. Has the Bidder ever defaulted on a contract? ❑Yes ❑No 3 Are there currently any pending judgements,claims,or lawsuits 71 Yes ©No against the Bidder? A Does Bidder currently have any pending claims,judgements or ❑Yes ❑No lawsuits against any prior client? 5 Is the Bidder or its principals involved in any bankruptcy or 71 Yes l-1 No reorganization proceedings? B. How many tractor trailer containers(no longer than 48')do you have in your fleet. 7. Number of crews Number of persons per crew 8. Please provide availability of resources to provide electronic recycling/dispasal[equipment and personnel]. 9. Please provide contractor's qualifications and experience with preforming electronic recycling/disposal. 10.Please proved the company's approach to perform the services needed as described in the specifications. 21-0192 Electronic Recycling and Disposal Page 29 of 29 Contractor Services Agreement—Gem Southwest LLC Page 46 of 77 EXHIBIT D CONTRACTOR'S BID RESPONSE TO CITY'S ITB NO. 21-0192 FORT WORTkf. - - COVER PAGE want IQ -- Page Invited: PUBLIC EVENT DETAILS F CPWD1-21-0142 1 E ev nt Round Version Submit To: City of Fort Worth FINANCIAL MANAGEMENT SERVICES Event Name FINANCE-Purchasing .,IT: Electrcnic Recycling and Disposal _ „_,,,_„___„; 200 Texas St.(Lower Level,South) EE Start Time Finish Time Fort Worth TX 76102 E.0_9L281202.1 17:00-cc CDT - Yc/ ,1/ c21 11:3c_p0.CDT _ United States Email: FMSPurchasingResponses@fortworthtexas.gov Event Description The City of Fort Worth seeks bids to finalize an Agreement Tor electronic recycling and disposal services for the Code department on an"as needed"basis. Submission Requirements and Deadlines Pre-Bkd Conference October 5,2021-10:00am(Local Time) WebEx-Dial 817-392-3111-Meeting number(access code)2558 822 6131 All comppaniestindividuals wishing to do business with the City of Fort Worth must register as a Bidder on the People Supplier portal.Please visit https:/fwww.fortworthtexas,gov/departmentsi inane/purchasing/register for more information. Assigned Buyer:Jeff Cope Blds are solicited for furnishing the merchandise,supplies,services and/or equipment as set forth in this solicitation.Completed Bids including one executed original and one USB flash drive containing electronic ' versions of all bid documents must be received in the Purchasing Division by 130 PM..October 21,2021,and then publicly opened and read aloud at 2:00 P.M.in the Council Chambers.Bids must be submitted in a sealed envelope WITH THE BID NUMBER WRITTEN ON THE OUTSIDE OF THE ENVELOPE,addressed to the Purchasing Manager.YOUR BID MUST BE RECEIVED BY THE PURCHASING OFFICEAND TIME STAMPED PRIOR TO THE-1:30 DEADLINE IN ORDER TO BE CONSIDERED.Bids shall be mailed or hand delivered to the following address: City of Fort Worth,Purchasing Division, Lower Level,City Hall,200 Texas Street,Fort Worth,Texas 76102 Bids delivered by special courier(i.e.Federal Exppress,Special Delivery etc.)are to be marked on the outside of the courier s shipping envelope BID No. 21.0192,1TB-Electronic Recycling and Disposal"AND MUST BE RECEIVED BY THE PURCHASING OFFICE AND TIME STAMPED PRIOR TO THE 1:30 DEADLINE IN ORDER TO HE CONSIDERED. Late bids will be returned or destroyed;they will not be opened not considered in the evaluation of the bid. Bids may be withdrawn at any time prior to the official opening.Bids may not be altered,amended or withdrawn after the official opening.The undersigned agrees,if the bid is accepted,to furnish any and all items upon which prices are offered,at the prices)and upon the terms,conditions and scopelspecifications contained in this document.The period for acceptance of this bid wili be 120 calendar days after the bid opening date. Solicitation Documents: Cover Page Bid Submission Signature Page" Bid Solicitation" Part 1 Instructions Part 2 Scope of Services/Specifications AttachmentA-Conflict of Interest Disclosure Requirement" Attachment B-Consideration of Location of Bidder's Principal Place of Business"(if appiicable) Attachment C-Vendors Contact Information" Attachment D-Draft Service Agreement,attached as a separate document Attachment E-Reference Sheet"' Attachment F-Bidder Questionnaire" ""Required to be completed and submitted.See Section 14.2,Part 1 for all required document that need to be submitted.Failure to submit all items will be grounds for rejection of a bid as non-responsive to the spec€fications. Contractor Services Agreement—Gem Southwest LLC Page 47 of 77 Fo rVVoRr , BID SUBMISSION SIGNATURE PAGE 9vent ID Page Invited: PUBLIC EVENT DETAILS CFW01-21-0192 _.,_..__—___—_—.___.__.......... 2 Eveni Round Version Submit To: City of Fort Worth 1 1 FINANCIAL MANAGEMENT SERVICES Event Name _ FINANCE-Purchasing TTs Electronic Recycling and Disposal __ 200 Texas St.(Lower Level,South) Start Time Finish Time Fort Worth TX 76102 09 29 2.1 11000:00 CD'P 1of23/2021 13:30:00 CDT United States Email: FMSPurchasingResponsesr_fortworthtexas.gov The undersigned,by hislher 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: 2�r��rC-q.Ob WtM L.L L° Company Address: J-llOv f �a City,State,Zip: D�1�a C TX �').3 Vendor Registration No. a 0TJ 00 C9 16-10 Printed Name of Officer or Auth rized Representative: Title: ° Signature of Officer orAutharized Representative: Date: 1 Email Address: 1 D ge5l (A� Phone Number: 1 Federal Identification Number(FIB): sJ�] t i�4 21-0192 Electronic Recycling and Disposal Page 2 of 29 Contractor Services Agreement—Gem Southwest LLC Page 48 of 77 Foln, OR l t1w r�. BID SOLICITATION Event ID Page invited: PUBLIC EVENT DETAILS Event Round Version Submit To: City of Fort Worth FINANCIAL MANAGEMENT SERVICES Event Name FINANCE-Purchasing aTa Electronic Recycling„and_oisposaa _ _ 200 Texas St.(Lower Level,South) Start Time Finish Time Fort Worth TX 76102 oa 28/zoza i�:oo:oo_CDT ae az acts. 13:30:00 cnT United States Email: FMSPurchasingResponses@fortworthtexas.gov Line Details Line: i Description: - - _Oty. ...._. Unit UnftPrice Total — - Recycling Sarvice:5ervice Fee AQOQQQ OQ LB '!"C tx1e t Line: 2 Description: _ QtY_ Unit UnitPrice Total 9ervics:Pickup Charge 70.00 FA ,�-oa--..._j _ �- Total B€dAmount: Al`0"(zero)will-be interpreted by the City as a n"harge(free)-Item and the City will-notexpectto pay for that item.A bid of"no bid"or no response(space left blank will be interpreted by the City that the Offeror does not wish to bid on that item.Be advised,a"no bid"or no response may be considered as non-responsive and may result in disqualification of the bid. 21-0192 Electronic Recycling and Disposal Page 3 of 29 Contractor Services Agreement—Gem Southwest LLC Page 49 of 77 PART-1 INSTRUCTIONS 1.0 SOLICITATION 1.1 Review of Documents:Bidders are expected to examine all documents that make up the Solicitation as well as any addendums.Bidders shall promptly notify the City of any omission,ambiguity,inconsistency or error that they may discover upon examination of the Solicitation by the deadline for questions listed in Section 2.0, Part 2. The City assumes no responsibility for any errors or misrepresentations that result from Bidders not using the completed Solicitation document and addendums. 1.2 Location of Documents:Solicitations are issued by the Purchasing Division. The location of the Purchasing Division are specified in the advertisement and on the first page of the solicitation. 2.0 EXPLANATIONS,CLARIFICATIONS OR QUESTIONS 2.1 Any explanation,clarification,or question desired by a Bidder regarding any part of the Solicitation must be requested in writing from the Purchasing Division by the question deadline listed in Section 2.0,Part 2,so that a written addendum can be posted before the submission deadline. Interpretations,corrections,or changes to the Solicitation made in any other manner are not binding upon the City,and Bidders shall not rely upon such interpretations,corrections or changes.Oral explanations or instructions given before the award of the Contract are not binding. 2.2 IN ORDER FOR QUESTIONS TO BE ANSWERED,ALL QUESTIONS MUST BE HAND DELIVERED OR SENT BY E-MAIL BEFORE THE QUESTION DEADLINE AND MUST BE IDENTIFIED AS FOLLOWS: 2.2.1 All explanation,clarification or questions must clearly identify the buyer's name and the bid number on the document or on the subject line,if sent by and email.For example:"Attention:Buyer name and Bid No.XX-XXX".If the buyer's name and bid number is not included as specified above,the question(s)will NOT be answered. 2.2.2 Delivery of questions by: 2.2.2.1 Hand Delivery—Fort Worth City Hall,Purchasing Division,Lower Level, 200 Texas Street,Fort Worth Texas,76102. 2.2.2.2 Via Email—FMSPurcha sin clResponses @fortworthtexas.aov 2.2.2.2.1 Please note,if an e-mail confirming receipt of your e-mail is not received within 1 (one)business day,please contact the City of Fort Worth Purchasing at 817-392-2462, 2.3 Interpretations,corrections,or changes to the Solicitation made in any other manner are not binding upon the City,and Bidders shall not rely upon such interpretations,corrections or changes. Oral explanations or instructions given before the award of the Contract are not binding. 2.4 Any material information given to one Bidder concerning a Solicitation will be furnished by an Addendum posted on the City's website under the corresponding bid number. uaa.mi.. 21-0192 Electronic Recycling and Disposal Page 4 of 29 Contractor Services Agreement—Gem Southwest LLC Page 50 of 77 3.0 UNAUTHORIZED COMMUNICATIONS-Bidders'contact regarding this Invitation to Bid(ITB)with employees or officials of the City other than the Purchasing Manager,the Business Equity Division, or as otherwise indicated in the ITB is prohibited and may result in disqualification from this procurement process. No officer,employee,agent or representative of the Respondent shall have any contact or discussion,verbal or written,with any members of the City Council,City staff or City's consultants,or directly or indirectly through others,seek to influence any City Council member,City staff,or City's consultants regarding any matters pertaining to this solicitation,except as herein provided. Any violation of this prohibition may result in the Respondent being disqualified from the procurement process. Any oral communications are considered unofficial and non-binding with regard to this ITB. 4.0 PREBID CONFERENCE-October 5,2021 10:00am(local Time)via WebEx.Dial 817-392-1111, Meeting number(access code)2558 822 6131 5.0 PREPARATION OF BIDS 5.1 Each Bidder must furnish all information required by the Solicitation in order to be evaluated.Prices or Percent Markups submitted on other than the forms included in the Solicitation shall be considered non-responsive. 5.2 Any attempt to alter the wording in the Solicitation Is ineffective and will result in rejection of the Bid. 6.0 QUANTITES-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. 7.0 TAXES-Purchases of Goods or Services for City use are usually exempt from City,State,and - - - most Federal Taxes. Bids may not include exempted taxes. The successful Bidder should request -- - a Tax Exemption Certificate from the Purchasing Division. Under no circumstances shall the City be liable to pay taxes for which the City has an exemption under any Contract. 8.0 DEFINITIONS 8.1 Brand Name or Equal:If the Solicitation indicates brand name or"equal"products are acceptable,the Bidder may offer an"equal"product and must be prepared to demonstrate those_features_that-rend er_it-equaL_FinaI-determination of-aproductas_"equ_aP'_rem ahns with the City. 8.2 Delivery Time:Delivery time,if stated as a number of days,will be based on calendar days. Time is of the essence in any City purchase. If the indicated date cannot be met or the date is not indicated,the Bidder shall state its best delivery time. 8.3 Free on Board(FOB)Point:Freight Terms shall be FOB Destination,Freight Prepaid and Allowed. This means the Vendor or Shipper owns goods in transit and is liable for delivery to the point of destination. 8.3.1 The Vendor or Shipper is responsible for filing any claims with the delivering carrier for breakage or other loss and for any damage resulting from transportation. 8.3.2 The Bidder should quote its lowest and best price,with the goods delivered to the place specified,at the Bidder's expense and risk,and their tender delivery to the City. 8.3.3 Bids offering any other deliver terms are not acceptable_and may be cause for rejection. 11,0-161 21-0192 Electronic Recycling and Disposal Page 5 of 29 Contractor Services Agreement—Gem Southwest LLC Page 51 of 77 9.0 PRICESIPERCENTAGE DISCOUNT 9.1 Bid prices and percentage markup shall be firm offers unless otherwise specified.Pricing and percentage markup shall be entered on the Bid Offer Sheet. 92 In the event of a discrepancy between unit price and extended price,the unit price shall govern. 9.3 Prices shall be offered in the Dollars of the United States of America(or decimal fractions thereof). 10.0 SIGNATURE-The Bidder must provide a wet signature on each document in the Solicitation requiring a signature. Any change made to the Bid must be initialed by the Bidder. 11.0 PROPRIETARY INFORMATION SUBMITTED IN THE BID 11.1 All material submitted to the City becomes public property and is subject to the Texas Open Records Act upon receipt, 11.1.1 If a Bidder does not desire proprietary information in the bid to be disclosed,each page must be identified and marked proprietary at time of submittal. The City will, to the extent allowed by law,endeavor to protect such information from disclosure. If a Public Information Request is made for Bidder's proprietary information,the Bidder will be notified so that they can submit a letter to the Texas Attorney General.The final decision as to information that must be disclosed lies with the Texas Attorney General. 11.1.2 Failure to identify proprietary information will result in all unmarked sections being deemed non-proprietary and available upon public request. 12.0 BID PREPARATION COSTS-All costs associated with preparing a Bid in response to a Solicitation shall be borne by the Bidder. 13-0 PAYMENTS 13.1 All payment terms shall be"Net 30 Days'from the date the City receives a correct invoice. 13.2 Successful bidders are encouraged to register for direct deposit payments prior to providing -- - -- -goods-andlar services using the forms-posted on the Eity s we site at----- — -- —--- ----- -- httos:!lwww fortworthtexas. ov/deDartmentslfinancelourchasinglath 14.0 SUBMISSION OF BIDS 14.1 Bid documents:Unless otherwise specified,Bidders are required to submit a signed executed original and one scanned copy of the entire bid submittal on a flash drive.Bids must be submitted in a sealed envelope with the hid number written on the outside of the envelope. 14.2 Documents required to be submitted with Bid:Bidders shall submit all the items listed below and utilize the format below to submit their bid prior to the bid submission deadline. 14.2.1 The completed and signed Bid Submission Signature Page; 14.2.2 The completed Bid Solicitation; 14.2.3 Reference list of a minimum of three(3)current customers(comparable in size) who the bidder has recently provided subject services on a continuing basis over a three(3)year. 21-0192 Electronic Recycling and Disposal Page 6 of 29 Contractor Services Agreement—Gem Southwest LLC Page 52 of 77 14.2.4 Bidders shall provide evidence that they are duly qualified and capable to fulfill and abide by the requirements fisted herein with the bid.The bidder shall demonstrate its ability to secure and perform the services within the delivery requirements specified herein. 14.2.5 Bidder's background,number of years in business,size of bidder's labor pool and bidder's timeframe to provide workers after notification. 14.2.6 A completed and signed original Conflict of Interest Questionnaire,Attachment A. 14.2.7 A completed Consideration of Location of Bidder's Principal Place of Business, Attachment B,if applicable. 14.2.8 A completed and signed Vendor Contact Information,Attachment C. 14.2.9 A completed Bidder Questionnaire,Attachment E. 14-2-10 Signed Addendum(s)acknowledging receipt. 14.2.11 Scanned copy of all documents listed in Section 14.2,Part 1. 14.2.12 Any other document included in the Solicitation requiring completion or execution by the Bidder. 14.3 Failure to submit all the items listed in Section 14.2, Part 1 will be grounds for rejection of a bid as non-responsive to the specifications. 15.0 LATE BIDS 15.1 Bids must be received in the Purchasing Division prior to the bid submission deadline.All Bids received after the submission deadline are considered late and will be returned to the Bidder unopened. 15.2 Purchasing's time stamp clock is the official time of record.However,if the time stamp is not available or broken,the date and time written on the bid receipt by Purchasing staff shall be the time of record, 15.3 It is the sole responsibility of the Bidder to ensure timely delivery of the Bid to the �— —__ - --- - Purchasing Division-The-City-will-not be responsible for failu re-of service on-the part of the-- --- - - U.S.Postal Office,courier companies,or any other form of delivery service chosen by the Bidder to deliver before the bid due date and time. 15.4 Bids delivered to a City location other than the Purchasing Division wfll not be considered. The Bid must be received by the Purchasing Division and stamped before deadline to be considered. 16.0 MODIFICATION OR WITHDRAWAL OF BIDS 16.1 Modification of Bids:Bids may be modified in writing at any time prior to the bid submission deadline. 16.2 Withdrawal of Bids:Bids may be withdrawn in writing,or by facsimile(provided that the facsimile is signed by the Bidder)at any time prior to the bid submission deadline. A Bid may also be withdrawn in person by a Bidder,provided the withdrawal is made prior to the bid submission deadline. A receipt of withdrawal must be signed by the Bidder. No Bids may be withdrawn after the bid submission deadline without forfeiture of the Bid guarantee, unless there is a material error in the Bid. Withdrawn Bids may be resubmitted,with or rz,A,d e9��cc 21-0192 Electronic Recycling and Disposal Page 7 of 29 Contractor Services Agreement—Gem Southwest LLC Page 53 of 77 without modifications,prior to the bid submission deadline. The City may require proof of agency from the person withdrawing a bid. 17.0 OPENING OF BIDS The Purchasing Division representative responsible for opening Bids shall personally and publicly open all Bids timely received,reading each bid aloud. 18.0 EVALUATION FACTORS AND AWARD 18.1 Evaluation.Bidders may furnish pricing for all or any portion of the Solicitation(unless otherwise specified). However,the City may evaluate and award the Contract for any item or group of items shown on the Solicitation,or any combination deemed most advantageous to the City. Bids that specify an"all or none"award may be considered if a single award is advantageous. 18.2 Award. The Method of Award is detailed in Section 4,Part 2.(Note.A Bidder that does not earn at least 50%of the technical points will be deem"non-responsive"and will not be awarded a contract.) 18.3 Acceptance and Award of Bid:Acceptance and award of a Bid will be in the form of a Purchase Order or a Contract. Subsequent Purchase Orders may be issued as appropriate.The contents of a Bid Response shall become a part of the Contract. Under no circumstances will the City be responsible for Goods or Services provided without a Purchase Order issued by the City. 19.0 RESERVATIONS-The City expressly reserves the right to: 19A Specify approximate quantities in the Solicitation; 19.2 Extend the Solicitation opening date and time; 19.3 Consider and accept alternate Bids,if specified in the Solicitation,when most advantageous to the City; 19.4 Waive as an informality,minor deviations from specifications provided they do not affect competition or result in functionally unacceptable goods or services; -- _—__- 19.5--Wa1ve w minorIT formaIItyin airy Bid or Solicitation procedure(a minor Informality-is one that does not affect the competitiveness of the Bidder); 19.6 Add additional terms or modify existing terms in the Solicitation before the bid submission deadline; 19.7 Reject a bid because of unbalanced unit prices bid; 19.8 Reject or cancel any or all Bids; 19.9 Reissue a Solicitation; 19.10 Procure any item by other means;and/or 19.11 Award to multiple vendors on a non-exclusive award basis,or primary and secondary vendors. 21-0192 Electronic Recycling and Disposal Page 8 of 29 Contractor Services Agreement—Gem Southwest LLC Page 54 of 77 20.0 POST-BID DOCUMENTS REQUIRED FROM BIDDERS 20.1 Certificates of Insurance:When insurance is required,the successful Bidder must provide Certificates of Insurance in the amounts and for the coverages required to the Purchasing Office within 14 calendar days after notification of award,or as otherwise required by the Solicitation. 20.2 Business Equity Division Documents:If a Business Equity goal has been established for the bid,the applicable documents must be submitted by ail bidders wishing to continue in the bid evaluation process within two(2)City business days after the bid opening date, exclusive of the bid opening date,to the City location specified in the bid. Bidders shall obtain a receipt from the appropriate department as evidence that the City received the documentation. 20.3 Certificate of Interested Parties Form 1295, If the Purchase Agreement must be approved by the City Council before execution,the successful bidder is required to complete the Certificate of Interested Parties Form 1295 and submit the form to the Purchasing contact listed in the solicitation before the purchase/contract will be presented to the City Council. The form may be completed at https:l/www.ethics.state.tx.us/whatsnew/elf info form1295_htm. 21.0 PROTEST PROCEDURE 21 A Vendors who respond to Invitations to laid have the right to protest the solicitation process or the bid award if they believe that there has been any impropriety or unfair criteria in the process. 21.2 The Vendor must submit any protest in writing to the Purchasing Manager within 14 days after the Vendor knows,or should have known,of the facts relating to the proposed action or award. _ 21.3 The Purchasing Manager,or designee,is authorized to resolve a protest concerning a purchasing action through telephone discussions,mail,e-mail or in person meetings with the protesting Vendor. 21.4 After discussions or meetings,the Purchasing Manager or designee will issue a decision in writing,state the reasons for the action taken and inform the protesting Vendor of the right ------------ - --- to review by a-panel_made_up_of_City_staff,_-_- _ - - - - -_- -- --_-___- _-- 21.5 A City protest review panel will consist of an Assistant City Attorney,a representative of the operating department,the Purchasing Manager and any other appropriate personnel or employees of the operating department. 21.6 If the panel is unable to resolve the protest,or if the panel makes a decision with which the Vendor does not agree,the protesting Vendor will be invited to attend the City Council meeting at which the recommended award is to be presented to the City Council and make known his/her concerns. The protesting Vendor will be instructed to arrive prior to the start of the City Council meeting and complete a card requesting to speak concerning the particular Mayor and Council Communication document(M&C)in question. 21.6.1 Vendors wishing to speak before the City Council should review the rules for registering to appear before City Council located at: http:llfortworthtexas.govlcitysecretar%linfoldetault.asox?id=2914 on the City's website. 21-0192 Electronic Recycling and Disposal Page 9 of 29 Contractor Services Agreement—Gem Southwest LLC Page 55 of 77 22.0 COOPERATIVE PURCHASING 22.1 Should other governmental entities decide to participate in this contract,Bidder,shall indicate in their proposals whether they agree that all terms,conditions,specification,and pricing would apply. 22.2 If the successful Bidder agrees to extend the resulting contract to other governmental entities,the following shall apply:Governmental entities within utilizing Contracts with the City of Fort Worth shall be eligible,but not obligated,to purchase materialfservices under this contract(s)awarded as a result of this solicitation. All purchases by governmental entities other than the City of Fort Worth shall be billed directly to that governmental entity and paid by that governmental entity. The City of Fort Worth shall not be responsible for another governmental entity's debts. Each governmental entity shall order its own material/services as needed. lLrvicJ GY2Ew 21-0192 Electronic Recycling and Disposal Page 10 of 29 Contractor Services Agreement—Gem Southwest LLC Page 56 of 77 PART—2 SCOPE OF SERVICEWSPECiFICATIONS 1.0 SCOPE 1.1 The City of Fort Worth(City)seeks bids to finalize an agreement for electronic recycling services for the Code Department on an"as needed"basis.Prospective responding bidders should ensure they download all attachments for complete responses and understanding of the agreement the City intends to award from this solicitation.The successful bidder(s),known hereafter as"Contractor"P'Vendor." 1.2 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 is obligated to pay for only those services actually ordered by an authorized City employee and then received as required and accepted by the City. 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,may be 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,including but not limited to handling,delivery,fuel charges,fees and certifications fees.NO ADDITIONAL CHARGES WILL BE ACCEPTED OR PAID BY THE CITY. 1.5 Any specifications or equipment that have been omitted from this scope of service that are clearly necessary or in conformance shall be considered a requirement although not directly specified or called for in the scope of services. 1.6 The submission of a bid by the bidder shall be considered evidence of compliance with these requirements. 2.0 TENTATIVE SCHEDULE OF EVENTS TASK DATE ITS Release Date September 29,2021 Pre-Bid Conference October 5,2021 at 10:00am Deadline for Questions October 7,2021 at 5PM(Local Time Answers Posted October 12,2021 ITB Responses Due Date AT 1:30 p.m. Local Time October 21,2021 Recommended Vendor Selection October 2021 Mayor and Council Consideration November 2021 Contract Execution November 2021 3.0 CHANGE IN COMPANY NAME OR OWNERSHIP-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 City records.The president of the company or authorized official must sign the letter.A letter indicating changes in a company name or ownership must be accompanied with 21-0192 Electronic Recycling and Disposal Page 11 of 29 Contractor Services Agreement—Gem Southwest LLC Page 57 of 77 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 METHOD OF AWARD 4.1 Bids will first be evaluated based upon bids received from a responsible bidder that presents the best value to the City.A responsible bidder is defined as a bidder that: 4.1.1 Meets all the requirement listed in Section 5,Part 2. 4.1.2 Submits a completed bid package that includes all documents required to be submitted with bid in Section 14.2,Part 1. 4.2 Bids that do not receive 50%or more of the total available points,excluding the points for price,will be deemed nonresponsive. 4.3 The following criteria will be used to determine the best value: 4.3.1 Cost of service—up to 30 points 4.3.2 Contractor's Qualifications,Experience,and References-up to 30 points 4.3.3 Availability of resources to provide services(equipment,personnel)—up to 20 points 4.3.4 Contractor's approach to perform services—up to 20 points 4.4 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. 4.5 The City reserves the right to accept or reject in whole or in part any or all bids received and to make an award on the basis of individual item,combination of items,or overall bid, as it is deemed in the hest interest of the City.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. 4.6 If Attachment C,Local Preference,is completed by any bidder,the City will review the — ----- --— ------- Attachment to determine whether-Local-Preference-will apply to the award.---------- --- 4.7 The City reserves and shah 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. 4.8 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. 4.9 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. 21-0192 Electronic Recycling and Disposal Page 12 of 29 Contractor Services Agreement—Gem Southwest LLC Page 58 of 77 5.0 CONTRACTOR REQUIREMENTS IN ORDER FOR THE BID TO BE EVALUATED 5.1 The Contractor shall. 5.1.1 Have a minimum of 5(five)years of experience conducting services similar or related to the Scope of Services. 5.1.2 Have and operate a full-time,permanent business address with the ability to be reached by email and telephone. 5.1.3 The contractor must have a minimum of eight(8)trailers and be capable of swapping out full trailers at least twice a month from each Drop of Stations(DOS). 6.0 CONTRACTOR RESPONSIBILITIES 6.1 Contractor shall pickup proper electronic recycling/disposal collected from Fort Worth residents at the DOS listed below: 6.1.1 DOS 1,(Brennan DOS) 2400 Brennan Ave Fort Worth Texas,76102 6.1.2 DOS 2,(Southeast DOS) 5150 Martin Luther King Jr FVVY Fort Worth Texas,76119 6.1.3 DOS 3,(Old Hemphill DOS) 6260 Old Hemphill RD Fort Worth Texas,76134 - 61.4 DOS 4(Hilishire DOS) 301 Hillshire Dr. Haslet Texas,76052 Hours of operations:Monday-Friday 8 00 am to 6:00 pm and Saturday 8:00 am to 5:00 pm. DOS are closed all Sundays and all City of Fort Worth recognized Holidays; Martin Luther King Jr.Day,Memorial Day,Independence Day, Labor Day,Thanksgiving Day,Christmas --- -- --Day and-Now-Years Day.— --- _--— 6.2 The DOS collects about 400,000 pounds(LBS)of electronics and about 70 trailer loads full of electronics which are then hauled away for proper recycling and disposal. 6.3 Each DOS has a large loading dock specifically for electronic recycling.The outdoor concrete pad is large enough for 10 pallets to be properly packed,wrapped and then loaded into trailer. 6.4 Contractor shall provide tractor trailer containers(no longer than 48')for use at each DOS store collected E-Waste until requested for pickup and replace full container with empty one as necessary for operations.Contractor shall remove or replace tractor trailer containers as needed to ensure DOS operations continue.Staged trailers must be available at all times at each DOS. 6.5 Contractor must provide the necessary materials such as pallets,cardboard boxes (gaylords),rolls of plastic wrap,and all other supplies for collection and transport of electronics. x„tea n.vaa.. 21-0192 Electronic Recycling and Disposal Page 13 of 29 Contractor Services Agreement—Gem Southwest LLC Page 59 of 77 6.6 The DOS(City)personnel will set up the supplied pallets with gaylords and boxes for residents of Fort Worth to use them to place their electronics.After the gaylords or boxes are full with electronics,(City)personnel at DOS will load up all the electronics into the trailer. 6.7 When the trailers are full,a supervisor will request the contractor for a pick up schedule within the following 24 hours.The full trailer will be swapped with an empty trailer. in any event(flat tire/damaged trailer)that a full trailer is not able to be swapped out,a box truck must be provided to empty the full trailer to ensure City services are able to continue.The contractor must have a minimum of eight(a)trailers and be capable of swapping out full trailers at least twice a month from each DOS. 6.7.1 When a supervisor calls for service and request to pick up a full trailer,the contractor must generate a work order that will be sent via email to the supervisor assigned to keep track of the loads picked up from the DOS. 6.7.2 Once pick-up has been completed,the contractor shall provide a detailed report of electronics recycled or disposed along with a certificate of data destruction and a completion of the recycling process in accordance with the Department of Defense (DOD)specifications and in compliance with all Local,State,and Federal Environmental Protection Agency(EPA)guidelines. 6.7.3 The contractor shall follow the R2 Recycling Reuse and Disposal as well as International Organization for Standardization(ISO)14001 and International Occupational Health and Safety Management Standard(OHSAS)18001 Requirements. 6.8 The contractor shall provide and perform,in a safe,responsible and workmanlike manner, the services for the City regarding material and/or equipment provided to it by and not store material or equipment in an off-site location that has not been approved by City: 6.9 The contractor shall recover or recycle,in an environmentally responsible manner,such material and or equipment in compliance with all environmental laws and in compliance with all hazardous substance laws and regulations. 6.10 The contractor shall ensure compliance with all applicable federal(and applicable state) Department of Transportation(DOT)regulations and Occupational Safety and Health ---- -- ----- --- Administration-(OSHA)regulations,-- ---- 6.11 The contractor shall use commercially available technology and reasonable efforts to recycle all material and or equipment and any elements,chemicals and/or compounds(in particular,hazardous substances)within 30 days of receipt and prevent disposal(landfills and/or incineration or otherwise)of material and or equipment to the extent commercially reasonable. 6.12 The contractor shall render a Certificate of Destruction to the City for each shipment of material and/or equipment under the agreement within 30 days of receipt of material and/or equipment. 6,13 The contractor shall not employ(i)prison labor,or(ii)persons under the legal working age, or(iii)foreign nationals that have not obtained government Issued work permits. 6.14 The contractor shall ensure that its representatives,agents,employees and independent contractors,if any,who are present on the premises of City,will conduct themselves in accordance with the rules applicable to City visitors and abide by all City safety and environmental requirements. Nc,tvil C.Y.2h' 21-0192 Electronic Recycling and Disposal Page 14 of 29 Contractor Services Agreement—Gem Southwest LLC Page 60 of 77 6.15 The contractor shall confirm that it will not export or re-export material and/or equipment directly or indirectly,either to(i)any countries that are subject to export restrictions or(ii) any and user who has been prohibited from participating in export transactions by any agency of government.Warrants that material and/or equipment will not be used to develop or produce weapons of mass destruction or sold or licensed to an end user who knows or has reason to know may utilize the material and/or equipment directly or indirectly in connection with weapons of mass destruction or nuclear activities.For purposes of this agreementicontract,the end user is the party who received the materials and/or equipment. 6.16 The contractor shall screen the reliability of each end user so that the material and/or equipment will not be used in a manner which is prohibited under this agreementicontract, under export laws or otherwise,which end user is the party who received the materials and/or equipment. 6.17 The contractor shall provide all necessary materials needed to collect electronics of varies sizes. 6.18 The contractor shall be available within a 24 hour notice. 6.19 The contractor shall provide a clear and coherent email report for all services completed and include a list of all electronics picked up from each DOS.The report will be due within two weeks from the date of pickup. 7.0 MATERIAL OR EQUIPMENT PICKED UP FROM DOS 7.1 Materials that will be picked up from the DOS are considered including but not limited to will be: 7.1.1 Ac Adapters-With Wire 7.1.2 All-In-One Computers 7.1.3 Aluminum-Dirty T1 A Ballast Non Polychlorinated Biphenyls(PCB) -----7.'[:5-_Batteries=Ceatl"A6d Ufvseale et_- _______._— 7,1.6 Batteries-Lithium Ion(Li-ion)Laptop 7.1.7 Cable Box 7.1.8 Cameras 7.1.9 Cell Phone-Parts 7.1.10 Cell Phone With Battery 7.1.11 Connector Ends-Gold 7.1,12 CRT Monitors 7.1.13 Cathode-ray tube(CRT)Televisions 7.1.14 CRT Televisions-31"&Smaller i�i9w waa 21-0192 Flectronic Recycling and Disposal Page 15 of 29 Contractor Services Agreement—Gem Southwest LLC Page 61 of 77 7,1.15 CRT Televisions-32"&Larger 7.1.16 Desktops 7.1.17 Desktops-Core I And Above 7.1.18 Desktops-Core2 7.1.19 Docking Stations 7.1.20 Gaming Consoles And Equipment 7.1.21 Hard Drives Complete-3.5" 7.122 Ink 7.1.23 Laptops 7.1.24 Liquid Crystal Display(LCD)Monitors-15" 7.1.25 LCD Monitors-17" 7.1.26 LCD Monitors-19" 7.1.27 LCD Monitors-21"-27" 7.1.28 LCD Monitors-Cracked 7.1.29 LCD Televisions(TV)-32in To 64in 7.1.30 LCD TV-32"&Larger 7.1.31 LCD TV-65in&Greater 7.1,32 LCD TV-31"&Smaller 7.1.33 LCD TV 7.1.34 LCD TV Cracked Screen-32"&Larger 7.1,35 Mixed Boards-Compact Disc(Cd-Rom) 7.1.36 Mixed Boards-Finger Boards/Peripheral Component Interconnect(PCI) 7.1.37 Mixed Boards-Mid Grade Board 7.1.38 Mixed Electronics 7.1.39 Mixed Electronics-Low Grade 7,1,40 Motors 7.1.41 Network Equipment-Plastic 7.1.42 OfficefHouse Phones R,,I.wcd h 12Z 21-0192 Electronic Recycling and Disposal Page 16 of 29 Contractor Services Agreement—Gem Southwest LLC Page 62 of 77 7.1.43 Power Supplies-With Wires 7.1.44 Printers-Pounds(Lbs) 7.1.45 Printers-Quantity 7.1.46 Projectors•Lbs, 7.1.47 Servers 7.1.48 Stereo Equipment 7.1.49 Tablets 7.1.50 Toner 7.1.51 Transformers Copper 7.1.52 Uninterruptible Power Supply(UPS)-Battery Only 7.1.53 UPS With Battery 7.1.54 Wire-Category(Cat)5&Cat 6 7.1.55 Wire-Mixed 7.1.56 Wire-Christmas Lights 8.0_ CITY_REQUIREMENTS AND RESERVATIONS 8.1 The City will identify the location,City contact,and description of the service request to the Contractor. 8.2 The City will provide a purchase order number before the commencement of any service. 8.0 LAWS REGULATIONS AND ORDINANCES 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. 10.0 INVOICING REQUIREMENTS 10.1 The City of Fort Worth has begun implementing an automated invoicing system. 10.2 The Contractor shalt send invoices electronically to our centralized Accounts Payable department invoice email address:supplierinvoicesafortvvorthtexas.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. Rnlvx G9.2kc 21-0192 Electronic Recycling and Disposal Page 17 of 29 Contractor Services Agreement—Gem Southwest LLC Page 63 of 77 10.3 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_FW013- 0000001234). 10.4 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 bossiness unit#{i.e.FVV013) • 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. 10.5 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 suppllierinvoices(&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 at: ZZ,mFIN AccountsPayable(a�fortworthtexas.gov_ 10.6 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, 10.7 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 Fart 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 Contractor's support. If Contractor has any questions, please contact the Accounts Payable team at(817) 392- 2451 or by email to ZZ FIN AccountsPayabie@fortworthtexas.gov. 10.8 Contractor shall not include Federal,State of City sales tax in its invoices.City shall furnish a tax exemption certificate upon Vendor's request. 11.0 UNIT PRICE ADJUSTMENT 11.1 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. 21-0192 Electronic Recycling and Disposal Page 18 of 29 Contractor Services Agreement—Gem Southwest LLC Page 64 of 77 performance probleni which could include cancellation,termination for convenience or default.If the agreement is terminated for default,the Vendor may be held liable for excess cost and/or liquidated damages. 16.3 The Vendor will be paid only those sums due and owing under the agreement for services satisfactorily rendered,subject to offset for damages and other amounts which are,or which may become,due and owing to the City. 16.4 The City reserves the right to terminate this agreement,or any part hereof,for its sole convenience. In the event of such termination,the Vendor shall immediately stop all work hereunder and shall immediately cause any and all of its suppliers and subVendors to cease work.Subject to the terms of this agreement,the Vendor shall be paid a percentage of the agreement price reflecting the percentage of the work performed prior to the notice of termination,plus reasonable charges the Vendor can demonstrate to the satisfaction of the City using its standard record keeping system,have resulted from the termination. However,in no event shall the total of all amounts paid to the Vendor exceed the agreement price.The Vendor shall not be reimbursed for any profits which may have been anticipated,but which have not been earned up to the date of termination. 17.0 RIGHTS TO INVENTIONS MADE UNDER A CONTRACT OR AGREEMENT 17.1 If the Federal award meets the definition of"funding eCFR—Code of Federal Regulations agreement"under 37 CFR§401.2(a)and the recipient or subrecipient wishes to enter into a contract with a small business firm or nonprofit organization regarding the substitution of parties,assignment or performance of experimental,developmental,or research work under that"funding agreement,"the recipient or subrecipient must comply with the requirements of 37 CFR Part 401,"Rights to Inventions Made by Nonprofit Organizations and Small Business Firms Under Government Grants,Contracts and Cooperative Agreements,"and any implementing regulations issued by the awarding agency. 18.0 CLEAN AIR ACT AND FEDERAL WATER POLLUTION CONTROL ACT 18.1 Vendor shall comply with all applicable standards,orders or regulations issued pursuant to the Clean Air Act(42 U.S.C.7401-7671q)and the Federal Water Pollution Control Act as amended(33 U.S.C.1251-1387).Violations must be reported to the Federal awarding agency and the Regional Office of the Environmental Protection Agency(EPA). ---- ---1-9.0--DEBARM ENT-AND SUSPENSION -- -- - - 19.1 Per Executive Orders 12549 and 12689,a contract award(see 2 CFR 180.220)shall not be made to parties listed on the government-wide exclusions in the System for Award Management(SAM),in accordance with the OMB guidelines at 2 CFR 180 that implement Executive Orders 12549(3 CFR part 1986 Comp.,p. 189)and 12689(3 CFR part 1989 Comp.,p.235),"Debarment and Suspension."SAM Exclusions contains the names of parties debarred,suspended,or otherwise excluded by agencies,as well as parties declared ineligible under statutory or regulatory authority other than Executive Order 12549. 20.0 BYRD ANTI-LOBBYING AMENDMENT 131 U.S.C.1352) 20.1 Firms that apply or bid for an award exceeding$100,000.00 must file the required certification.Each tier certifies to the tier above that it will not and has not used Federal appropriated funds to pay any person or organization for influencing or attempting to influence an officer or employee of any agency,a member of Congress,officer or employee of Congress,or an employee of a member of Congress in connection with obtaining any Federal contract,grant or any other award covered by 31 U.S.C.1352.Each tier must also disclose any lobbying with non-Federal funds that takes place in connection Itec,sn{[..v.22cc 21-0192 Electronic Recycling and Disposal Page 20 of 29 Contractor Services Agreement—Gem Southwest LLC Page 65 of 77 with obtaining any Federal award.Such disclosures are forwarded from tier to tier up to the non-Federal award. 20.2 Bidders shall provide proof of Byrd Anti-Lobbying Amendment certification filings with their bid,if the bid exceeds$100,000.00. 21.0 NO BOYCOTT OF ISRAEL 21.1 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. 22.0 PROHIBITION ON BOYCOTTING ENERGY COMPANIES 22.1 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: (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.,Ii 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. 23.0 PROHIBITION ON DISCRIMINATION AGAINST FIREARM AND AMMUNITION INDUSTRIES ---- ------ --- 23.1---Vendor-acknowledges thatexcept-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$10Q,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. i�,ai v aazW, 21-0192 Electronic Recycling and Disposal Page 21 of 29 Contractor Services Agreement—Gem Southwest LLC Page 66 of 77 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 (Le.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 httpalwww.ethics.state.tx.us/forms/CIQ.pdf. 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 Contractor name in the#1,use NIA in each of the areas on the form. However,a signature is required in the#7 box in all cases, imh:,me.vaa 21-0192 Electronic Recycling and Disposal Page 22 of 29 Contractor Services Agreement—Gem Southwest LLC Page 67 of 77 CONFLICT OF INTEREST QUESTIONNAIRE FORM CIO For vondor doing business with local governinental entity This qU#SLi0RR8lr@ FORMS Chan Made 10 the 101W by KO.23,$40 WO,6109"141 So3wou is b6ffj 175,Lmzil C4varnmz4 C,,k-by n mWr who as defined by'sDnon %meo somr.17f'-00Gfa1' By WW 0* F1WWx4(he TQ=& flot JoNf ftn the in twwmss ft alier LI)p di&o the vQm�x l:*Dmo"are of W'4"foqwre the siawmet, tc,be fM. Sep Soctort i,Lot*0400rnmont Cvrla. A varid&cmTmo8 ac,,lffGrisq I ftverdoc Vmbij*qloWe3 Six.Ekn 116 00r,tocai Ciovarm'Anf rcdOL An oWm WxW MIS 4or-4iaq is a mydvma wroeo,';4n."who has a business relationship with to"gweinmootat entity, D2 Chock this tax 0you wo fiffn an update to a pmvlously died questionnaire.fffD Im recrilres that you No ar uptaW cc,.mqlqted questicnnalie with the eqpfopriaftu filing authority not€atw tan tM 7th bialness zloty aPer the data or,whrft ysti bocztmg imar-that that o6ginaRy filed queGhunnan)was it��omplolo tit he In. . Name of local govomnlarA officer about whom 4 W at lonlaMingd1sclosod, Name of oftar :41 of—oilwr hWnass rolationsNp with the local OcYemnlwrt offl�w,or a family member of the offimr,as&scribed by Section 17 ,00(a)(2NA).Atso dowirlbo D"family relationship with#to tricol government Offibc0f- complete subpruU A and 5 for 9&c,.1)emp4,oyrwn1 ai businezv w1aftnehip descrtt".Attach it"OcinW pages'a thist Form CM as nocossary, A. is#io local quiornrneM*fficsr or a family menZar of OQ nr:9 qr ra,-eVing or liWy to r9t&,v0 b%at.,91 1p=fng, other ffiari Wanlmai,,t income,from tho V=60r' [:]w'3 LD NO B. 16 1"Yondur TWOWng Of MOY to x'c*Vo tmabizi income,other ,'Wer,m4etrriont incowpa,.Imm or at thg dirgctlall of the lWal tiavvrflmaint officgr of a farr*mombw of the officcor AND the taxable imom is not towNed from the local governmartia ordity? No �j vo=rlbs each Wpinymont W business Malionship that Me vandw narned fo Section I waintainis yriffi v corpswWioo or otlhor business oritity With feWcl to which the local#ovornrrwilt officer serves as an ofiloor or director,or rooters an ownOrstilp 104ores'l 01 ona paroom or more, �1/1\ Chock In%tox if the vondoT has given rnemWrofthoofftcerma wmorogift as degrT4,06 in Saction girt$descflbsd in sec fats n S�gnakvo ol ven&w q Wsinem vet r ma gtn'err r I Qai? won wWW'qth1'S'StR1PAxxS Revised'11,2021 21-0192 Electronic Recycling and Disposal Page 23 of 29 Contractor Services Agreement—Gem Southwest LLC Page 68 of 77 CONFLICT OF INTEREST QUESTIONNAIRE For vorldor doing business with local governn*ntal entity AcoMplelecopy of Chapter 176 of the Local Government Goole may be found l)tw&fLG;htm?La17S,htm.Foreasy raterence,batow are some of the sections cited on this form Legal Covernment Gode 4 V6.1001H-al.,'Susiness a cortneclIon between twoormQre parties cased an commercial aullyttyfif one M the paWas. The term does not lricTude a connection based on: tA)a transaction that issubject to rate or fee regulation by•a federal,state,orrocei govern mental entity ly wl (B)atram;oction conducted at a price and subject Warms avMlable to the pUblio,or {,G3 a purchase at tease of goods or services tram a persan that is chartered by a state ortederal agency and that}s subject to regular examination by,and reporting to,Inat agency. Lt Ggyip.-MRPICCadp J 1718.W3i@J(2HAJ2nd.M.1- fa3 A lor,11!WVeMM0111 OlVcar Mae We a 01ifikets distfosure statement with respam in a vendor it (2)Itievendor: (A)has an employrrentorDitm,buzinasrfolatlomhlpwMtN tocal governmentufficreirova family mpn*er of the officer that results A the officer or fatuity member welving taxable knoDme,other than investment income,that exceeds$21.W0 during the 12-month period preceding the dale thattbe officer becomoa aware that (i) a contract tetweeri the local gDverruneital entity azd vendor has been exe3uted; or (11) the Lo�A Dwarnri'mentai entity is considering entering lnlo a contract with the vlxw, (B)has given to the Waal government oftioer w a tamiiy member at the officer o5eor moregints ftf have anaglgreqate value 0 more"ion$100 in the 12.,noriltipgriod PfKeMg the date the offir-sr becomes aware thot ni a contract between the local governate-ptal entity and vends:has been executed;N (;i) the local govtrn.merttal entity is considwing entering into a contract with the vemlor_ Loot Go—yernirrent Code 4 171100f4a)and fsAl �Ia)Avandor shall file a compleled contliGI ot interest I Te vendor has a business Watiomhip w,h a local quvemmentaf enlity,and, (1) has an employment or ether business relationship with a local government,othzer of that local "n ly,"r f4m] er qftqe Acer,cleeCrited by_Seqon 17 1j, (A)', (21 has ghten a iocall Wvammanl officer of that Local"eirnmentaiieMity,Ora Tam$ly Member Olt" officer,one or marogiftswith the aggregate value speciflim1by Seeton 176-003(a)(2)(B),excwIng any gift described by Section of (3) has a family relationship with a local government officei of that local governmental entity. (a-i)T[ie completed ooriffict of interest questionnaire must be Wait with the appropriate records adrmnlstretw not later than the seventh bu%inasS day alter the later of: (1) the date that the vendor., (A) beginii discussions or negotialions tuariter into a contract with the local go(wmental w5tity or w tilds, or another writing related to a potential contract with the local governmental entily,tx (2) the date the vendor becoMos aware: (A) of an employment or other bu Mmess t*aknsi with a local government offiner,or a faintly mambw of Me officer,described by Subsection(a); (D)that thevandor has glyEn one or more gifts described by Subsection ja)ior tQ)Of a famiiy retationenip Will a locai government officer. 21-0192 Electronic Recycling and Disposal Page 24 of 29 Contractor Services Agreement—Gem Southwest LLC Page 69 of 77 ATTACHMENT•B CONSIDERATION OF LOCATION OF BIDDER'S PRINCIPAL PLACE OF BUSINESS Section 2-14 of the Fort Worth Code of Ordinances authorizes the City Council, when considering competitive sealed bids,to enter into a contract for certain purchases with a bidder whose principal place of business is in the corporate limits of the City of Fort Worth and whose bid is within 3 or 5 percent of the lowest bid,depending on the value of the request and goods or services requested,if the lowest bid is from a business outside the municipality and contracting with the local bidder would provide the best combination of price and other economic benefits to the municipality. Requests to be considered a local business must be submitted on this form with bid packages to be considered by the City of Fort Worth. Questions should be addressed to the Purchasing staff listed in the bid or request package. The Fort Worth City Council requires the following information for consideration of location of a bidder's principal place of business. Add additional sheets if needed to provide this information. 1. Locational Eligibility: Principal Place of Business in Fort Worth,Texas. a. Do you have a Fort Worth office? If yes,identify address: bo b. What percentage of estimated gross company sales (worldwide) are sales originating in Fart Worth? "Originating Fort Worth" shall mean payable at the Fort Worth office. [must exceed 50%] -- N� 2. Economic Development opportunities resulting from contract. a. Number of Fort Worth resident-employees? b. Amount of City of Fort Worth ad valorem taxes(real and business personal property)paid by company(for prior tax year—Fort Worth office or former location,if Fort Worth office is newly- established)? Certification of information: The undersigned does hereby affirm that the information supplied is true and correct as of the date hereof,under penalty of perjury. (Company Name) Date) � 7 (signature) (Printed Name and Title) 21-0192 Electronic Recycling and Disposal Page 25 of 29 Contractor Services Agreement—Gem Southwest LLC Page 70 of 77 ATTACHMENT C—VENDOR CONTACT INFORMATION Vendor's Name: (,en S�4Wa k., LLC_ Vendor's Local Address: -3q-50 f 1 trUn J'A - DOw, Tx , 757.� Phone: Fax: Email: 6,Wd, gery),LAS, (..jQb°'E Name of persons top contact when requesting services or billing questions: Name/Title Phone: 0 t—128— Fax: Email: Namerritle LpfPA t5-e I 4EA Phone: �� �bs Fax: Email: r m.LAS•(biN1 NamefTitle --i �C✓1�'y��V Phone: Fax: Email: rkA CL C9 VA Will your company accept P-card payments? yes _1_K7 no nat re Printed Name Date 21-0192 Electronic Recycling and Disposal Page 26 of 29 Contractor Services Agreement—Gem Southwest LLC Page 71 of 77 ATTACHMENT D—DRAFT SERVICE AGREEMENT The draft service agreement is attached as a separate document. xd:�i�azz: 21-0192 Electronic Recycling and Disposal Page 27 of 29 Contractor Services Agreement—Gem Southwest LLC Page 72 of 77 ATTACHMENT E-REFERENCE SHEET Please complete and return this form with your bid. The Vendor shall furnish references for at least three(3)recent customers to whom products andlor services have been provided that are similar to those required by this solicitation.The City will be the sole judge of references.Please use additional sheets. 1. Company's Name trry w"to'A Name of Contact NQCdC klto Title of Contact Ym t-w t Present Address rZ Ia1. ji1fL, 1�( i City,State,Zip Code Telephone Number { �)rjg (�� Fax Number( ) Email Ing f n( lft WMOOVI C01'l 2. Company's Name �c \recta" Name of Contact1 i( gdty Title of Contact Present Address ( Z City,State,Zip Code Telephone Number Fax Number( ) Email 3. Company's Name NsaLz- )&SOV-ew-- Name of Contact myeLL� Title-of Contact Present Address fpZpo M6(�CallQ �,�a 7 � 1n� Thy �C� D City,State,Zip Code Telephone Number ( (2) js Zj Fax Number( ) Email f)Cl"ems r(arpd+LS 21-0192 Electronic Recycling and Disposal Page 28 of 29 Contractor Services Agreement—Gem Southwest LLC Page 73 of 77 ATTACHMENT-P BIDDER QUESTIONNAIRE 1. Number of years in business undercurrent company name. a. Date of business opening. 0 -3" 1 -3 Yfeo s b. List any former names your organization has operated under and the timeframe(s): All 10 M'"f�L, I-LC. �cI- .k l 1 If Bidder answers"Yes"for any of questions 2 through 5,Bidder must attach separate sheets with a brief description or explanation of the answer and provide pertinent contact information(parties'names, addresses and telephone numbers). 2. Has the Bidder ever defaulted on a contract? ❑Yes No 3 Are there currently any pending judgements,claims,or lawsuits ❑Yes No against the Bidder? 4 Does Bidder currently have any pending claims,judgements or lawsuits against any prior client? ❑Yes No Is the Bidder or its principals involved in any bankruptcy or 5' reorganization proceedings? ❑Yes No 6. How many tractor trailer containers(no longer than 48')do you have in your fleet. j 7. Number of crews (� Number of persons per crew -j 8. Please provide availability of resources to provide electronic recyclingidisposal(equipment and personnel). 5,s,t �Qy I/fn:L`1ly3hredG�{n2��9 1AA�{'.d4 'o7o7 .. 13Weli, v ------ ---- --�ic�tn�l -��'1=--1'�t�►�/�s�—T'rein . ��C,���.�_c:__�ers+ � -�1��►1�_�t�c�- -�---- 9. Please provide contractor's qualifications and experience with preforming electronic recycling/disposal. Z C�r+� is y% ) '130 9W, lRo 4,S-oui , I,So 1400). NA-AT A%A 10.Please proved the company's approach to perform the services needed as described in the specifications. d yecw Cp" t _ ,P 21-0192 Electronic Recycling and Disposal Page 29 of 29 Contractor Services Agreement—Gem Southwest LLC Page 74 of 77 R2, ISO 14001:45 01:9001 -� _ Electronic Processing & Recycling r -y �.f� Recycling, Sanitati nd�eu Nationwide. s_ .ry e� with acilites. in Texas & California Dell, Verizon, AT&T __ _ COMPLIANCE 13 EQUIPMENT CM RECYCLING . -. trackingNo Land Fill Policy. ELDAN shredders,Triple/S Start-to-finish solutions that Record keeping and quality chopping line, baling optimize each stage of the to - - systems and •. • sanitation§yqtpryj;�, 3950 Platinum Way, Dallas, TX 75237 - infosw@gem.us.com Tel: (214)333-5055 1275 W State St Ontario, GA 91762 lima@gem.us.com Cell: (813)451-9008 Contractor Services Agreement—Gem Southwest LLC Page 75 of I GEM SOUTHWEST LLC R21 ISO 14001:45001:9001 R 3 Secure & Sustainable IT Asset Disposal • iTAD services - Data Sanitization, Testing, and Reuse • Vertically Integrated Sales Channels for Shared Profits • Experience with Industry Leaders Dell, Verizon, AT&T I If II � fi 'I J `\ SUSTAINABLE PROFITABLE •;• SECURE No Land Fill Policy. Optimize your return on Testing, Data Destruction, R2 Certification. investment(ROI)when we Data Erasure, and OSHA Compliance. buy by the pound or via Sanitization services! Certificate of Recycling. profit share model. 3950 Platinum Way Dallas, TX 75237 www.gemsouthwestlic.corn Tel: (214)-333-5055 Contact us toda : linda@ em.us.com Cell: 813 451-9008 EXHIBIT E VERIFICATION OF SIGNATURE AUTHORITY GEM SOUTHWEST LLC 3950 PLATINUM WAY DALLAS TX, 75237 Execution of this Signature Verification Form ("Form") hereby certifies that the following individuals and/or positions have the authority to legally bind Contractor and to execute any agreement, amendment or change order on behalf of Contractor. Such binding authority has been granted by proper order,resolution,ordinance or other authorization of Contractor. City is fully entitled to rely on the warranty and representation set forth in this Form in entering into any agreement or amendment with Contractor. Contractor 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 Contractor. 1. Name: Linda Deng Position: President Cuu��r7en,a linda deng(Dec 2T,2021 09:16 CST) Signature 2. Name: Jady Wings Position: CEO Signature 3. Name: Position: Signature Name: Linda Deng Cr aal r7e linda 4,RgfD- 57` Signature of President Other Title: Date: Contractor Services Agreement—Gem Southwest LLC Page 77 of 77