HomeMy WebLinkAboutContract 58859CSC No. 58899
FORT WORTH.,
VENDOR SERVICES AGREEMENT
This VENDOR SERVICES AGREEMENT ("Agreement") is made and entered into by and
between the CITY OF FORT WORTH ("City"), a Texas home rule municipal corporation, acting by and
through its duly authorized Assistant City Manager, and UWS, Inc ("Vendor"), a Texas corporation and
acting by and through its duly authorized representative, each individually referred to as a "party" and
collectively referred to as the "parties."
i _ Scone of Services. Large water meter testing, re -calibration, and repair services for the
Water Department on an "as needed" basis. ("Services"), which are set forth in more detail in Exhibit "A,"
attached hereto and incorporated herein for all purposes.
2. Term. The initial term of this Agreement is for one year(s), beginning on the date that this
Agreement is executed by the City's Assistant City Manager ("Effective Date"), unless terminated earlier
in accordance with this Agreement ("initial Term"). City will have the option, in its sole discretion, to
renew this Agreement under the same terms and conditions, far up to four additional one-year renewal
option(s) (each a "Renewal Term").
3. Compensation.
3.1 Total compensation under this Agreement will not exceed One hundred eighty-one
thousand nine hundred eighty-five Dollars and zero cents ($181.985.00).
3.2 City will pay Vendor in accordance with the Prompt Payment Act (Chapter 2251
of the Texas Government Code) and provisions of this Agreement, including Exhibit "B,"
which is attached hereto and incorporated herein for all purposes.
3.3 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.
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
Vendor Sere ices AYreeInCnI Page l of 12
v.1.4 {November 30, 2021 ] OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
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 Obli ations 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 Informat'son. 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
C ity.
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.
6, Right to Audit. Vendor agrees that City will, until the expiration of three (3) years after
final payment under this Agreement, or the final conclusion of any audit commenced during the said three
years, have access to and the right to examine at reasonable times any directly pertinent books, documents,
papers and records, including, but not limited to, all electronic records, of 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.
Page 2 of 12
Vendor Services Agreement
v.1.4 (November 3Q. 2021)
7. Inde endent 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, or contractors.
Liability and Indemnification.
8.1 LIABILITY - VENDOR WILL BE LIABLE AND RESPONSIBLE FOR ANY
AND ALL PROPERTY LOSS, PROPERTY DAMAGE AND PERSONAL INJURY,
INCLUDING, INCLUDING, BUT NOT LIMITED TO, DEATH, TO ANY AND ALL
PERSONS, OF ANY KIND OR CHARACTER, WHETHER REAL OR ASSERTED, TO THE
EXTENT CAUSED BY THE NEGLIGENT ACTS) OR OMISSION(S), MALFEASANCE OR
INTENTIONAL MISCONDUCT OF VENDOR, ITS OFFICERS, REPRESENTATIVES,
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, REPRESENTATIVES, SERVANTS, AND 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 VENDOR'S BUSINESS AND ANY RESULTING LOST
PROFITS)AND PERSONAL INJURY, INCLUDING, BUT NUT LIMITED TO, 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, REPRSSNTATIVES,
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 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 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
Paae 3 of 12
Vendor Scr� ices Agreement
v. 1.4 (November 30, 2021)
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 materially adversely affect
City's authorized use of the software and/or documentation; or (e) replace the software and
documentation with equally suitable, compatible, and functionally equivalent non -infringing
software and 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.
9. Assignment and Subcoptractin .
9.1 Assignment. 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. [f 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:
$1,000,000- Each Occurrence
$2.000,000 - Aggregate
(b) Automobile Liability:
$1,000.000 - Each occurrence on a combined single limit basis
vendor Sera ices Agr"inen[ Page 4 of 12
v.l A i November 30, 2021 ]
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
$I00,000 - Bodily Injury by disease; each employee
$500,000 - Bodily Injury by disease; policy limit
(d) Professional Liability (Errors & Omissions): ® Applicable ❑ NIA
$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&d. Either is acceptable if coverage meets all other requirements.
Coverage must be claims -made, and maintained for the duration of the contractual
agreement and for two (2) years following completion of services provided. An
annual certificate of insurance must be submitted to City to evidence coverage.
10.2 General Requirements
(a) The commercial general liability and automobile liability policies must
name City as an additional insured thereon, as its interests may appear. The term
City includes its employees, officers, officials, agents. and volunteers in respect to
the contracted services.
(b) The workers' compensation policy must include a Waiver of Subrogation
(Right of Recovery) in favor of City.
(c) A minimum of Thirty (30) days' notice of cancellation or reduction in
limits of coverage must be provided to City. Ten (10) days' notice will be
acceptable in the event of non-payment of premium. Notice must be sent to the
City in accordance with the notice provision of this Agreement.
(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- VI
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.
Vendor Ser%ices Agreement Page 5 or 12
Y.1.9 (November 30.2021)
(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 Re ulations. 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:
UWS, INC
ZACH HUGHES. VICE PRESIDENT
783 TATE RD
TRION GA 30753
Facsimile: ZACH.HUGHES@UWSINC.NET
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,
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.
Vendor Sen ices Agreement rage u or is
v.1.4 ( November 3U1 2021)
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 ofCity's or
Vendor's respective right to insist upon appropriate performance or to assert any such right on any future
occasion.
17. Governina Law I 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 govemment 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 Parry's performance, as soon as reasonably possible after the occurrence of the Force Majeure
Event, with the reasonableness of such notice to be determined by the City in its sole discretion. The notice
required by this section must be addressed and delivered in accordance with Section 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, I3, and C.
22. Amendments I Modifications 1 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.
23. Counter arts. 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. Warranji 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
Vendor Sera iccs Agreement Page 7 of 12
v. 1.4 (November 30. 2021 )
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. Immiffration 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 1-9
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
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 to employees or this Agreement is for
less than SIoo,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"
Vendor Sen ices Agreement Page 8 of 12
v.1.4 (November 30, 2021)
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 EneW Cora anies. 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) wi11 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 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 declared null and void to the extent in conflict
with any provision of this Agreement.
(signature page follows)
Vendor Smices Agreement Page 9 of 12
v. [ A (November 30, 2021)
IN WITNESS WHEREOF, the parties hereto have executed this Agreement in niuhiples.
City: Vendor:
nGL"- 8 Lr44&ff
By: Dana Burghdoff (FVb 17, 20 05:30 CST) By:
Name: Dana Burghdoff Name: mach u es
Title: Assistant City Manager Title: Vice sident
Date: ` Date: 13 3
FOR CITY OF FORT WORTH INTERNAL PROCESSES:
Approval Recommended:
C/V-/s 6�6ygtel-
By: Chris Harder (Feb 14, 2023 18:49 CST)
Name: Christopher Harder
Title: Water Department Director
Approved as to Form and Legality:
By:
Name:
Title:
&ael
Mack (Feb 16, 2023 15:54 CST)
Doug Black, Sr. Assistant City Attorney
Assistant City Attorney
Contract Authorization:
M&C: M&C 22-0556
Form 1295:2022-908529
Updated Form 1295: 2023-982706
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.
Ho`LYw"'-- S&YNR, w
By: Homero Beltran (Feb 14, 2023 15:43 CST)
Name: Homero Beltran
Title: Water Systems Superintendent
City Secretary:
�A Odd
aaap nEXA?o'�p
U
By: �J
Name: Jannette Goodall
Title: City Secretary
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
Vendor Services Agfeement Page 10 of 12
v. 14 (November 30. 2021)
EXHIBIT A
SCOPE OF SERVICES
Large water meter testing, re -calibration, and repair services for the Water Department on an "as
needed" basis.
The services will be used to ensure 3" meters and above are functioning properly and giving
accurate readings.
The Contractor shall:
• Perform the meter accuracy test utilizing an OMNI+ Verification (V2) Portable Test Water
Meter.
• Utilize the Sensus Flow Verification 3.0.0.3 software in conjunction with the V2 tester for
testing and re -calibrating.
• Re -certification shall be provided to city immediately. Test unit must be certified for
accuracy by the manufacturer and only original manufacturers test units will be considered
acceptable. Unit must be able to withstand pressures not to exceed 150 PSI.
■ Abide by all OSHA safety rules and practices. This includes filling out a confined space
report for each permitted confined space meter pit.
■ Be responsible for all proper safety precautions and equipment needed to enter a meter
vault. This will include atmosphere monitoring and air exchange equipment or any
equipment deemed necessary to safely enter a permitted confined space.
■ Be responsible for restoring the work site to its original condition, and shall be responsible
for all repairs of damages directly caused due to improper flushing, testing or removal of
testing parts and materials.
• Utilize qualified/certified personnel as required.
• Collect all pertinent data for meters tested electronically using handheld device/computer
in the field. This data must include at a minimum: meter serial number, test procedure
information (flow level, gallons per minute gpm), start and end readings, etc.) test results,
including pass/fail verbiage). All required fields will be identified by the City.
• Provide pertinent data to the City in both a written report and an Excel electronic copy.
• Provide a contact person be assigned to interact with the City and oversee all aspects of the
installation for the contractor.
■ Be required to provide a re -occurring, pre -determined basis report, which may include but
are not limited to reports to the City, additional services performed, and activity reports
requested by the City, summary of other important issues, and projected upcoming work
schedule and itinerary conflicts.
■ Ensure field personnel have photo ID cards displayed at all times and proper Personal
Protective Equipment (PPE).
■ Ensure employees are uniformed with signs on vehicles displaying the company logo and
wear safety vests at all times.
■ All project workmanship will be to the satisfaction of the City, as stipulated by this
agreement and shall be inspected by City before approval of payment.
• The City reserves the right to immediately remove from the site any person felt to be an
immediate safety risk. A request of this nature will be handled by the City representative
informing the Contractor verbally and in writing.
SERVICES PROVIDED BY THE CITY FOR WATER METER TESTING
■ A work schedule provided electronically in normal Cycle/Route order to allow seamless
flow of work with no stoppages other than on designated holidays and days when weather
affects scheduled testing. The City will make and communicate changes.
• The electronic work schedule shall include all pertinent customer data, i.e.
location/address, meter serial number, customer name, etc.
■ Written task orders for specific quantities by item and work schedule provided to the
Vendor.
■ Advance notice to customers as well as coordination informing them of impending meter
test. Coordination will include appropriate customer contact name, phone number, and
email. Coordination of testing date and time must account for the possibility of water
services being turned off completely if a bypass is not available or operable.
• Onsite notification to the customer when the testing will begin and if it will be necessary
to turn all water services to the property off.
• Operation of water valves on/off as necessary and as directed by the Vendor in accordance
with testing procedures.
• Provide repair materials as needed for repairs such as: gaskets, nuts, bolts, etc.
■ Onsite notification to the customer when testing is complete and inspection of water service
is restored to normal.
• City will also confirm no issues that are directly related to the testing, turning on/off of
valves, leaks, etc. manifest.
CONTRACTOR RESPONSIBILITIES
The Contractor shall:
• Provide labor and equipment for testing, meter gasket replacement, and recalibration of
large water meters, three (3) inches and above.
■ Contractor shall coordinate traffic control with the City staff upon arrival to the location
scheduled for testing, and abide by the Texas Manual on Uniform Traffic Control
(TM U TCD).
• Await confirmation from the City to proceed with testing procedures. Confirmation will be
given after communication with the customer is established.
• Abide by all OSHA safety rules and practices prior to entering a water meter vault. This
includes filling out a confined space report for each permitted confined space meter pit.
• Confirm there are no pre-existing leaks within the water meter vault, fittings, and gaskets
prior to testing.
• Replace any leaking gaskets on the water meter prior to performing the accuracy test, upon
direction by the City. Gaskets and hardware will be provided by the City.
■ Confirm no leaks are present on any gaskets replaced prior to performing the accuracy test.
Provide parts and materials needed to successfully connect to test ports or utilize their own
fittings to attach to the water meters and successfully perform the test.
■ Communicate with the City when valve operation is necessary or in accordance with the
meter testing procedures. Contractor shall not operate any City valves.
• Perform proper flushing procedures prior to performing the meter test.
■ Perform the meter accuracy test in accordance with the standards set by the American
Water Works Association (AWWA), Manual for Water Supply Practice M6 Fifth edition,
Chapter 5 (AWWA C701, C702, and C703).
• Assure there is no debris within the water meter register or strainer, affecting the test results
prior to re -calibrating.
■ Retest the water meter if debris is found within the meter register or strainer prior to re -
calibrating.
• Re -calibrate large water meters that do not pass the accuracy limits set within the AWWA
standards (AWWA C701, C702, and C703).
• Re -calibrate meters that fail any of the flow tests on the same day of testing utilizing the
Sensus Flow Verification 3.0.0.3 software.
• Retest meters that are re -calibrated.
• Communicate completion to the City and remove all testing equipment upon successful
completion of a test.
■ Inform the City of valves to be operated in accordance with procedures upon completion
of testing.
■ Leave the work site as found upon completion of the water meter testing including
assurance water service is properly restored.
• Address any issues not in compliance.
DELIVERY
Vendor shall respond to the City's request and supply requested services during regular business
hours 8:00 a.m. to 5:00 p.m., Monday through Friday, or on weekends, as needed, within a
maximum often (10) business days or less from the time original request is made.
EXHIBIT B
PAYMENT SCHEDULE
All payments shall be "Net 30 Day" from date the city receives a correct invoice for services
rendered.
Item #
Item Description
Total
Cost
Quantities
1
3" Compound Meter Test
125
$225.00
(Monday -Friday, 8:00am - 5:00pm)
2
4" Compound Meter Test
120
$225.00
(Monday -Friday, 8:00am - 5:00pm)
3
6" Compound Meter Test
80
$225A0
(Monday -Friday, 8:00am - 5:OOpm)
4
8" Compound Meter Test
30
$225.00
(Monday -Friday, 8:00am - 5:00pm)
5
10" Compound Meter Test
5
$I25.00
(Monday -Friday, 8:00am - 5:00pm)
6
3" Compound Meter Re -calibration
1
$250.00
(Monday -Friday, 8:00am - 5:00pm)
7
4" Compound Meter Re -calibration
!
$250.00
(Monday -Friday, 8:00am - 5:OOpm)
8
6" Compound Meter Re -calibration
l
$250.00
(Monday -Friday, 8:00am - 5:00pm)
9
8" Compound Meter Re -calibration
1
$250.00
(Monday -Friday, 8:00am - 5:00pm)
10
10" Compound Meter Re -calibration
I
(Monday -Friday. 8:00am - 5:00pm)
11
3" Turbine Meter Test
10
$195.00
(Monday -Friday, 8:00am - 5:00pm)
12
4" Turbine Meter Test
10
$195.00
(Monday -Friday, 8:00am - 5:00pm)
13
6" Turbine Meter Test
70
$195.00
(Monday -Friday, 8:00am - 5:00pm)
14
8" Turbine Meter Test
30
$195.00
(Monday -Friday, 8:00am - 5:00pm)
15
10" Turbine Meter Test
3
$195.00
(Monday -Friday, 8:00am - 5:00pm)
16
16" Turbine Meter Test
30
$250.00
(Monday -Friday, 8:00am - 5:00pm)
17
3" Turbine Meter Re -calibration
1
$250.00
(Monday -Friday, 8:00am - 5:00pm)
18
4" Turbine Meter Re -calibration
1
$250.00
(Monday -Friday, 8:00am - 5:00pm)
19
6" Turbine Meter Re -calibration
1
$250.00
(Monday -Friday, 8:00arn - 5:00pm)
20
8" Turbine Meter Re -calibration
1
$250.00
(Monday -Friday, 8:00am - 5:00pm)
21
10" Turbine Meter Re -calibration
1
$250.00
(Monday -Friday, 8:00am - 5:00pm)
22
16" Turbine Meter Re -calibration
1
$300.00
(Monday -Friday, 8:00am - 5:00pm)
23
16" Turbine Meter Gasket Replacement
10
$150.00
(Monday -Friday, 8:00am - 5:00pm)
24
3" Combination Fire Meter Test
1
$100.00
(Monday -Friday, 8:00am - 5:00pm)
25
4" Combination Fire Meter Test
1
$250.00
(Monday -Friday, 8:00am - 5:00pm)
26
6" Combination Fire Meter Test
1
$250.00
(Monday -Friday. 8:00am - 5:00pm)
27
8" Combination Fire Meter Test
1
$250.00
(Monday -Friday, 8:00am - 5:00pm)
28
10" Combination Fire Meter Test
1
$250.00
(Monday -Friday, 8:00am - 5:00pm)
29
3" Combination Fire Meter Re -calibration
1
$100.00
(Monday -Friday, 8:00am - 5:00pm)
30
4" Combination Fire Meter Re -calibration
1
$250.00
(Monday -Friday, 8:00am - 5:00pm)
31
6" Combination Fire Meter Re -calibration
1
$250.00
(Monday -Friday, 8:00am - 5:00pm)
32
8" Combination Fire Meter Re -calibration
1
$250.00
(Monday -Friday, 8:00am - 5:OOpm)
33
10" Combination Fire Meter Re -calibration
6
$250.00
(Monday -Friday, 8:00am - 5:00pm)
34
16" Venturi Meter Test
12
$1,000.00
(Monday -Friday. 8:00acn - 5:00pm)
35
16" Mag Meter Test
2
$750.00
(Monday -Friday, 8:00am - 5:00pm)
36
24" Mag Meter Test
2
$750.00
(Monday -Friday, 8:00am - 5:00pm)
37
30" Mag Meter Test
2
$1,200.00
(Monday -Friday, 8:00am - 5:00pm)
38
42" Mag Meter Test
8
$1,200.00
(Monday -Friday, 8:00am - 5:00pm)
39
16" Venturi Meter Gasket Replacement
20
$400.00
(Monday -Friday, 8:00am - 5:00pm)
40
6" Turbine Meter Gasket Replacement
12
$175.00
(Monday -Friday, 8:00am - 5:00pm)
41
8" Turbine Meter Gasket Replacement
8
$175.00
(Monday -Friday, 8:00am - 5:00pm)
42
10" Turbine Meter Gasket Replacement
8
$175.00
(Monday -Friday, 8:00am - 5:00pm)
43
42" Mag Meter Gasket Replacement
6
$3.000.00
(Monday -Friday, 8:00am - 5:00pm)
44
16" Venturi Meter Re -calibration
1
$500.00
(Monday -Friday, 8:00am - 5:00pm)
45
16" Mag Meter Re -calibration
1
$500.00
(Monday -Friday. 8:00am - 5:00pm)
46
24" Mag Meter Re -calibration
1
$500.00
(Monday -Friday. 8:00am - 5:00pm)
47
30" Mag Meter Re -calibration
1
$500.00
(Monday -Friday, 8:00am - 5:00pm)
48
42" Mag Meter Re -calibration
1
$500.00
(Monday -Friday, 8.00am - 5:00pm)
49
After Hours Service Delivery Fee
1
$1.000.00
Monday - Friday, 5:01 pm - 7:59am
50
Weekend Service Delivery Fee
1
$1,000.00
(Saturday and Sunday)
City of Fort Worth,
Mayor and
Texas
Council Communication
DATE: 08/09/22 M&C FILE NUMBER: M&C 22-0556
LOG NAME: 13P ITB 22-0145 LARGE WATER METER TESTING AW WATER
SUBJECT
(ALL) Authorize Execution of a Purchase Agreement with UWS, Inc. for Large Water Meter Testing Services for the Water Department
in an Annual Amount Up to $181,985.00 for the Initial Term and Authorize Four, One -Year Renewals for the Same Annual Amount
RECOMMENDATION:
It is recommended that the City Council authorize execution of a purchase agreement with UWS, Inc. for large water meter testing services for the
Water Department in an annual amount up to $181,985.00 for the initial term and authorize four, one-year renewals for the same annual amount.
DISCUSSION:
The Water Department approached the Purchasing Division for assistance with securing an agreement for large water meter testing services. The
services will be used to ensure residential meters are functioning properly and giving accurate readings. Purchasing issued an Invitation to Bid
(ITB) that consisted of detailed specifications describing the sizes of meters, the type of testing equipment and certifications required, and
the timeframe to perform the large water meter testing.
ITB 22-0145 was advertised in the Fort Worth Star -Telegram on May 18, 2022, May 25, 2022, June 1, 2022, and June 8, 2022. The City received
four responses. However, upon evaluation, three bidders, M.E. Simpson Company, Inc., Thirkettle Corporation dba Aqua -Metric Sales Company,
and Vanguard Utility Service, Inc. dba VUS Inc. did not score at least 50% or more of the total available points for technical criteria and, therefore,
were not qualified to receive pricing points.
An evaluation panel consisting of representatives from the Water and Transportation and Public Works Departments reviewed and scored the
submittals using Best Value criteria.The individual scores were averaged for each of the criteria and the final scores are listed in the table below.
Bidders
Evaluation Factors
EEIIETotal
score
Bidder did not
M.E. Simpson Company,
meet technical
Inc. 8.67 8.00
6.67 X points; therefore,
cost was not
evaluated.
Bidder did not
Thirkettle Corporation
meet technical
dba Aqua -Metric Sales
8.00
8.00
7.50
X
points; therefore,
Company
cost was not
evaluated.
UWS, Inc.
12.00
8.00
15.00
40.00
73.33
Bidder did not
Vanguard Utility Service,
meet technical
Inc. dba VUS Inc.
10.67
7.50
7.50
X
points; therefore,
cost was not
evaluated.
Best Value Criteria:
a. Contractor's certifications and experience
b. Contractor's references
c. Contractor's approach to perform testing and re -calibration on the meters and the availability to do so in the timeframe specified
d. Cost of service
After evaluation, the panel concluded that UWS, Inc. presented the best value to the City. Therefore, the panel recommends that Council authorize
this agreement with UWS, Inc. No guarantee was made that a specific amount of services would be purchased. Staff certifies that the
recommended vendor bid met specifications.
Funding is budgeted in the Water Department's rollup within the Water & Sewer Fund.
DVIN-BE: A waiver of the goal for Business Equity subcontracting requirement is approved by the DVIN-BE, in accordance with the Business
Equity Ordinance, because the purchase of goods or services is from sources where subcontracting or supplier opportunities are negligible.
AGREEMENT TERMS: Upon City Council approval, this agreement shall begin upon execution and expire one year from that date.
RENEWAL TERMS: This agreement may be renewed for four additional, one-year terms. This action does not require specific City Council
approval provided that the City Council has appropriated sufficient funds to satisfy the City's obligations during the renewal term.
ADMINISTRATIVE CHANGE ORDER: An administrative change order or increase may be made by the City Manager up to the amount allowed by
relevant law and the Fort Worth City Code and does not require specific City Council approval as long as sufficient funds have been appropriated.
FISCAL INFORMATION / CERTIFICATION:
The Director of Finance certifies that funds are available in the current operating budget, as previously appropriated, in the Water & Sewer Fund to
support the approval of the above recommendation and execution of a purchase order. Prior to any expenditure being incurred, the Water
Department has the responsibility to validate the availability of funds.
Submitted for City Manager's Office by: Reginald Zeno 8517
Dana Burghdoff 8018
Originating Business Unit Head: Anthony Rousseau 8338
Christopher Harder 5020
Additional Information Contact: Cynthia Garcia 8525
Alyssa Wilkerson 8357
CERTIFICATE OF INTERESTED PARTIES
FORM 1295
1 Of 1
Complete Nos. 1 - 4 and 6 if there are interested parties.
OFFICE USE ONLY
Complete Nos. 1.2. 3, 5, and 6 if there are no interested parties.
CERTIFICATION OF FILING
Certificate Number:
1
Name of business entity filing form, and the city, state and country of the business entity's place
of business.
2023-982706
UWS, Inc
Trion, GA United States
Date Filed:
02113/2023
2
Name of governmental entity or state agency that is a party to the contract for which the form is
being filed.
City of Fort Worth
Date Acknowledged:
3
Provide the identification number used by the governmental entity or state agency to track or identify the contract, and provide a
description of the services, goods, or other property to be provided under the contract.
22-0145
Large Water Meter Testing
4
Name of Interested Party
City, State, Country (place of business)
Nature of interest
(check applicable}
Controlling
Intermediary
5
Check only if there is NO Interested Party.
x
6
UNSWORN DECLARATION
My name is Y1 and my date of birth is i 1 q C +
My address is ❑ e f r 01 C'] 3 �� 53 �{•
{street) (CRY) (state) (zip code) (country)
declare under penalty of perjury that the foregoing is true and correct.
(
Executed in L A County, State of , on the day of Fel 20,1a.
(month) (year)
Signature o au orized agent of contracting business entity
(peclarant)
Forms provided by Texas Ethics L:ommfssion www. et n fcs.staie. ix. a5 VcJSwii