HomeMy WebLinkAboutContract 58754CSC No. 58754
FORT WORTH.
SOLE SOURCE AGREEMENT
This SOLE SOURCE AGREEMENT ("Agreement") is made and entered into by and between
the CITY OF FORT WORTH ("City"), a Texas home rule municipal corporation, acting by and through
its duly authorized Assistant City Manager, and Kinloch Equipment & Supply Inc. ("Vendor"), a Texas
Company and acting by and through its duly authorized representative, each individually referred to as a
"party" and collectively referred to as the "parties."
AGREEMENT DOCUMENTS:
The Agreement documents shall include the following:
1. This Sole Source Agreement;
2. Exhibit A — Scope of Services or Goods;
3. Exhibit B — Payment Schedule;
4. Exhibit C — Sole Source Exemption
5. Exhibit D — Verification of Signature Authority Form.
6. Exhibit E — Conflict of Interest Questionnaire.
Exhibits A, B, C, D, and E which are attached hereto and incorporated herein, are made a part of this
Agreement for all purposes. In the event of any conflict between the terms and conditions of Exhibits A, B,
C, D, or E and the terms and conditions set forth in the body of this Agreement, the terms and conditions
of this Agreement shall control.
1. Scope of Services. Vendor shall supply the City with labor and parts to service, repair,
maintain, and upgrade Elgin brand street sweepers and Vactor Sewer unit parts and service equipment in
the City's fleet ("Services"), which are set forth in more detail in Exhibit "A," attached hereto and
incorporated herein for all purposes..
2. Term. This Agreement shall commence upon the date signed by the Assistant City
Manager below ("Effective Date") and shall expire no later than November 30,2023 ("Expiration Date"),
unless terminated earlier in accordance with the provisions of this Agreement or otherwise extended by the
parties. City will have the option, in its sole discretion, to renew this Agreement under the same terms and
conditions, for up to four one-year renewal option(s) (each a "Renewal Term").
3. Compensation. City will pay Vendor in accordance with the provisions of this Agreement,
including Exhibit `B," which is attached hereto and incorporated herein for all purposes. Total annual
compensation under this Agreement will not exceed three hundred and fifty thousand dollars
($350,000.00). Vendor will not perform any additional services or bill for expenses incurred for City not
specified by this Agreement unless City requests and approves in writing the additional costs for such
services. City will not be liable for any additional expenses of Vendor not specified by this Agreement
unless City first approves such expenses in writing.
Sole Source Agreement
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX Page 1 of 26
4. Termination.
4.1. Written Notice. City or Vendor may terminate this Agreement at any time and for
any reason by providing the other party with 30 days' written notice of termination.
4.2 Non -appropriation of Funds. In the event no funds or insufficient funds are
appropriated by City in any fiscal period for any payments due hereunder, City will notify Vendor
of such occurrence and this Agreement will terminate on the last day of the fiscal period for which
appropriations were received without penalty or expense to City of any kind whatsoever, except as
to the portions of the payments herein agreed upon for which funds have been appropriated.
4.3 Duties and Obligations of the Parties. In the event that this Agreement is
terminated prior to the Expiration Date, City will pay Vendor for services actually rendered up to
the effective date of termination and Vendor will continue to provide City with services requested
by City and in accordance with this Agreement up to the effective date of termination. Upon
termination of this Agreement for any reason, Vendor will provide City with copies of all
completed or partially completed documents prepared under this Agreement. In the event Vendor
has received access to City Information or data as a requirement to perform services hereunder,
Vendor will return all City provided data to City in a machine readable format or other format
deemed acceptable to City.
5. Disclosure of Conflicts and Confidential Information.
5.1 Disclosure of Conflicts. Vendor hereby warrants to City that Vendor has made full
disclosure in writing of any existing or potential conflicts of interest related to Vendor's services
under this Agreement. In the event that any conflicts of interest arise after the Effective Date of this
Agreement, Vendor hereby agrees immediately to make full disclosure to City in writing.
5.2 Confidential Information. Vendor, for itself and its officers, agents and employees,
agrees that it will treat all information provided to it by City ("City Information") as confidential
and will not disclose any such information to a third party without the prior written approval of
City.
5.3 Public Information Act. City is a government entity under the laws of the State of
Texas and all documents held or maintained by City are subject to disclosure under the Texas Public
Information Act. In the event there is a request for information marked Confidential or Proprietary,
City will promptly notify Vendor. It will be the responsibility of Vendor to submit reasons objecting
to disclosure. A determination on whether such reasons are sufficient will not be decided by City,
but by the Office of the Attorney General of the State of Texas or by a court of competent
jurisdiction.
5.4 Unauthorized Access. Vendor must store and maintain City Information in a secure
manner and will not allow unauthorized users to access, modify, delete or otherwise corrupt City
Information in any way. Vendor must notify City immediately if the security or integrity of any
City Information has been compromised or is believed to have been compromised, in which event,
Vendor will, in good faith, use all commercially reasonable efforts to cooperate with City in
identifying what information has been accessed by unauthorized means and will fully cooperate
with City to protect such City Information from further unauthorized disclosure.
Right to Audit. Vendor agrees that City will, until the expiration of three (3) years after
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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 will have access during
normal working hours to all necessary Vendor facilities and will be provided adequate and appropriate work
space in order to conduct audits in compliance with the provisions of this section. City will give Vendor
reasonable advance notice of intended audits.
7. Independent Contractor. It is expressly understood and agreed that Vendor will operate
as an independent contractor as to all rights and privileges and work performed under this Agreement, and
not as agent, representative or employee of City. Subject to and in accordance with the conditions and
provisions of this Agreement, Vendor will have the exclusive right to control the details of its operations
and activities and be solely responsible for the acts and omissions of its officers, agents, servants,
employees, Vendors, and subcontractors. Vendor acknowledges that the doctrine of respondeat superior
will not apply as between City, its officers, agents, servants and employees, and Vendor, its officers, agents,
employees, servants, contractors, and subcontractors. Vendor further agrees that nothing herein will be
construed as the creation of a partnership or joint enterprise between City and Vendor. It is further
understood that City will in no way be considered a Co -employer or a Joint employer of Vendor or any
officers, agents, servants, employees, contractors, or subcontractors. Neither Vendor, nor any officers,
agents, servants, employees, contractors, or subcontractors of Vendor will be entitled to any employment
benefits from City. Vendor will be responsible and liable for any and all payment and reporting of taxes on
behalf of itself, and any of its officers, agents, servants, employees, contractors, or contractors.
Liability and Indemnification.
8.1 LIABILITY - VENDOR WILL BE LIABLE AND RESPONSIBLE FOR ANY
AND ALL PROPERTY LOSS, PROPERTY DAMAGE AND/OR PERSONAL INJURY,
INCLUDING DEATH, TO ANY AND ALL PERSONS, OF ANY KIND OR CHARACTER,
WHETHER REAL OR ASSERTED, TO THE EXTENT CAUSED BY THE NEGLIGENT
ACT(S) OR OMISSION(S), MALFEASANCE OR INTENTIONAL MISCONDUCT OF
VENDOR, ITS OFFICERS, AGENTS, SERVANTS, EMPLOYEES, CONTRACTORS, OR
SUBCONTRACTORS.
8.2 GENERAL INDEMNIFICATION -VENDOR HEREBY COVENANTS AND
AGREES TO INDEMNIFY, HOLD HARMLESS AND DEFEND CITY, ITS OFFICERS,
AGENTS, SERVANTS AND EMPLOYEES, FROMAND AGAINST ANYAND ALL CLAIMS
OR LAWSUITS OFANYKIND OR CHARACTER, WHETHER REAL OR ASSERTED, FOR
EITHER PROPERTYDAMAGE OR LOSS (INCLUDINGALLEGED DAMAGE OR LOSS TO
VENDOR'S BUSINESS AND ANY RESULTING LOST PROFITS) AND/OR PERSONAL
INJURY, INCLUDING DEATH, TO ANY AND ALL PERSONS, ARISING OUT OF OR IN
CONNECTION WITH THIS AGREEMENT, TO THE EXTENT CAUSED BY THE
NEGLIGENT ACTS OR OMISSIONS OR MALFEASANCE OF VENDOR, ITS OFFICERS,
AGENTS, SERVANTS, EMPLOYEES, CONTRACTORS, OR SUBCONTRACTORS.
8.3 INTELLECTUAL PROPERTY INDEMNIFICATION — Vendor agrees to
defend, settle, or pay, at its own cost and expense, any claim or action against City for
infringement of any patent, copyright, trade mark, trade secret, or similar property right
arising from City's use of the software and/or documentation in accordance with this
Agreement, it being understood that this agreement to defend, settle or pay will not apply if
City modifies or misuses the software and/or documentation. So long as Vendor bears the
Sole Source Agreement Page 3 of 26
cost and expense of payment for claims or actions against City pursuant to this section,
Vendor will have the right to conduct the defense of any such claim or action and all
negotiations for its settlement or compromise and to settle or compromise any such claim;
however, City will have the right to fully participate in any and all such settlement,
negotiations, or lawsuit as necessary to protect City's interest, and City agrees to cooperate
with Vendor in doing so. In the event City, for whatever reason, assumes the responsibility
for payment of costs and expenses for any claim or action brought against City for
infringement arising under this Agreement, City will have the sole right to conduct the
defense of any such claim or action and all negotiations for its settlement or compromise and
to settle or compromise any such claim; however, Vendor will fully participate and cooperate
with City in defense of such claim or action. City agrees to give Vendor timely written notice
of any such claim or action, with copies of all papers City may receive relating thereto.
Notwithstanding the foregoing, City's assumption of payment of costs or expenses will not
eliminate Vendor's duty to indemnify City under this Agreement. If the software and/or
documentation or any part thereof is held to infringe and the use thereof is enjoined or
restrained or, if as a result of a settlement or compromise, such use is materially adversely
restricted, Vendor will, at its own expense and as City's sole remedy, either: (a) procure for
City the right to continue to use the software and/or documentation; or (b) modify the
software and/or documentation to make it non -infringing, provided that such modification
does not m terially adversely affect City's authorized use of the software and/or
documentation; or (c) replace the software and/or documentation with equally suitable,
compatible, and functionally equivalent non -infringing software and/or documentation at no
additional charge to City; or (d) if none of the foregoing alternatives is reasonably available
to Vendor terminate this Agreement, and refund all amounts paid to Vendor by City,
subsequent to which termination City may seek any and all remedies available to City under
law.
Assignment and Subcontracting.
9.1 Assi ng ment. Vendor will not assign or subcontract any of its duties, obligations
or rights under this Agreement without the prior written consent of City. If City grants consent to
an assignment, the assignee will execute a written agreement with City and Vendor under which
the assignee agrees to be bound by the duties and obligations of Vendor under this Agreement.
Vendor will be liable for all obligations of Vendor under this Agreement prior to the effective date
of the assignment.
9.2 Subcontract. If City grants consent to a subcontract, the subcontractor will execute
a written agreement with Vendor referencing this Agreement under which subcontractor agrees to
be bound by the duties and obligations of Vendor under this Agreement as such duties and
obligations may apply. Vendor must provide City with a fully executed copy of any such
subcontract.
10. Insurance. Vendor must provide City with certificate(s) of insurance documenting
policies of the following types and minimum coverage limits that are to be in effect prior to commencement
of any Services pursuant to this Agreement:
10.1 Coverage and Limits
(a) Commercial General Liability:
Sole Source Agreement Page 4 of 26
10.2
$1,000,000 - Each Occurrence
$2,000,000 - Aggregate
(b) Automobile Liability:
$1,000,000 - Each occurrence on a combined single limit basis
Coverage will be on any vehicle used by Vendor, or its employees, agents, or
representatives in the course of providing Services under this Agreement. "Any
vehicle" will be any vehicle owned, hired and non -owned.
(c) Worker's Compensation:
Statutory limits according to the Texas Workers' Compensation Act or any other
state workers' compensation laws where the Services are being performed
Employers' liability
$100,000 -
Bodily Injury by accident; each accident/occurrence
$100,000 -
Bodily Injury by disease; each employee
$500,000 -
Bodily Injury by disease; policy limit
(d) Professional Liability (Errors & Omissions):
$1,000,000 - Each Claim Limit
$1,000,000 - Aggregate Limit
Professional Liability coverage may be provided through an endorsement to the
Commercial General Liability (CGL) policy, or a separate policy specific to
Professional E&O. Either is acceptable if coverage meets all other requirements.
Coverage must be claims -made, and maintained for the duration of the contractual
agreement and for two (2) years following completion of services provided. An
annual certificate of insurance must be submitted to City to evidence coverage.
General Requirements
(a) The commercial general liability and automobile liability policies must
name City as an additional insured thereon, as its interests may appear. The term
City includes its employees, officers, officials, agents, and volunteers in respect to
the contracted services.
(b) The workers' compensation policy must include a Waiver of Subrogation
(Right of Recovery) in favor of City.
(c) A minimum of Thirty (30) days' notice of cancellation or reduction in
limits of coverage must be provided to City. Ten (10) days' notice will be
acceptable in the event of non-payment of premium. Notice must be sent to the
Risk Manager, City of Fort Worth, 200 Texas Street, Fort Worth, Texas 76102,
with copies to the Fort Worth City Attorney at the same address.
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(d) The insurers for all policies must be licensed and/or approved to do
business in the State of Texas. All insurers must have a minimum rating of A- VII
in the current A.M. Best Key Rating Guide, or have reasonably equivalent financial
strength and solvency to the satisfaction of Risk Management. If the rating is
below that required, written approval of Risk Management is required.
(e) Any failure on the part of City to request required insurance
documentation will not constitute a waiver of the insurance requirement.
(f) Certificates of Insurance evidencing that Vendor has obtained all required
insurance will be delivered to the City prior to Vendor proceeding with any work
pursuant to this Agreement.
11. Compliance with Laws, Ordinances, Rules and Regulations. Vendor agrees that in the
performance of its obligations hereunder, it will comply with all applicable federal, state and local laws,
ordinances, rules and regulations and that any work it produces in connection with this Agreement will also
comply with all applicable federal, state and local laws, ordinances, rules and regulations. If City notifies
Vendor of any violation of such laws, ordinances, rules or regulations, Vendor must immediately desist
from and correct the violation.
12. Non -Discrimination Covenant. Vendor, for itself, its personal representatives, assigns,
contractors, subcontractors, and successors in interest, as part of the consideration herein, agrees that in the
performance of Vendor's duties and obligations hereunder, it will not discriminate in the treatment or
employment of any individual or group of individuals on any basis prohibited by law. IF ANY CLAIM
ARISES FROM AN ALLEGED VIOLATION OF THIS NON-DISCRIMINATION COVENANT
BY VENDOR, ITS PERSONAL REPRESENTATIVES, ASSIGNS, CONTRACTORS,
SUBCONTRACTORS, OR SUCCESSORS IN INTEREST, VENDOR AGREES TO ASSUME
SUCH LIABILITY AND TO INDEMNIFY AND DEFEND CITY AND HOLD CITY HARMLESS
FROM SUCH CLAIM.
13. Notices. Notices required pursuant to the provisions of this Agreement will be
conclusively determined to have been delivered when (1) hand -delivered to the other party, its agents,
employees, servants or representatives, (2) delivered by facsimile with electronic confirmation of the
transmission, or (3) received by the other party by United States Mail, registered, return receipt requested,
addressed as follows:
To CITY:
City of Fort Worth
Attn: Assistant City Manager
200 Texas Street
Fort Worth, TX 76102-6314
Facsimile: (817) 392-8654
With copy to Fort Worth City Attorney's Office at
same address
To VENDOR:
Kinlock Equipment & Supply, Inc.
3320 Pasadena Blvd
Pasadena, TX 77503
Facsimile: N/A
14. Solicitation of Employees. Neither City nor Vendor will, during the term of this
Agreement and additionally for a period of one year after its termination, solicit for employment or employ,
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whether as employee or independent contractor, any person who is or has been employed by the other
during the term of this Agreement, without the prior written consent of the person's employer.
Notwithstanding the foregoing, this provision will not apply to an employee of either party who responds
to a general solicitation of advertisement of employment by either party.
15. Governmental Powers. It is understood and agreed that by execution of this Agreement,
City does not waive or surrender any of its governmental powers or immunities.
16. No Waiver. The failure of City or Vendor to insist upon the performance of any term or
provision of this Agreement or to exercise any right granted herein does not constitute a waiver of City's or
Vendor's respective right to insist upon appropriate performance or to assert any such right on any future
occasion.
17. Governing Law / Venue. This Agreement will be construed in accordance with the laws
of the State of Texas. If any action, whether real or asserted, at law or in equity, is brought pursuant to this
Agreement, venue for such action will lie in state courts located in Tarrant County, Texas or the United
States District Court for the Northern District of Texas, Fort Worth Division.
18. Severability. If any provision of this Agreement is held to be invalid, illegal or
unenforceable, the validity, legality and enforceability of the remaining provisions will not in any way be
affected or impaired.
19. Force Majeure. City and Vendor will exercise their best efforts to meet their respective
duties and obligations as set forth in this Agreement, but will not be held liable for any delay or omission
in performance due to force majeure or other causes beyond their reasonable control, including, but not
limited to, compliance with any government law, ordinance, or regulation; acts of God; acts of the public
enemy; fires; strikes; lockouts; natural disasters; wars; riots; epidemics or pandemics; government action
or inaction; orders of government; material or labor restrictions by any governmental authority;
transportation problems; restraints or prohibitions by any court, board, department, commission, or agency
of the United States or of any States; civil disturbances; other national or regional emergencies; or any other
similar cause not enumerated herein but which is beyond the reasonable control of the Party whose
performance is affected (collectively, "Force Majeure Event"). The performance of any such obligation is
suspended during the period of, and only to the extent of, such prevention or hindrance, provided the
affected Party provides notice of the Force Majeure Event, and an explanation as to how it prevents or
hinders the Party's performance, as soon as reasonably possible after the occurrence of the Force Majeure
Event, with the reasonableness of such notice to be determined by the City in its sole discretion. The notice
required by this section must be addressed and delivered in accordance with Section 13 of this Agreement.
20. Headings not Controlling. Headings and titles used in this Agreement are for reference
purposes only, will not be deemed a part of this Agreement, and are not intended to define or limit the scope
of any provision of this Agreement.
21. Review of Counsel. The parties acknowledge that each party and its counsel have
reviewed and revised this Agreement and that the normal rules of construction to the effect that any
ambiguities are to be resolved against the drafting party will not be employed in the interpretation of this
Agreement or Exhibits A, B, and C.
22. Amendments / Modifications / Extensions. No amendment, modification, or extension
of this Agreement will be binding upon a party hereto unless set forth in a written instrument, which is
executed by an authorized representative of each party.
Sole Source Agreement Page 7 of 26
23. Counterparts. This Agreement may be executed in one or more counterparts and each
counterpart will, for all purposes, be deemed an original, but all such counterparts will together constitute
one and the same instrument.
24. Warranty of Services. Vendor warrants that its services will be of a high quality and
conform to generally prevailing industry standards. City must give written notice of any breach of this
warranty within thirty (30) days from the date that the services are completed. In such event, at Vendor's
option, Vendor will either (a) use commercially reasonable efforts to re -perform the services in a manner
that conforms with the warranty, or (b) refund the fees paid by City to Vendor for the nonconforming
services.
25. Immigration Nationality Act. Vendor must verify the identity and employment eligibility
of its employees who perform work under this Agreement, including completing the Employment
Eligibility Verification Form (I-9). Upon request by City, Vendor will provide City with copies of all I-9
forms and supporting eligibility documentation for each employee who performs work under this
Agreement. Vendor must adhere to all Federal and State laws as well as establish appropriate procedures
and controls so that no services will be performed by any Vendor employee who is not legally eligible to
perform such services. VENDOR WILL INDEMNIFY CITY AND HOLD CITY HARMLESS FROM
ANY PENALTIES, LIABILITIES, OR LOSSES DUE TO VIOLATIONS OF THIS PARAGRAPH
BY VENDOR, VENDOR'S EMPLOYEES, CONTRACTORS, SUBCONTRACTORS, OR
AGENTS. City, upon written notice to Vendor, will have the right to immediately terminate this Agreement
for violations of this provision by Vendor.
26. Ownership of Work Product. City will be the sole and exclusive owner of all reports,
work papers, procedures, guides, and documentation that are created, published, displayed, or produced in
conjunction with the services provided under this Agreement (collectively, "Work Product"). Further, City
will be the sole and exclusive owner of all copyright, patent, trademark, trade secret and other proprietary
rights in and to the Work Product. Ownership of the Work Product will inure to the benefit of City from
the date of conception, creation or fixation of the Work Product in a tangible medium of expression
(whichever occurs first). Each copyrightable aspect of the Work Product will be considered a "work -made -
for -hire" within the meaning of the Copyright Act of 1976, as amended. If and to the extent such Work
Product, or any part thereof, is not considered a "work -made -for -hire" within the meaning of the Copyright
Act of 1976, as amended, Vendor hereby expressly assigns to City all exclusive right, title and interest in
and to the Work Product, and all copies thereof, and in and to the copyright, patent, trademark, trade secret,
and all other proprietary rights therein, that City may have or obtain, without further consideration, free
from any claim, lien for balance due, or rights of retention thereto on the part of City.
27. Signature Authority. The person signing this Agreement hereby warrants that they have
the legal authority to execute this Agreement on behalf of the respective party, and that such binding
authority has been granted by proper order, resolution, ordinance or other authorization of the entity. This
Agreement and any amendment hereto, may be executed by any authorized representative of Vendor. Each
party is fully entitled to rely on these warranties and representations in entering into this Agreement or any
amendment hereto.
28. Change in Company Name or Ownership. Vendor must notify City's Purchasing
Manager, in writing, of a company name, ownership, or address change for the purpose of maintaining
updated City records. The president of Vendor or authorized official must sign the letter. A letter indicating
changes in a company name or ownership must be accompanied with supporting legal documentation such
as an updated W-9, documents filed with the state indicating such change, copy of the board of director's
Sole Source Agreement Pagc 8 of 26
resolution approving the action, or an executed merger or acquisition agreement. Failure to provide the
specified documentation so may adversely impact future invoice payments.
29. No Boycott of Israel. If Vendor has fewer than 10 employees or this Agreement is for
less than $100,000, this section does not apply. Vendor acknowledges that in accordance with Chapter
2271 of the Texas Government Code, the City is prohibited from entering into a contract with a company
for goods or services unless the contract contains a written verification from the company that it: (1) does
not boycott Israel; and (2) will not boycott Israel during the term of the contract. The terms "boycott Israel"
and "company" has the meanings ascribed to those terms in Section 2271 of the Texas Government Code.
By signing this Agreement, Vendor certifies that Vendor's signature provides written verification to
the City that Vendor: (1) does not boycott Israel; and (2) will not boycott Israel during the term of
the Agreement.
30. Prohibition on Boycotting Energy Companies. Vendor acknowledges that, in
accordance with Chapter 2274 of the Texas Government Code, as added by Acts 2021, 87th Leg., R.S.,
S.B. 13, § 2, the City is prohibited from entering into a contract for goods or services that has a value of
$100,000 or more that is to be paid wholly or partly from public funds of the City with a company with 10
or more full-time employees unless the contract contains a written verification from the company that it:
(1) does not boycott energy companies; and (2) will not boycott energy companies during the term of the
contract. The terms "boycott energy company" and "company" have the meaning ascribed to those terms
by Chapter 2274 of the Texas Government Code, as added by Acts 2021, 87th Leg., R.S., S.B. 13, § 2. To
the extent that Chapter 2274 of the Government Code is applicable to this Agreement, by signing this
Agreement, Vendor certifies that Vendor's signature provides written verification to the City that Vendor:
(1) does not boycott energy companies; and (2) will not boycott energy companies during the term of this
Agreement.
31. Prohibition on Discrimination Against Firearm and Ammunition Industries. Vendor
acknowledges that except as otherwise provided by Chapter 2274 of the Texas Government Code, as added
by Acts 2021, 87th Leg., R.S., S.B. 19, § 1, the City is prohibited from entering into a contract for goods or
services that has a value of $100,000 or more that is to be paid wholly or partly from public funds of the
City with a company with 10 or more full-time employees unless the contract contains a written verification
from the company that it: (1) does not have a practice, policy, guidance, or directive that discriminates
against a firearm entity or firearm trade association; and (2) will not discriminate during the term of the
contract against a firearm entity or firearm trade association. The terms "discriminate," "firearm entity"
and "firearm trade association" have the meaning ascribed to those terms by Chapter 2274 of the Texas
Government Code, as added by Acts 2021, 87th Leg., R.S., S.B. 19, § 1. To the extent that Chapter 2274
of the Government Code is applicable to this Agreement, by signing this Agreement, Vendor certifies that
Vendor's signature provides written verification to the City that Vendor: (1) does not have a practice, policy,
guidance, or directive that discriminates against a firearm entity or firearm trade association; and (2) will
not discriminate against a firearm entity or firearm trade association during the term of this Agreement.
32. Electronic Signatures. This Agreement may be executed by electronic signature, which
will be considered as an original signature for all purposes and have the same force and effect as an original
signature. For these purposes, "electronic signature" means electronically scanned and transmitted versions
(e.g. via pdf file or facsimile transmission) of an original signature, or signatures electronically inserted via
software such as Adobe Sign.
33. Entirety of Agreement. This Agreement, including all attachments and exhibits, contains
the entire understanding and agreement between City and Vendor, their assigns and successors in interest,
as to the matters contained herein. Any prior or contemporaneous oral or written agreement is hereby
Sole Source Agreement Page 9 of 26
declared null and void to the extent in conflict with any provision of this Agreement.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement in multiples.
CITY OF FORT WORTH:
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Y' Dana Burghdoff (Jan 23, 20 11:09 CST
Name: Dana Burghdoff
Title: Assistant City Manager
Date: .20
APPROVAL RECOMMENDED:
By:
Steve o ke (Jan 18, 202314:30 CST)
Name: Steve Cooke
Title: Property Management Director
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ATTEST: ° °odd
By:
Name
Title:
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Jannette S. Goodall
City Secretary
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Kinloch Equipment & Supply Inc
Alex Rivas
By: Alex Rivas (Jan 6, 202312:47 CST)
Name:
Title: Operations Manager
Date: , 20
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.
a
By:
Name: Denise Garcia
Title: Purchasing Manager
APPROVED AS TO FORM AND LEGALITY:
By:
Name:
Title:
Christopher Austria
Assistant City Attorney
CONTRACT AUTHORIZATION:
M&C: 22-0912
Form 1295: 2022-937480
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
Sole Source Agreement Page 10 of 26
City Secretary Contract No.
EXHIBIT A
SCOPE OF SERVICES
1. SCOPE OF WORK
1. Vendor shall supply the City with labor and parts to service, repair, maintain, and upgrade Elgin
brand street sweepers and Vactor Sewer unit parts and service equipment in the City's fleet.
2. Vendor shall provide all warrantable repairs using OEM parts.
2. QUALITY OF SERVICE AND WORK
2.1 Vendor shall provide the City an acceptable level of service in terms of cost, time and workmanship.
Upon return and inspection of services completed, PMD Fleet Supervisor will notify Vendor if any
issues regarding the service or parts found to be unsatisfactory. Vendor will be given an opportunity
to correct. Failure of Vendor to correct Services or parts to a satisfactory condition will be
considered grounds for terminating any agreement between Vendor and the City.
2.2 Vendor will be required to perform the work using the most up to date and appropriate methods
available for said work under industry standards. This includes, but is not limited to, all suitable
repair equipment and parts to insure the satisfactory execution of any repair or installation.
2.3 Vendor will be required to provide documentation on their personnel authorized to perform work
on City vehicles and equipment. This includes all certifications, such as the National Institute for
Automotive Service Excellence (ASE), that qualify them to perform said work, if applicable.
2.4 Vendor must give the City priority service, as many City vehicles are utilized for public safety and
emergency response. Expeditious turn -around is critical to City operations. However, additional
fees for priority services are prohibited.
3. ORDERED SERVICES
3.1 The City is only obligated to pay for Services actually ordered by an authorized City
employee and then received and accepted as required by the City.
4. PARTS
4.1. All parts utilized in repairs, replacements or installations on City vehicles and equipment must
be new unless otherwise requested by PMD Fleet personnel. Any rebuilt or remanufactured parts
can be considered but must be approved in writing by City PMD Fleet personnel prior to being
utilized by a vendor.
4.2. Vendor shall warranty all work and products supplied under this Agreement against any defects
in design, workmanship, materials and failure to operate satisfactorily. Each product shall be
constructed to the highest industry standards. Products manufactured of poor workmanship will
not be accepted.
4.3. The City reserves the right to supply parts as the City determines is necessary.
4.4. Vendor may charge a cost plus (+) for parts as indicated on Exhibit B. There are no guarantees
the City will accept or held financially or liable for costs outside of labor and materials/ parts
unless specified on Exhibit B.
Sole Source Agreement Page 11 of 26
5.1. Vendors will be required to provide written estimates to Fleet Service Center Supervisors or
designee personnel before the start of any work. The estimates may be emailed to the Fleet
Service Center Supervisors or designee who requested the services to be completed.
5.2. If during the course of the originally estimated repairs, it is noted that further repairs will be
needed, a revised estimate must be prepared by Vendors for the additional work.
5.3. Estimates provided by vendors shall state `Warranty Service' if City vehicles or equipment will
be serviced for warranty work.
5.4. Warranty and billable repairs shall be on separate estimate(s)/invoicing in ALL cases.
5.5. Vendor shall send confirmation and a cost estimate to the Fleet Service Center Supervisor(s) or
designee within 24 hours of receiving a list of equipment for inspection and testing.
5.6. Vendor shall identify the repair direction and shall email an estimate with specific details of the
repairs needed regardless of warranty or non -warranty
5.7. All estimates provided by Vendors will be quoted on a `time and materials' basis, adherence to
the agreed upon contract rate(s) and itemized to illustrate the cost of each of the following, if
applicable to the service or work performed:
5.7.1 Estimates shall include number of and cost of part(s) to be installed.
5.7.2 Estimates shall include cost of labor to perform repair and/or installation; itemized by
number of labor hours per labor line.
5.7.3 Estimates shall include itemized inspection/diagnostic fees.
5.7.4 Transportation fees, if any, for pick-up or delivery.
5.7.5 Miscellaneous shop fees will not be allowed.
5.7.6 Travel charges for mobile services will only be considered if included in Exhibit B and
should be itemized.
5.8. Final invoices submitted to the City for work performed should always match the final estimate
received and approved by the City. All revised estimates must be approved in writing prior to
billing.
5.9. Fleet Service Center Supervisors or designee will provide written authorization and a Purchase
Order (PO) to proceed with the inspection and testing or repairs after evaluating the estimate.
Vendors are not authorized to proceed with inspection, testing or repairs based on verbal
authorizations and assumes all liability and responsibility for inspection, and testing performed
based on such verbal authorizations.
5.10.PMD Fleet shall issue a purchase order for billable repairs and sent to the vendor via email.
Repairs are NOT to be performed until a purchase order has been issued and provided to the
Vendor from PMD Fleet Division. This ensures proper tracking and documentation are in place
for the Vendor and the City.
5.11.Fleet shall create necessary work order for tracking.
Sole Source Agreement Page 12 of 26
5.12.Fleet staff shall document the approval and shall update the work order detailing all
communications and repairs with denial or approval information.
5.13. Vendor shall be notified, via email, of repairs needed and/or diagnosis from Fleet.
6. INVOICING REQUIREMENTS
6.1. The City of Fort Worth has begun implementing an automated invoicing system.
6.2. The Vendor shall send invoices electronically to our centralized Accounts Payable department
invoice email address: supplierinvoices cr,fortworthtexas.gov. This email address is not
monitored so please do not send correspondence to this email address. The sole purpose of the
supplier invoices email address is to receipt and process supplier invoices.
6.3. Please include the following on the subject line of your e-mail: vendor name, invoice number,
and PO number, separated by an underscore (ex: Example, Inc._123456_FWO13-0000001234)
6.4. To ensure the system can successfully process your invoice in an expedient manner, please
adhere to the following requirements:
6.4.1.All invoices must be either a PDF or TIFF format.
6.4.2.Image quality must be at least 300 DPI (dots per inch).
6.4.3.Invoices must be sent as an attachment (i.e. no invoice in the body of the email).
6.4.4.One invoice per attachment (includes PDFs). Multiple attachments per email is acceptable
but each invoice must be a separate attachment.
6.4.5.Please do not send handwritten invoices or invoices that contain handwritten notes.
6.4.6.Dot matrix invoice format is not accepted.
6.4.7.The invoice must contain the following information:
6.4.7.1. Supplier Name and Address;
6.4.7.2. Remit to Supplier Name and Address, if different;
6.4.7.3. Applicable City Department business unit# (i.e. FW013)
6.4.7.4. Complete City of Fort Worth PO number (i.e. the PO number must contain all preceding
zeros);
6.4.7.5. Invoice number;
6.4.7.6. Invoice date; and
6.5. Invoices should be submitted after delivery of the goods or services.
6.6. To prevent invoice processing delays, please do not send invoices by mail and email and please
do not send the same invoice more than once by email to suPplierinvoices(kfortworthtexas.gov.
To check on the status of an invoice, please contact the City Department ordering the
goods/services or the Central Accounts Payable Department by email at:
ZZ_FIN _AccountsPayable(k fortworthtexas. goo.
6.7. If you are unable to send your invoice as outlined above at this time, please send your invoice
to our centralized Accounts Payable department instead of directly to the individual city
department. This will allow the city staff to digitize the invoice for faster processing.
6.8. If electronic invoicing is not possible, you may send your paper invoice to: City of Fort Worth,
Sole Source Agreement Page 13 of 26
Attn: FMS Central Accounts Payable, 200 Texas Street, Fort Worth, Texas, 76102
6.9. The City's goal is to receive 100% of invoices electronically so that all supplier payments are
processed efficiently. To achieve this goal, we need the Vendor's support.
6.10. If Vendor has any questions, please contact the Accounts Payable team at (817) 392-2451 or by
email to ZZ_FIN _AccountsPa,, a�nfortworthtexas.gov.
Sole Source Agreement Page 14 of 26
1W4111:3181.1
PAYMENT SCHEDULE
Line Items
Long Description
Quantity
UDM
Unit Price
Amount on Re
(Unit of
Measurement
1.00
Shop Hourly Rate, Mor>-Fri 7% am -949
low
HR
$ 150.00
5;0Cprr
2.00
Hourly Field Rate, Mon -Fri 7:00 am -941
1000
HR
$ L50.00
5:00pm
3.M
After Hairs Labor Rate; *0 d?�mr
300
HR
$ L80.00
Halide Weekends *Mon -Fri a$er
4.00
Transportation Fee (Pick up & DeJirery
'! !
E.
L50.00
Inclusive) Round Trip, If applicable
5.00
Parts- Cost Phis (+) 45 %
50
E_
For all your equipment requirements, please contact-
Kinloch Equipment & Supply, Inc
763 109th St.
Arlington, Texas 76011
Phone - 1-817-649-59DO
Toll Free - 1-800-535-5902
Kinloch Equipment 8 Supply, Inc
12100 Crown Point, San Antonio, TX 78233
P:(210)681-9344
F: (210) 881-9475
Kinloch Equipment & Supply, Inc
3320 Pasadena BIvd.Tx
Pasadena, Texas 775M
Phone: 1-713-473-6213
Toll Free : -I-WO-538-%M2
Sole Source Agreement Page 15 of 26
Exhibit C
FORT WORTH
CITY OF FORT WORTH
CHAPTER 252 EXEMPTION FORM
Instructions: Fill out the entire form with detailed information. Once you have completed this form,
provide it to the Purchasing attorney for review. The attorney will review the information you have
provided to determine whether an exemption to Chapter 252's biding requirements is defensible.
If you are printing this form to provide to Legal, please do not provide the Primer portion. Failure
to provide sufficient information may result in follow up questions and cause a delay in the
attorney's determination.
Section 1: General Information
Requesting Department:
Name of Contract Manager:
Department's Attorney:
Item or Service sought:
Goods:
Service:
Anticipated Amount:
Vendor:
Current/Prior Agreement for item/service
CSC or Purchase Order #:
EQUIPMENT & SUPPLY INC
Amount:
Projected M&C Date:
Property Management Department — Fleet Division
Brad Hunter
Richard McCracken
n
M
$350,000.00
KINLOCH EQUIPMENT & SUPPLY INC
Yes ® No ❑
CSCO 17-0362 OEM Services: KINLOCH
$350,000.00
How will this item or service be used? Kinloch is the sole distributor and provider of Elgin
brand street sweepers and Vactor Sewer units for Darts and service in the State of Texas. These
units are higly specialized, vendor -specific units to maintain streets and drainage systems for the
Citv of Fort Worth. Fleet utilizes this vendor for Darts and servcie repairs as needed to minimize
downtime.
Page 16 of 26
Has your department started a requisition or otherwise contacted the Purchasing Division related
to obtaining this good/service? Yes ❑ No
If yes, please provide requisition number or brief explanation of contact with
Purchasing Division: The Purchasing Department requires each department to handle the sole
source process.
Section 2: Claimed Exemption and Justification (Other than sole source)
NOTE - For a claimed sole -source exemption, complete Section 3.
Please indicate the non -sole -source exemption you believe applies to the purchase and provide
information to support its applicability. Please refer to the Exemption Primer for detailed
information about common exemptions:
[] A procurement necessary to preserve or protect the public health or safety of the City
of Fort Worth's residents;
[] A procurement necessary because of unforeseen damage to public machinery,
equipment, or other property;
R A procurement for personal, professional, or planning services;
R A procurement for work that is performed and paid for by the day as the work
progresses;
[] A purchase of land or a right-of-way;
[] Paving drainage, street widening, and other public improvements, or related matters, if
at least one-third of the cost is to be paid by or through special assessments levied on
property that will benefit from the improvements;
[] A public improvement project, already in progress, authorized by the voters of the
municipality, for which there is a deficiency of funds for completing the project in
accordance with the plans and purposes authorized by the voters;
[] A payment under a contract by which a developer participates in the construction of a
public improvement as provided by Subchapter C, Chapter 212;
R Personal property sold:
• at an auction by a state licensed auctioneer;
• at a going out of business sale held in compliance with Subchapter F,
Chapter 17, Business & Commerce Code;
• by a political subdivision of this state, a state agency of this state, or an
entity of the federal government; or
Page 17 of 26
• under an interlocal contract for cooperative purchasing administered by a
regional planning commission established under Chapter 391;
[] Services performed by blind or severely disabled persons;
[] Goods purchased by a municipality for subsequent retail sale by the municipality;
[] Electricity; or
[] Advertising, other than legal notices.
Please provide details and facts to explain why you believe the exemption applies to the
purchase. You may also attach documentation to this form.
Section 3: Claimed Sole -Source Exemption and Justification
NOTE - For any non -sole -source exemption, complete Section 2.
Please indicate the sole -source exemption you believe applies to the purchase and provide
information to support its applicability. Please refer to the Exemption Primer for detailed
information about common exemptions
*A procurement of items that are available from only one source, including:
• items that are available from only one source because of patents, copyrights,
secret processes, or natural monopolies;
• films, manuscripts, or books;
• gas, water, and other utility services;
• captive replacement parts or components for equipment;
• books, papers, and other library materials for a public library that are
available only from the persons holding exclusive distribution rights to the
materials; and
• management services provided by a nonprofit organization to a municipal
museum, park, zoo, or other facility to which the organization has provided
significant financial or other benefits;
How did you determine that the item or service is only available from one source?
As a contract for OEM Darts and related services onlv. Kinloch Eauipment & SUDDIV. Inc. is the
sole distributor for the entire State of Texas representing Elgin Sweeper Company and Vactor
Manufacturing, Inc. and is responsible for the sales, service, and provider of genuine Original
Equipment Manufacturer (OEM) parts for the Elgin and Vactor product lines. Elgin and Vactor
are design -specific products that cannot be properlypaired outside of Kinloch in the most cost
Page 18 of 26
effective and efficient manner without significant downtime and warranty coverage issues.
Vactor and Elgin are individual systems supported by Kinloch. There are no other sub systems or
equipped trucks with a part other than a specified OEM product could affect the warranty.
Attach screenshots and provide an explanation of any independent research you conducted,
through internet searches, searching cooperatives, or discussions with others knowledgeable on
the subject matter that corroborate that the item is available only from a single source.
Did you attach a sole source justification letter? ® Yes ❑ No
Describe the uniqueness of the item or service (e.g. compatibility or patent issues, etc.). Erin
Street sweepers are multi-plex based electrical system designed by Elgin for Elgin. The Vactor
Sewer unit also is multi-plex based for Vactor units which run single independent deck engine
and not the chassis engine, belt -driven Giant pump for independent use without running the
chassis
Section 4: Attorney Determination
With the facts provided by the department, is the use of the claimed exemption defensible if the
City were to be challenged on this purchase? ® Yes ❑ No.
Was there anything attached to this form that was relied on in making this determination?
® Yes [] No.
If yes, please explain:Vendor sole source letter.
Was there anything not included on this form or attached hereto that was relied on in making this
determination? ❑ Yes ® No.
If yes, please explain: [EXPLAIN OUTSIDE SOURCE OF INFORMATION]
Will the standard terms and conditions apply? i❑ Yes ❑ No.
Will the contract require special terms?
Will the contract require review by the department attorney?
Approved By:
Date- 9.6_22
Taylor aris ;)essika 11'11hams
Assistant City Attorney
❑ Yes FI No.
Q Yes ❑ No.
Page 19 of 26
EXEMPTION FORM PRIMER
Below are explanations and examples of common exemptions that could apply to City purchases.
If you have questions about the information provided or need additional information, please
contact your department's assigned attorney or the appropriate purchasing attorney.
A procurement necessary to preserve or protect the public health or safety of the
municipality's residents;
Examples of activities that have been found to fall within this exception include ambulance
services; solid waste collection and disposal; and first -responder safety equipment such as
breathing apparatus for firefighters and bullet-proof vests for police officers.
2. A procurement necessary because of unforeseen damage to public machinery, equipment,
or other property;
Examples of this type of procurement would include repairing or replacing roofs and
windows damaged by hail or a tornado. But parts and services for routine maintenance or
replacement of old, worn out roofs or windows would not meet this exception.
3. A procurement for personal, professional, or planning services;
Personal services are ones that are unique to the individual providing them. Therefore
personal services contract cannot generally be subcontracted or assigned.
Professional services are not defined under Chapter 252, so there is no precise definition
to follow. There is no universal definition of this term, however, "several cases suggest
that it... is `predominately mental or intellectual, rather than physical or manual."' Tex.
Atty Gen Op. JM-940 (1988) (quoting Maryland Casualty Co. v. Cray Water Co., 160
S.W. 2d 102 (Tex. Civ. App.—Eastland 1942, no writ). The Texas Attorney General has
also opined that "professional services" no longer includes only the services of lawyers,
physicians, or theologians, but also those members of disciplines requiring special
knowledge or attainment and a high order of learning, skill, and intelligence. Id.
Facts needed to support a professional service exemption include the specialized
requirements of that profession and the mental and intellectual skill required by the person
while performing the service. Purchases of goods are not professional services.
4. A procurement of items that are available from only one source.
This exemption is commonly referred to as the sole source exemption. In determining
whether a purchase is of a good or service that is available from one source, you should
not consider price or time to receive the good or service. A sole source does not exist solely
on the basis of personal or departmental preference or a desire to keep all units the same
brand or make. The information needed to support this exemption is that no other provider
Page 20 of 26
can provide the service or category of good except for the vendor you are proposing. Some
examples of sole source purchases include service agreements when only one vendor is
authorized to work on the equipment by the manufacturer and allowing another vendor
would void the warranty; purchase of a good that is copyrighted or trademarked and only
provided by one vendor.
Page 21 of 26
EXHIBIT D
VERIFICATION OF SIGNATURE AUTHORITY
Kinloch Equipment & Supply, Inc.
3320 Pasadena Blvd.
Pasadena, TX 77503
Execution of this Signature Verification Form ("Form") hereby certifies that the following
individuals and/or positions have the authority to legally bind Contractor and to execute any agreement,
amendment or change order on behalf of Contractor. Such binding authority has been granted by proper
order, resolution, ordinance or other authorization of Contractor. City is fully entitled to rely on the warranty
and representation set forth in this Form in entering into any agreement or amendment with Contractor.
Contractor will submit an updated Form within ten (10) business days if there are any changes to the
signatory authority. City is entitled to rely on any current executed Form until it receives a revised Form
that has been properly executed by Contractor.
Namc: hwo Ue ( vo, 5
Position: /5er dl ct D,«(1fd t
2. Name:
Position:
Signature
3. Name:
Position:
Signature
Name:
Signature of President / CEO
Other Title:
Date: 3 Z3
Contractor Services Agreement — Exhibit D Page 22 of 26
EXHIBIT E
Conflict of Interest Oupstinnnairp
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
Date Received
This questionnaire is being filed in accordance with Chapter 176, Local Government Code, by a vendor who
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.
Name of vendor who has a business relationship with local governmental entity.
2
Check this box if you are filing an update to a previously filed questionnaire. (The law requires that you file an updated
completed questionnaire with the appropriate filing authority not later than the 7th business day after the date on which
you became aware that the originally filed questionnaire was incomplete or inaccurate.)
3 Name of local government officer about whom the information is being disclosed.
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?
a Yes a 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?
71 Yes F-1 No
5 Describe each employment or business relationship that the vendor named in Section 1 maintains with a corporation or
other business entity with respect to which the local government officer serves as an officer or director, or holds an
ownership interest of one percent or more.
6
❑Check this box if the vendor has given the local government officer or a family member of the officer one or more gifts
as described in Section 176.003(a)(2)(B), excluding gifts described in Section 176.003(a-1).
7
y5fynawi'e 15i vendor doing business with the govemmenlal entity qate
Form provided by Texas Ethics Commission www.ethics.state.tx.us Revised 11112021
CONFLICT OF INTEREST QUESTIONNAIRE
For vendor doing business with local governmental entity
Acomplete copy of Chapter 176 of the Local Government Code maybe found at http://www.statutes.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 § 176.0010-a): "Business relationship" means a connection between two or more parties
based on commercial activity of one of the parties. The term does not include a connection based on:
(A) a transaction that is subject to rate or fee regulation by a federal, state, or local governmental entity or an
agency of a federal, state, or local governmental entity;
(B) a transaction conducted at a price and subject to terms available to the public; or
(C) a purchase or lease of goods or services from a person that is chartered by a state or federal agency and
that is subject to regular examination by, and reporting to, 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
M&C Review
Page 1 of 2
Official site of the City of Fort Worth, Texas
A CITY COUNCIL AGEND FOR H
Create New From This M&C
REFERENCE **M&C 22- 21 FY23 KINLOCH
DATE: 11/8/2022 NO.: 0912 LOG NAME: EQUIPMENT & SUPPLY, INC.
REPAIRS & SVS
CODE: P TYPE: CONSENT PUBLIC NO
HEARING:
SUBJECT: (ALL) Authorize Sole Source Purchase Agreement with Kinloch Equipment & Supply,
Inc. for Original Equipment Manufacturer Elgin and Vactor Equipment Parts and Repairs in
an Amount Up to $350,000.00 with Four one-year Renewal Options for the Same Annual
Amount for the Property Management Department
RECOMMENDATION:
It is recommended that the City Council authorize a sole source purchase agreement with Kinloch
Equipment & Supply Inc. for original equipment manufacturer Elgin and Vactor equipment parts and
repairs in an amount up to $350,000.00 with four one-year renewal options for the same annual
amount for the Property Management Department.
DISCUSSION:
The Property Management Department (PMD) approached the Purchasing Division for assistance in
obtaining replacement parts and services to maintain City owned Elgin and Vactor parts and repairs
equipment. Kinloch Equipment & Supply Inc. is the sole distributor for Elgin and Vactor maintenance,
service repairs and original equipment manufacturer (OEM) replacement parts. The City of Fort Worth
has street sweepers and sewer units that maintain City streets and drainage systems that range in
age from 1975 to 2018. Elgin and Vactor offers OEM parts needed to ensure optimal performance
from equipment during standard business hours and after hour field service calls.
Staff reviewed the prices and determined them to be fair and reasonable. No guarantee was made
that a specific amount of goods and services would be purchased. The City anticipates spending
approximately $350,000.00 per year during the term of the agreement, which provides an adequate
amount of funds for repairs and service needed for city equipment.
Funding is budgeted in the Fleet Service Outside Repair & Maintenance account of the Property
Managment Department's Fleet & Equipment Service Fund.
DVIN: Property Management submitted a 252 Form approved by Assistant City Attorney - Taylor Paris
to waive the business equity goal requirement.
This procurement is exempted from the competitive bidding requirements as provided for under
Section 252.022(7) of the Texas Local Government Code because, Kinloch Equipment & Supply Inc.is
the documented sole source original equipment manufacturer for Elgin and Vactor Equipment Parts
and Repairs for Kinloch.
ADMINISTRATIVE CHANGE ORDER - An administrative change order or increase may be made by
the City Manager in the amount up to $50,000.00 and does not require specific City Council approval
as long as sufficient funds have been appropriated.
Upon City Council approval, the Agreement shall begin upon execution of the Agreement and expire
one year from that date.
RENEWAL OPTIONS - This Agreement may be renewed for four additional one-year renewal
periods. This action does not require specific City Council approval provided that the City Council
has appropriated sufficient funds to satisfy the City's obligations during the renewal term.
http://apps.cfwnet.org/council_packet/mc review.asp?ID=30465&councildate=ll/8/2022 11/9/2022
M&C Review Page 2 of 2
FISCAL INFORMATION/CERTIFICATION:
The Director of Finance certifies that upon approval of the above recommendation, funds are
available in the current operating budget, as appropriated, in the Fleet & Equipment Sery Fund. Prior
to any expenditure being incurred, the Property Management Department has the responsibility to
validate the availability of funds.
TO
Fund Department Account Project Program Activity Budget Reference # Amount
ID I I ID 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:
Originating Department Head:
Additional Information Contact:
ATTACHMENTS
Dana Burghdoff (8018)
Steve Cooke (5134)
Lolita Brewer (6645)
1295.pdf (CFW Internal)
21 FY23 KINLOCH EQUIPMENT & SUPPLY, INC. REPAIRS & SVS funds availabilityy pdf (CFW
Internal)
252 Waiver KINLOCH EQUIPMENT & SUPPLY, INC (Dept.)
_Request_for Waiver of Business_ Equity Goal = 2021.pdf (CFW Internal)
FID TABLE for Kinloch.xlsx (CFW Internal)
http://apps.cfwnet.org/council_packet/mc review.asp?ID=30465&councildate=ll/8/2022 11/9/2022