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HomeMy WebLinkAboutContract 56991 CSC No. 56991 FORT WORTH CITY OF FORT WORTH COOPERATIVE PURCHASE AGREEMENT This Cooperative Purchase Agreement ("Agreement") is entered into by and between TK Elevator Corporation (fka ThyssenKrupp Elevator) ("Vendor") and the City of Fort Worth, ("City"), a Texas home rule municipality. The Cooperative Purchase Agreement includes the following documents which shall be construed in the order of precedence in which they are listed: 1. This Cooperative Purchase Agreement; 2. Exhibit A—Seller's Quote, Scope of Services or Purchase Order; 3. Exhibit B—Cooperative Agency Contract(e.g.,NJPA, DIR, BuyBoard); and 4. Exhibit C —Conflict of Interest Questionnaire. Exhibits A, B, and C which are attached hereto and incorporated herein, are made a part of this Agreement for all purposes. Vendor agrees to provide City with the services and goods included in Exhibit A pursuant to the terms and conditions of this Cooperative Purchase Agreement, including all exhibits thereto. If any provisions of the attached documents, conflict with the terms herein, are prohibited by applicable law,conflict with any applicable rule,regulation or ordinance of City,the terms in this Agreement shall control City shall pay Vendor in accordance with the fee schedule in Exhibit A and in accordance with the provisions of this Agreement. Total payment made under this Agreement for the first year by City shall be in the amount of Three Hundred Twenty-Four Thousand ($324,000.00). Vendor shall not provide any additional items or services or bill for expenses incurred for City not specified by this Agreement unless City requests and approves in writing the additional costs for such services. City shall not be liable for any additional expenses of Vendor not specified by this Agreement unless City first approves such expenses in writing. The term of this Agreement shall be for the term beginning on January 11, 2022 and ending on September 30, 2023. City shall be able to renew this agreement for two (2) one-year renewal options by written agreement of the parties. Vendor agrees that City shall, until the expiration of three (3) years after final payment under this Agreement, or the final conclusion of any audit commenced during the said three years, have access to and the right to examine at reasonable times any directly pertinent books, documents, papers and records, including, but not limited to, all electronic records, of Vendor involving transactions relating to this Agreement at no additional cost to City. Vendor agrees that City shall have access during normal working hours to all necessary Vendor facilities and shall be provided adequate and appropriate work space in order to conduct audits in compliance with the provisions of this section. City shall give Vendor reasonable advance notice of intended audits. Notices required pursuant to the provisions of this Agreement shall be conclusively determined to have been delivered when (1) hand-delivered to the other party, its agents, employees, servants or representatives, (2) delivered by facsimile with electronic confirmation of the transmission, or (3) received by the other parry by United States Mail, registered, return receipt requested, addressed as follows: To CITY: To VENDOR: City of Fort Worth TK Elevator Corporation (flea ThyssenKrupp Attn: Dana Burghdoff, Assistant City Manager Elevator) 200 Texas Street Mark Hintz Fort Worth, TX 76102-6314 3100 Interstate North Circle SE Suite 500 Facsimile: (817) 392-8654 Atlanta, GA 30339 Facsimile: N/A With copy to Fort Worth City Attorney's Office at same address 1. Termination. a. Convenience. Either City or Vendor may terminate the Agreement at any time and for any reason by providing the other party with 90 days written notice of termination. b. Fiscal Funding Out. In the event no funds or insufficient funds are appropriated by City in any fiscal period for any payments due hereunder, City will notify Vendor of such occurrence and the Agreement shall terminate on the last day of the fiscal period for which appropriations were received without penalty or expense to the City of any kind whatsoever, except as to the portions of the payments herein agreed upon for which funds have been appropriated. C. Duties_ and Obligations of the Parties. In the event that the Agreement is terminated prior to the Expiration Date, City shall pay Vendor for services actually rendered up to the effective date of termination and Vendor shall continue to provide City with services requested by City and in accordance with the Agreement up to the effective date of termination. Upon termination of the Agreement for any reason, Vendor shall provide City with copies of all completed or partially completed documents prepared under the Agreement. In the event Vendor has received access to City information or data as a requirement to perform services hereunder, Vendor shall return all City provided data to City in a machine readable format or other format deemed acceptable to City. 2. Attornevs' Fees,Penalties, and Liquidated Damages. To the extent the attached Exhibits require City to pay attorneys' fees for any action contemplated or taken, or penalties or liquidated damages in any amount, City objects to these terms and any such terms are hereby deleted from the Agreement and shall have no force or effect. 3. Law and Venue. The Agreement and the rights and obligations of the parties hereto shall be governed by, and construed in accordance with the laws of the United States and state of Texas, exclusive of conflicts of laws provisions. Venue for any suit brought under the Agreement shall be in a court of competent jurisdiction in Tarrant County, Texas. To the extent the Agreement is required to be governed by any state law other than Texas or venue in Tarrant County, City objects to such terms and any such terms are hereby deleted from the Agreement and shall have no force or effect. The undersigned represents and warrants that he or she has the power and authority to execute this Agreement and bind the respective Vendor. CITY OF FORT WORTH: CONTRACT COMPLIANCE MANAGER: By signing I acknowledge that I am the person By: Dana Burghdoff(Jan 13,2o 10:57GST responsible for the monitoring and administration Name: Dana Burghdoff of this contract, including ensuring al I performance Title: Assistant City Manager and reporting requirements. Date: Nan ff. Shuror APPROVAL RECOMMENDED: By: Alan H.Shuror(Jan 12,202210:05 GMT+3) Name: Alan Shuror Title: Asst.Property Management Director By: Steve(Jan 12,20221 0:o� APPROVED AS TO FORM AND LEGALITY: Name: Steve Cooke Title: Property Management Director _ 4daoRr as F�Rt as a �00000000 ATTEST: a�o �o�padd By: a°_6 �o�-add Name: Taylor Paris o pad Title: Assistant City Attorney o 00 00 o 0000000 .CY By: 'Ja nette S.Goodall(J A 13,2022 14:17 CST) aa�nExASo CONTRACT AUTHORIZATION• Name: Jannette Goodall M&C:22-0008 Title: City Secretary VENDOR: TK Elevator Corporation(fka ThyssenKrupp Elevator) 1� By: Name: Mark Hi z Title: VP of Contract Departments Date: 1/7/22 OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX EXHIBIT A SELLER'S QUOTE, SCOPE OF SERVICES OR PURCHASE ORDER (Seller's quote, scope of services pages follow) Ila O m n i a Partners Group - Contract#R200502 for the Protection of Vertical Transportation Equipment A. THIS AGREEMENT(hereinafter"Agreement")made and entered into on this 15t day of January, 2021 by and between City Of Fort Worth City Hall , having an address of 100 Energy Way Fort Worth TX, 76102, hereinafter referred to as "Purchaser"), and, TK Elevator Corporation, a Delaware corporation, having an address of 3100 Interstate North Circle SE Suite 500 Atlanta, GA 30339 (hereinafter referred to as "Contractor"). In consideration of the mutual covenants contained herein, Contractor agrees to perform the services described herein and Purchaser or its members agree to pay the amounts described herein,all on the terms and conditions set forth in this Agreement. WHEREAS, B. The Purchaser is engaged either as a real property owner or manager (or as a part in joint ventures or consortiums to that effect);and C. The Service Provider is engaged in the business of servicing and repairing elevators, escalators and other vertical transportation equipment. NOW THEREFORE, the Parties hereto agree as follows: 1. BACKGROUND The Purchaser and the Service Provider desire to enter into this Agreement as a long term commitment for the maintenance and repair of Purchaser's vertical transportation equipment as further described in this Agreement. Under the Agreement the Purchaser may issue written requests to the Service Provider to provide certain vertical transportation maintenance services at locations controlled by Purchaser. The Agreement is to provide an umbrella for those location-specific written requests for vertical transportation maintenance services issued by the Purchaser. 2. GOVERNING DOCUMENTS The following documents form and are an integral part of this Agreement and are to be taken as mutually explanatory of one another. In the case of any ambiguity or discrepancy between the documents forming the Agreement, then the priority of the documents will be in the order as listed below, unless otherwise agreed in writing between the parties: (a) Each individual location requirement (as specified at the time of ordering by the Purchaser). An Location requirement shall be considered "Accepted" if it is fully executed by a duly authorized representative of both the Purchaser and the Service Provider and provided to the Service Provider; (b) This Agreement; (c) Any other document mutually agreed and signed by the parties,forming part of this Agreement. 1/17 TK ELEVATOR CORPORATION I any other required information can be added here Ila 3. PERFORMANCE Service Provider will provide the services and/or scope of work applicable to all vertical transportation equipment described on any fully executed and properly delivered Agreement(the "equipment") on the terms and conditions set forth in this Agreement(the "Services"). The term "Property" hereinafter will refer to the real property of the Purchaser on which the equipment is located. Service Provider will use trained personnel directly employed and supervised by Service Provider or sub-contractors. They will be qualified to keep Purchaser's equipment properly adjusted, and they will use all reasonable care to maintain that equipment in proper operating condition. Service Provider will regularly and systematically examine, adjust and lubricate as required, and, in Service Provider's sole opinion, if conditions warrant, Service Provider will repair or replace all equipment parts and devices not specifically excluded by this Agreement. The Services shall be performed in a diligent and first class manner, with quality supplies, materials, equipment and workmanship and in such a manner so as to minimize the possibility of any annoyance, interference, or disruption to tenants or other occupants of the Property and their invitees. Upon completion of the Services, Service Provider shall restore the Property to its original condition and shall leave the Property clean and free of all tools, equipment,waste materials and rubbish. Service Provider will service Purchaser's equipment and its component parts in their present condition with the understanding that Service Provider shall neither be required nor obligated to service, make renewals or repairs upon the equipment by reason of negligence, obsolescence, misuse of the equipment, loss of power, blown fuses, tripped stop switches, theft, vandalism, explosion, fire, power failure,water damage, storm, lightning, nuisance calls or by any other reason or any other cause beyond Service Provider's control, except ordinary wear and tear from the commencement date of this agreement. With the passage of time, equipment technology and designs will change. If any part or component of any equipment described in a NFA cannot, in Service Provider's sole opinion, be safely repaired and is no longer stocked and readily available from either the original equipment manufacturer or an aftermarket source, that part or component shall be considered obsolete. Purchaser will be responsible for all charges associated with replacing that obsolete part or component as well as all charges required to ensure that the remainder of the equipment is functionally compatible with that replacement part or component. In addition, Service Provider will not be required to make any changes or recommendations in the existing design or function of the unit(s) nor will Service Provider be obligated to install new attachments or parts upon the equipment as recommended or directed by insurance companies, governmental agencies or authorities, or any other third party. Any work not specifically covered under this agreement shall be at Purchaser's sole expense. The Service Provider may propose changes to the Services by informing the Purchaser in writing. To be binding such changes must be approved by authorized representatives of both parties in writing. The parties may also, at any time, agree to add new Services at agreed prices to be covered by this Agreement. To be binding, such additions must be approved by corresponding authorized representatives of both parties in writing. Pledge of Purchaser Satisfaction 3.1 In the event that Purchaser elects to undertake an audit of the service provided under this Agreement and any Location(s) Agreement, such audit must be announced in writing at least ten (10)working days in advance. If any non-compliance is identified in writing to the Service Provider at the address set forth in this Agreement, whether pursuant to an audit or under any other circumstances, the Service Provider will begin to take appropriate measures to remedy such non-compliance within thirty (30) days thereafter. 3.2 The Purchaser and the Service Provider shall appoint appropriate personnel to meet regularly at local and global levels and at such intervals as is deemed necessary to enable the parties 2/17 TK ELEVATOR CORPORATION I any other required information can be added here to discuss and review the performance of both parties of their respective obligations under this Agreement. The reviews will take place in order to: a) Monitor the effectiveness and efficiency with which this Agreement is being implemented; b) Agree to mutual objectives and timescales; c) Assess the overall performance of this Agreement by each party; d) Review business implications, targets and risks; e) Review whether this Agreement is being conducted in the spirit it was intended; and f) Assess, under this review process, the need to amend or update the performance criteria included in this Agreement. 4. INDEPENDENT CONTRACTOR RELATIONSHIP: Service Provider shall assume all duties under this Agreement as an independent contractor, and shall not be deemed for any purpose to be an agent, servant, or representative of Purchaser. Purchaser shall have no direct control of Service Provider, its agents, or subcontractors in the performance of the work hereunder. Nothing contained herein shall be construed to be inconsistent with such independent contractor relationship. 5. BY HIGHLY-TRAINED SERVICE PROVIDER PROFESSIONALS: Service Provider employs and supervises elevator technicians who are among the most trusted in the industry and who will provide all maintenance courteously and dependably. Service Provider's elevator technicians receive ongoing training in general equipment development as well as advancements made to Purchaser's specific equipment. 6. ASSURANCE OF SERVICE PROVIDER'S STANDARD OF QUALITY: To help increase elevator performance and decrease downtime, Service Provider's technicians utilize the latest industry methods and technology available to Service Provider for Purchaser's specific brand of equipment. They will be equipped with the tools, documentation and knowledge to troubleshoot Purchaser's unique system. Behind Service Provider's technicians is a team devoted to elevator excellence. Technicians are supported around the clock by a family of engineers and field support experts. Service Provider's International Technical Support facility in Texas continuously researches advancements in the industry and in Purchaser's equipment. 7. EXTENT OF COVERAGE: Service Provider will perform the following Services with respect to any equipment described on any fully executed ocation requirement: 7.1 TRACTION ELEVATORS: Service Provider agrees to and shall maintain the traction elevator equipment described on any Location Agreements on the following terms and conditions: 7.1.1 Service Provider will use trained employees directly employed and supervised by Service Provider. Such employees shall be qualified to keep the Equipment properly adjusted, and 3/17 TK ELEVATOR CORPORATION I any other required information can be added here Ila Service Provider will use all reasonable care to maintain the Equipment in proper and safe operating condition. 7.1.2 Service Provider will regularly and systematically examine, adjust, clean and lubricate the following as required, and if conditions warrant, repair or replace the same: 7.1.2a Machine worm gear, thrust bearings, drive sheave, drive sheave shaft bearings, brake pulley and brake coil, contact linings and component parts; 7.1.2b Motor and motor generator, motor windings, rotating element, commutator, brushes, brush holders and bearings; 7.1.2c Silicon control rectifiers, reactors,filters, heat sinks, amp traps,transducers, and all control components; 7.1.2d Controller, selector and dispatching equipment, leveling devices and cams, all relays, solid state components, resistors, condensers, transformers, contacts, leads, dash pots, timing devices, computer and micro computer devices, steel selector cable or tape, and mechanical and electrical driving equipment; 7.1.2e Governor, governor sheave and shaft assembly, bearings, contacts, and governor laws; 7.1.2f Deflector or secondary sheave, bearings, car and counterweight guide rails, top and bottom limit switches, governor tension sheave assembly, compensating sheaves assembly, counterweight and counterweight guide shoes including rollers or gibs; 7.1.2g Hoistway door interlocks and hangers,bottom door guides and auxiliary door closing devices and all fastening devices and associated reinforcement in attached components; 7.1.2.h Hoistway entrance doorsill areas beyond the entrance frame opening;will be cleaned. 7.1.2i Automatic power operated door operator, car door hanger, car door contact, door protective device, car ventilation system platform, load weighing equipment, car safety mechanism, elevator car guide shoes, gibs or roller; 7.1.3 Service Provider shall maintain the individual minimum performance standards defined below: 7.1.3a "Start to Stop Time" as measured from the moment the car begins motion till the time it stops for a single floor run. 7.1.3b "Door Op en as measured from the fully closed door position to a fully open stopped position. 7.1.3c "Door Close Time" as measured from the fully open door position to a fully closed stopped position. Door closing pressure shall not exceed 30 lbs. 7.1.3d "Leveling Accuracy"as measured from car sill to landing sill at a fully stopped position under all load conditions. 4/17 TK ELEVATOR CORPORATION I any other required information can be added here Ila 7.1.3e "Rated Speed" as the same shall be that noted and shall not vary by more than 5% regardless of direction or load. 7.1.4 Service Provider shall maintain the Rated Speed in feet per minute, the original performance time, including acceleration and retardation as designed and installed by the manufacturer and perform the necessary adjustments as required to maintain the original Door Open Time and Door Close Time, within limits of applicable codes, or to adjust and maintain revised Door Open Time and/or door close Time upon direction of Purchaser. 7.1.5 Service Provider shall maintain smooth ride quality, smooth acceleration and deceleration and comfortable stop. 7.1.6. Service Provider shall maintain positive and quiet door operation with rapid and smooth checking at limits of travel. Service Provider shall annually, check the group dispatching systems and make necessary tests to insure that all circuits and time settings are properly adjusted and that the system performs as designed and installed by the manufacturer or to adjust and maintain revised settings upon direction of Purchaser. 7.1.7 Service Provider shall examine periodically all safety devices and governors and conduct an annual no-load test. 7.1.8 Service Provider shall calibrate load-weighing devices to Purchaser's selected settings, after annual and, as applicable, five-year safety tests are conducted. 7.1.9 Service Provider shall renew all wire ropes as often as is necessary to maintain an adequate factor of safety; equalize the tension on all hoist and compensation ropes, lubricate ropes appropriately and when necessary remove all residue and accumulated deposits from the rope surface and shorten ropes and chains as required to provide legal and reasonable bottom clearances. 7.1.10 Service Provider shall repair or replace conductor cables and hoistway and machine room elevator wiring in such a way as to maintain the percentage of spare conductors present at the acceptance of the location requirement. In no case shall the number of spare conductors be less than 5%. 7.1.11 Service Provider shall furnish lubricants compounded to the manufacturer's rigid specifications. 7.1.12 Service Provider shall make other safety tests recommended or directed by all applicable governmental authorities in force at the time of the acceptance of the Agreement. Service Provider shall not be required to install new attachments on the elevators recommended or directed by insurance companies, or by governmental authorities, nor to make replacements with parts of a different design recommended or directed by insurance companies, or by governmental authorities. 7.1.13 Service Provider shall coordinate all testing requiring an independent witness or inspector with the Purchaser's appointed representative. 7.1.14 Service Provider shall not be required to make renewals or repairs necessitated by reason of Purchaser's negligence or Purchaser's misuse of the Equipment or by reason of any other cause beyond Service Provider's reasonable control except ordinary wear and tear. 7.1.15 Service Provider shall also maintain, and if conditions warrant, repair or replace the following auxiliary equipment: 5/17 TK ELEVATOR CORPORATION I any other required information can be added here 711a 7.1.15a All handicap devices; 7.1.15b All elevator related earthquake devices if applicable 7.1.16 Service Provider shall have no responsibility for the following items of Equipment, which are not included: 7.1.16a the finishing, repairing, or replacement of cab enclosure, hoistway door panels, door frames, sills, car flooring, floor covering, lighting fixtures, light bulbs and tubes, main line power switches, breaker,feeders to controller, alignment of elevator guide rails, smoke and fire sensors, fire service reports, air conditioners and all other items as set forth and excluded in this Agreement. Elevator signal light bulbs will be replaced during regular service calls. 7.2 HYDRAULIC ELEVATORS: Service Provider agrees to and shall maintain the hydraulic elevator equipment described on any fully executed Location Agreements under the same terms and conditions described under 7.1 entitled "Traction Elevators," as the same are applicable to hydraulic elevators, with the following additions: 7.2.1 Service Provider shall have no responsibility for the following items of Equipment in addition to those listed in provision 7.1.16a above:the Finishing,repairing,or replacement of cab enclosure,hoistway door panels,door frames,sills,car flooring,floor covering, lighting fixtures,light bulbs and tubes,main line power switches,breaker,feeders to controller,hydraulic elevator jack,hydraulic elevator outer casing,any type of underground piping or other material,alignment of elevator guide rails, smoke and fire sensors, fire service reports, air conditioners and all other items as set forth and excluded in this agreement. Elevator signal light bulbs will be replaced during regular service calls. 7.2.2 Filters, mufflers and muffler components are included. 7.2.3 Service Provider shall periodically examine all safety devices and conduct pressure tests and other tests required by ANSI Al 7.1 or other applicable codes. 7.2.4 Service Provider shall periodically conduct an inspection of hydraulic fluid to detect contaminants and assure proper viscosity, make necessary corrections and replace fluid as required and furnish hydraulic fluid compounded to the manufacturer's rigid specifications. 7.2.5 Service Provider shall clean excessive fluid leakage from pump pans, cylinder heads, machine room and pit floors. 7.3 ESCALATORS: Service Provider agrees to and shall maintain the escalator equipment described on any Location Agreements under the same terms and conditions described under 7.1 entitled "Traction Elevators," as the same are applicable to escalators, with the following additions: 7.3.1. Controller, all relays, contacts, coils, resistance for operating and motor circuits, operating transformers and operating rectifier; 7.3.2 Handrail, handrail drive chains, handrail brush guards, handrail guide rollers, alignment devices, steps, step tread, step wheels, step chains, step axle bushings, comb plates, floor plates and tracks; 7.3.3 Upper drive, upper drive bearings, tension sprocket bearings, upper newel bearings, lower newel bearings; 6/17 TK ELEVATOR CORPORATION I any other required information can be added here Ila 7.3.4 All balustrade fastenings, deck and trim fastenings (screws, clips, etc.); 7.3.5 Skirt panels and panel finishes; 7.3.6 Escalator under-step lighting and balustrade panel and skirt lighting; 7.3.7 Upper and lower pit equipment spaces, pit lights, trusses and inclined truss pans. 7.3.8Service Provider shall examine periodically(at intervals not longer than six months)all normal operating devices and equipment in accordance with ANSI A17.1, Section 1007 and conduct annual inspections and tests of all safety devices, brakes, step up thrust devices and governors in accordance with ANSI A17.1, Section 1008. If required, the governor will be calibrated and sealed for proper tripping speed. 7.3.9Service Provider shall have no responsibility for the balustrade finishes, deck and trim finishes, wedge guards and exterior truss enclosures. 8. PARTS INVENTORY Service Provider maintains a comprehensive parts inventory to support its field operations. Replacement parts are stored throughout North America in Service Provider's facilities and are normally available as necessary. Most specialized parts are available within 24 hours, seven days a week. All replacement parts used in Purchaser's vertical transportation equipment will be new or refurbished to meet the quality standards of Service Provider. 9. TESTING Service Provider will, at its discretion and expense, perform governor and safety tests on traction elevators or annual relief pressure tests on hydraulic elevators per local and State codes. Service Provider assumes no responsibility for the operations of the governor or safety on traction elevators, or the hydraulic system on hydraulic elevators, under the terms of this Agreement until all applicable and governmentally-mandated tests have been made. Should the systems not meet applicable safety code requirements, it shall be the responsibility of the Purchaser, at its sole cost,to make necessary repairs and to place the equipment in a condition,which will be acceptable for coverage under the terms of this Agreement. Service Provider shall 7/17 TK ELEVATOR CORPORATION I any other required information can be added here Ila not be liable for damage to the building structure or the elevator resulting from any testing of any type or kind at any time. 10. COMPLIANCE WITH LAWS: The rights and duties arising under this Agreement shall be governed by the laws of the State in which the Property is located. In performing the Services required under this Agreement,Service Provider shall comply with all applicable federal, state, county, and municipal statutes, ordinances and regulations. In the event that any portion of this Agreement is determined to be against public policy or statute,then all other provisions shall remain in full force and effect. 11. TERM: Service under the terms and conditions of this Agreement shall be for an initial non-cancellable period of ( 1 )years commencing on the date specified in the fully executed Location(s)Agreement and shall automatically be renewed for successive ( 1 )year periods thereafter, unless either party timely serves written notice upon the other party of its intention to cancel at least ninety(90)days before the end of the initial ( 1 )year period, or ninety(90)days before the end of any subsequent ( 1 )renewal period. Time is of the essence. The term(length of contract)of maintenance agreements signed under the Omnia Contract may exceed the term of the Omnia Agreement. The terms and conditions of the Omnia Agreement in effect at the date the maintenance agreement is signed will remain in effect for the duration of members local maintenance agreement. Maintenance Agreements can be as long as the Omnia members request provided,they are in accordance with local laws and regulations. 12. AFTER HOURS WORK All Services are to be provided during Service Provider's regular working hours of its regular working days unless otherwise specified below. For specified locations marked as "Gold" within the Exhibit "A", any overtime work requested by the Purchaser, Purchaser agrees to pay us overtime labor at our normal billing rates, including travel time, travel expenses, and time spent on the property. 13. PRICING: Pricing(Please See Exhibit A)The Price of Service Provider's service as herein stated shall be specifically set forth on any fully executed Location Agreement(s), payable as agreed upon between the Service Provider and the Purchaser. Those prices are net of all taxes, duties and other levies. Those prices are valid for a period of one (1) year, commencing on the effective date of each respective Location(s) Agreement. Each such period of one year(365 consecutive days)shall be called a "Fixed Price Period". Since Service Provider's costs to provide Purchaser with the Services may increase,the Service Provider shall review and adjust the Monthly Payment Amount for each Location Agreement(s)at the end of each twelve(12) month period. Eighty percent(80%)of the Agreement price for each Location Agreement(s) shall be adjusted to reflect any increase in labor costs based on the straight time rate of elevator mechanics in the local area where the Property is located. The remaining twenty percent(20%)shall be 8/17 TK ELEVATOR CORPORATION I any other required information can be added here Ila adjusted to reflect any increase in material costs based on the Producer Price Index for Metals and Metal Products as published by the United States Department of Commerce, Bureau of Labor Statistics. However, in no event shall the total price escalations at the end of each twelve (12) month period be no more than four percent(4%) in any subsequent one(1)year period. Service Provider shall provide thirty (30) days advance written notice to Purchaser of all price adjustments referenced in this paragraph. Should equipment covered by any Location Agreement be modified by the Purchaser during the pendency of any Location Agreement the parties will endeavor to reach a written agreement on a modified price for the Services applicable to that equipment. Should those parties fail to reach a written agreement on a modified price then that equipment will be removed from the applicable Location Agreement and the applicable Purchaser shall remain financially responsible to the Service Provider for the Service Provider's lost profits associated with the Services originally designated for that piece of equipment at the original, agreed-to price for the remaining term of the applicable Location Agreement. The price is subject to increase in the event the existing equipment is modified from its present state. A service charge of 1 1/2%per month, or the highest legal rate, whichever is less, shall apply to delinquent accounts. Time is of the essence. 14. INSURANCE REQUIREMENTS: At its sole expense, Service Provider shall carry and maintain throughout the term of any fully executed Location Agreement the insurance described below. The all risk and liabilities policies must each contain a provision by which the insurer agrees that such policy shall not be canceled except after thirty(30) days written notice to Purchaser. Before the commencement of the Services, Service Provider shall submit to Purchaser a Certificate of Insurance showing that all insurance requirements have been met. If any policy expires during the term of any fully executed Location Agreement(s), it shall automatically be renewed and a new Certificate of Insurance shall be sent immediately to Purchaser. Workers' Compensation Statutory Limits Employer's Liability $1,000,000 each accident $1,000,000 policy limit-disease $1,000,000 disease-each employee 9/17 TK ELEVATOR CORPORATION I any other required information can be added here TIC General Liability This shall include all major divisions of coverage and be on a commercial occurrence form. It shall include premises operations, products and completed operations, contractual, and personal injury. Limits Primary: $2,000,000 each occurrence—BI &PD $2,000,000 general aggregate $2,000,000 personal injury&adv. Injury Automobile Liability and Property Damage This shall be on an occurrence basis with a combined single limit of$2,000,000. It shall include all automobiles owned, leased, hired or non-owned. 15. PURCHASER RESPONSIBILITIES: Product Information. Purchaser agrees to provide Service Provider with current wiring diagrams that reflect all changes, parts catalogs, and maintenance instructions for the equipment covered by this agreement. Purchaser agrees to authorize Service Provider to produce single copies of any programmable device(s) used in the equipment for the purpose of archival back up of the software embodied therein. These items will remain Purchaser's property. Safety. Purchaser agrees to instruct or warn passengers in the proper use of the equipment and to keep the equipment under continued surveillance by competent personnel to detect irregularities between elevator examinations. Purchaser agrees to report immediately any condition that may indicate the need for correction before the next regular examination. Purchaser agrees to shut down the equipment immediately upon manifestation of any irregularities in operation or appearance of the equipment, notifying Service Provider at the address and phone number listed on any fully executed Location(s) Agreement at once, and written notice within ten(10)days after any occurrence or accident in or about the elevator. Purchaser agrees to provide Service Provider's personnel a safe place in which to work. Service Provider reserves the right to discontinue work in the building whenever, in Service Provider's sole opinion, Service Provider's personnel do not have a safe place in which to work. Purchaser agrees to provide a suitable machine room including secured doors,waterproofing, lighting,ventilation and heat to maintain the room at a temperature of 50°F minimum to 90°F maximum. Purchaser also agrees to maintain the elevator pit in a dry condition at all times. Should water or other liquids become present, Purchaser will contract with others for removal and the proper handling of such liquids. 10/17 TK ELEVATOR CORPORATION I any other required information can be added here Other. Purchaser agrees not to permit others to make alterations, additions, adjustment, or repairs or replace any component or part of equipment during the term of any fully executed Location(s) Agreement. Purchaser agrees to accept Service Provider's judgment as to the means and methods to be employed for any corrective work under this agreement. In the event of the sale, lease or other transfer of the elevator(s) or equipment described in any fully executed Location(s) Agreement, or the premises in which they are located, Purchaser agrees to see that such successor is made aware of that Location(s) Agreement and assumes and agrees to be bound by the terms of those documents for the balance of the Location(s)Agreement, and subject to termination herein provided, or otherwise be liable for the full unpaid balance due for the full unexpired term of the Location(s)Agreement. Items Not Covered. Service Provider does not cover cosmetic, construction, or ancillary components of the elevator system, including the finishing, repairing or replacement of the cab enclosure, ceiling frames, panels, and/or fixtures, hoistway door panels, door frames, sills, car flooring, floor covering, lighting fixtures, ceiling light bulbs and tubes, main line power switches, breaker(s),feeders to controller, hydraulic elevator jack outer casing, buried piping, alignment of elevator guide rails, smoke and fire sensors, fire service reports, intercommunication devices, security systems not installed by Service Provider, batteries for emergency lighting and lowering, air conditioners, heaters,ventilation fans and all other items as set forth and excluded in this Agreement. 16. EXCLUSIVITY This Agreement is an exclusive frame agreement, which means that the Purchaser only undertakes to buy the Services, or parts thereof, from the Service Provider from the date that this Agreement is fully executed. 17. EXCUSABLE DELAYS The Service Provider shall not be liable for delay in performing or for failure to perform its obligations under this Agreement or any location requirement if such delay or failure results from any of the following causes: (i) Acts of God, (ii) the act of any government or authority (including the denial or cancellation of any export license or other necessary license), (iii)the outbreak of wars, terrorism, insurrections, (iv) fire, explosion, flood (v) and strike, lock-out or other industrial action which is beyond the Service Provider's control or(vi)any other cause of any nature which is beyond the applicable Service Provider's control. 18. TERMINATION AND REMEDIES 18.1 The Service Provider has the right(but not the obligation)to terminate this Agreement or any location Agreement with 30 day's prior written notice in case of the Purchaser's failure to comply with any terms of this Agreements or any Location Agreement.Termination of a Location(s)Agreement shall not have effect on other existing Locations associated with this Agreement,which shall be completed in accordance with these terms and conditions. If such failure is remedied within the said 30 days period, this right to terminate shall expire. 18.2 The provisions of this Agreement, and the right and remedies of a party in the event of the other party's breach under this Agreement (including the breach of any warranty) are cumulative and are without prejudice to all other rights and remedies available to it and may have at law or otherwise; no exercise by a party of any one right or remedy under this Agreement,or at law or otherwise,shall operate so as to hinder or prevent the exercise of any other such right or remedy. However, in no event shall one party to this Agreement be liable to the other party for any indirect or consequential loss or damage, 11/17 TK ELEVATOR CORPORATION I any other required information can be added here Ila including but not limited to loss of profit, loss of production, loss of interest or otherwise, which may be suffered by the other party in connection with the entering into or operation of this Agreement. 19.ASSIGNMENT Purchaser may not assign, transfer, novate, sub-contract or otherwise dispose of any of its rights and obligations under this Agreement without the prior written consent of the Service Provider. Notwithstanding the above, Service Provider may without the consent of the Purchaser; use subcontractors for the performance of any Services purchased by the Purchaser under this Agreement or a local agreement. The use of subcontractors to provide Services shall in no way relieve the Service Provider of its responsibilities and obligations towards the Purchaser under this Agreement or a local agreement. 20. HEALTH&SAFETY. ENVIRONMENTAL AND QUALITY The Service Provider and the Purchaser shall work towards the prevention of accidents aiming for zero accidents and the creation of a safer work environment. 21. ETHICAL COMMITMENT The Service Provider has an extensive corporate compliance program and its employees are expected to maintain the highest level of ethical and legal conduct at all times during the term of the Agreement and expects the Purchaser to act in a like manner. Should the Purchaser suspect that the Service Provider or its employees have engaged in any illegal or unethical conduct, such suspicions must be reported through the Service Provider's toll-free compliance hotline at 1-866-572-1739. 22. MISCELLANEOUS 22.1 The headings in this Agreement shall not affect its interpretation. 22.2 Throughout this Agreement,whenever required by context,the use of the singular number shall be construed to include the plural, and the use of the singular number shall be construed to include the plural, and the use of the plural the singular, and the use of any gender shall include all genders. 22.3 Should any term or provision in this Agreement shall be held to be illegal or unenforceable, in whole or in part, under any enactment or rule of law, such term or provision or part shall to that extent be deemed not to form part of this Agreement but the validity and enforceability of the remainder of this Agreement shall not be affected. 22.4 The waiver or forbearance or failure of a party in insisting in any one or more instances upon the performance of any provision of this Agreement shall not be construed as a waiver or relinquishment of that parry's right to future performance of such provision and the other parry's obligations in respect of such future performance shall continue in full force and effect. 22.5 In the event a third parry is retained to enforce, construe or defend any of the terms and conditions of this Agreement or to collect any monies due thereunder, either with or without litigation, the prevailing parry shall be entitled to recover all costs and reasonable attorney's fees. 22.6 Purchaser hereby waives trial by jury and agrees that this Agreement and any applicable Location(s) Agreement shall be construed and enforced in accordance with the laws of the state where the equipment described on the applicable Location(s) Agreement is located. Purchaser further agrees to jurisdiction of the courts, both state and Federal, of the state in which the equipment set forth on the 12/17 TK ELEVATOR CORPORATION I any other required information can be added here Ila applicable Location(s) Agreement is located as to all matters and disputes arising out of this that Location(s)Agreement. 22.7 The liability of the Service Provider under this Agreement shall not exceed the value of the Services remaining on the then current and unexpired term of the applicable Location(s)Agreement. 22.8 This Agreement supersedes all prior oral or written agreement between the Service Provider and the Purchaser and constitutes the entire agreement between the parties with respect to the services and work performed hereunder. 23 NOTICES: Every notice or other communication to be given by either party to the other with respect to this Agreement(s), shall be given by personal delivery, by facsimile or by United States registered or certified mail postage prepaid, return receipt requested, addressed as hereinafter provided. Except as otherwise specified herein, the time period in which a response to any notice or other communication must be made, if any, shall commence to run on the earliest to occur of(a) if by personal delivery, the date of receipt, or attempted delivery, if such communication is refused; (b) if given by telecopy, the date on which such telecopy is transmitted and confirmation of delivery, or attempted delivery, thereof is received; and(c) if sent by mail(as aforesaid), the date of receipt or delivery is refused. Until further notice, notices and other communications under this Agreement shall be addressed to the parties at: FILL IN THE CONTACT INFORMATION FOR USA OPERATIONS FOR PURCHASER HERE TK Elevator Corporation 3100 Interstate North Circle SE Suite 500 Atlanta, GA 30339 Attn: International Account Contract Administrator FILL IN FAX NUMBER This Agreement has been prepared in duplicate, of which each party has received a copy. 13/17 TK ELEVATOR CORPORATION I any other required information can be added here Ila ACCEPTED: PURCHASING COMPANY NAME TK ELEVATOR CORP. X��7BY BY: � Signature of Authorized Individual TITLE: TITLE: Branch Account Executive DATE: DATE: TKE CORRAPPROVAL: BY: w4u,019 TITLE: National Accounts Executive DATE: 1/7/22 14/17 TK ELEVATOR CORPORATION I any other required information can be added here Pr e fibtl�Oc„ •on C on��aC ype anc rice Location Name: FORT WORTH CITY HALL Location Address: 100 ENERGY WAY FORT WORTH TX, 76102 Unit Count: 14 Unit Type: ESCALATOR, GEARED TRACTION, GEARLESS TRACTION, HYDRAULIC Contract Type: GOLD Omnia Group Pricing: 4,845/MONTHLY Billing Frequency (Monthly) SPECIAL CONSIDERATIONS- 40 MAINTAINENCE HOURS PER MONTH INCLUDED Business hours 7am-5pm 15/17 TK ELEVATOR CORPORATION I any other required information can be added here Ila List of Units— Pricing Per Location/Unit GE1 EL HYDRAULIC 140 GE2 EL HYDRAULIC 140 SE1 EL TR GEARED 346.50 SE2 EL TR GEARED 346.50 PE1 EL TR GEARLESS 346.50 PE2 EL TR GEARLESS 346.50 PE3 EL TR GEARLESS 346.50 PE4 EL TR GEARLESS 346.50 PE5 EL TR GEARLESS 346.50 PE6 EL TR GEARLESS 346.50 PE7 EL TR GEARLESS 346.50 PE8 EL TR GEARLESS 346.50 Up ESCALATOR 550 Down ESCALATOR 550 16/17 TK ELEVATOR CORPORATION I any other required information can be added here Mehcanic Mechanic Billing Billing rate - Rate - 2021 2022 2023 overtime 2021 2022 2023 Standard 2020 2020 � Mechanic Helper Billing rate - double 2021 2022 2023 Billing rate 2021 2022 2023 overtime - standard Ila 2020 4 2020 .: $313.75 $326.30 • .35 Helper Helper Billing Billing rate - rate - 2021 2022 2023 Double 2021 2022 2023 Overtime Overtime 2020 � 2020 ® $554.71 Team Billing Team rate - standard 2021 2022 2023 Billing rate 2021 2022 2023 2020 - Overtime 17/17 TK ELEVATOR CORPORATION I any other required information can be added here 2020 � �� �: �• •• Team Billing rate - Double 2021 2022 2023 Overtime 2020 EXHIBIT B— COOPERATIVE AGENCY CONTRACT Contract is too large to attach. Click on link to access Omnia Partners Contract#R200502. EXHIBIT C CONFLICT OF INTEREST QUESTIONNAIRE (Conflict of Interest Questionnaire page follow) CONFLICT OF INTEREST QUESTIONNAIRE FORM CIQ For vendor doing business with local governmental entity This questionnaire reflects changes made to the law by H.B. 23, 84th Leg., Regular Session. OFFICE USE ONLY This questionnaire is being filed in accordance with Chapter 176, Local Government Code, by a vendor who Date Received has a business relationship as defined by Section 176.001(1-a) with a local governmental entity and the vendor meets requirements under Section 176.006(a) By law this questionnaire must be filed with the records administrator of the local governmental entity not later than the 7th business day after the date the vendor becomes aware of facts that require the statement to be filed. See Section 176.006(a-1), Local Government Code. A vendor commits an offense if the vendor knowingly violates Section 176.006, Local Government Code.An offense under this section is a misdemeanor. 1J Name of vendor who has a business relationship with local governmental entity. "IA 2 ❑ Check this box if you are filing an update to a previously filed questionnaire.(The law requires that you file an updated completed questionnaire with the appropriate filing authority not later than the 7th business day after the date on which you became aware that the originally filed questionnaire was incomplete or inaccurate.) 3 Name of local government officer about whom the information is being dd' closed. Name of Officer 4 Describe each employment or other business relationship with the local government officer,or a family member of the officer,as described by Section 176.003(a)(2)(A). Also describe any family relationship with the local government officer. Complete subparts A and B for each employment or business relationship described. Attach additional pages to this Form CIQ as necessary. A. Is the local government officer or a family member of the officer receiving or likely to receive taxable income, other than investment income, from the vendor? Yes 1f No B. Is the vendor receiving or likely to receive taxable income,other than investment income,from or at the direction of the local government officer or a family member of the officer AND the taxable income is not received from the local governmental entity? Yes EJ No 5 Describe each employment or business relationship that the vendor named in Section 1 maintains with a corporation or other business entity with respect to which the local government officer serves as an officer or director,or holds an ownership interest of one percent or more. s ❑ Check this box if the vendor has given the local government officer or a family member of the officer one or more gifts as described in Section 176.003(a)(2)(B), excluding gifts described in Section 176.003(a-1). 7 /, 7-zo z Signature of vendor doin usiness with the governmental entity Date Form provided by Texas Ethics Commission www.ethics.state.tx.us Revised 1/1/2021 CONFLICT OF INTEREST QUESTIONNAIRE For vendor doing business with local governmental entity A complete copy of Chapter 176 of the Local Government Code maybe found at http://www.statutes.legis.state.tx.us/ Docs/LG/htm/LG.176.htm. For easy reference, below are some of the sections cited on this form. Local Government Code q 176.001(1-a): "Business relationship"means a connection between two or more parties based on commercial activity of one of the parties. The term does not include a connection based on: (A) a transaction that is subject to rate or fee regulation by a federal,state,or local governmental entity or an agency of a federal,state,or local governmental entity; (B) a transaction conducted at a price and subject to terms available to the public;or (C) a purchase or lease of goods or services from a person that is chartered by a state or federal agency and that is subject to regular examination by, and reporting to,that agency. Local Government Code§176.003(a)(2)(A)and(B): (a) A local government officer shall file a conflicts disclosure statement with respect to a vendor if: (2) the vendor: (A) has an employment or other business relationship with the local government officer or a family member of the officer that results in the officer or family member receiving taxable income, other than investment income, that exceeds $2,500 during the 12-month period preceding the date that the officer becomes aware that (i) a contract between the local governmental entity and vendor has been executed; or (ii) the local governmental entity is considering entering into a contract with the vendor; (B) has given to the local government officer or a family member of the officer one or more gifts that have an aggregate value of more than$100 in the 12-month period preceding the date the officer becomes aware that: (i) a contract between the local governmental entity and vendor has been executed; or (ii) the local governmental entity is considering entering into a contract with the vendor. Local Government Code§176.006 a and a-1 (a) Avendor shall file a completed conflict of interest questionnaire if the vendor has a business relationship with a local governmental entity and: (1) has an employment or other business relationship with a local government officer of that local governmental entity,or a family member of the officer,described by Section 176.003(a)(2)(A); (2) has given a local government officer of that local governmental entity, or a family member of the officer,one or more gifts with the aggregate value specified by Section 176.003(a)(2)(B),excluding any gift described by Section 176.003(a-1);or (3) has a family relationship with a local government officer of that local governmental entity. (a-1) The completed conflict of interest questionnaire must be filed with the appropriate records administrator not later than the seventh business day after the later of: (1) the date that the vendor: (A) begins discussions or negotiations to enter into a contract with the local governmental entity; or (B) submits to the local governmental entity an application,response to a request for proposals or bids, correspondence, or another writing related to a potential contract with the local governmental entity;or (2) the date the vendor becomes aware: (A) of an employment or other business relationship with a local government officer, or a family member of the officer,described by Subsection (a); (B) that the vendor has given one or more gifts described by Subsection (a);or (C) of a family relationship with a local government officer. Form provided by Texas Ethics Commission www.ethics.state.tx.us Revised 1/1/2021 Official site of the City of Fort Worth,Texas CITY COUNCIL AGENDA FbR Wo rm Create New From This M&C DATE: 1/11/2022 REFERENCE**M&C 22- LOG 13PCOOP OMNIA NEW CITY HALL NO.: 0008 NAME: ELEVATOR SERVICES TD PMD CODE: P TYPE: CONSENT PUBLIC NO HEARING: SUBJECT: (CD 9) Authorize Execution of Cooperative Purchase Agreement with TK Elevator Corporation, Using OMNIA Partners Group Contract No. R200502, for Elevator and Escalator Repairs and Services at the New City Hall for the Property Management Department, with an Annual Amount Up to$324,000.00 during the Initial Term and Each of Three, One-Year Renewal Options RECOMMENDATION: It is recommended that the City Council authorize the execution of a cooperative purchase agreement with TK Elevator Corporation, using OMNIA Partners Group Contract No. R200502, for elevator and escalator repairs and services at the new City Hall for the Property Management Department, with an annual amount up to$324,000.00 during the initial term and in each of the three, one-year renewal options. DISCUSSION: In December 2021, the Property Management Department(PMD) contacted the Purchasing Division to enter into an agreement for elevator and escalator repairs and service at the new City Hall. PMD will pay a fixed monthly price for scheduled maintenance, testing, operational repairs, emergency responses, and after-hour services. Non-scheduled maintenance and repairs, if required, will be billed separately based on time and materials. OMNIA Partners Group (OMNIA)contracts offer fixed discounts. Staff reviewed the pricing and determined it to be fair and reasonable. Staff recommends execution of an agreement with TK Elevator Corporation (formerly known as ThyssenKrupp Elevator Corporation), using OMNIA Partners Contract No. R200502, with an annual amount up to$324,000.00 for elevator and escalator repairs and service at the new City Hall. An administrative change order or increase may be made by the City Manager up to the amount allowed by relevant law and the Fort Worth City Code and does not require specific City Council approval as long as sufficient funds have been appropriated. State law provides that a local government purchasing an item under a Cooperative Purchasing Agreement satisfies state laws requiring that the local government seek competitive bids for purchase of the item. OMNIA has been competitively bid to increase and simplify the purchasing power of government entities. OMNIA conducted competitive bidding for the contract during April 2020 through Region 4 Education Service Center(Request for Proposal 20-05). The contract has a term through September 30, 2023 with right to renew the contract for two (2)additional one-year periods or portions thereof. A MBE/SBE goal is not assigned when purchasing from an approved purchasing cooperative or public entity. Upon Council approval, the agreement will begin on execution (anticipated to be January 11, 2022) and end on September 30, 2022. The agreement may be renewed at the City of Fort Worth's (City)option for three additional one-year terms if OMNIA renews its contract. Renewal of this agreement by the City does not require specific City Council approval, provided that the City Council has appropriated sufficient funds to satisfy the City's obligations during the renewal term. The agreement serves COUNCIL DISTRICT 9. FISCAL INFORMATION/CERTIFICATION: The Director of Finance certifies that funds are available in the current operating budget, as previously appropriated, in the General Fund to support the approval of the above recommendation and execution of the agreement. Prior to any expenditure being incurred, the Property Management Department has the responsibility to validate the availability of funds. BQN\\ TO Fund Department Account Project Program Activity Budget Reference# Amount ID I I ID I I I Year Chartfield 2 FROM Fund Department Account Project Program Activity Budget Reference# Amount ID ID Year Chartfield 2 Submitted for City Manager's Office by_ Jay Chapa (5804) Dana Burghdoff (8018) Originating Department Head: Reginald Zeno(8517) Steve Cooke (9785) Additional Information Contact: Cynthia Garcia (8285) Taylor Dean (7648) ATTACHMENTS 13PCOOP OMNIA NEW CITY HALL ELEVATOR SERVICES TD PMD funds availabilitypdf (CFW Internal) FID TABLE NCH ELEVATOR.xlsx (CFW Internal) Form 1295.pdf (CFW Internal) SAMS TK Elevator Corporation.pdf (CFW Internal)