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HomeMy WebLinkAboutContract 58623CSC No. 58623 CITY OF FORT WORTH _ V COOPERATIVE PURCHASE CUSTOMER AGREEMENT This Cooperative Purchase Customer Agreement ("Customer Agreement") is entered into by and between WitrnerPublic Safety GrouAlne., ("Vendor") and the City of Fort Worth, ("Customer" or "Authorized Customer"), a Texas government entity, and a Customer as defined in Section A, General Provisions of the agreement between GSA Advantage and Witmer Public Safety Group, Inc., Contract No. GS-07F-00801', with an effective date of November 3, 2022. This Customer Agreement shall be governed by the terms and conditions of the GSA Advantage Agreement, which is incorporated herein by reference and is available online at httns://www.GSAAdyantage.gov or upon request from Vendor. The GSA Advantage Agreement expires on October 31, 2026. Authorized Customer is eligible and desires to purchase Firefighter head protection, helmet parts and accessories pursuant to the terms and conditions of the GSA Advantage Agreement as the GSA Advantage may specify time to time, as -well as the terms and conditions of this Customer Agreement. GSA Advantage will only be responsible for services provided to GSA Advantage and will not be responsible for payments for services provided to any individual Customer. The Authorized Customer agrees to the terms and conditions of the GSA Advantage Agreement as applicable. The Authorized Customer hereby agrees that it is separately and solely liable for all obligations and payments for equipment and services provided hereunder. Vendor agrees that Customer shall be entitled to the same rights and protections under the law afforded to the GSA Advantage under the GSA Advantage Agreement, as applicable. as if Customer had entered into the GSA Advantage Agreement. The Vendor agrees to the Terms and Conditions which are attached as Exhibit "A" and incorporated herein by reference. These Terms and Conditions are more favorable to the Authorized Customer than those in the GSA Advantage Agreement. In the event of any conflict between the Terms and Conditions of Exhibit "A" and the terms and conditions of the GSA Advantage Agreement, the terms and conditions of Exhibit "A" shall control. Further, Vendor agrees that until the expiration of three (3) years after Final payment under this Customer Agreement, or the Final conclusion of any audit commenced during the said three years, Customer, or Customer's designated representative, shall have access to and the right to audit at reasonable times. all records involving transactions relating to this Customer- Agreement necessary to determine compliance therewith. at no additional cost to the Customer. Vendor agrees that the Customer shall have access to such records during normal business hours. Customer shall provide Vendor with reasonable advance notice of any intended audits. The undersigned represents and warrants that lie/she has the power and authority to execute this Customer Agreement, bind the respective Authorized Customer, and that the execution and performance of this Customer- Agreement has been duly authorized by all necessary Authorized Customer action by M&C P-12136 approved on December 5, 2017. Authorized Customer has caused this Customer Agreement to be executed by its duly authorized representative to be effective as of this I ' day of December 2022. To CITY: To VENDOR: City of Fort Worth Witmer Public Safety Group, Inc. Attn: Valerie Washington, Assistant City Manager Connie Warner, Account Manager 200 Texas Street 101 Independence Way Fort Worth, TX 76102-6314 Coatesville, PA 19320 Facsimile: (817) 392-8654 Facsimile: With copy to Fort Worth City Attorney's Office at same address OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX CSC No. EXHIBIT "A" CITY OF FORT WORTH, TEXAS STANDARD PURCHASING TERMS AND CONDITIONS The City of Fort Worth, its officers, agents, servants, authorized employees, vendors and subvendors who act on behalf of various City departments, bodies or agencies. The consultant, Contractor(s), supplier, Contractor(s)or other provider of goods and/or services, its officers, agents, servants, employees, vendors and subvendors who act on behalf of the entity under a contract with the City of Fort Worth. Any information submitted to the City of Fort Worth (the "City") may be requested by a member of the public under the Texas Public Information Act. See TEX. GOVT CODE ANN. §§ 552.002, 552.128(c) (West Supp. 2006). If the City receives a request for a Seller's proprietary information, the Seller listed in the request will be notified and given an opportunity to make arguments to the Texas Attorney General's Office (the "AG") regarding reasons the Seller believes that its information may not lawfully be released. If Seller does not make arguments or the AG rejects the arguments Seller makes, Seller's information will be released without penalty to the City. No officer or employee of Buyer shall have a financial interest, direct or indirect, in any contract with Buyer or be financially interested, directly or indirectly, in the sale to Buyer of any land, materials, supplies or services, except on behalf of Buyer as an officer or employee. Any willful violation of this section shall constitute malfeasance in office, and any officer or employee found guilty thereof shall there by forfeit his office or position. Any violation of this section with the knowledge, expressed or implied, of the person or corporation contracting with the City Council shall render the contract invalid by the City Manager or the City Council. (Chapter XXVII, Section 16, City of Fort Worth Charter) �;._; 5.1 No employees of the Buyer or its officers, agents, servants, vendors or subvendors who act on behalf of various City departments, bodies or agencies are authorized to place orders for goods and/or services without providing approved contract numbers, purchase order numbers, or release numbers issued by the Buyer. The only exceptions are Purchasing Card orders and emergencies pursuant to Texas Local Government Code Section 252.022(a)(1), (2), or (3). In the case of emergencies, the Buyer's Purchasing Division will place such orders. 5.2 Acceptance of an order and delivery on the part of the Seller without an approved contract number, purchase order number, or release number issued by the Buyer may result in rejection of delivery, return of goods at the Seller's cost and/or non-payment. Seller will package goods in accordance with good commercial practice. Each shipping container, shall be clearly and permanently marked as follows: (a) Seller's name and address: (b) Consignee's name, address and purchase order or purchase change order number; (c) Container number and total number of containers, e.g., box 1 of 4 boxes; and (d) Number of the container bearing the packing slip. Seller shall bear the cost of packaging unless otherwise provided. Goods shall be suitably packed to secure lowest transportation costs and to conform to requirements of common carriers and any applicable specifications. Buyer's count or weight shall be final and conclusive on shipments not accompanied by packing lists. CSC No. 7.0 SHIPMENT UNDER RESERVATION PROHIBITED Seller is not authorized to ship the goods under reservation, and no tender of a bill of lading will operate as a tender of goods. The title and risk of loss of the goods shall not pass to Buyer until Buyer actually receives and takes possession of the goods at the point or points of delivery after inspection and acceptance of the goods. 9.0 DELIVERY TERMS AND TRANSPORTATION CHARGES Freight terms shall be F.O.B. Destination, Freight Prepaid and Allowed, unless delivery terms are specified otherwise in Seller's proposals. Buyer agrees to reimburse Seller for transportation costs in the amount specified in Seller's proposals or actual costs, whichever is lower, if the quoted delivery terms do not include transportation costs; provided, Buyer shall have tile right to designate what method of transportation shall be used to ship the goods. The place of delivery shall be set forth in the "Ship to" block of the purchase order, purchase change order, or release order. 11.0 RIGHT OF INSPECTION Buyer shall have the right to inspect the goods upon delivery before accepting them. Seller shall be responsible for all charges for the return to Seller of any goods rejected as being nonconforming under the specifications. 12.0 INVOICES 12.1 Seller shall submit separate invoices in duplicate, on each purchase order or purchase change order after each delivery. Invoices shall indicate the purchase order or purchase change order number. Invoices shall be itemized and transportation charges, if any, shall be listed separately. A copy of the bill of lading and the freight waybill, when applicable, should be attached to the invoice. Seller shall mail or deliver invoices to Buyer's Department and address as set forth in the block of the purchase order, purchase change order or release order entitled "Ship to." Payment shall not be made until the above instruments have been submitted after delivery and acceptance of the goods and/or services. 12.2 Seller shall not include Federal Excise, State or City Sales Tax in its invoices. The Buyer shall furnish a tax exemption certificate upon Seller's request. 13.0 PRICE WARRANTY 13.1 The price to be paid by Buyer shall be that contained in Seller's proposals which Seller warrants to be no higher than Seller's current prices on orders by others for products and services of the kind and specification covered by this agreement for similar quantities under like conditions and methods of purchase. In the event Seller breaches this warranty, the prices of the items shall be reduced to the prices contained in Seller's proposals, or in the alternative upon Buyer's option, Buyer shall have the right to cancel this contract without any liability to Seller for breach or for Seller's actual expense. Such remedies are in addition to and not in lieu of any other remedies which Buyer may have in law or equity. 13.2 Seller warrants that no person or selling agency has been employed or retained to solicit or secure this contract upon an agreement or understanding for commission, percentage, brokerage or contingent fee, excepting employees of an established commercial or selling agency that is maintained by Seller for the purpose of securing business. For breach or violation of this warranty, Buyer shall have the right, in addition to any other right or rights arising pursuant to said purchase(s), to cancel this contract without liability and to deduct from the contract price such commission percentage, brokerage or contingent fee, or otherwise to recover the full amount thereof. CSC No. 1 '.�� �1CG:► Seller shall not limit or exclude any express or implied warranties and any attempt to do so shall render this contract voidable at the option of Buyer. Seller warrants that the goods furnished will conform to Buyer's specifications, drawings and descriptions listed in the proposal invitation, and the sample(s) furnished by Seller, if any. In the event of a conflict between Buyer's specifications, drawings, and descriptions, Buyer's specifications shall govern. _::_Z III Seller warrants that the product sold to Buyer shall conform to the standards promulgated by the U.S. Department of Labor under the Occupational Safety and Health Act (OSHA) of 1970, as amended. In the event the product does not conform to OSHA standards, Buyer may return the product for correction or replacement at Seller's expense. In the event Seller fails to make appropriate correction within a reasonable time, any correction made by Buyer will be at Seller's expense. Where no correction is or can be made, Seller shall refund all monies received for such goods within thirty (30) days after request is made by Buyer in writing and received by Seller. Notice is considered to have been received upon hand delivery, or otherwise in accordance with Section 29.0 of these terms and conditions. Failure to make such refund shall constitute breach and cause this contract to terminate immediately. If this purchase is for the license of software products and/or services, and unless otherwise agreed, Seller hereby grants to Buyer, a perpetual, irrevocable, non-exclusive, nontransferable, royalty free license to use the software. This software is "proprietary" to Seller, and is licensed and provided to the Buyer for its sole use for purposes under this Agreement and any attached work orders or invoices. The City may not use or share this software without permission of the Seller; however Buyer may make copies of the software expressly for backup purposes. 17.1 The SELLER warrants that all Deliverables, or any part thereof, furnished hereunder, including but not limited to: programs, documentation, software, analyses, applications, methods, ways, and processes (in this Section each individually referred to as a "Deliverable" and collectively as the "Deliverables,") do not infringe upon or violate any patent, copyrights, trademarks, service marks, trade secrets, or any intellectual property rights or other third party proprietary rights, in the performance of services under this Agreement. 17.2 SELLER shall be liable and responsible for any and all claims made against the City for infringement of any patent, copyright, trademark, service mark, trade secret, or other intellectual property rights by the use of or supplying of any Deliverable(s) in the course of performance or completion of, or in any way connected with providing the services, or the City's continued use of the Deliverable(s) hereunder. 17.3 SELLER agrees to indemnify, defend, settle, or pay, at its own cost and expense, including the payment of attorney's fees, any claim or action against the City for infringement of any patent, copyright, trade mark, service mark, trade secret, or other intellectual property right arising from City's use of the Deliverable(s), or any part thereof, in accordance with this Agreement, it being understood that this agreement to indemnify, defend, settle or pay shall not apply if the City modifies or misuses the Deliverable(s). So long as SELLER bears the cost and expense of payment for claims or actions against the City pursuant to this section 8, SELLER shall have the right to conduct the defense of any such claim or action and all negotiations for its settlement or compromise and to settle or compromise any such claim; however, City shall have the right to fully participate in any and all such settlement, negotiations, or lawsuit as necessary to protect the City's interest, and City agrees to cooperate with SELLER 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 the City for infringement arising under this Agreement, the City shall have the sole right to conduct the defense of any such claim or action and all negotiations for its settlement or compromise and to settle or compromise any such claim; however, SELLER shall fully participate and cooperate with the City in defense of such claim or action. City agrees to give SELLER timely written notice of any such claim or action, with copies of all papers City may receive relating thereto. Notwithstanding the foregoing, the City's assumption of payment of costs or expenses shall not eliminate SELLER's duty to indemnify the City under this Agreement. If the Deliverable(s), or any part thereof, is held to infringe and the used thereof is enjoined or restrained or, if as a result of a settlement or compromise, such use is materially CSC No. adversely restricted, SELLER shall, at its own expense and as City's sole remedy, either: (a) procure for City the right to continue to use the Deliverable(s); or (b) modify the Deliverable(s) to make them/it non -infringing, provided that such modification does not materially adversely affect City's authorized use of the Deliverable(s); or (c) replace the Deliverable(s) with equally suitable, compatible, and functionally equivalent non -infringing Deliverable(s) at no additional charge to City; or (d) if none of the foregoing alternatives is reasonably available to SELLER, terminate this Agreement, and refund all amounts paid to SELLER by the City, subsequent to which termination City may seek any and all remedies available to City under law. Seller agrees that any and all analyses, evaluations, reports, memoranda, letters, ideas, processes, methods, programs, and manuals that were developed, prepared, conceived, made or suggested by the Seller for the City pursuant to a Work Order, including all such developments as are originated or conceived during the term of the Contract and that are completed or reduced to writing thereafter (the "Work Product") and Seller acknowledges that such Work Product may be considered "work(s) made for hire" and will be and remain the exclusive property of the City. To the extent that the Work Product, under applicable law, may not be considered work(s) made for hire, Seller hereby agrees that this Agreement effectively transfers, grants, conveys, and assigns exclusively to Buyer, all rights, title and ownership interests, including copyright, which Seller may have in any Work Product or any tangible media embodying such Work Product, without the necessity of any further consideration, and Buyer shall be entitled to obtain and hold in its own name, all Intellectual Property rights in and to the Work Product. Seller for itself and on behalf of its vendors hereby waives any property interest in such Work Product. The City owns and operates a computing environment and network {collectively the "Network"). If Seller requires access, whether onsite or remote, to the City's network to provide services hereunder, and the Seller is required to utilize the Internet, Intranet, email, City database, or other network application, Seller shall separately execute the City's Network Access Agreement prior to providing such services. A copy of the City's standard Network Access Agreement can be provided upon request. 20.0 CANCELLATION Buyer shall have the right to cancel this contract immediately for default on all or any part of the undelivered portion of this order if Seller breaches any of the terms hereof, including warranties of Seller. Such right of cancellation is in addition to and not in lieu of any other remedies, which Buyer may have in law or equity. 21.0 TERMINATION The performance of work or purchase of goods under this order may be terminated in whole or in part by Buyer, with or without cause, at any time upon the delivery to Seller of a written "Notice of Termination" specifying the extent to which performance of work or the goods to be purchased under the order is terminated and the date upon which such termination becomes effective. Such right of termination is in addition to and not in lieu of any other termination rights of Buyer as set forth herein. 22.0 ASSIGNMENT/ DELEGATION No interest, obligation or right of Seller, including the right to receive payment, under this contract shall be assigned or delegated to another entity without the express written consent of Buyer. Any attempted assignment or delegation of Seller shall be wholly void and totally ineffective for all purposes unless made in conformity with this paragraph. Prior to Buyer giving its consent, Seller agrees that Seller shall provide, at no additional cost to Buyer, all documents, as determined by Buyer, that are reasonable and necessary to verify Seller's legal status and transfer of rights, interests, or obligations to another entity. The documents that may be requested include, but are not limited to, Articles of Incorporation and related amendments, Certificate of Merger, IRS Form W-9 to verify tax identification number, etc. Buyer reserves the right to withhold all payments to any entity other than Seller, if Seller is not in compliance with this provision. If Seller fails to provide necessary information in accordance with this section, Buyer shall not be liable for any penalties, fees or interest resulting therefrom. CSC No. 23.0 WAIVER No claim or right arising out of a breach of this contract can be discharged in whole or in part by a waiver or renunciation of the claim or right unless the waiver or renunciation is supported by consideration in writing and is signed by the aggrieved party. 24.0 MODIFICATIONS This contract can be modified or rescinded only by a written agreement signed by both parties. 25.0 THE AGREEMENT In the absence of an otherwise negotiated contract, or unless stated otherwise, the Agreement between Buyer and Seller shall consist of these Standard Terms and Conditions together with any applicable bid documents published by the Buyer and Seller's Response to such bid (the "contract documents"). This Agreement is intended by the parties as a final expression of their agreement and is intended also as a complete and exclusive statement of the terms of their agreement. No course of prior dealings between the parties and no usage of trade shall be relevant to supplement or explain any term used in this Agreement. Acceptance of or acquiescence in a course of performance under this Agreement shall not be relevant to determine the meaning of this Agreement even though the accepting or acquiescing party has knowledge of the performance and opportunity for objection. Whenever a term defined by the Uniform Commercial Code (UCC) is used in this Agreement, the definition contained in the UCC shall control. In the event of a conflict between the contract documents, the order of precedence shall be these Standard Terms and Conditions, the Buyer's published bid documents and the Seller's response. If Buyer and Seller have otherwise negotiated a contract, this Agreement shall not apply. 26.0 APPLICABLE LAW/VENUE This agreement shall be governed by the Uniform Commercial Code wherever the term "Uniform Commercial Code" or "UCC" is used. It shall be construed as meaning the Uniform Commercial Code as adopted and amended in the State of Texas. Both parties agree that venue for any litigation arising from this contract shall be in Fort Worth, Tarrant County, Texas. This contract shall be governed, construed and enforced under the laws of the State of Texas. Seller shall operate hereunder as an independent vendor and not as an officer, agent, servant or employee of Buyer. Seller shall have exclusive control of, and the exclusive right to control, the details of its operations hereunder, and all persons performing same, and shall be solely responsible for the acts and omissions of its officers, agents, employees, vendors and sub -vendors. The doctrine of respondent superior shall not apply as between Buyer and Seller, its officers, agents, employees, vendors and subvendors. Nothing herein shall be construed as creating a partnership or joint enterprise between Buyer and Seller, its officers, agents, employees, vendors and subvendors. 28.0 LIABILITY AND INDEMNIFICATION. 28.1 LIABILITY - SELLER SHALL BE LIABLE AND RESPONSIBLE FOR ANY AND ALL PROPERTY LOSS, PROPERTY DAMAGE AND/OR PERSONAL INJURY, INCLUDING DEATH, TO ANY ANO ALL PERSONS, OF ANY KIND OR CHARACTER, WHETHER REAL OR ASSERTED, TO THE EXTENT CAUSED BY THE NEGLIGENT ACT(S) OR OMISSION(S), MALFEASANCE OR INTENTIONAL MISCONDUCT OF SELLER, ITS OFFICERS, AGENTS, SERVANTS OR EMPLOYEES. 28.2 INDEMNIFICATION - SELLER HEREBY COVENANTS AND AGREES TO INDEMNIFY, HOLD HARMLESS AND DEFEND THE CITY (ALSO REFERRED TO AS BUYER), ITS OFFICERS, AGENTS, SERVANTS ANO EMPLOYEES, FROM AND AGAINST ANY AND ALL CLAIMS OR LAWSUITS OF ANY KIND OR CHARACTER, WHETHER REAL OR ASSERTED, FOR EITHER PROPERTY DAMAGE OR LOSS (INCLUDING ALLEGED DAMAGE OR LOSS TO SELLER'S BUSINESS, AND ANY RESULTING LOST PROFITS) PERSONAL INJURY, INCLUDING DEATH, TO ANY AND ALL PERSONS, AND DAMAGES FOR CLAIMS OF INTELLECTUAL PROPERTY INFRINGEMENT, ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, TO THE EXTENT CAUSED BY THE ACTS OR OMISSIONS OF SELLER, ITS OFFICERS, AGENTS, SUBCONTRACTORS, SERVANTS OR EMPLOYEES. CSC No. 29.0 SEVERABILITY In case any one or more of the provisions contained in this agreement shall for any reason, be held to be invalid, illegal or unenforceable in any respect, such invalidity, illegality or unenforceability shall not affect any other provision of this agreement, which agreement shall be construed as if such invalid, illegal or unenforceable provision had -never been contained herein. In the event no funds or insufficient funds are appropriated and budgeted in any fiscal period for payments due under this contract, then Buyer will immediately notify Seller of such occurrence and this contract shall be terminated on the last day of the fiscal period for which funds have been appropriated without penalty or expense to Buyer of any kind whatsoever, except to the portions of annual payments herein agreed upon for which funds shall have been appropriated and budgeted or are otherwise available. 31.0 NOTICES TO PARTIES Notices addressed to Buyer pursuant to the provisions hereof shall be conclusively determined to have been delivered three (3) business days following the day such notice is deposited in the United States mail, in a sealed envelope with sufficient postage attached, addressed to Purchasing Manager, City of Fort Worth, Purchasing Division, 200 Texas Street, Fort Worth, Texas 76102. Notices to Seller shall be conclusively determined to have been delivered three (3) business days following the day such notice is deposited in the United States mail, in a sealed envelope with sufficient postage attached, addressed to the address given by Seller in its response to Buyer's invitation to bid. Or if sent via express courier or hand delivery, notice is considered received upon delivery. This contract is made and entered into with reference specifically to Chapter 17 . Article III, Division 3 ("Employment Practices"), of the City Code of the City of Fort Worth (1986), as amended, and Seller hereby covenants and agrees that Seller, its employees, officers, agents, vendors or subvendors, have fully complied with all provisions of same and that no employee, participant, applicant, Contractor(s)or subContractor(s)has been discriminated against according to the terms of such Ordinance by Seller, its employees, officers, agents, Contractor(s)or subvendors herein. City actively supports the Immigration & Nationality Act (INA) which includes provisions addressing employment eligibility, employment verification, and nondiscrimination. Vendor shall verify the identity and employment eligibility of all employees who perform work under this Agreement. Vendor shall complete the Employment Eligibility Verification Form (1-9), maintain photocopies of all supporting employment eligibility and identity documentation for all employees, and upon request, provide City with copies of all 1-9 forms and supporting eligibility documentation for each employee who performs work under this Agreement. Vendor shall establish appropriate procedures and controls so that no services will be performed by any employee who is not legally eligible to perform such services. Vendor shall provide City with a certification letter that it has complied with the verification requirements required by this Agreement. Vendor shall indemnify City from any penalties or liabilities due to violations of this provision. City shall have the right to immediately terminate this Agreement for violations of this provision by Vendor. Services, products, materials, and supplies provided by the Seller must meet or exceed all applicable health, safety, and the environmental laws, requirements, and standards. In addition, Seller agrees to obtain and pay, at its own expense, for all licenses, permits, certificates, and inspections necessary to provide the products or to perform the services hereunder. Seller shall indemnify Buyer from any penalties or liabilities due to violations of this provision. Buyer shall have the right to immediately terminate this Agreement for violations of this provision by Seller. CSC No. 35.0 RIGHT TO AUDIT Seller agrees that the Buyer, or Buyer's authorized representative, shall, until the expiration of three (3) years after final payment under this contract, and at no additional cost to Buyer, have access to and the right to examine and copy any directly pertinent books, computer disks, digital files, documents, papers and records of the Seller involving transactions relating to this contract, including any and all records maintained pursuant to Section 31 of this Agreement. Seller agrees that the Buyer shall have access, during normal working hours, to all necessary Seller facilities, and shall be provided adequate and appropriate workspace, in order to conduct audits in compliance with the provisions of this section. Buyer shall pay Seller for reasonable costs of any copying in accordance with the standards set forth in the Texas Administrative Code. The _Buyer shall give Seller reasonable advance written notice of intended audits, but no less than ten (10) business days. 36.0 DISABILITY In accordance with the provisions of the Americans With Disabilities Act of 1990 (ADA), Seller warrants that it and any and all of its subvendors will not unlawfully discriminate on the basis of disability in the provision of services to general public, nor in the availability, terms and/or conditions of employment for applicants for employment with, or employees of Seller or any of its subvendors. Seller warrants it willfully complywith ADA's provisions and any other applicable federal, state and local laws concerning disability and will defend, indemnify and hold Buyer harmless against any claims or allegations asserted by third parties or subvendors against Buyer arising out of Seller's and/or its subvendor's alleged failure to comply with the above -referenced laws concerning disability discrimination in the performance of this agreement. 37.0 DISPUTE RESOLUTION If either Buyer or Seller has a claim, dispute, or other matter in question for breach of duty, obligations, services rendered or any warranty that arises under this Agreement, the parties shall first attempt to resolve the matter through this dispute resolution process. The disputing party shall notify the other party in writing as soon as practicable after discovering the claim, dispute, or breach. The notice shall state the nature of the dispute and list the party's specific reasons for such dispute Within ten (10) business days of receipt of the notice, both parties shall make a good faith effort, either through email, mail, phone conference, in person meetings, or other reasonable means to resolve any claim, dispute, breach or other matter in question that may arise out of, or in connection with this Agreement. If the parties fail to resolve the dispute within sixty (60) days of the date of receipt of the notice of the dispute, then the parties may submit the matter to non -binding mediation upon written consent of authorized representatives of both parties in accordance with the Industry Arbitration Rules of the American Arbitration Association or otherapplicable rules governing mediation then in effect. If the parties cannot resolve the dispute through mediation, then either party shall have the right to exercise any and all remedies available under law regarding the dispute. 38.0 PROHIBITION ON CONTRACTING WITH COMPANIES THAT BOYCOTT ISRAEL Seller acknowledges that in accordance with Chapter 2270 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" shall have the meanings ascribed to those terms in Section 808.001 of the Texas Government Code. By signing this contract, Seller certifies that Seller's signature provides written verification to the City that Seller: (1) does not boycott Israel; and (2) will not boycott Israel during the term of the contract. ACCEPTED AND AGREED: CITY OF FORT WORTH: By: Vale- Mshllngton (Dec 19, 202212:08 CST) Name: Valerie Washington Title: Assistant City Manager Date: Dec 19, 2022 APPROVAL RECOMMENDED: Name: Jim Davis Title: Fire Chief o4g44a°�U FORt�O� ATTEST: Ovo o=c° ocp a�a� nEXASaab Tann�e5. Goo��ll By: Ja, ette S, Goodall (Dec 19, 202213:33 CST) Name: Jeannette Goodall Title: City Secretary VENDOR: Witmer Public Safety Group, Inc. CSC No. CONTRACT COMPLIANCE MANAGER: By signing I acknowledge that I am the person responsible for the monitoring and administration of this contract, including ensuring all performance and reporting requirements. By: 7 iRy,fe[l [J pfi 3,CST Name: Brenda Ray Title: Purchasing Manager, Fire APPROVED AS TO FORM AND LEGALITY: By:� Name: Taylor Paris Title: Assistant City Attorney CONTRACT AUTHORIZATION: M&C: N/A ATTEST: By: By: Name: Matthew Awad Name: Title: Inside Sales Manager Title: Date: laIgIa� OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX CSC No. EXHIBIT "B" CONFLICT OF INTEREST QUESTIONNAIRE 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 Form 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 a potential agreement with the City. Updated Questionnaires must be filed in conformance with Chapter 176. A copy of the Questionnaire Form CIQ is enclosed with the submittal documents. The form is also available at hftp://www.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 Vendor name in the # 1, use N/A in each of the areas on the form. However, a signature is required in the #4 box in all cases. WitMEr PUBLIC SAFETY GROUP, INC. EXHIBIT "C" SELLER'S QUOTE 101 Independence Way Coatesville, PA 19320 wwwmpsginc.com connie.warnertawpsginc.com (610)857-8070 CSC No. Quote Quote# QU050840 Date 10/11/2022 Exp. Date 11/10/2022 Bill To: Ship To: City of Fort Worth Fire City Of Fort Worth Fire Department Department 200 Texas St 2900 W Bolt St Fort Worth, TX 76102-6314 Fort Worth, TX 76110-5806 United States United States GSA Contract 339113PA - Bullard Helmet replacement parts. 10.26.22 @ 1:41 pm - WPSG & Cust waiting on GSA conf to submit order. Shipping Ube added when you have quantities. ID Name Terms Sales Rep 9447 Fort Worth, TX - FO Net 30 Connie Warner #k Item Name Description Quantity Unit Price Amount 1 OR600 Bullard 6" Brass Eagle "Star, & Stripes" for new UST6 1 89.92 39.82 helmet GSA Contact- GS-07F-0030T 2 R148 Bullard Nomex Chinstrap With Quick Release Buckle 1 42.34 4234 Postman's Slide Fastener for Fircdome UST GSA Contact GS-0717-0080T 3 R14SUV Bullard ReTrak Series Replacement Chinstrap 1 :2.3-1 4234 Nomex, vel Postman's Slide, for US T,'USTM ReTrak GSA contact_ GS-07F-0080T 4 RlSG Bullard Faceshield Mounting Hardware for UST 1 20.86 20.86 GSA Contact- GS-07F-0080T 5 R160 BuLard Leather Ratchet Cover.+Pad 1 20.46 20 a6 GSA Contact: GS-07F-USCIT G R334 BuMard 4" Polyaralate Hi -Heat Faceshie:d 1 84.74 84.74 GSA ContaCL GS-07F-0080T 7 R350 Bullard USTNSTM ReTrak Replacement Parts ReTrak 1 77.00 77.00 Helmet Visor and Nose Guard GSA Contact- GS-07F-0080T 8 R635 Bullard Fire Retardant Brovr Pad For Ratchet 1 15.61 15.61 Headband GSA Contact: GS-071`4030T TheRreStore G I E o N ,� Offner � tpeEMSstsre �i _ ,ri,.OurDesigns 1 ora CSC No. WifftlEr PUBLIC SAFETY GROUP, INC. 101Independence Way Coatesville, PA 19320 www.wpsginc.com connie.warn ar0wpscli nc.com (610) 857-8070 Quote Quote# QU050840 Date !�� 022Exp.Date 022 # Item Name Description Quantity Unit Price Amount 9 R637 Bullard Sure -Lock Ratchet Headband with Fire 1 34.34 34.34 Retardant Brow Pad (11635). Height Adjuster (11628) Leather Ratchet Cover (R1 60) GSA Contact. GS-07F-0080T 10 RS35 Bullard 2 3116" x 2 5/8" Scotchlite Trim, Set Of 8 1 14,46 14.46 Lime/Yellow. (FOR TRADITIONAL STYLE HELMETS) GSA Contact GS-07F-0080T 11 R158 Bullard Replacement Screws For Leather Helmets 1 7.02 7.02 Qty. 201 Enough for 10 Fronts GSA Contact- GS-07F-0080T 12 R157 Bullard Replacement Front Holder Screws And Nuts 1 7.02 7.02 10 Screws/l0 Nuts GSA Contact- GS-07F-0080T 13 R921 Bullard Inner Crown System w/ 6-Point Nylon Crown 1 127.14 127.14 Strap Assembly GSA Contact: GS-07F-0080T 14 R628 Bullard Ratchet Height Adjuster 1 10.83 10.93 GSA Contact. GS-07F-0080T 15 R721 Bullard Nomex Ear/Neck Protector, Black 1 38.99 38.89 GSA Contact: GS-07F-0080T 16 R131 Bullard Retrack - Latch 1 6.49 6.49 GSA Contact GS-07F-0080T 17 MISC Battery Box Cover, EA. TrakLite (UST)-46181706 1 22.10 22.10 TLLI DKITB GSA Contact GS-07F-0080T 18 MISC Battery Housing. Traklite (UST)- EA 1 93.07 93.07 46181706 TLBATTERYU GSA Contact- GS-07F-0080T 19 MISC Light, TrakLite, for the Front of HelmeL (UST) -EA - 1 119.72 119.72 46181706 - TLLED GSA Contact- GS-07F-0080T ' TWireStore MAW thefMSstore 1 j G I D E O N d Ou: Designs 2.f4 CSC No. 101 Independence Way Quote Wwww.wpsginc.com itHlEr Coatesville, PA 19320 Quote# QU050840 PUBLIC SAFETY GROUP, INC. connie.war ierCa)wl2sainc.com Date 10111/2022 (610) 857-8070 Exp. Date 11/10/2022 t Itern Name ❑escriRcion Quantity Unic Price Amount 20 P.,ISC Chinstrap, Helmet Block Kit (6 Per Package) - EA- 1 30.92 30.92 46181706 - USTBLOCKKIT GSA Contact- GS-07F-0080T 21 1010TSP Cairns 1010 with Defender Visor, Standard, Pink 1 400.0s 400.05 Includes Standard Flannel Liner. Yellow Nomex Earlaps. 6" Maltese Cross Front Holder, & Tuffshield Defender Visor NON -GSA 22 R3S1 Replacement Part, ReTrak Series nosepiece. 3 qty. 1 33.3S 33.38 GSA Contact GS-07F-0080T 23 F56502 Leather Fronts Type 5 -Decals 1 42.99 42.99 Label: FS6502 Style: FS6502 Leather Color Image: Black Leather (FSGS02) Thread Color Image: White (FS6502) Panel Color Image: Red (FSGS02) Characters or Medallion Text: 1 Text Option: Raised Leather Text Format. Default Text Color_ White Line 1 Text: FORT WORTH Text Option: Top Panel Text Format Default Text Color White -Reflective Line 2 Text: ENGINEER Text Option: Bottom Panel Text Format- Default Text Color. White -Reflective Notes: REFLECTIVE LETTERING WAS APPLIED TO THIS QUOTE. Associated Product- Bullard UST Traditional - 6 inch Fronts 24 FS6502 Leather Fronts Type 5 -Decals Label: FS6502 Style: F56502 Leather Color Image: White Leather (FS6502) Thread Color Image: White (FS6502) Panel Color Image: Red (FS6502) TheFireStore Of/iaelr Ihef Slate 1 42.99 42.99 CT G I o�❑ J a OurDesigns 3 of 4 WiffilEr PUBLIC SAFETY GROUP, INC. 101 Independence Way Coatesville, PA 19320 v"vw.wpsginc.com connie.warnerCcMpsainc.com (610) 857-8070 CSC No. Quote Quote# QU050840 Date 10/11/2022 Exp. Date 111101,1022 # Item Name Description Quantity Unit Price Amount Characters or Medallion Text: 482 Text Option: Raised Leather Text Formal Default Text Color: Mack Lire I Text: BATTALION Text Option: Top Pane: Text Format: Default Text Color. Gold-Re'cctive Lire 2 Text: CHIEF Text Option: Bottom Panel Text Format: Default Text Color. Gold-Ressectiv Notes: THE CENTER CHARACTERS "482 "WERE ADDED AS BLACK AS GOLD 1S NOT OFFERED. Associated Product: Bullard UST Traditional - 6 inch Fronts ACCEPTANCE OF QUOTATION The above prices, specifications, and conditions are satisfactory and are hereby accepted Quotation is valid until Nov 10,2022 Signature: Date: Subtotal: 1,424.58 Discount: 0.00 Tax Total: 0.00 Freight: 0.00 Total: 1,424.58 TheFireStore Omer �► theFMSsisre � � I o E o N _;`0 OurDesigns � pfa EXHIBIT "D" COOPERATIVE AGENCY CONTRACT CSC No. fghMEr PUBLIC SAFETY GROUP. INC. * theENSstore TheRreStore s Omer GENERAL SERVICES ADMINISTRATION, FAS AUTHORIZED GSA FAS SCHEDULE PRICELIST On-line access to contract ordering information, terms and conditions, up-to-date pricing, and the option to create an electronic delivery orderare available through WWW-GSAAdvantage.got; amenu-driven databasesystem. For moreinformation an orderingfrom FederolSupplySchedules click on the AcquisitionslinkatV WW.GSA-GOV SCHEDULE: MAS GSA CONTRACT NUMBER: GS-07F-0080T WITMER PUBLIC SAFETY GROUP, INC 104Independence Way Coatesville, PA 19320 Phone:800-852-6088 Fax:889-335-9800 TheFireStare Officer5tore theEMSstcre SALES: GovSales(@ WPSGinc.corn GSA Contract Ad m in istration: GovSales(@ W PSG inc.com Cvrrentcontractoption period covered through October3L 2025. CAGE: IMMLT UEI: MERGSST68§7 This Authd Pri elMis currentthrnu2h Modification PO-0381 a �-3- CSC No. F i R thefflSstera TheFireStore � 4 offKer Product lines currently on our GSA contract —clicking a link below will take you to that product listing on GSA Advantage' S=i2 ILLUMINATION EMI Lighting Balloons Emergency tvledical Kits and Supplies AsAXTOOLS EURANIC0 Rescue%ExtricationToo Is/Chisels Battery Powered Fan/Blower AKRON BRASS CO EZ SPANNER NozzlesandTips Spanner Wrenches and Tools ALLAMERICAN HOSE FAT IVAN Fire Hose Hinged Door Chocks ANCHOR INDUSTRIES FIRE-DEX Fire Shelters Fire Fighting Helmets and Gear ARMORED TEXTILES, INC First Tactica! Fire Hose Uniform trousers, shirts and hats ASP, INC FLAMEFIGHTER Batons and Training Weapons(RedGuns) Hose Testers,CabinetsandFireFightingTools ATLANCO lT€u-Spec) FUR Uniform Clothing and Accessories Thermal Image Cameras Bear & Son Cutlery FSI NORTH AMERICA Folding and fixed blade knives Decon Showers and Shelters BOS TON LEATHER FUNCTIONAL IDEAS Belts and Duty Gear Hydrostatic Pressure Tester 3RIG HT STAR LIG HTING GALCO G U N LEATHER Flashlights Firearm Holsters BULLARD COMPANY GFMTOR Fire Helmets Fire Fighting Harnesses and Rescue Equipment COMBATSUPPORTPRODUCTS GRACEINDUSTRIES Foam Fire Fighting Trailers SuperPass 5X CORESURVIVAL GROVES, INC Helmet Mounted Marking Lights Gear Lockers COUNCILTOOLS HAIX NORTH AMERICA Fire Fighting Axes and Tools Fire, LE & EMS Boots DICKE SAFETv PRODUCTS Hammerhead Industries. iGearKeeoerl Gear retractors Traffic Signs and Accessories DICKIE'S Harrinpton Inc Uniform Clothing Hose Fittings, Flex Hose, Suction Hose EARPHONE CONNECTION Hose Alert Lapel Microphones Fire hose alerting system EDGE TACTICALEYEWEAR Hot Shield, USA Tactical and Safety Eyewear Wildland Fire Masks ELBECO HOT -STICK, USA Uniform Clothing Voltage Detector ELEVEN10 HWI GEAR. INC Tourniquetand MedicalSupply Cases Combatand Flight Gloves, Balaclavas 0SCI ledde CSC No. tneIEA�Ssiore. TheFtreStore Wker IRON DUCK RINGERSGLOVES Rescue Equipment Gloves JERSEYTACTICALCORPORATION .SAM MEDICAL Breaching Equipment SAM Splints and Seals JYD INDUSTRIES SHELBY SPECIALTYGLOVES Extrication Equipment Fire Fighting Gloves KEMP USA STAG ARMS Water Rescue Rifle Parts, Field Kits and Tools LAKELAND INDUSTRIES STATTAPE HazMat Protective Gear Trauma Tape LANCER STAUB'SWELDING Rifle Magazines Forcible Entry Simulator LONESTARAXE STEARNS Forcible Entry Axe Water Rescue NIACETAC7ICALS0LUTIONS STECK MANUFACTURING PepperSp rays Lockout Tools MAJESTIC FIREAPPAREL.INC S'aREAMLIGHT Fire Fighting Hoods Fire Fighting Flashlights MARK PRO GEAR TECHTRADE Force On Force Protective Gear He ating Blankets MERCEDES TEXTILES. INC TELOR TACTICAL Fire Hose Firearm holsters and Accessories MNSFOXFIRE TEMPEST TECHNOLOGY Glow -In -The -Dark Fire Fighting Strips/Gear PPV Fans, Smoke Machines and RescueSaws Nasco Heaithcare(Simulaids) THE FOUNTAINHEADG ROUP. INC Rescue Randys, Training Mannequins Wildland Fire Pumps(Backpack Style) NATIONALFOAM THOROGOODSHOES Mil -Spec Fire Fighting Foam Fire Fighting Boots, Station Shoes NATIONAL MARKER COMPANY THROWRAFT Signage Water Rescue Raft NATIONALTARGET UNDERARNIOUR PaperTargets Clothing OPEN DOOR. INC UNDERWATER KINETICS Wedge-ItDoorWedges Dive Lights, Knivesand Dry Boxes PACTooi Mount UNiTEDSHIELD INTERNATIONAL Ballistic Helmets, shields and Accessories Mounting brackets and accessories PEERLESS HANDCUFFCO WARSON BRANDS(Reebok) Handcuffs and Leg Irons Boots & Shoes PERSYS MEDICAL WATER-JEL Emergency Bandages First Aid Creams and Ointments PM (Pigeon Mountain Industries) WEDDLE TOOL COMPANY Rescue Helmets, Ropes & accessories Entry Tools PRO -CARD PRODUCTS ZICO Vehicular Weapon Storage Fire Fighting Tools, Chocks, SCBA QUAKER SAFETY PRODUCTS Turnout Gear RED HEAD BRASS Fire Hose Fittings and Adapters ® SC. I teJLae CSC No. i�► rheEMSsrore , TheRreStore Officer 1(a). Table of Awarded Special Item Numbers (SINS): 3152 Includes all types of clothing, such 316210 Includes all types of footwear, including as work suits, coats, hoods, gloves, shoes, boots, etc. reflective clothing, camouflage, hazardous material clothing and gloves, etc. 325412 Criminal Investigative Equipment and 326220 Includes all hoses, valves, fittings, Supplies Includes products necessary for nozzles, couplings, and related criminal investigations, such as evidence accessories. collection supplies, fingerprinting, polygraphs, evidence collection containers, etc. 332216 Includes firefighting and rescue equipment, 332999 Includes all personal equipment related to such as jaws, cutters, axes, shovels, etc. law enforcement, such as restraints, duty belts, flashlights, weapon scopes, gas 333TOOL Tools (powered and non -powered), tool kits, 334220 Surveillance systems, wearable body tool boxes and accessories cameras, and vehicular audio. 334511 Includes telecommunications equipment and 334516 Analytical Instruments Includes analytical accessories, such as radar (except airborne), equipment for laboratory use, such as underwater, light, and laser equipment. testing equipment, etc. 334519 Bomb and Hazardous Material Disposal; 336320 Includes vehicle signal and restraint Metal and Bomb Detection Includes systems, such as vehicular emergency products necessary for bomb and hazardous signals, sirens, spot and flood lights, material disposal, including protective and beacon warning devices, etc. detective equipment. 336612 Includes all marine crafts and related 337215 Includes tables, storage units, consoles, services, such as boats (all types), repair and racks, workbenches and accessories maintenance, floating marine barriers, etc. designed to be used as interrelated components for the purpose of 339112 Includes breathing air equipment, inhalator devices, respiratory protection products, etc. 339113R Includes medical and rescue products related to transporting patients, including kits and immobilization devices. 339113PA Includes all protective apparel, including firefighting suits and accessories, body armor, head protection, etc. 339920 Includes target systems and target range accessories, such as protective lenses, shooters gloves, hearing protection devices. etc. 339999E Evidence Collection and Investigative 3FIRE Includes items required to manage fires, Equipment and Supplies Includes evidence such as fire extinguishers, suppressants, collection and investigative equipment, such pumps, portable tanks, retardant, etc. as supplies for finger/palm printing, forensic investigation, lie detectors, evidence collection containers, etc. ®Schedule Contact cS-o7 F-oo:.oT rneEMSsrore TheFireStore 611430ST Includes all security training related to law NEW enforcement, security, emergency preparedness and/or first responders. Examples include instructor -led training, web -based training, pre-set courses, training development, etc. OLM Order -Level Materials (OLM) OLMs are supplies and/or services acquired in direct support of an individual task or delivery order placed against a Schedule contract or BPA. OLM pricing is not established at the Schedule contract or BPA level, but at the order level. ®Schedule Contract GS-07F 0030T CSC No. J L „ Officer Introduction of New Supplies and Services Includes the introduction of new supplies, technology and services categorically related to items already on GSA contract, which may be in commercial development and/or not yet introduced to the federal government. rheEMSsrore TheFireStore CSC No. a L r Officer1fore I (b).Lowest priced model number and price for each SIN: As shown on GSA Advantage 2. Maximum Order Limitations: In accordance with the FAR and as defined by GSA. Contact GovSales2WPSGinc.com for more information. 3. Minimum Order:N/A. Please note that Witmer Public Safety may still have order minimums with our suppliers that may affect lead times on small orders. 4. Geographic coverage: Domestic. 5. Pointsof production: Variesby manufacturer. Contact Gov SalesgWPSGinc.comfordetails. 6. Discount from list prices or statement of net price: Pricing is NETPricing. 7. Quantity Discounts: PleasecontactusGovSalesgWPSGinc.com. 8. Prompt payment terms: None. Net 30 Days. 9. Foreign items: Country of Originslisted peritemon GSA Advantage! 10(a). Time of delivery: Variesby item as listed on GSA Advantage! 10(b). Expedited delivery: Contact Gov SaleskWPSGinc.com. 10(c). Overnight and 2-day delivery: Contact GovSaleskWPSGinc.com. 10(d). Urgent requirements: GovSaleskWPSGinc.com. 11. FOB Points: Varies by manufacturer. 12.Ordering address: Same as contractor address above. 13. Payment address: Same as contractor addressabove. 14. Warranty provision: Standard commercial warranty. Contact GovSalesgWPSGinc.com. 15. Export packing charges: Included in cost of shipping when applicable. 16. Terms and conditions of rental, maintenance, and repair: N/A 17. Terms and conditions of installation: N/A 18(a). Terms and conditions of repair parts: N/A 18(b). Termsand conditions for any other services: N/A 19. List of service and distribution points:N/A 20. List of participating dealers: See table on page above. 21. Preventative Maintenance: N/A 22(a). Special Attributes: N/A 22(b). Section 508 Compliance: N/A 23. SAM UEI: MMERGS8TBBY7 24. WPSG is registered and current inthe System for Award Management(SAM) database. Return Policy: Customized items may only be returned for MFG defect or seller error. Select products may incur a restock fee. Not all items are eligible for return. Request for return must be made within 45 days of delivery. Please contact GovSales&WPSGinc.com for more details or to request a return/exchange. ®Schedule Contract GS-07F-0080T CSC No.