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HomeMy WebLinkAboutContract 59309City Secretary Contract No. 59309 FOR "" T 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 High Sierra Electronics, Inc. ("Vendor"), and acting by and through its duly authorized representative, each individually referred to as a "party" and collectively referred to as the "parties." 1. Scope of Services. Annual agreement for advance flood warning system maintenance repair and installation ("Services"), which are set forth in more detail in Exhibit "A," attached hereto and incorporated herein for all purposes. Term. This Agreement shall begin on the Effective Date, as established herein, and shall expire one year therefrom, unless terminated earlier in accordance with this Agreement. City shall have the option, in its sole discretion, to renew this Agreement under the same terms and conditions, for up to three one- year renewal options. 2. 3. Compensation. City will pay Vendor in accordance with the provisions of this Agreement, including Exhibit "A," which is attached hereto and incorporated herein for all purposes. Total compensation under this Agreement is based on price per unit and will not exceed forty-nine thousand five hundred Dollars ($49,500) 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 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 Vendor Services Agreement Page 1 of 14 OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX 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. 6. Riaht 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. 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 Vendor Services Agreement Page 2 of 14 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. mph rj,wrtx111/`/IJalu/`//.y[AGIf `L4rilsof`/IeNAW,kvE) 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 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 Vendor Services Agreement Page 3 of 14 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 (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 mlg lent. 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: $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 Vendor Services Agreement Page 4 of 14 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): ❑ Applicable ❑ N/A $1,000,000 - Each Claim Limit $1,000,000 - Aggregate Limit Professional Liability coverage may be provided through an endorsement to the Commercial General Liability (CGL) policy, or a separate policy specific to Professional E&O. Either is acceptable if coverage meets all other requirements. Coverage must be claims -made, and maintained for the duration of the contractual agreement and for two (2) years following completion of services provided. An annual certificate of insurance must be submitted to City to evidence coverage. 10.2 General Requirements (a) The commercial general liability and automobile liability policies must name City as an additional insured thereon, as its interests may appear. The term City includes its employees, officers, officials, agents, and volunteers in respect to the contracted services. (b) The workers' compensation policy must include a Waiver of Subrogation (Right of Recovery) in favor of City. (c) A minimum of Thirty (30) days' notice of cancellation or reduction in limits of coverage must be provided to City. Ten (10) days' notice will be acceptable in the event of non-payment of premium. Notice must be sent to the Risk Manager, City of Fort Worth, 200 Texas Street, Fort Worth, Texas 76102, with copies to the Fort Worth City Attorney at the same address. (d) The insurers for all policies must be licensed and/or approved to do business in the State of Texas. All insurers must have a minimum rating of A- VII in the current A.M. Best Key Rating Guide, or have reasonably equivalent financial strength and solvency to the satisfaction of Risk Management. If the rating is below that required, written approval of Risk Management is required. (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. II. 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 Vendor Services Agreement Page 5 of 14 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 parry, 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: High Sierra Electronics, Inc James Logan, General Manager 155 Spring Hill Drive, Suite 106 Grass Valley, CA 95945, USA 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. 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 Vendor Services Agreement Page 6 of 14 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. 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 1-9 Vendor Services Agreement Page 7 of 14 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 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, Vendor Services Agreement Page 8 of 14 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 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 Services Agreement Page 9 of 14 IN WITNESS WHEREOF, the parties hereto have executed this Agreement in multiples. CITY OF FORT WORTH: By: William Johnson (M 2, 2023 09:55 CDT) Name: William Johnson Title: Assistant City Manager Date: 05/02 .2023 APPROVAL RECOMMENDED: By: Name Title: Lauren Prieur (Apr 24, 2023 22:04 CDT) Lauren Prieur Transportation & Public Works Director ATTEST: By: Name Title: Jannette Goodall City Secretary VENDOR: a q4� n��fl v'� f A %0 d d l.g Pd * 000 000 *pv pa°nIl��zoSob High Sierra Electronics, Inc. 17awes Logan By: James Logan (Apr 24,2023 08:06 MDT) Name: James Logan Title: General Manager Date: CONTRACT COMPLIANCE MANAGER: By signing I acknowledge that I am the person responsible for the monitoring and administration of this contract, including ensuring all performance and reporting requirements. By: Name: Title: Feulrfayw7l1c�2i�y Fordham McElroy Management Analyst II APPROVED AS TO FORM AND LEGALITY: By: Name: Jeremy Anato Mensah Title: Assistant City Attorney CONTRACT AUTHORIZATION: M&C: n/a Form 1295: OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX Vendor Services Agreement Page 10 of 14 City Secretary Contract No. EXHIBIT A SCOPE OF SERVICES Model No Description 10-12363-01 Precipitation Quick Disconnect Cable. Includes 2S' Signal Cable with MS and Mole■ Connectors. $ 1 J 00 10-12363-01 Cable Assembly, 12' Solar Panel Power. 5 4900 2400-03 Tipping Bucket Mechanism with 25' Signal Cable with Molex Quick Disconnect Cable and MS -Connector. Cal. 1mmTip 5 3aa. 2400.15 Rain Gauge Top Section for Slotted Standpipe (12 Diameter). Includes Tipping Bucket Mechanism and 25 Signal Cable with MS -Connector. l[al. Immlip) $ 95.9.X1 2400.57 Bubble Level. $ 1150 3302 Series ALERT2 RepeaterConcentrator, Includes. Ethernet Output and Serial Console Ports, External Battery Cable, AC Power Supply, and Rnron Radios In a 21.1 Rack Mount Enclosure $ 10,325.00 3301:-01A2 ALERT2 Data Transmitter Series Circuit Board Assembly, Includes: GUI and 16 GB Removable Memory. $ 1.500.00 3306-09 Enhanced ALERT2 Encoder Board. 5 1,150.OD 3316-02 ALERT2 Data Transmitter; (6) Analog, IS) Digital and SDI-12 Inputs, Data Logging with 16 GB SD Card, VHF 148 to 174 MHz Radio,12 V 12 Amp Hr Battery, in 10 x 8 x 6 in NEMA Enclosure. $ 3,000.00 3345-24 ALERU Base Station Transceiver; Includes; HSE 2U DesktopRack Mount Enclosure, Encoder and Decoder Subsystems w/RSSI Indicator, VHF 148 to 174 MHz Radio. $ 5,240.00 3512-W HydfoMet Data Logger with Analog, Digital, SDI-12 & Wind Inputs. Includes 166E SO Flash Memory Card. 1,693.00 3582-30 ALERT2 HydroMet Controller (Master or Remote) Assembly Mounted on L-Panel. $ 4,549.00 3582-34 ALERT2 HydroMet Controller (Remote) Assembly for use with Barrier Gate Operator Mounted on L-Panel. $ 4,649.00 3582-F RU01 Glue Board CCA 10-13446-01. 5 950.00 3701-00 Transceiver, Maxon VHF 148-174MHz. 5 500.00 3701-15 Transceiver Programming Kit, Maxon; Includes. TecneT Cable, Software, and Manual. 5 277.00 3704-00 Transceiver, Ritron VHF 149-374MHz. $ 749.00 3702-02 IRItion Radio Programming Kit (with cables and software). $ 277.00 Vendor Services Agreement Page 11 of 14 4015-01 Output Converter; Includes: SDI-12 to Analog Output, Programmable Firmware, and 3 in DIN Rail. $ ? 4021-01 Program Cable (RS232 to SDI-12), Includes. 3 ft Cable with 9-Pn Serial Connector and (3) Spade Lug Connectors and Software $ 61 _4 1 4046-01 Sensor Interface (S01-12); Includes. (2) Analog and (1) Contact Closure Inputs, and SOI-12 Output on 3 in DIN -Rail $ 279.00 5306-01 Solar Panel (3 Amp 55 W); Includes. 25 ft Cable, Mounting Bracket for 4 in Pole. $ 710.00 5307-01 Solar Panel (640 mA 10 W), Includes:13.7 V Output Voltage Regulator, 12 ft Power Cable with 3- pin MS Connector, 25 ft Cable, Mounting Bracket, and Hardware. $ 336.00 5308-01 Solar Panel (90 W); Includes. 25 ft Cable, Mounting Bracket for 4 in to 6 in Pole. $ 761A0 5309-00 Solar Panel (120 W); Includes. 25 ft Cable, Mounting Bracket and hardware. $ 909.00 5309-01 Solar Panel (14OW); Includes. 25 ft Cable, Mounting Bracket, and Hardware. $ 932.00 5310-00 3 Amp Solar Voltage Regulator_ $ 43-00 531"1 10 Amp Solar Charger & Load Control Device with MPPT, Overload Protection, Night Dimming and Remote Set-up Monitoring (RS-231)_ $ 11C 5433-3S IceSight Remote Road Surface Condition Sensor; 30 ft Cable with 6 x 6 x 4 inch Breakout Box. $ 11,186.00 5433-70 IceSight Mounting Arm for 3 to 8 in Diameter Pole. S 256.00 5436-12 Mobile Surface Sentinel; includes: 10 ft Power Cable and Universal Mount. $ 73000 5439-00 Surface Sentinel - fixed, SDI-12, Fan Aspiration and 33 ft Main Cable with Tinned Leads. $ 1,260.00 5701-10 Wiring Box (SDI-12) Use with 5701 Series. S 160.00 5701-18 Sal Moisture Probe: includes: 2.62 ft (80 cm) 8 Depth Sensor with 16 ft Cable with Loose Leads. $ 1,192.00 5712.00 Wind Speed and Direction Sensor; 40 ft Cable with MS Connector. Mounting Bracket sold separately. $ 1,263.00 5712-01 Wind Speed and Direction Mounting Arm and Hardware for Model S712-00. $ 151.00 5730-03 Barometric Pressure Sensor; 200mS span across 850-lOSOmB Range. 6 x 4 x 4 in Enclosure, 12 ft Signal Cable with MS Connects. $ 683.00 S940-02 Cabinet Saddle Brackets (pair) for 4" Spun Aluminum Pole. Includes U-Bolts. $ 119.00 5950-02 Telemetry Cabinet (only) with Rain Gauge Adapater. $ 1,039.00 5950-02 Krt Telemetry Cabinet Kit (26"xl7'46") with Rain Gauge Adapter, 3-Pant Security latch, Key Lock, 8' 6' Antenna Mast & Cover. Vendor Services Agreement Page 12 of 14 15 PSI Pressure Transducer with 35' of Submersible Cable. Includes Desiccant Box, 6640.00 Signal Conditioning Module, 12' Signal Cable. $ 1.208-05 6640-01 Additional Submersible Cable.lpnce per foot) $ 2.63 Pressure T ransducer (15 pii); Includes- 0 to 5 Voh Output. Sensor with 35' 6640-03 Submersible Cable. (No desiccant box or signal conditioning) 5 953.05 Pressure Transducer interface Converter to Calibrate 6640 Series PT with USS 6640-15 Cable. $ 262.00 15 PSI Pressure Transducer with SDI-12, Submersible Cable, Desiccant Box 16x64►, 6643-W Terminal Block, and 12 Signal Cable. Includes 35' Submersible Cable. $ 1,399-00 15 PSI Pressure Transducer with SDI.12. Sensor with 35' Submersible Cable.lNo ;-C 1 desiicant box or signal conditioning) $ 1,1610D Standpipe Replacement Door, Includes. Latch Gasket, Rubber Door Gasket and !000_m locking Latch with Key. $ 188 00 Standpipe Assembly with Door and Key lock. Includes Model 7110-Do Omni Antenna, Antenna Cable Assembly, loft Antenna Mast and Cover, Slotted Ram 7000-14 Gauge Mount, and ldft Pull Rope. 1,335.00 7D00-56 Standpipe Door Lock with 2 Keys. y 65.00 7Do1-W Standpipe Spun Cap Cover,15lotted) ; 91-00 7101-00 Antenna (Omni) with VHF 6 dB Directional High Gain, 21 ft length. ; 1,245.OD 7105.04 Antenna (Magi) with VHF 7.1 dB Directional High Gain, 166 to 174 MHz. 362-00 1110-00 Omni Antenna, VHF 169-173 MHz, 3d8 Gain- $ 116.00 GPS Antenna Kit for Cabinet, No LPD; S' RG58 Antenna Cable TNC to N-Type, 7131- 7135-12 00 Antenna, 7133-00 Mounting Bracket. $ 273.00 Antenna Cable (RG58); Includes.12 ft RG58 Cable with IM) PL-259 and IM) N-Type Connectors, 10.8 ft RG58 Cable with (M) BNC and (M) N-type Connectors. Use for 7150-02 Model 71007110 with existing Lightning Protection. $ 79-OD Antenna Cable (RG58); Includes. 13 ft RG58 Cable with IM) N-Type Connectors, 10.8 ft RG58 Cable with (M) BNC and IM) N-Type Connectors Use for Model 7105 7150-03 with existing Lightning Protection. $ 79.00 Antenna Cable (RGSB to RG8); Indudes. 50 ft RG8 Cable with IM) N-Type and IM) PL-259 Connectors, 10-8 ft RG58 Cable with IM) BNC and (M) N-Type Connectors. 7150-12 Use for Model 71007110 with existing Lightning Protection. $ 258.OD 7200-00 Antenna Lightning Protector (ton -Rotated). N-T vpe F both sides 5 112.00 120G-02 Antenna Lightning Protector (Rotated) for Standpipe Mount- N-Type F both ends $ 112.00 73OM2 Antenna Mast, 8.5' K 1 1/4". S 61.00 7307-01 Antenna hiast Bolt -On Bracket for Flat Surface Cabinet. $ 418.00 Vendor Services Agreement Page 13 of 14 7307-02 Antenna blast Cover for Traffic Cabinet. $ 129.00 7410.12 4 Vandal Cones for Cabint U-Botts. $ 45.00 OneRain StormUnk IQ Receiver Bundle w/ Rugged Case, ALERT JAEERT2 Field 9440-00 Decoder. Decoder software Incensed to a single computer, first year. $ 1.I00.00 OneRain StormUnk IQ Receiver 4-Pack Bundle w/Rugged Case, Contrail 8440.40 ALERTALERT2 Field Decoder. Each Decoder software licensed to a single computer $ 3,400.00 Barrier Gate Operator, Yellow, Gearbox Operator, APEX Controller, 25 ft Wishbone Arm, AC or 24 VDC Operation. Requires Concrete Foundation_ Use with Model 9080-00 9D80-01 BGOIU. $ 10,448.00 Barrier Gate Operator Interface Unit (BGOIU1. Includes HSE BGO Interface Controller, 5830-03 Aurora Gate Arm Beacon and Parts Kit, and (2) 12 V 18 Amp Hr Batteries. Unit supports local One -Button Control for local activation or 9080-01 deactivation. ; 2,411.00 9080-12 APEX controller for Barrier Gate Operator. ; 1,000.00 9080.25 Barrier Gate Operator Replacement Gate, 25 ft with Hardware Kit $ 783.00 .00p Detector Multi -voltage loop Detector,)) -Pin Socket with 3' Wire, Pre -Formed loop (4'40') Kit with 50' lead -In Cable. ; 750.00 52O0080A Push Button Assembly for Gate Control 'A'. ; 55.00 S2000808 Push Button Assembly for Gate Control'B". $ 55.00 SDI-Radar-h1C Radar Stage Sensor, SDI, 35m range, h1S-Connector. S 2,795.00 Field Service Technician (price per hour) Note: Does not include mobilization or FS-tech daily per diem. $ 14250 Senior Field Service Technician (price per hour) Note. Does not include 15-Tech Sr mobilization or daily per diem_ $ 151.00 Repair Depot Repair Depot at HSE California Facility. (price per hour) $ 92.OD Signature: Email: Ranjan.Muttiah@fortworthtexas.gov Signature: G�7n a Email: Jennifer.Dyke@fortworthtexas.gov Signature:Stn�. Email: allison.tidwell@fortworthtexas.gov Signature: Email: Stephen.Nichols@fortworthtexas.gov Signature: g,p Email: Ronald.Gonzales@fortworthtexas.gov Vendor Services Agreement Page 14 of 14 FORT WORTH Routing and Transmittal Slip TPW Stormwater Management DOCUMENT TITLE: Vendor Services Agreement- High Sierra Electronics M&C: CPN CSO DOC# Remarks: Annual agreement for advance flood warning system maintenance repair and installation in the amount of $49,500. INITIALS DATE OUT 1. Ranjan Muttiah, TPW R' Apr24,2023 2. Stephen Nichols, TPW Apr24,2023 3. Jennifer Dyke, TPW 9 Apr24,2023 4. Lauren Prieur, TPW � Apr24,2023 5. Jeremy Anato-Mensah, Legal 9"' May 2, 2023 6. William Johnson, CMO w May 2, 2023 7. Ronald Gonzales, CS Office May 2, 2023 8. Jannette Goodall, CS Office May 2, 2023 9. Allison Tidwell, CS Office- MaV 2 2023 DOCUMENTS FOR CITY MANAGER'S SIGNATURE: All documents received from any and all City Departments requesting City Manager's signature for approval MUST BE ROUTED TO THE APPROPRIATE ACM for approval first. Once the ACM has signed the routing slip, David will review and take the next steps. NEEDS TO BE NOTARIZED: ❑ Yes X No RUSH: ❑ Yes X No SAME DAY: ❑ Yes X No NEXT DAY: ❑ Yes X No ROUTING TO CSO: X Yes ❑ No Action Required: ❑ As Requested ❑ For Your Information X Signature/Routing and or Recording ❑ Comment ❑ File ❑ Attach Signature, Initial and Notary Tabs Return to: Please call Liz Camargo at ext.8759 for pick up when completed. Thank you.