HomeMy WebLinkAboutContract 59411FORT WORTH CSC No. 59411
CITY OF FORT WORTH
COOPERATIVE PURCHASE AGREEMENT
This Cooperative Purchase Agreement ("Agreement") is entered into by and between LumenServe,
Inc. ("Seller") and the City of Fort Worth, ("Buyer"), a Texas home rule municipality.
The Cooperative Purchase Agreement includes the following documents which shall be construed in the
order of precedence in which they are listed:
1. This Cooperative Purchase Agreement;
2. Exhibit A — City's Terms and Conditions;
3. Exhibit B — Conflict of Interest Questionnaire.
4. Exhibit C — Texas Interlocal Purchasing System, (TIPS), 200105; and
5. Exhibit D — LumenServe Quote/SOW
Exhibits A, B, C, and D which are attached hereto and incorporated herein, are made a part of
this Agreement for all purposes. Seller agrees to provide Buyer with the services and goods included in
Exhibit C pursuant to the terms and conditions of this Cooperative Purchase Agreement, including all
exhibits thereto. In the event of a conflict between Exhibit A — City's Terms and Conditions and Exhibit
C — TIPS 200105, then Exhibit A — City's Terms and Conditions shall control, but only to the extent
allowable under the TIPS 200105.
Buyer shall pay Seller in accordance with the fee schedule in Exhibit C and in accordance with
the provisions of this Agreement. Total payment made annually under this Agreement by Buyer shall
not exceed the amount of TWO HUNDRED FIFTYEIGHT THOUSAND EIGHT HUNDRED SIXTY
DOLLARS ($258,860.00). Seller shall not provide any additional items or services or bill for expenses
incurred for Buyer not specified by this Agreement unless Buyer requests and approves in writing the
additional costs for such services. Buyer shall not be liable for any additional expenses of Seller not
specified by this Agreement unless Buyer first approves such expenses in writing.
The term of this Agreement is effective beginning on the date signed by the Assistant City
Manager below ("Effective Date") and expires on May 31, 2023 to coincide with the Cooperative
Purchase Agreement. Buyer shall be able to renew this agreement for One (1) one-year renewal options
by written agreement of the parties.
[signature page following)
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
The undersigned represents and warrants that he or she has the power and authority to execute
this Agreement and bind the respective Vendor.
CITY OF FORT WORTH:
By: Valerie Washington (May 16,202309:41 CDT)
Name: Valerie Washington
Title: Assistant City Manager
Date: May 16, 2023
APPROVAL RECOMMENDED:
S. Troiller
By: S.Trotter(May 15,202309:31 CDT)
Name: Kevin Gunn
Title: Director, IT Solutions Department
ATTEST: FoIin,
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By:
Name: Jannette Goodall
Title: City Secretary
SELLER:
LumenServe, Inc.
Name: TF.rc., ,-. lip N+j Ui-,) Pori-k
Title:
Date: 3/7-`i Zo y3
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: Lawrence Crockett (May 10, 202314:06 CDT)
Name: Lawrence Crockett
Title: Sr. IT Solutions Manager
APPROVED AS TO FORM AND LEGALITY:
By: -
Name: Taylor Paris
Title: Assistant City Attorney
CONTRACT AUTHORIZATION:
M&C: 23-0348
Approved: 05/09/2023
Form 1295: 2023-978540
ATTEST:
By: /Llv/.�1� �w
Name:*
-�jl/
Title:
Melanie Ann Flores
My Commission Expires
1/12/2027
r+� Notary ID128160265
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
Exhibit A
CITY OF FORT WORTH, TEXAS
TERMS AND CONDITIONS
1. Termination.
a. Convenience. Either City or Vendor may terminate the Agreement at any time
and for any reason by providing the other party with 30 days written notice of termination.
b. Breach. If either party commits a material breach of the Agreement, the non -
breaching Party must give written notice to the breaching party that describes the breach in
reasonable detail. The breaching party must cure the breach ten (10) calendar days after receipt
of notice from the non -breaching party, or other time frame as agreed to by the parties. If the
breaching party fails to cure the breach within the stated period of time, the non -breaching party
may, in its sole discretion, and without prejudice to any other right under the Agreement, law, or
equity, immediately terminate the Agreement by giving written notice to the breaching party.
C. Fiscal Funding Out. In the event no funds or insufficient funds are appropriated
by City in any fiscal period for any payments due hereunder, City will notify Vendor of such
occurrence and the Agreement shall terminate on the last day of the fiscal period for which
appropriations were received without penalty or expense to the City of any kind whatsoever,
except as to the portions of the payments herein agreed upon for which funds have been
appropriated.
d. Duties and Obligations of the Parties. In the event that the Agreement is
terminated prior to the Expiration Date, City shall pay Vendor for services actually rendered up
to the effective date of termination and Vendor shall continue to provide City with services
requested by City and in accordance with the Agreement up to the effective date of termination.
Upon termination of the Agreement for any reason, Vendor shall provide City with copies of all
completed or partially completed documents prepared under the Agreement. In the event Vendor
has received access to City information or data as a requirement to perform services hereunder,
Vendor shall return all City provided data to City in a machine readable format or other format
deemed acceptable to City.
2. Attornevs' Fees, Penalties, and Liquidated Damages. To the extent the attached
Agreement requires City to pay attorneys' fees for any action contemplated or taken, or penalties or
liquidated damages in any amount, City objects to these terms and any such terms are hereby deleted
from the Agreement and shall have no force or effect.
3. Law and Venue. The Agreement and the rights and obligations of the parties hereto shall
be governed by, and construed in accordance with the laws of the United States and state of Texas,
exclusive of conflicts of laws provisions. Venue for any suit brought under the Agreement shall be in a
court of competent jurisdiction in Tarrant County, Texas. To the extent the Agreement is required to be
governed by any state law other than Texas or venue in Tarrant County, City objects to such terms and
any such terms are hereby deleted from the Agreement and shall have no force or effect.
4. Linked Terms and Conditions. If the Agreement contains a website link to terms and
conditions, the linked terms and conditions located at that website link as of the effective date of the
Agreement shall be the linked terms and conditions referred to in the Agreement. To the extent that the
linked terms and conditions conflict with any provision of either this Addendum or the Agreement, the
provisions contained within this Addendum and the Agreement shall control. If any changes are made
to the linked terms and conditions after the date of the Agreement, such changes are hereby deleted and
void. Further, if Vendor cannot clearly and sufficiently demonstrate the exact terms and conditions as of
the effective date of the Agreement, all of the linked terms and conditions are hereby deleted and void.
5. Insurance. The City is a governmental entity under the laws of the state of Texas and
pursuant to Chapter 2259 of the Texas Government Code, entitled "Self -Insurance by Governmental
Units," is self -insured and therefore is not required to purchase insurance. To the extent the Agreement
requires City to purchase insurance, City objects to any such provision, the parties agree that any such
requirement shall be null and void and is hereby deleted from the Agreement and shall have no force or
effect. City will provide a letter of self -insured status as requested by Vendor.
6. Sovereign Immunitv. Nothing herein constitutes a waiver of City's sovereign immunity.
To the extent the Agreement requires City to waive its rights or immunities as a government entity; such
provisions are hereby deleted and shall have no force or effect.
7. Limitation of Liabilitv and Indemnitv. To the extent the Agreement, in any way, limits
the liability of Vendor or requires City to indemnify or hold Vendor or any third party harmless from
damages of any kind or character, City objects to these terms and any such terms are hereby deleted from
the Agreement and shall have no force or effect.
8. IP Indemnification. Vendor agrees to indemnify, defend, settle, or pay, at its own
cost and expense, including the payment of attorney's fees, any claim or action against the City for
infringement of any patent, copyright, trade mark, service mark, trade secret, or other intellectual
property right arising from City's use of the Deliverable(s), or any part thereof, in accordance
with the Agreement, it being understood that the agreement to indemnify, defend, settle or pay
shall not apply if City modifies or misuses the Deliverable(s). So long as Vendor bears the cost and
expense of payment for claims or actions against the City pursuant to this section 8, Vendor shall
have the right to conduct the defense of any such claim or action and all negotiations for its
settlement or compromise and to settle or compromise any such claim; however, City shall have
the right to fully participate in any and all such settlement, negotiations, or lawsuit as necessary to
protect the City's interest, and City agrees to cooperate with 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 the City for infringement arising under the Agreement, the City shall
have the sole right to conduct the defense of any such claim or action and all negotiations for its
settlement or compromise and to settle or compromise any such claim; however, Vendor shall fully
participate and cooperate with the 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, the City's assumption of payment of costs or
expenses shall not eliminate Vendor's duty to indemnify the City under the Agreement. If the
Deliverable(s), 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 shall, at its own expense and as City's sole remedy, either: (a) procure for City the right to
continue to use the Deliverable(s); or (b) modify the Deliverable(s) to make them/it non -infringing,
provided that such modification does not materially adversely affect City's authorized use of the
Deliverable(s); or (c) replace the Deliverable(s) with equally suitable, compatible, and functionally
equivalent non -infringing Deliverable(s) at no additional charge to City; or (d) if none of the
foregoing alternatives is reasonably available to Vendor, terminate the Agreement, and refund all
amounts paid to Vendor by the City, subsequent to which termination City may seek any and all
remedies available to City under law. VENDOR'S OBLIGATIONS HEREUNDER SHALL BE
SECURED BY THE REQUISITE INSURANCE COVERAGE REQUIRED BY CITY.
9. Data Breach. Vendor further agrees that it will monitor and test its data safeguards
from time to time, and further agrees to adjust its data safeguards from time to time in light of
relevant circumstances or the results of any relevant testing or monitoring. If Vendor suspects or
becomes aware of any unauthorized access to any financial or personal identifiable information
("Personal Data") by any unauthorized person or third party, or becomes aware of any other
security breach relating to Personal Data held or stored by Vendor under the Agreement or in
connection with the performance of any services performed under the Agreement or any
Statement(s) of Work ("Data Breach"), Vendor shall immediately notify City in writing and shall
fully cooperate with City at Vendor's expense to prevent or stop such Data Breach. In the event of
such Data Breach, Vendor shall fully and immediately comply with applicable laws, and shall take
the appropriate steps to remedy such Data Breach. Vendor will defend, indemnify and hold City,
its Affiliates, and their respective officers, directors, employees and agents, harmless from and
against any and all claims, suits, causes of action, liability, loss, costs and damages, including
reasonable attorney fees, arising out of or relating to any third party claim arising from breach by
Vendor of its obligations contained in this Section, except to the extent resulting from the acts or
omissions of City. All Personal Data to which Vendor has access under the Agreement, as between
Vendor and City, will remain the property of City. City hereby consents to the use, processing
and/or disclosure of Personal Data only for the purposes described herein and to the extent such
use or processing is necessary for Vendor to carry out its duties and responsibilities under the
Agreement, any applicable Statement(s) of Work, or as required by law. Vendor will not transfer
Personal Data to third parties other than through its underlying network provider to perform its
obligations under the Agreement, unless authorized in writing by City. Vendor's obligation to
defend, hold harmless and indemnify City shall remain in full effect if the Data Breach is the result
of the actions of a third party. All Personal Data delivered to Vendor shall be stored in the United
States or other jurisdictions approved by City in writing and shall not be transferred to any other
countries or jurisdictions without the prior written consent of City.
10. No Mandatory Arbitration. To the extent the Agreement requires mandatory arbitration
to resolve conflicts, City objects to these terms and any such terms are hereby deleted from the
Agreement and shall have no force or effect.
11. Insurance. Vendor agrees that insurance coverage provided to City by Vendor is sufficient
for purposes of the Agreement only.
12. No Debt. In compliance with Article 11 § 5 of the Texas Constitution, it is understood
and agreed that all obligations of City hereunder are subject to the availability of funds. If such funds are
not appropriated or become unavailable, City shall have the right to terminate the Agreement except for
those portions of funds which have been appropriated prior to termination.
13. Public Information. 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. To the extent the Agreement requires that City maintain records in violation of the Act, City hereby
objects to such provisions and such provisions are hereby deleted from the Agreement and shall have no
force or effect. In the event there is a request for information marked Confidential or Proprietary, City
shall 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.
14. Addendum Controlling. If any provisions of the attached Agreement, conflict with the
terms herein, are prohibited by applicable law, conflict with any applicable rule, regulation or ordinance
of City, the terms in this Addendum shall control.
15. Network Access.
a. Citv Network Access. If Vendor, and/or any of its employees, officers, agents,
servants or subcontractors (for purposes of this section "Vendor Personnel"), requires access to
the City's computer network in order to provide the services herein, Vendor shall execute and
comply with the Network Access Agreement which is attached hereto as Exhibit "A" and
incorporated herein for all purposes.
b. Federal Law Enforcement Database Access. If Vendor, or any Vendor Personnel,
requires access to any federal law enforcement database or any federal criminal history record
information system, including but not limited to Fingerprint Identification Records System
("FIRS"), Interstate Identification Index System ("III System"), National Crime Information
Center ("NCIC") or National Fingerprint File ("NFF"), or Texas Law Enforcement
Telecommunications Systems ("TLETS"), that is governed by and/or defined in Title 28, Code
of Federal Regulations Part 20 ("CFR Part 20"), for the purpose of providing services for the
administration of criminal justice as defined therein on behalf of the City or the Fort Worth Police
Department, under the Agreement, Vendor shall comply with the Criminal Justice Information
Services Security Policy and CFR Part 20, as amended, and shall separately execute the Federal
Bureau of Investigation Criminal Justice Information Services Security Addendum. No changes,
modifications, alterations, or amendments shall be made to the Security Addendum. The
document must be executed as is, and as approved by the Texas Department of Public Safety and
the United States Attorney General.
16. Immigration Nationalitv Act. Vendor shall verify the identity and employment eligibility
of its employees who perform work under the Agreement, including completing the Employment
Eligibility Verification Form (I-9). Upon request by City, Vendor shall provide City with copies of all
I-9 forms and supporting eligibility documentation for each employee who performs work under the
Agreement. Vendor shall 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 SHALL INDEMNIFY CITY AND HOLD CITY HARMLESS
FROM ANY PENALTIES, LIABILITIES, OR LOSSES DUE TO VIOLATIONS OF THIS
PARAGRAPH BY VENDOR, VENDOR'S EMPLOYEES, SUBCONTRACTORS, AGENTS, OR
LICENSEES. City, upon written notice to Vendor, shall have the right to immediately terminate the
Agreement for violations of this provision by Vendor.
17. No Bovcott of Israel. If Vendor has fewer than 10 employees or the Agreement is for
less than $100,000, this section does not apply. Vendor acknowledges that in accordance with Chapter
2270 of the Texas Government Code, City is prohibited from entering into a contract with a company
for goods or services unless the contract contains a written verification from the company that it: (1)
does not boycott Israel; and (2) will not boycott Israel during the term of the contract. The terms "boycott
Israel" and "company" shall have the meanings ascribed to those terms in Section 808.001 of the Texas
Government Code. By signing this Addendum, Vendor certifies that Vendor's signature provides written
verification to City that Vendor: (1) does not boycott Israel; and (2) will not boycott Israel during the
term of the Agreement.
18. Riaht to Audit. Vendor agrees that City shall, until the expiration of three (3) years after
final payment under the Agreement, have access to and the right to examine any directly pertinent books,
documents, papers and records of Vendor involving transactions relating to the Agreement. Vendor
agrees that City shall have access during normal working hours to all necessary Vendor facilities and
shall be provided adequate and appropriate workspace in order to conduct audits in compliance with the
provisions of this section. City shall give Vendor reasonable advance notice of intended audits.
19. Prohibition on Bovcottin2 Ener2v 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 Contractor's signature provides written verification to the City that
Contractor: (1) does not boycott energy companies; and (2) will not boycott energy companies during
the term of this Agreement.
20. 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 Contractor's signature provides written verification to the City that
Contractor: (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.
Exhibit B — CONFLICT OF INTEREST QUESTIONNAIRE
Pursuant to Chapter 176 of the Local Government Code, any person or agent of a person who
contracts or seeks to contract for the sale or purchase of property, goods, or services with a local
governmental entity (i.e. The City of Fort Worth) must disclose in the Questionnaire Form CIQ
("Questionnaire") the person's affiliation or business relationship that might cause a conflict of
interest with the local governmental entity. By law, the Questionnaire must be filed with the Fort
Worth City Secretary no later than seven days after the date the person begins contract discussions
or negotiations with the Buyer, or submits an application or response to a request for proposals or
bids, correspondence, or another writing related to a potential agreement with the Buyer. Updated
Questionnaires must be filed in conformance with Chapter 176.
A copy of the Questionnaire Form CIQ is enclosed with the submittal documents. The form is also
available at httD://www.ethics.state.tx.us/forms/CIO.Pdf.
If you have any questions about compliance, please consult your own legal counsel. Compliance
is the individual responsibility of each person or agent of a person who is subject to the filing
requirement. An offense under Chapter 176 is a Class C misdemeanor.
NOTE: If you are not aware of a Conflict of Interest in any business relationship that you
might have with the Buyer, state Seller name in the # 1, use N/A in each of the areas on the
form. However, a signature is required in the #4 box in all cases.
Exhibit B
CONFLICT OF INTEREST QUESTIONNAIRE
For vendor doing business with local governmental entity
This questionnaire reflects changes made to the law by H.B. 23, 84th Leg., Regular Session.
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.
U Name of vendor who has a business relationship with local governmental entity.
u
LumenServe, Inc.
FORM CIO
OFFICEUSEONLY II
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.)
L2J Name of local government officer about whom the information is being disclosed.
n/a
Name of Officer
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
CIO as necessary.
n/a
A. Is the local government officer or a family member of the officer receiving or likely to receive taxable income,
other than investment income, from the vendor?
Yes F---] No
B. Is the vendor receiving or likely to receive taxable income, other than investment income, from or at the direction
of the local government officer or a family member of the officer AND the taxable income is not received from the
local governmental entity?
Yes F---] No
-PJ 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.
n/a
u
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).
71 /--DocuSigned by:
T14uU pew,,, P g 3/23/2023
Sic1r.tJf696f 9doing business with the governmental entity Date
Form provided by Texas Ethics Commission www.ethics.state.tx.us Revised 11/30/2015
Exhibit C
TIPS VENDOR AGREEMENT
l�t2hS2Yv2, InG
Between and
(Company Name)
THE INTERLOCAL PURCHASING SYSTEM (TIPS),
a Department of Texas Education Service Center Region 8 for
TIPS RFP 200105 Technology Solutions, Products and Services
General Information
The Vendor Agreement ("Agreement") made and entered into by and between The Interlocal Purchasing
System (hereinafter referred to as "TIPS" respectfully) a government cooperative purchasing program
authorized by the Region 8 Education Service Center, having its principal place of business at 4845 US Hwy
271 North, Pittsburg, Texas 75686. This Agreement consists of the provisions set forth below, including
provisions of all Attachments referenced herein. In the event of a conflict between the provisions set forth
below and those contained in any Attachment, the provisions set forth shall control unless otherwise agreed
by the parties in writing and by signature and date on the attachment.
A Purchase Order, Agreement or Contract is the TIPS Member's approval providing the authority to proceed
with the negotiated delivery order under the Agreement. Special terms and conditions as agreed between
the Vendor and TIPS Member should be added as addendums to the Purchase Order, Agreement or
Contract. Items such as certificate of insurance, bonding requirements, small or disadvantaged business
goals are some, but not all, of the addendums possible.
Terms and Conditions
Freight
All quotes to members shall provide a line item for cost for freight or shipping regardless if there is a charge
or not. If no charge for freight or shipping, indicate by stating "No Charge" or "$0", "included in price" or
other similar indication. Otherwise, all shipping, freight or delivery changes shall be passed through to the
TIPS Member at cost with no markup and said charges shall be agreed by the TIPS Member unless alternative
shipping terms are agreed by TIPS as a result of the proposal award.
Warranty Conditions
All new supplies equipment and services shall include manufacturer's minimum standard warrantv unless
otherwise agreed to in writing. Vendor shall be legally permitted to sell all products offered for sale to
TIPS Members if the offering is included in the Request for Proposal category. All goods proposed and sold
shall be new unless clearly stated in writing.
Customer Support
The Vendor shall provide timely and accurate customer support for orders to TIPS Members as agreed by the
Parties. Vendors shall respond to such requests within a commercially reasonable time after receipt of the
request. If support and/or training is a line item sold or packaged with a sale, support shall be as agreed with
the TIPS Member.
Agreements
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Agreements for purchase will normally be put into effect by means of a purchase order(s) executed by
authorized agents of the TIPS Member participating government entities, but other means of placing an
order may be used at the Member's discretion.
Tax exempt status
Most TIPS Members are tax exempt and the related laws and/or regulations of the controlling jurisdictions)
of the TIPS Member shall apply.
Assignments of Agreements
No assignment of this Agreement may be made without the prior notification of TIPS. Written
approval of TIPS shall not be unreasonably withheld. Payment for delivered goods and services
can only be made to the awarded Vendor, Vendor designated reseller or vendor assigned
company.
Disclosures
• Vendor and TIPS affirms that he/she or any authorized employees or agents has not given, offered
to give, nor intends to give at any time hereafter any economic opportunity, future employment,
gift, loan, gratuity, special discount, trip, favor or service to a public servant in connection with this
Agreement.
• Vendor shall attach, in writing, a complete description of any and all relationships that might be
considered a conflict of interest in doing business with the TIPS program.
• The Vendor affirms that, to the best of his/her knowledge, the offer has been arrived at independently,
and is submitted without collusion with anyone to obtain information or gain any favoritism that would in
any way limit competition or give an unfair advantage over other vendors in the award of this Agreement.
Term and Renewal of Agreements
The Agreement with TIPS is for three (3) years with an option for renewal for an additional one (1) consecutive
year if both parties agree. TIPS may or may not exercise the one-year extension beyond the base three-year
term and whether or not to offer the extension is at the sole discretion of TIPS. The scheduled Agreement
termination date shall be the last date of the
month of the last month of the agreement's legal effect. Example: If the agreement is
scheduled to end on May 23, the anniversary date of the award, it would actually be extended to
May 31 in the last month of the last year the contract is active.
Automatic Renewal Clauses Incorporated in Awarded Vendor Agreements with TIPS Members
Resulting from the Solicitation and with the Vendor Named in this Agreement.
No Agreement for goods or services with a TIPS Member by the awarded vendor named in this
Agreement that results from the solicitation award named in this Agreement, may incorporate
an automatic renewal clause that exceeds month to month terms with which the TIPS Member must comply.
All renewal terms incorporated in an Agreement by the vendor with the TIPS Member shall only be valid and
enforceable when the vendor receives written confirmation by purchase order, executed Agreement or other
written instruction issued by the TIPS Member for any renewal period. The purpose of this clause is to avoid a
TIPS Member inadvertently renewing an Agreement during a period in which the governing body of the TIPS
Member has not properly appropriated and budgeted the funds to satisfy the Agreement renewal. This term
is not negotiable and any Agreement between a TIPS Member and a TIPS awarded vendor with an automatic
renewal clause that conflicts with these terms is rendered void and unenforceable.
Shipments
The Vendor shall ship, deliver or provide ordered products or services within a commercially reasonable
time after the receipt of the order from the TIPS Member. If a delay in said delivery is anticipated, the
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Vendor shall notify TIPS Member as to why delivery is delayed and shall provide an estimated time for
completion of the order. TIPS or the requesting entity may cancel the order if estimated delivery time is
not acceptable or not as agreed by the parties.
Invoices
Each invoice or pay request shall include the TIPS Member's purchase order number or other identifying
designation as provided in the order by the TIPS Member. If applicable, the shipment tracking number or
pertinent information for verification of TIPS Member receipt shall be made available upon request.
Payments
The TIPS Member will make payments directly to the Vendor, the vendor assigned dealer or as agreed by the
Vendor and the TIPS Member after receiving invoice and in compliance with applicable payment statute(s),
whichever is the greater time or as otherwise provided by an agreement of the parties.
Pricing
Price increases will be honored according to the terms of the solicitation. All pricing submitted to TIPS shall
include the participation fee, as provided in the solicitation, to be remitted to TIPS by the Vendor. Vendor will
not show adding the fee to the invoice presented to TIPS Member customer.
Participation Fees and Reporting of Sales to TIPS by Vendor
The Participation Fee that was published as part of the Solicitation and the fee published is the
legally effective fee, along with any fee conditions stated in the RFP. Collection of the fees by TIPS is required
under Texas Government Code §791.011 Et seq. Vendor or vendor assigned dealer agrees to pay the
participation fee for all Agreement sales to TIPS on a monthly scheduled report or as otherwise agreed by the
parties.
Reporting of Sales to TIPS by Vendor
Vendor is required to report all sales under the TIPS contract to TIPS. If the TIPS Member entity requesting a
price from the awarded Vendor requests the TIPS contract, Vendor must include the TIPS Contract number on
any communications with the TIPS Member entity. To report sales, login to the TIPS Vendor Portal and click on
the PO's and Payments tab. Pages 3-7 of the Vendor Portal User Guide will walk you through the process of
reporting sales to TIPS. Please refer to the TIPS Accounting FAQ's for more information about reporting sales
and if you have further questions, contact the Accounting Team at accounting@tips-usa.com. The Vendor or
vendor assigned dealers are responsible for keeping record of all sales that go through the TIPS Agreement
and submitting same to TIPS. Failure to render the participation fee to TIPS shall constitute a breach of this
agreement with our parent governmental entity, Texas Education Service Center Region 8, as established by
the Texas legislature and shall be grounds for termination of this agreement and any other agreement held
with TIPS and possible legal action. TIPS reserves all rights under the law to collect the fees due. Please contact
TIPS at tips@tips-usa.com or call (866) 839-8477 if you have questions about paying fees.
Indemnity
The Vendor agrees to indemnify and hold harmless and defend TIPS, TIPS Member(s), officers and employees
from and against all claims and suits by third parties for damages, injuries to persons (including death),
property damages, losses, and expenses including court costs and reasonable attorney's fees, arising out of, or
resulting from, Vendor's performance under this Agreement, including all such causes of action based upon
common, constitutional, or statutory law, or based in whole or in part, upon allegations of negligent or
intentional acts on the part of the Vendor, its officers, employees, agents, subcontractors, licensees, or
invitees. Parties found liable shall pay their proportionate share of damages as agreed by the parties or as
ordered by a court of competent jurisdiction over the case. NO LIMITATION OF LIABILITY FOR DAMAGES FOR
Non- JOC Vendor Agreement Ver.07302019.rp
Page 3
PERSONAL INJURY OR PROPERTY DAMAGE ARE PERMITTED OR AGREED BY TIPS/ESC REGION 8. Per Texas
Education Code §44.032(f), and pursuant to its requirements only, reasonable Attorney's fees are recoverable
by the prevailing party in any dispute resulting in litigation.
State of Texas Franchise Tax
By signature hereon, the bidder hereby certifies that he/she is not currently delinquent in the payment
of any franchise taxes owed the State of Texas under Chapter 171, Tax Code.
Miscellaneous
The Vendor acknowledges and agrees that continued participation in TIPS is subject to TIPS sole discretion
and that any Vendor may be removed from the participation in the Program at any time with or without
cause. Nothing in the Agreement or in any other communication between TIPS and the Vendor may be
construed as a guarantee that TIPS or TIPS Members will submit any orders at any time. TIPS reserves the
right to request additional proposals for items or services already on Agreement at any time.
Purchase Order Pricing/Product Deviation
If a deviation of pricing/product on a purchase order or contract modification occurs between the Vendor
and the TIPS Member, TIPS must be notified within five (5) business days of receipt of change order.
Termination for Convenience of TIPS Agreement Only
TIPS reserves the right to terminate this agreement for cause or no cause for convenience with a thirty (30)
days prior written notice. Termination for convenience is conditionally required under Federal Regulations 2
CFR part 200 if the customer is using federal funds for the procurement. All purchase orders presented to
the Vendor, but not fulfilled by the Vendor, by a TIPS Member prior to the actual termination of this
agreement shall be honored at the option of the TIPS Member. The awarded vendor may terminate the
agreement with ninety (90) days prior written notice to TIPS 4845 US Hwy North, Pittsburg, Texas 75686.
The vendor will be paid for goods and services delivered prior to the termination provided that the goods
and services were delivered in accordance with the terms and conditions of the terminated agreement.
This termination clause does not affect the sales agreements executed by the Vendor and the TIPS
Member customer pursuant to this agreement. TIPS Members may negotiate a termination for
convenience clause that meets the needs of the transaction based on applicable factors, such as funding
sources or other needs.
TIPS Member Purchasing Procedures
Usually, purchase orders or their equal are issued by participating TIPS Member to the awarded vendor and
should indicate on the order that the purchase is per the applicable TIPS Agreement number. Orders are
typically emailed to TIPS at tipspo@tips-usa.com.
• Awarded vendor delivers goods/services directly to the participating member.
• Awarded vendor invoices the participating TIPS Member directly.
• Awarded vendor receives payment directly from the participating member.
• Awarded vendor reports sales monthly to TIPS (unless prior arrangements have been made with
TIPS for an alternative submission schedule).
Licenses
Awarded vendor shall maintain, in current status, all federal, state and local licenses, bonds and permits
required for the operation of the business conducted by awarded vendor. Awarded vendor shall remain
reasonably fully informed of and in compliance with all ordinances and regulations pertaining to the lawful
provision of goods or services under the Agreement. TIPS and TIPS Members reserves the right to stop
work and/or cancel an order or terminate this or any other sales Agreement of any awarded vendor whose
Non- JOC Vendor Agreement Ver.07302019.rp
Page 4
license(s) required for performance under this Agreement have expired, lapsed, are suspended or
terminated subject to a 30-day cure period unless prohibited by applicable statue or regulation.
Novation
If awarded vendor sells or transfers all assets, rights or the entire portion of the assets or rights required
to perform this Agreement, a successor in interest must guarantee to perform all obligations under this
Agreement. A simple change of name agreement will not change the Agreement obligations of awarded
vendor. TIPS will consider Contract Assignments on a case by case basis. TIPS must be notified within
five (5) business days of the transfer of assets or rights.
Site Requirements (only when applicable to service or job)
Cleanup: When performing work on site at a TIPS Member's property, awarded vendor shall clean up and
remove all debris and rubbish resulting from their work as required or directed by TIPS Member or as agreed
by the parties. Upon completion of work, the premises shall be left in good repair and an orderly, neat, clean
and unobstructed condition.
Preparation: Awarded vendor shall not begin a project for which TIPS Member has not prepared the site,
unless awarded vendor does the preparation work at no cost, or until TIPS Member includes the cost of site
preparation in a purchase order.
Site preparation includes, but is not limited to: moving furniture, installing wiring for networks or power, and
similar pre -installation requirements.
Registered sex offender restrictions: For work to be performed at schools, awarded vendor agrees that no
employee of a sub -contractor who has been adjudicated to be a registered sex offender will perform work at
any time when students are, or reasonably expected to be, present unless otherwise agreed by the TIPS
Member. Awarded vendor agrees that a violation of this condition shall be considered a material breach and
may result in the cancellation of the purchase order at the TIPS Member's discretion.
Awarded vendor must identify any additional costs associated with compliance of this term. If no costs are
specified, compliance with this term will be provided at no additional charge. Safety measures: Awarded
vendor shall take all reasonable precautions for the safety of employees on the worksite, and shall erect and
properly maintain all necessary safeguards for protection of workers and the public. Awarded vendor shall
post warning signs against all hazards created by the operation and work in progress. Proper precautions
shall be taken pursuant to state law and standard practices to protect workers, general public and existing
structures from injury or damage.
Smoking
Persons working under Agreement shall adhere to the TIPS Member's or local smoking statutes,
codes or policies.
Marketing
Awarded vendor agrees to allow TIPS to use their name and logo within TIPS website,
marketing materials and advertisement subject to any reasonable restrictions provided to TIPS in the
Proposal to the Solicitation. The Vendor may submit an acceptable use directive for Vendor's names and
logos with which TIPS agrees to comply. Any use of TIPS name and logo or any form of publicity, inclusive of
press release, regarding this Agreement by awarded vendor must have prior approval from TIPS which will
not be unreasonably withheld. Request may be made by email to TIPS@TIPS-USA.COM
Supplemental Agreements
The TIPS Member entity participating in the TIPS Agreement and awarded vendor may enter into a separate
Supplemental Agreement or contract to further define the level of service requirements over and above the
minimum defined in this Agreement such as but not limited to, invoice requirements, ordering requirements,
specialized delivery, etc. Any Supplemental Agreement or contract developed as a result of this Agreement is
Non- JOC Vendor Agreement Ver.07302019.rp
Page 5
exclusively between the TIPS Member entity customer and the Vendor. TIPS, its agents, TIPS Members and
employees not a party to the Supplemental Agreement with the TIPS Member customer, shall not be made
party to any claim for breach of such agreement unless named and agreed by the Party in question in writing in
the agreement. If a Vendor submitting a Proposal requires TIPS and/or TIPS Member to sign an additional
agreement, those agreements shall comply with the award made by TIPS to the Vendor. Supplemental
Vendor's Agreement documents may not become part of TIPS's Agreement with vendor unless and until an
authorized representative of TIPS reviews and approves it. TIPS review and approval may be at any time
during the life of this Vendor Agreement. TIPS permits TIPS Members to negotiate additional terms and
conditions with the Vendor for the provision of goods or services under the Vendor's TIPS Agreement so long
as they do not materially conflict with this Agreement.
Survival Clause
All applicable sales, leases, Supplemental Agreements, contracts, software license agreements, warranties or
service agreements that were entered into between Vendor and TIPS or the TIPS Member Customer under the
terms and conditions of this Agreement shall survive the expiration or termination of this Agreement. All
Orders, Purchase Orders issued or contracts executed by TIPS or a TIPS Member and accepted by the Vendor
prior to the expiration or termination of this agreement, shall survive expiration or termination of the
Agreement, subject to previously agreed terms and conditions agreed by the parties or as otherwise specified
herein relating to termination of this agreement.
Legal obligations
It is the responding Vendor's responsibility to be aware of and comply with all local, state and federal laws
governing the sale of products/services identified in the applicable Solicitation that resulted in this Vendor
Agreement and any awarded Agreement thereof. Applicable laws and regulations must be followed even if
not specifically identified herein.
Audit rights
Due to transparency statutes and public accountability requirements of TIPS and TIPS Members', the awarded
Vendor shall, at their sole expense, maintain appropriate due diligence of all purchases made by TIPS
Member that utilizes this Agreement. TIPS and Region 8 ESC each reserve the right to audit the accounting of
TIPS related purchases for a period of three (3) years from the time such purchases are made. This audit right
shall survive termination of this Agreement for a period of one (1) year from the effective date of termination.
In order to ensure and confirm compliance with this agreement, TIPS shall have authority to conduct audits of
Awarded Vendor's pricing or TIPS transaction documentation with TIPS Members with 30 days' notice unless
the audit is ordered by a Court Order or by a Government Agency with authority to do so without notice.
Notwithstanding the foregoing, in the event that TIPS is made aware of any pricing being offered to eligible
entities that is materially inconsistent with the pricing under this agreement, TIPS shall have the ability to
conduct the audit internally or may engage a third- party auditing firm to investigate any possible non-
compliant conduct or may terminate the Agreement according to the terms of this Agreement. In the event
of an audit, the requested materials shall be reasonably provided in the time, format and at the location
acceptable to Region 8 ESC or TIPS. TIPS agrees not to perform a random audit the TIPS transaction
documentation more than once per calendar year, but reserves the right to audit for just cause or as required
by any governmental agency or court with regulatory authority over TIPS or the TIPS Member.
Force Majeure
If by reason of Force Majeure, either party hereto shall be rendered unable wholly or in part to carry out its
obligations under this Agreement then such party shall give notice and full particulars of Force Majeure in
writing to the other party within a reasonable time after occurrence of the event or cause relied upon, and the
obligation of the party giving such notice, so far as it is affected by such Force Majeure, shall be suspended
during the continuance of the inability then claimed, except as hereinafter provided, but for no longer period,
Non- JOC Vendor Agreement Ver.07302019.rp
Page 6
and such party shall endeavor to remove or overcome such inability with all reasonable dispatch.
Choice of Law
The Agreement between the Vendor and TIPS/ESC Region 8 and any addenda or other additions resulting from
this procurement process, however described, shall be governed by, construed and enforced in accordance with
the laws of the State of Texas, regardless of any conflict of laws principles.
Venue, Jurisdiction and Service of Process
Any Proceeding arising out of or relating to this procurement process or any contract issued by TIPS resulting
from or any contemplated transaction shall be brought in a court of competent jurisdiction in Camp County,
Texas and each of the parties irrevocably submits to the exclusive jurisdiction of said court in any such
proceeding, waives any objection it may now or hereafter have to venue or to convenience of forum, agrees
that all claims in respect of the Proceeding shall be heard and determined only in any such court, and agrees
not to bring any proceeding arising out of or relating to this procurement process or any contract resulting
from or any contemplated transaction in any other court. The parties agree that either or both of them may file
a copy of this paragraph with any court as written evidence of the knowing, voluntary and freely bargained for
agreement between the parties irrevocably to waive any objections to venue or to convenience of forum.
Process in any Proceeding referred to in the first sentence of this Section may be served on any party anywhere
in the world.
Venue for any dispute resolution process, other than litigation, between TIPS and the Vendor shall be located in
Camp or Titus County, Texas.
Project Delivery Order Procedures
The TIPS Member having approved and signed an interlocal agreement, or other TIPS Membership
document, may make a request of the awarded vendor under this Agreement when the TIPS Member
desires goods or services awarded to the Vendor. Notification may occur via phone, the web, courier,
email, fax, or in person. Upon notification of a pending request, the awarded vendor shall acknowledge
the TIPS Member's request as soon as possible, but must make contact with the TIPS Member within two
working days.
Status of TIPS Members as Related to This Agreement
TIPS Members stand in the place of TIPS as related to this agreement and have the same access to the
proposal information and all related documents. TIPS Members have all the same rights under the
awarded Agreement as TIPS.
Vendor's Resellers as Related to This Agreement
Vendor's Named Resellers under this Agreement shall comply with all terms and conditions of this
agreement and all addenda or incorporated documents. All actions related to sales by Authorized
Vendor's Resellers under this Agreement are the responsibility of the Awarded Vendor. If Resellers fail to
report sales to TIPS under your Agreement, the awarded Vendor is responsible for their contractual
failures and shall be billed for the fees. The awarded vendor may then recover the fees from their
named reseller.
Support Requirements
If there is a dispute between the awarded vendor and TIPS Member, TIPS or its representatives will assist
in conflict resolution or third party if requested by either party. TIPS, or its representatives, reserves the
right to inspect any project and audit the awarded Vendor's TIPS project files, documentation and
correspondence related to the requesting TIPS Member's order. If there are confidentiality requirements
by either party, TIPS shall comply to the extent permitted by law.
Non- JOC Vendor Agreement Ver.07302019.rp
Page 7
Incorporation of Solicitation
The TIPS Solicitation which resulted in this Vendor Agreement, whether a Request for Proposals, the
Request for Competitive Sealed Proposals or Request for Qualifications solicitation, or other, the
Vendor's response to same and all associated documents and forms made part of the solicitation
process, including any addenda, are hereby incorporated by reference into this Agreement as if copied
verbatim.
SECTION HEADERS OR TITLES
THE SECTON HEADERS OR TITLES WITHIN THIS DOCUMENT ARE MERELY GUIDES FOR CONVENIENCE AND
ARE NOT FOR CLASSIFICATION OR LIMITING OF THE RESPONSIBILITES OF THE PARTIES TO THIS DOCUMENT.
STATUTORY REQUIREMENTS
Texas governmental entities are prohibited from doing business with companies that fail to certify to this
condition as required by Texas Government Code Sec. 2270.
By executing this agreement, you certify that you are authorized to bind the undersigned Vendor and
that your company (1) does not boycott Israel; and (2) will not boycott Israel during the term of the
Agreement.
You certify that your company is not listed on and does not and will not do business with companies that
are on the Texas Comptroller of Public Accounts list of Designated Foreign Terrorists Organizations per
Texas Gov't Code 2270.0153 found at httos://comptroller.texas.gov/purchasing/docs/foreign-
terrorist.gdf
You certify that if the certified statements above become untrue at any time during the life of this Agreement
that the Vendor will notify TIPS within three (3) business day of the change by a letter on Vendor's letterhead
from and signed by an authorized representative of the Vendor stating the non-compliance decision and the
TIPS Agreement number and description at:
Attention: General Counsel
ESC Region 8/The Interlocal Purchasing System (TIPS)
4845 Highway 271 North
Pittsburg, TX,75686
And by an email sent to bids@tips-usa.com
Insurance Requirements
The undersigned Vendor agrees to maintain the below minimum insurance requirements for
TIPS Contract Holders.
General Liability $1,000,000 each Occurrence/ Aggregate Automobile
Liability $300,000 Includes owned, hired & non -owned
Workers' Compensation Statutory limits for the jurisdiction in which
the Vendor performs under this Agreement.
Umbrella Liability $1,000,000
When the contractor or its subcontractors are liable for any damages or claims, the contractors' policy, when
the Vendor is responsible for the claim, must be primary over any other valid and collectible insurance carried by
the District. Any immunity available to TIPS or TIPS Members shall not be used as a defense by the contractor's
insurance policy. The coverages and limits are to be considered minimum requirements and in no way limit the
liability of the Contractor(s). Insurance shall be written by a carrier with an A-; VII or better rating in accordance
Non- JOC Vendor Agreement Ver.07302019.rp
Page 8
with current A.M. Best Key Rating Guide. Only deductibles applicable to property damage are acceptable,
unless proof of retention funds to cover said deductibles is provided. "Claims made" policies will not be
accepted. Vendor's required minimum coverage shall not be suspended, voided, cancelled, non -renewed or
reduced in coverage or in limits unless replaced by a policy that provides the minimum required coverage except
after thirty (30) days prior written notice by certified mail, return receipt requested has been given to TIPS or
the TIPS Member if a project or pending delivery of an order is ongoing. Upon request, certified copies of all
insurance policies shall be furnished to the TIPS or the TIPS Member.
Special Terms and Conditions
• Orders: All vendor orders received from TIPS Members must be emailed to TIPS at tipspo@tips-
usa.com. Should a TIPS Member send an order directly to the Vendor, it is the Vendor's responsibility
to forward a copy of the order to TIPS at the email above within 3 business days and confirm its
receipt with TIPS.
• Vendor Encouraging Members to bypass TIPS agreement: Encouraging TIPS Members to purchase
directly from the Vendor or through another agreement, when the Member has requested using the
TIPS cooperative Agreement or price, and thereby bypassing the TIPS Agreement is a violation of the
terms and conditions of this Agreement and will result in removal of the Vendor from the TIPS
Program.
• Order Confirmation: All TIPS Member Agreement orders are approved daily by TIPS and sent to
vendor. The Vendor should confirm receipt of orders to the TIPS Member (customer) within 3 business
days.
• Vendor custom website for TIPS: If Vendor is hosting a custom TIPS website, updated
pricing when effective. TIPS shall be notified when prices change in accordance with the
award.
• Back Ordered Products: If product is not expected to ship within the time provided to the TIPS
member by the Vendor, customer is to be notified within 3 business days and appropriate action
taken based on customer request.
The TIPS Vendor Agreement Signature Page is inserted here.
Non- JOC Vendor Agreement Ver.07302019.rp
Page 9
TIPS Vendor Agreement Signature Form
RFP 200105 Technology Solutions, Products and Services
Company Name LumenServe, Inc.
Address 4818 E. Ben White Blvd., #107
CityAustin
Phone 512 580 4600
Fax n/a
State T" Zip
78741
Email of Authorized Representative mike.thompson@lumenserve.com
Name of Authorized Representative Mike Thompson
Title VP of Sales
Signature of Authorized Representative�'��k`
Date 2/20/2020
TIPS Authorized Representative Name Meredith Barton
Title Chief Operating Officer
TIPS Authorized Representative Signature /
Approved by ESC Region 8"'
Date 5/5/2020
Page 10 of 10
Exhibit D
L-1 LuMENSERVE"
LumenServesM Quote
Customer:
Check Selected Service Type:
Ft. Worth, City of
-Tower Lighting as a Service®
200 Texas Street
-Tower Lighting as a Service* $1 Buyout - Capital Lease s.........
Ft. Worth, Texas
V - Purchase and Installation of LED Lighting System +Services
- Purchase of Equipment
_
-Other
Attention:
_
Mr. Lawrence Crockett
Sr. Manager / Radio Services Division
(817) 392-2401
Tower Lighting
as a Service®
Lawrence.Crockett@fortworthtexas.gov
LED System
Assurance
FAA
I
Warranty
Site Name
I ASR# Type NRC I
/mo
NRC
I
/mo
Bridge Street
1046939 E1+1 $ 22,572.00
n/a
n/a
$
99.00
North Beach Street
1046940 E1+1 $ 22,572.00
n/a
n/a
$
99.00
Southside Service Center
1046942 Al -) E1+1 $ 22,572.00
n/a
n/a
$
99.00
Bolt Street
1046943 ES $ 16,874.00
n/a
n/a
$
89.00
Eagle Mountain
1249488 E1+1 $ 22,572.00
n/a
n/a
$
99.00
Barnett
1048126 A2 -) E2+1 $ 32,550.00
n/a
n/a
$
149.00
Rolling Hills
1275399 E2+1 $ 32,550.00
n/a
n/a
$
149.00
YEAR 1- Shown below
Special Notes:
Convert all existing FAA Type A painted towers to Quote Date: 2/1/2023
FAA Type E dual mode towers 4 "Never Paint Your
Towers Again". Special Discount requires all seven Quote Expiration: 3/31/2023
(7) sites in common installation window. See
separate Quote for Year 2 thru Year 5. TIPS pricing Initial Term: 60 Months
breakdown detail will be provided to Customer
upon order for processing. I LumenServe TIPS USA Contract# 200105
(Technology Solutions, Products and Services)
Compliance
& Monitoring
FAA Req'd
Data Plan
Total
I
Services
On
Inspections
NRC
I
/ma
NRC
I
/mo
NRC I /mo
NRC I
/mo 1+11
n/a
$
59.00
n/a
$
79.00
n/a $
10.00
$
22,572.00 $
247.00
n/a
$
59.00
n/a
$
79.00
n/a $
10.00
$
22,572.00 $
247.00
n/a
$
59.00
n/a
$
79.00
n/a $
10.00
$
22,572.00 $
247.00
n/a
$
59.00
n/a
$
79.00
n/a $
10.00
$
16,874.00 $
237.00
n/a
$
59.00
n/a
$
79.00
n/a $
10.00
$
22,572.00 $
247.00
n/a
$
59.00
n/a
$
79.00
n/a $
10.00
$
32,550.00 $
297.00
n/a
$
59.00
n/a
$
79.00
n/a $
10.00
$
32,550.00 $
297.00
Subtotal
$
172,262.00 $
1,819.00
Multi -Tower Discount(5%)
$
(8,614.00) $
(91.00)
All Services Discount (3%)
$
(5,168.00) $
(55.00)
DISCOUNTED TOTAL:
$
158,480.00 I $
1,673.001
X 12 months
YEAR 1
$
158,480.00 I $
20,076.001
TOTAL (Year 1)
$
178,556.00 1
Additional Terms (Check if Applicable):
(1) TLaaS® $1 Buyout - Capital Lease - Customer may purchase LED Lighting System for $1 at the end of the Initial Term, thereupon, the Lighting System asset will become the property of
n/a the Customer and other ancillary Services may be renewed annually thereafter at Customer's option.
n/a (2) Lighting System purchase and/or installation requires 50% payment upfront and the remaining balance upon shipment or installation completion as applicable.
n/a (3) Shipping costs are not included above and will be invoiced to Customer.
n/a (4) Customer agrees to complete ACH Payment Form and make all payments using electronic ACH debit initiated monthly by LumenServe°"
Our Guarantee:
LumenServe'" guarantees you up to five (5) years of flat rate
pricing, plus full upfront transparency on the rates you will
pay, for as long as you are a Customer.
Upon execution by Customer and LumenServe'", this Quote, along with
the Standard Terms and Conditions, serve as a Master Agreement
("Agreement") between the parties. Additional Services under this
Agreement may by procured via supplemental Quotes executed by
both parties. All defined terms are utilized pursuant to the Agreement.
At the end of the Initial Term, or any subsequent Renewal Term, the
Customer and LumenServe'" may mutually agree to extend the
Agreement for a one-year Renewal Term at a rate equal to the previous
year's rate plus 4%. Quote does not include any applicable sales
taxes, which will be included on the invoice and be the responsibility
of the Customer. Payments by credit card will incur an additional 4%
fee.
Signature Below or Valid PO Indicates
Acceptance of Quote and Terms and Conditions
By.
IName:
I Date:
Office Use Only
LumenServe`" Approval
By:
IName:
Our Value System
Customer Service Obsession ♦ Honesty It integrity ♦ We Get Things Done
Efficiency Focused ♦ Grateful For Our Successes
4818 East Ben white Boulevard, #107, Austin, Texas 78741 • P: 512.580.4600
Rev 2020 08 13
Page 1 of 10
LumenServesm Quote
LuMENSERVE"
Customer: Check Selected Service Type: Special Notes:
Ft. Worth, City of -Tower Lighting as a Service®
200 Texas Street -Tower Lighting as a Service* $1 Buyout - Capital Lease s.........
Ft. Worth, Texas - Purchase and Installation of LED Lighting System +Services
- Purchase of Equipment
J -Services
Attention:
Mr. Lawrence Crockett
Sr. Manager / Radio Services Division
(817)392-2401
Lawrence.Crockett@fortworthtexas.gov
FAA
LED System
Site Name
I ASR a
Type
NRC I /mo
Bridge Street
1046939
E1+1
See Year1 Quote
North Beach Street
1046940
E1+1
See Year Quote
Southside Service Center
1046942
Al 4 E3+1
See YecrrI Quote
Bolt Street
1046943
E1
See Year Quote
Eagle Mountain
1249488
E1+1
See Yecrr1 Quote
Barnett
1048126
A24 E2+1
See Year I Quote
Rolling Hills
1275399
E2+1
See Yearl Quote
YEARS 2 thru 5 - Shown below
Tower Lighting
as a Service®
Assurance
Compliance
& Monitoring
FAA Req'd
Data Plan
Total
Warranty
Services
On -site
Inspections
NRC
I
/mo
NRC
I
/mo
NRC
I
/mo
NRC I /mo
NRC
I
/mo
n/a
$
99.00
n/a
$
59.00
n/a
$
79.00
n/a $
10.00
n/a
$
247.00
n/a
$
99.00
n/a
$
59.00
n/a
$
79.00
n/a $
10.00
n/a
$
247.00
n/a
$
99.00
n/a
$
59.00
n/a
$
79.00
n/a $
10.00
n/a
$
247.00
n/a
$
89.00
n/a
$
59.00
n/a
$
79.00
n/a $
10.00
n/a
$
237.00
n/a
$
99.00
n/a
$
59.00
n/a
$
79.00
n/a $
10.00
n/a
$
247.00
n/a
$
149.00
n/a
$
59.00
n/a
$
79.00
n/a $
10.00
n/a
$
297.00
n/a
$
149.00
n/a
$
59.00
n/a
$
79.00
n/a $
10.00
n/a
$
297.00
Subtotal
$
1,819.00
Multi -Tower Discount(5%)
n/a
$
(91.00)
All Services Promotion (3%)
n/a
$
(55.00)
DISCOUNTED TOTAL:
I
n/a
I $
1,673.00 1
1
X 12 months
Annual Amount
I
n/a
I $
20,076.00 1
TOTAL (Year 2-5)
1 $
80,304.001
Our Value System
Customer Service Obsession ♦ Honesty 8 Integrity ♦ We Get Things Done
Efficiency Focused ♦ Grateful For Our Successes
4818 East Ben White Boulevard, #107, Austin, Texas 78741 • P: 512.530.4600
Rev 2020 08 13
Page 2 of 10
0
Ita
LuMENS ERVE$M
"'W.,
LR
We Give Tower owners Peace of Mind
I
LED Lighting
Systems
Service Descriptions
See Page 1 of Quote for Services
Included with Your order
LumenServe,"" utilizes ❑ialight LED lighting systems across all tower types, unless otherwise noted
in the Quote. Current specifications and data sheets are available at the links below:
LED Obstruction - Dual Red/White Medium Intensity - L-86S/L-864 - Data Sheet
LED Obstruction - Red Medium / Low Intensity - L-864/L-810 - Data Sheet
LED Obstruction - High Intensity - L-8S6/L-864 - Data Sheet
LED Obstruction - Integrated Network, Embedded Monitoring (INEM) - Data Sheet
LED Obstruction - Accessories
Installation is performed using LumenServe� Installation Guidelines and Methodology and is all
inclusive of labor, mobilization, materials, expenses, and Equipment. There are no hidden costs in
our Installation Services which includes the following:
• Engineering I FAA Filings
- On -site walk
- Lighting circular validation
- Build package & diagram
- FAA Form 7460 completion in coordination with Customer
• Decommission of Old Lighting System
- Old Lighting Fixtures
- Old Lighting Cable for Medium Intensity Systems
- Old Lighting Equipment
• LED System (per specifications above)
- Equipment — Controller, Beacons, L-810 Side Lights
- Lighting cable
- Mounts and brackets
- Installation hardware and materials
- Note that High Intensity LED systems assume reuse of Customer existing power
cabling and conduit unless otherwise specified.
• Installation —Comprehensive installation on -ground and above -ground by OEM certified
installers pursuant to LumenServe' Safety Manual.
• Close Out Package
- As -Built diagram
- Photo documentation top -to -bottom
LumenServel" 14818 East Ben White Boulevard, #f 107, Austin, Texas 78741 I 512.580.4600 i www.LunieiiServe.coni
Page 3 of 10
Assurance Warranty,
Maintenance and Repair
Service Descriptions
See Page 1 of Quote for Services
Included with Your order
The Assurance Warranty Service ("Assurance Warranty") is provided to the Customer at
LumenServe's cost and includes ongoing maintenance and repair of the Lighting System and
associated Equipment ("Maintenance and Repair") and all associated costs including, but not limited
to, Equipment, materials, parts, tower climbing and other labor. This Assurance Warranty is
incorporated into the Agreement, and all defined terms utilized are pursuant to the Agreement. The
Assurance Warranty covers all required Maintenance and Repair resulting from outages caused by
Lighting System failure, Equipment failure, weather related failures, lightening, and other causes of
failure. The Assurance Warranty is not applicable to outages directly caused by the Customer, its
contractors, or its tenants on the tower site that results in damage to the lighting system. Compliance
& Monitoring Services, as detailed below, must be ordered by Customer, and provided by
LumenServesm, in parallel with the Assurance Warranty.
Workmanship/Safety — LumenServe� will ensure that that all Service provided under this Assurance
Warranty will be performed in accordance with workmanship standards prevalent in the industry, and
all Equipment and parts thereof, utilized to provide such services, will meet all required industry and
regulatory specifications. All labor pursuant to the current LumenServesm Safety Manual.
During the Term of the Agreement, LumenServe", at its cost and expense, will (a) provide Customer
the parts, materials and labor for the maintenance as specified herein; (b) ensure that the hardware
and software operate substantially in accordance with the Equipment manufacturer's specifications
and those required by governing Federal, state and local authority; (c) install all necessary field
change orders to ensure proper Equipment operation; (d) provide the full range of Maintenance and
Repairs including, but not limited to, the following:
Repair/ Maintenance/Replacement of Lighting System
- Beacon(s) and L-810 side markers
- Controllers/Power supplies
- Other lighting system equipment
- Cable, brackets, hardware
- Shipping costs
= System Software / Firmware Updates
= RMA Management
- RMA tracking
- Shipping costs
• Project Tracking and Electronic Logbook
- Installation
- Maintenance and Repair
- Equipment replacement
= Customer Reporting Includes
- Repair/Maintenance logbook
- RMA logbook
LumenServel" 1 4818 East Ben White Boulevard:, #107, Austin, Texas 78741 1 512.580.4600 I www.Lunien5erve.con►
Page 4 of 10
R
Compliance
& Monitoring
Service Descriptions
See Page 1 of Quote for services
Included with Your Order
LumenServe� requires that its Compliance & Monitoring Services be provided as part of all TLaaSO
Agreements as it is an integral part of the Assurance Warranty Service ensuring proper visibility,
status notifications, alerts, and remote diagnostics of the Lighting System to LumenServe'.
Compliance & Monitoring Service includes the following:
Monitoring of Lighting System
- Proactive Monitoring of Lighting System
- Polling Every 5 Minutes
- 24/7f366 Monitoring
- Remote Diagnostics
- Daily Logs, 2+ Years Storage
FAA Compliance & Reporting
- FAA NOTAM Reporting
- NOTAM Tracking
- NOTAM Resolution
- Lighting Circular Validation
* Customer Reporting
- NOTAM reporting to Customer
- Quarterly Daily Logs Report, provided quarterly
- Notification of FAA rules changes
- Compliance events
Installation/Repair/Maintenance of Monitoring System
- For Customers with TLaaS®, TLaaS° with $1 Buyout, or Purchase & Installation of a
Lighting System with Compliance & Monitoring Services, LumenServe will install the
monitoring system Equipment. Repair and Maintenance of the Monitoring System is
covered under the Assurance Warranty Service (detailed above) if included in the
Services ordered by the Customer.
A
f�
FAA Required
On -site Inspections
LumenServem provides the full suite of the FAA required on -site inspection services. Services will
be tailored for your specific FAA tower style and applicable FAA Circular revision for the subject
site. Services include:
* Quarterly Lighting Inspections (QLI)
- Quarterly Inspection
Lumen5erve°M 1 4818 East Ben White Boulevard, #107, Austin, Texas 78741 1 512.580.4600 1 www.LumenServe.cam
Page 5 of 10
Service Descriptions
See Page 1 of Quote for Services
- Standards checklist Included with Your Order
- System Health Test per OEM specifications including
cycling between day, twilight and night made as applicable
- QLI Report sent to Customer on a quarterly basis
- On -site Lighting System verification
- 7/8" Rule testing from ground
• Annual Paint Inspections
- Annual Paint Test (Top Portion of Tower)
- Documented in Log
* Biennial Lens Inspections
- Biennial Lens Inspection by climb or drone
- Biennial Lens Report with photo documentation
\I/
A
Data Plan
The LumenServesm Data Plan is a Machine to Machine (M2M) platform with options to use the best
available signal from the three major carrier networks — AT&T, Verizon, and T-Mobile_ The Data
Plan includes:
■ M2M Data Bandwidth
■ Transmission Equipment
* Transmission Equipment installation
* SIM Card
* SIM Provisioning Setup and Testing
■ Ancillary Antenna (If necessary, to optimize)
LumenServe° I 481E East Ben White Boulevard, #107, Austin, Texas 78741 I 512.580.4600 I www.LumenServe.com
Page 6 of 10
Standard Terms and Conditions
These Standard Terms and Conditions togetherw-ith the Quote, and any
subsequent or amended Quotes, taken together, conswute a MASTER
AGREEMENT ("Agreement") made and entered into as of the date set forth on
such Quote (`Effrctite Date's between the Customer, whose name and place of
business is indicated on the Quote in the Customer section ("Customer"), and
LunenServe, Lnc-, having a principal place of business at 4818 East Ben White
Bh-d. Suite 107, Austin, Texas 79741 ("Company").
.Article I
PRODUCTS AND SERVICES
1.1 Products. Tangible property, equipment cabling, material, and software
comprising one or more Lighting Systems installed by the Company and sold
or leased to the Customer (Products').
1.2 Ser ilces. histallation, assurance warranty, compliance, monitoring, and other -
services performed or provided b5 the Company for the Customer as described
in Quote hereto (',services,).
1.3 Lighting Systems and Sites- The Quote provides a list ofilre installation sites
and a description of the Lighting Systems ("Livhtnig Systems'.) and related
Products and Services provided by the Company and the associated pricing
and terms for each site-
1.4 Onriership of Equipment. Except far Products purchased by Customer as
set forth in the Quote, (i) all Lighting Systems and associated Equipment (as
defied in Section 4.2-1 below) will remain the sole property ofthe Company
fallowing installation, and the Customer will haven owrnership interest in die
Lighting Systems, (ii) the Company will be entitled to grant a security interest
in the Lighting Systems and associated Equipment to any lender providing
financing to the Company; and Customer will cooperate with the Company in
perfecting any such security interest, and (m) upon termmatim or expiration
of this Agroomernt for any reason the Company has the right to remove the
Lighting Systems and associated Equipment firm the tower sites-
1 5 Power. Unless othennse provided in the Quote, the Customer is solely
responsible for the provision of electric power to the tower site, and the
Company is not responsible for any sen-ioe outages resulting from an
inteinip— in power supply
-
1.6 Damage and Repair. The Company will repair any damage to any Lighting
System leased to die Customer regardless of cause. The Customer will be
responsible for any damage to the Lighting System caused by its actions or
inactions and will promptly pay or reimburse the Company for any repairs
necessitated bg such damage. In the event o£damage to the Lighting System
by third parties, the Customer will cooperate with the Commpmn in exercising
any requests for reimbursement or legal remedies against such third parties if
required
Article 2
SERVICES TERM AND TERMINATION
2.1 Services Term This Agreement will corurnence on the Effective Date and
will remain in frill force for the period identified in the Quote from the date of
installation (the "Initial Tern) or until terminated as provided herein- In the
event that a Quote covers more than are site. the Initial Term will be measured
from the date of the last site installation The Initial Tema and auy Ret&%val
Term(s) may be referred to herein collectively as the' Ternf'-
2 2 Services RenenaL
2.2.1 Automatic Extension. The Temi of this Agreement will be
autorm ically extended for successive ogre -year periods (each a
"Renewal Tema") unless either party provides written notice of
termination to the other party at least fix-ty-fn-e (45) days prior to the
scheduled expiration of this Agreement
2.2.2 Agvreieut Extension. The Term of this Agreement maybe extended
far a period ofmore than one gear upon mutual agreement of the parties.
2.3 Earh-Teraduuationofthis.Agrreement.
2.3.1 By the C: ompany-. The Company may terminate this Agreement during
is Term for cause if Customer fails to substantially comply with the
terms of this Agreement after thirty (30) days prior written notice to
Customer that describes the reason for termination and that is not cured
to the Company's reasonable satisfaction within such 30-day- period
Notwithstanding the foregoing, the Company resen-es the right to
terminate this Agreement for Customer non payment bg tine stated
Rev Aug 13, 2020
invoice due date, if payment from far all outstanding balances is not
received ❑within ten (10) days of vaitten notice of temnnation far non-
Pa)'rnent-
2.3.2 By the Customer. The Customer may terminate this Agreement duffing
its Term for cause if the Company fails to substantially provide the
Services as voarrartted and such failure is not cured to the reasonable
satisfaction of the Customer within 60 days after written notice to the
CouTGnythat describessuch failureinreasonable derail- Customer may
terminate this Agreement as to all or a portion of the Lighting Systems
without cause upon not less than 60 days prior written notice; subject to
payment of early termin.-ttion charges as described in Section 2.4 below
2A Earlp Termination Penalty-. In the event that, prior to the end o£Temr, the
Company terminates this Agreement pursuant to Section. 2.3.1 above, or the
Customer i naves this Agreement ixuduaut cause pursuant to Section 2.32
above, dray Customer shall pay all reasonable expenses incurred by the
Company in effecting termination of Sen-ices (including costs of removal of
the affected Lighting Systems owned bg the Compartv and any third patty
tenvination charges) and shall also pay to die Company an early termination
charge equal to die number of maids remaining in the Term multiplied by
the monthly Recurring Charges.
2 Effects of Termination. Upon any terrainxtion, the Company is expressly
authorized to enter the premises ofthe Customer where any Lighting System
or related Equipment owned by the Company is located and take possession
of and remove such Lighting System and related Equipment- The Customer
agrees to pay the Company the replacement value of such Lighting System or
Equ gwxmt if Company is not permitted by Customer to recovered Equipment
in accordance with this Section 2-5-
2.6 Sm•sic al. In the event of any termination or expiration of this Agreement,
Articles 7, 8- 9, 10, and 11 hereofshall survive and continue in effect
-Article 3
FEES AND PAYMENT TERMS
3.1 Payments. All payments are in U-S- Dollars- The charges far the Products
andlar Services under the Agreement are categorized as "Product Charges --
'Recurring Charges" or "Non -Recurring Charges"- The Company will
invoice CustomernionthlyforRccurringCharges. The Company will invoice
Customer for Yon -Recurring Charges as they are incurred- Customers first
and last invoices may include prorated charges- For Services, the Company
will mvoice the Customer monthly in adiance for Services being provided.
Promotional pricing and temms or other pricing commitments contained in the
Quote will expire in accordance with the terms applicable to each pxonotion
or commitment without hirther notice to Customer- Upon the expiration of
any such promotion or commitment prices may be revised in accordance with
the Company's then -current standard pncmg- For Products purchased by
Customer- Customer agrees to pay an up -front Product Charge, if any, as
stated in Quote and any remartung amounts as im-aiced by the Company-
Ctsw=agrees to pay each invoice in fullwithin 30 days of the invoice date-
12 Late Payment Fees. Any overdue payments will bear a "Late Payment Fee'
of one and a half percent (1.5°/0) per month or the maximum rate allowed by
late; whichever is lower, from the original payment due date until paid in full.
Customme- is also responsible for all other costs and legal fees incurred in
collecting unpaid amounts, unless otherwise ordered by a court in any action
to collect those unpaid amounts- The Company rese-n-es the right to assess a
fee for any check retuned for insufficient funds, which fee shall be the lesser -
of $30 or the maximum rate allowed try law-
3.3 Invoice Dispute. To dispute the amount craccuracy ofany invoice, Cuaciner
must notify the Company in writing no later than the due date of the invoice
detailing the disputed charges- The Company will not is sue a credit for any
charges not disputed in writing pnorto the invoice due date. Notwithstanding
any proiisim to the contrary herein contained; no payment due under the
Agreement whether disputed or undisputed; is subject to withholding
reduction. set-off or adjustment by any nature by the Customer.
3A Tries and Fees. The pricing terms set forth in Quote may not include all
applicable federal, state and local taxes or regulatory foes, assessments and
surcharges ("Taxes and Fees'), all of which are the responsibility of the
Customer- Taxes and Fees are subject to change 'without notice during the
Term of the Agreement- If Customer fails to pay any such Taxes and Fees
Page 7 of 10
3.5
3.6
4.1
4.2
4.2.1
4.2.2
4.2.3
4.3
4.4
4.5
4.6
when due, the Company reserves the right to make such payments or like
charges, together with all penalties and interest which may have been added
because of Customer s delinquency or default, and Customer will promptly
reimbruse the Company for any amounts so paid.
Additional Customer Responsibilities. In addition to Customer's other
responsibilities raider the Agreement, Customer agrees that Customer and
anyone using the Services w ll: (i) not resell the Services to any third party,
(a) comply with all federal state, and local laws; rules, regulat ons, tari9s, and
orders of courts of competent jurisdiction that apply to the Products, Services
or this Agreement C-applicable Laws' ); (in) be solely responsible for
establishing and mainta rung security measures (including, without limitation
codes. passwords or other features) necessary to restrict access to the
computers, services or other equipment related to the Services, (iv) be solely
responsible for all fraudulent, unauthorized illegal or improper use of the
Services by persons accessing those Services through Customer's facilities,
equipment or Service Address, and (v) authorize and identify to the C omparry
in writing at least are individual who is authorized to represent Customer on
any aspect of the Services and Customer's account (including- all requests for
moves, additions, deletions or changes to the Services).
Lawful Payments. It is understood and agreed that the payments to be made
under this Agreement are payable only out of current designated and lawfully
appropriated finds of the Customer.
Article 4
SERVICES TO BE PERFORMED BY THE COMPANY
Service Pertod. The Company will provide to Customer the services
identified in Quote during the Term or until such earlier date on which this
Agreement is terminated in accordance with the ternumtion provisions
contained herein
Equipment.
Equipment. -Equipment" means all the lighting Systems, equipment -
structures, enclosures, cabling, hardware and software owned by the
Company to enable the provision of Services to the Customer.
Techuolog}-. To provide the Services, the Company reserves the right
to select m its sole discretion the Equipment required to deliver the
Services unless otherwise specified in die Quote. The Con4rma - also
may change the manner in which the Services are provisioned at any
time without notice, provided such change does not adversely affect the
quality and/or functionality of the Services. The Company willreplace
at no charge to Customer any Equipment that does not perform to the
specifications herein, unless the Company determines, in its sole
discretion that the Equipment failurevias a direct or indirect result from
the Customer's act& or omissions.
Use and Care. Customer agrees to comply with all instructions and
requirements regarding the use andlor care of the Equipment, and take
reasonable measures to protect the Equipment at all times. Customer
firther agrees to pay the Ccmpariy the replacement value of airy
Equipment that is lost, stolen or damaged as a result of the Customer's
actor omission.
License Giant_ Customer grants. to the Company an exclusive, non -revocable
license ("License") to use those parcels of real property at the Customer
locations that the company deems necessary to install operate and nmaiuhtaiu
the Equipment in order to provide the Services_ Equipment is limited to the
equipment necessary to provide the Services to the Customer as specified in
this Agreement and any Customer issued Purchase Ordeal_ Notwithstanding
guy other panision ofthis Agreement it is expressly understood dig all rights
granted to the Company under this License are continuos, ongoing and
irrevocable for so long as Customer owns or leases such real property, but only
to the extent permitted by law. The Company is authorized to use the
Equipment and real properly for any activity in connection with the provision
of berates.
Equipment InstaRa tiom The Company maybe required to install Equipment
at the Customer's premises. which Equipment will remain the C'ompmy's sole
propertyat alltimes andwill not be considered Customer equipment except to
the extent set forth in Quote or as otherwise agreed in %witing between the
parties. In the event any Equipment (or any portion thereat) is or becomes
physically affixed or attached in any manner to real estate at the Customer
preen;-ses, in m event will the Equipment be deemed to constitute a
ofsuch real estate but mthef will remain personal property at all times. At the
request of the Company, the Custamter will furnish a appropriate waiver with
respect to the Equipment from any person claiming an interest in any personal
or real property -where the Equipment is located.
Senice Iustafiatiou Date. The 'Service Installation Date' is the date that the
Company fast pim-ides the Services to the Customer.
Customer Acceptance. The Customer acceptance date will be the Service
Installation Date of the Senices-
Rev Aug 13, 2020
4.7 Method of Performing Services. The Company and its personnel will
determine the method, details. and means ofperfornmingthe work to be carried
out far the customer. The Customer shall have no right to, cool the mamter
or determine the method of accomplishing such work Customer may.
however, require Company personnel to observe the security and safety
policies o£eumtomer_
4.8 Change Dr'dels. To initiate a change order, a revised Quote shall be signed
by the Customer in order to modify, reduce; or increase the Products and/or
Services to be prm-ided_ The Customer will be responsible for the cost of
mining any Equ4 new necessitated by anv change order. All necessary and
reasonable expenses related to the change order dill be the responsibility of
the customer.
49 Scheduling. The Company will try to accommodate scheduling; ; requests of
the Customer to the extent possible.
Article 5
SERVICES CUSTOMER OBLIGATIONS
5.1 Access to the Seuwices. Custamer agrees to monitor the use of the Services
to prevent umappropmte use, and to maintain and prevent unauthorized access
to confidential mformatioa including the confidentiality ofanypasswords and
account information required for access to Services. Customer will promptly
notify the Company of arry nnauehrxrzed or inappropriate use ofthe Sei ices
or Equipment including breach of security, or other damage, lass ortheft
5.2 Information Access. Customer agrees to provide all infirrmation, access and
support reasonably required for timely innstallatioh and proper use of the
Senices. Customer further agrees to assist the Compuhy in securing all
necessary licenses, permits, and consents for installation of Equipment as
necessary to provide the Services. Customer is responsible for locating pre-
emstmg facilities of other providers, such as utilities and underganmd
facilities, including the cost for such location, in addition to those listed in the
Quote.
5.3 Lawful Use. Customer agrees: (1) that Senices may be used solely by those
entities listed in the Quote as being eligible to participate with Customer in
obtaining the Services- (2) not to provide the Services to non -eligible third
p.•urties whether by lease, rental, transfer; assigrnmeut, sale; sublicense, or any
othermearms, including commercial time-sharing, rental, or service bureauuse;
(3) not to use the Services for any purpose that is unlawful or that is not
contemplated o prohibited by this Agreement and (4) to abide by all
applicable local, state, laws and regulations; tariffs and orders of courts of
commpetent jurisdiction that apply to the serviom
5A Alterations, Additions or Improvements. Customer will not make any
alterations, additions or inhpm-vements to the Equipment or remove
Equipment £room a service location without the Cortipany's prior written
consent Customer shall not engage in any activity or construct any new
structure which may mterfere mechanically electrically or operationally with
the Egmpment
-
Article 6
PRODUCT SALES
6.1 product Deltverv. For Products sold to the Customer, the Company will
deliver to Customer the Products and quantities as listed in the Quote. Upon
delivery of the described Products to the Customer's location(s), Customer
will bear solely the risk of loss regardless of any breach by the Company of
any provisions hereof
6.2 Product Installation. As provided in the Quote, the Company may provide
for the installation of Products as required and will determine the method
details and nhe.'ans of performing the work to be carried out for Customer.
Customer shall have no right to control the manner or determine the method
of accomplisltnng such work. Customermay, hovvev er, require the Comparrys.
personnel to observe the security and safety policies of Custonmer. The
Company will coordinate with the Customer to establish a reasonable
installation plan Installation done outside normal company hours may result
in additional costs for the cuustommer.
6.3 Use of Suhcontractors. Customer acknowledges that the Company may
install the Products using subcontractors, and that the company reserves the
right to substitute such subcontractors with others, in its sole discretion.
6A Product Installation Customer Obligations. For indoor installations, the
Customer agrees to provide, at no cost to the Company, a clew dry, and
temperature -controlled place for installing the Products, all -electrical
outlets and power hookups, and any related facilities as specified by the
Company_ The Customer also agrees to pay for all extra or additional work
performed and additional materials furished in accordance with a change
order.
6.{ Retur-n of Products Sold. Return of Products sold to Customer is only
allowable in accordance with the Product manufacturer's utarm:unty provisions.
Page 8 of 10
6.6 Removal of Products. If the Customer has failed to pay the agreed purclL se
for any Product and such payment is past due for 3 0 days or more after written
notice to the Customer. the Ctiust nier will grant full access to the Company to
remove such Products and take possession of all or part of such Products, and
Customer will hold the companyliamiless for taking such actions. customer
will be liable for the all cost associated with removal of the Products Removal
of the Products does not relieve Customer of its obligations under this
Article 7
WARRANTIES
7.1 Product ANanTanties. The Company represents and vrarrants Products sold to
Customer solely in accordance with the Product nimufactmer's warranty.
7.2 SercicesWan•anties. The Company representsand warrants that its Lighting
Systems are engineered and installed, and the Company's operations
procedures are designed and mmplemented, to prm-ide the Sen-ices in
accordance withprevailutg industry standards for similar services, and that the
Company will snake commercially reasonable efforts to provide the Services
in confbrma e with such standards. This warranty will apply solely to access
to the Smaces, and will not apply to any outage, loss or damage (1) caused by
facttnrs outside of the Company's reasonable control; (2) resulting fiom any
action or omission of the Customer or any third party; (3) resulting from
scheduled maintenance or required repairs; or (4) resulting from equipment or
any other item not provided by rite Company_ Any liability flu the part of the
Company for a breach of this warranty is strictly limited by Article 10.
7.3 Warranties Disclaimer. EXCEPT FOR THE EXPRESS WARRANTIES
SET FORTH IN SECTIONS 7.1 AND 7.2, THE COMPANY PROVIDES
PRODUCTS AND/OR SERVICES ON AN "AS IS" AND `AS
AVAII.ABLE" BASIS, AND CUSTOMER'S USE OF THE PRODUCTS
AND SERVICES IS AT ITS OWN RISK. THE COMPANY DOES NOT
MAKE, AND HEREBY DISCLAIMS, ANY AND ALL OTHER
EXPRESS AND IMPLIED WARRANTIES, INCLUDING BUT NOT
T.inrtiTF.D TO WARRANTIES OF MERCHANTABILITY, FITNESS
FOR A PARTICULAR PURPOSE NONMaTJ IGEMENT AND TITLE,
AND ANY WARRANTIES ARISING FROM COURSE OF DEALING,
US kGEOR TRADE PRACTICE. THE COMPANY DOES NOT
WARRANT THAT THE OPERATION OF THE PRODUCT AND/OR
SERVICES WILL BE UNINTERRUPTED, ERROR -FREE OR
COMPLETELY SECURE, OR THAT DEFECTS IN THE OPERATION
OF THE PRODUCT AND/OR SERVICES WILL BE CORRECTED.
THE PARTIES AGREE THAT ALL LIABIITI'Y FOR A BREACH OF
WARRANTY BYTHE COMPANY IS STRICTLY LIMITED TO THOSE
DESCRIBED IN THE PRODUCT MANUFACTURERS WARRANTY
AND SECTION 10 BELOW. THE COMPANY DOES NOT REPRESENT
THAT PRODUCTS AND/OR SERVICES WILL MEET CUSTOMER'S
REQUIREMENTS OR PREVENT UNAUTHORIZED ACCESS TO
CUSTOMER'S C:OMPLTERS_ NETWORK, SERVERS AND OTHER
EQUIPMENT OR TO ANY DATA, INFORMATION OR FILES THESE
CONTAIN_
7.4 Customer Warranties. Customer represents, covenants and warrants that (1)
Customer is a fully constituted entity, agent}-, political subdivision, or public
corporation of the state in which it is located; (2) this Agreement has been
executed on behalf of Customer by persons who are duly authorized officers
thereof (3) this Agreement constitutes the legal, valid, and binding obligation
of Customer enforceable in accordance with its terms; (4) Custom haa&
complied with all public bidding, notice and hearing requirements where
applicable, and by due notification presentedthis Agreement for approval and
adoption as a valid obligation on its part; (5) Customer reasonably believes
that funds can be obtained sufficient to make all payments daring the Team
(6) the officer of Customer responsible for budget preparation will do all
things lan•fully within hisdzer power to obtain, maintain and properly request
and pursue finds from which the payments may be made_ including makmg
provisions for such payments to the extent necessary m each budget submitted
for the purpose of obtaining fimding using hisber bona fide best efforts to
have such portion of the budget approved and exhausting all available
administrative re,.iews and appeals in the event such portion of the budget is
not approved.
Article 8
E'4=ECTIL kL PROPERTY RIGHTS
8.1 Confidentialih•. Each party shall maintain in strict confidence and shall use
and disclose only as autiorzed by each party, all mfaivaation. of a
competitively sensitive or proprietary nature that itreceives in conaectionwith
the Agreement. Each party shall require its personnel to agree to do lii rase.
Each party shall take rmsonable steps to identify any infar ation. of a
competitively sensitise or proprietary nature, including by using
Rev- Aug 13, 2020
confidentiality notices in written material where appropriate. These
restrictions shall not be construed to apply to (1) information generally
available to the public not due to the fault of the reeeivvmg party; (2)
mfammation released generally vrithou t restriction; (3) informatiou
independently &n eloped or acquired, or (4) information approved for the use
and disclosure without restriction. Notihidnst-uhdmg the foregoing restrictions.
Each party and its personnel may use and disclose any info=ation (1) to the
emdeut required by an order of any court or otter gove rnmpntal authority or (2)
as necessary fir it or them to protect their interest in this Agreement, but in
each case only after the other party has been so notified and has had the
opportunity if possible, to obtain reasonable protection for such information
in connection with such disclosure.
8 2 The Comp. -my Prim- Developed Materials. The Customer acknowledges
that the Products, Sen-iccs and operations procedures may, in whole or inpart,
be created using the Company" s prior acgnired knowledge and expertise. This
may include, but not be limited to, prior developed intellectual property
iidudmgcopyrights, patents, trade secrets_ orather intellectu-d property rights
associated with any ideas, concepts, techniques, intention, processes, or
works of authorship developed or created by the Company of which the
Company will continue to own and have unrestricted right to continue to use.
S.3 Owmi-ship of Sl ork Product. All copyrights, patents; trade secrets_ or other
intellectual property rights associated with any ideas: concepts, techniques,
inventions, processes or works of authorship developed or created by the
Company or its personnel during the course of delivering Products andlor
performing Services (collectively, the "Work Product'') shall belong
exclusively to the Company.
SA Residual Rights of PersonneL Notwithstanding anything to the contrary
herein, The Company and its peasomhel shall be fiee to use and employ its and
their general skills, know-how and expertise, and to use, disclose, and employ
any generalized ideas, concepts, know-how, methods, techniques or skills
ined or learned during the course of arty- assignment; so long as it or they
acquire and apply such information without disclosure of any confidential or
proprietary information o£the Customer and without any unauthorized use or
disclosure of Work Product.
Amick 9
HIRING OF THE COMPANY'S PERSONNEL
9.1 Hiring Company's Personnel. The Customer acknowledges that thhe
Company provides a valuable service by identifying and assigning personnel
for the Customer's work Cusbcmer further acknowledges that the Customer -
would receive substantial additicital value, and the Company would be
deprived of the benefits of its work force, if c usu=were to hire, directly or
through anagent, any o£the Companys personnel. Without the prior written
consent of the Company, the Customer shall not recruit or hire any personnel
of the Company who are or have been assigned to perform work on behalfof
the Customer_
Article 10
LIMITATIONS
14.1 Limitations. IN NO ELv'E1NT WILL EITHER PARTY BE LIABLE TO
THE OTHER WITH RESPECT TO ITS OBLIGATIONS UNDER THIS
AGREEMENT OR OTHERWISE UNDER ANY THEORY,
INCLUDING CONTRACT AND TORT (INCLUDING NEGLIGENCE
AND STRICT LIABILITY) FOR ANY INDIRECT; SPECLAL OR
INCIDENTAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE
DAMAGES, INCLLDING BUT NOT LIMITED TO COSTS OF
PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES,
DAMAGES FOR LOSS OF DATA LOSS OF USE OF COMPUTER
HARDWARE, DOWNTIlIJ1, LOSS OF GOODWILL, LOSS OF
BUSINESS, OR COMPUTER HARDWARE MALFUNCTION, EVEN
IF SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF
SUCH DAMAGES. IN NO EVENT WILL THE COMPANY'S
ITABI STY TO THE CUSTOMERUNDER ANY PROVISION OF THIS
AGREEMENT EKCEED AN AMOUNT EQUItiALENT TO THE
PROPORTIONAT CHARGE TO THE CUSTOMER FOR THE
AFFECTED SERVICES OR EQUIPMENT FOR THE PERIOD
DURING WHICH THE ERROR, OMISSION, INTERUPTION OR
DEFECT OCCL'RED_ THE PARTIES ACKNOWLEDGE THAT THE
OTHER PARTS OF THIS AGREEMENT RELY UPON INCLUSION OF
THIS SECTION. Some jurisdictions do not allow the limitation or
exclusion of liability for incidental or consequential damages.
Accordingly, the limitations listed in this Section fiilly apply only to the
extent permitted by law. Except as expressly provided herein_ in no event
will the Company be liable for any consequential, punitive or other
damages under the Agreement; it being agreed that the Company's liability
will be limited to the amounts actually received by it under the Agreement.
Page 9 of 10
Rev Ang 13, 2020
10.2
10.3
Indemnification. The Customer shall indemnify, defend, and hold harmless
the Gmupany, its parent, subsidiaries and affiliates, and the foregoing entities'
respective officers, directors, employees, heirs, successors and assigns
(collectively, the '-Company Indenmifxed Parties') from and against all
claims, actions, liabilities, losses, damages, costs, and expenses to the extent
caused by or arcing out of (1) the Gtnstonxr's violation or infringement of
the intellectual rights (including, but not limited to- patents, copyrights:
trademarks, and trade secrets) of any third party; (2) the Customer's breach
or violation of my Applicable Laws in connection with the performance an-
non-performance of its obligations tinder the Agreerent: and/or (3) the
negligence, gross negligence, or wMil o- intentional misconduct of the
Customer (including, but not limited to, its employees, subcontractors,
agents, and representatives) in the performance or non-performance of its
obligations under the Agreement.
Binding Arbitration. All controversies, disputes; or claims between the
parties or any of their respectme officers, directors, agents: employees and
attorneys, arising from orrelating to this Agreement shall mdemand of either
patty be submitted for arbitration to the American Arbitration Association
("AAA's. The arbitration shall be governed exclusively by the United States
Arbitration Act (4 U.S.C. § L et seq.), uitbout reference to any state
arbitration statutes. The parties agree that, in conrectim with any such
arbitration proceeding, each shall submit or file any claim which would
constitute a compulsory counterclaim (as defined by Rule 13 of the Federal
Rules of Cavil Pfocedtues) within the same proceeding as the claim to which
it rehites. Any such claim which is not submitted or filed in such proceeding,
shall be hared. The arbitration proceedings shall be conducted in Austin
Texas and conducted in accordance with the commercial arbitration roles of
the AAA in effect on the date of this Agreement except as modified by this
Agreement. Three arbitrators shall be used. Each party shall have the right
to select one arbitrator from a panel provided by the AAA and those two
arbitrators will then select a third arbitrazr, also from the AAA panel. The
parties shall be entitled to limited discovery atthe discretion of the arbitrators
who may, but are not required to, ahc%y depositions. The parties
acknowledge that the arbitrators' subpoena pourer is not sub ect to geographic
limitations- The arbitration proceedings shall be conducted on an individual
basis and not on a multi -plaintiff consolidated or class -wide basis. The
arbitrators shall have the right to award the relief, as they deem proper,
consistent with this Agreement including compensatory damages (with
interest on unpaid amounts from date due), specific performance, irgumctive
relief: legal fees and costs- The award and decision of the arbitrators shall be
conclusive and binding on all parties, and judgment upon the award may be
entered m any court of competent jurisdiction Any nght to contest the
validity or enforceability of the award shall be governed exclusively by the
United States Arbitration Act- The provisions of this Section 10.3 shall
continue in full force and effect subsfflnmttn and notwithstanding expiration
or termination of this Agreement
Article 11
GENERAL PROVISIONS
11.1 Notices. Any notices or other communications required orpermittedunder
this Agreement shall be in writing and deemed to have been duly given and
delivered when delivered in person by electronic communication as long
as this communication provides the required documentation with written
signature. three (3) days after being mailed postage prepaid by certified or
registered mail with return receipt requested, or when delivered by
overnight delivery service or by facsimile to the recipient at the following
address or facsimile number, or to such other address or facsimile number
as to which the other party subsequently shall have been notified inwriting
by such recipient:
If to the Company:
LtmimSen,e, Inc.
4818 East Ben White Blvd.- Suite 107
Austin- Texas 78741
If to the Customer.
Customer Name and Address in Quote
11.2 No Discrimination. The Company agrees that in the performance of this
Agreement it will not discri mmate or pemnt discrimination. agaimt any
person or group of persons on the grounds of sex, race, color, religim or
natural origin in any manner prohibited by the lads of the United States.
11.3 lasurance. To the extent that Company personnel install Equipment at the
Customer's premises, Customer shall rraintam "all risk" property insnanre
to include Fire, Theft, Vandalism. Windstorm Hurricane and Hail, as well as
comprehensive general liability insurance, including broad form property
damage. Property limits should be equivalent to the value of the Equipment
cr as otherwise requested- Any Ioss or damage of the tower site not caused
br ° the G n 4wiy will not affect the Cmstorrer's obligations under the
Agreement.
11.4 Entire Agreement of the Parties. This Agreement supersedes any and all
agreements- either oral or,rxn tea between the parties hereto with respect to
the rendering of the Sen-ices and contains all the covenants and agreements
between the parties withrespect to the rendering of such Sen-ices. Each patty
to this agreement acknowledges that no representations, inducements,
promises or agreements, oral or otherwise, have been made by any party or
anyone acting on behalf of any party that are not embodied herein- and that
no other agreement, statement or promise not contai in this agreement
shall be valid or binding. Any modification of this Agreement will be
effective only if it is in writing signed by the party to be charged
11 + Severable Provisions. The provisions of this Agreement are severable,
and if any one or more provisions may be determined to he illegal or
othemise unenforceable, in whole or m part- the remaining provisions, and
any partially enforceable provision to the extent enforceable in any
jurisdiction, shall nevertheless be binding and enforceable.
11.6 Binding Agreement. The rights and obligations of the parties under this
Agreement shall inure to the benefit of and sball be binding upon the
respective successors and assigns o£the parties.
IL7 Wai-ver. Either parg's failure to enforce any provision or provisions of
flits Agreement shall not in atry way be construed as a waiver of any such
provision or provisions as to future violations thereof, nor prevent that
party thereafter from enforcing each and ever}- other provision of this
Agreement. The rights granted the parties herein are cumulative and the
waiver by a party of any single remedy shall not constitute a waiver of such
party'& right to assert all odic legal remedies available to him or it under
the circimista nces_
11.8 Assignment. Except as expressly provided herein, the rights, obligations
and duties of the parties hereunder may not be assigned or delegated
-without the other party' & prior written consent, except that the Company
may assign this Agreement to an affiliate or to a successor to its business.
11.9 Corilicting Terms. If there is a conflict among the terms in these Standard
Terms and Conditions and Quote or any subsequent amended Quote, the
terms of Quote or such subsequent amended Quote shall control-
11.10 Force '_llajeure. The Company shall notbe liable toCustomer for any faihre
or delay caused by events beyond the Company's control, inducting, without
limitation the Customs aluute to fimnsh uecessary information, acts of
God, sabotage, failures or delays in transportation or communication, failures
or substitutions of Products, labor disputes, accidents, shortages of labor, fuel,
raw materials or Products, or technical Euhnres-
11.11 Assumptions and Contingencies. The Company is reheved of its obligation
to provide the Products and/or Services ifoertam preconditions to installation
which are outside the control of the Con4my do not occur. Examples of
such preconditions include the issuance of all applicable permits and other
regubtory approvals underterms and conditions acceptable to the Company,
and the execution of any necessary contracts with third parties under terms
and conditions acceptable to the Company. If such preconditions do not
occur, the Company will either renegotiate in good faith with the Customer
or offer to termini -DE this Agreement with no temnination penalties for either
party-
1112 The Company's obligation to perform under this Agreement are based and
contingent on the following pre -conditions list mchuding, bit not limited to
• Obtaining the necessary Permits and licenses.
• Acquiring the necessary ground rights and land contracts.
• obtaining required third party contracts.
• Signing ofall required consents o£all governmental entities
• Receipt of satisfactory credit check(s) regarding the Customer
11.13 Governing Law. This Agreement will be governed by and construed in
accordance with the laws of the State of Texas.
1114 U- a of Customers Name. Upon receipt of Customer's prior approval (not
to be unreasonably withheld), the Company may use Customer's name as
a customer, including a general description of the services provided. in its
proposals, quotes, client lists, case studies, and in other promotional
infUrmation including but not limited to press releases, white papers,
brochures. reports, letters, and any electronic media including, but not
limited to_ e-mail or Web pages.
11.15 Captions and Section Headings. The various captions and section
headings contained in this Agreement are inserted only as a matter of
convenience and in no way define; limit o- extend the scope or intent of
any of the provisions of this Agreement.
Page 10 of 10
5/10/23, 9:06 AM
M&C Review
CITY COUNCIL AGENDA
Create New From This M&C
DATE: 5/9/2023 REFERENCE
NO..
CODE: C TYPE:
Official site of the City of Fort Worth, Texas
FORT WORTH
**M&C 23- LOG NAME: 04LUMENSERVE LED
0348 TOWER LIGHTING SYSTEM
CONSENT PUBLIC NO
HEARING:
SUBJECT. (ALL) Authorize Execution of an Agreement with LumenServe, Inc. to Replace the
Existing Communication Tower Lighting with LEDs and Provide Monitoring, Repair,
Replacement, and Compliance Reporting to the FAA, in an Amount Up to $178,556.00 for
the First Year with Four Annual Renewal Options using a Cooperative Agreement for the
Information Technology Solutions Department
RECOMMENDATION:
It is recommended that City Council authorize execution of an agreement with LumenServe, Inc. to
replace the existing communication tower lighting with LEDs and provide monitoring,
repair/replacement, and compliance reporting to the FAA, in an Amount Up to $178,556.00 for the
First Year with Four Annual Renewal Options using The Interlocal Purchasing System 200105 for the
Information Technology Solutions Department.
DISCUSSION:
The City of Fort Worth's Information Technology Solutions Department maintains the communications
towers throughout the city. Each tower supported by the IT Solutions Department is outfitted with
warning lights to alert approaching aircraft of the tower.
The conversion from standard tower lighting to the LumenServe tower lighting and monitoring system
will improve horizontal visibility and provide remote monitoring plus reporting to the FAA. The change
in lighting will reduce the vertical light intrusion in nearby residential areas and reduce the impact on
migrating birds. LumenServe provides a full turnkey solution. This agreement includes the LED lighting
systems, installation, engineering services, FAA filings, decommissioning the old lighting systems, and
system monitoring.
Staff has examined similar systems and recommends the LumenServe system. Review of the system
would bring the City's radio towers up to the standards outlined in the FAAAdvisory CircularAC70-
7460-1 M.
COOPERATIVE PURCHASE - State law provides that a local government purchasing an item under a
cooperative purchasing agreement satisfies any state law requiring that the local government seek
competitive bids for the purchase of items. The Interlocal Purchasing System Multiple Award Contracts
are competitively bid to increase and simplify the purchasing power of government entities.
BUSINESS EQUITY - A goal is not assigned when purchasing from an approved purchasing
cooperative or public entity.
SUCCESSOR CONTRACTS - In the event that a cooperative agreement is not renewed, staff would
cease making purchases at the end of the last purchase agreement coinciding with the valid
cooperative agreement. If the City Council were to not appropriate funds for a future year, staff would
cease making purchases when the last appropriation expires, regardless of whether the then -current
purchase agreement has expired. If the cooperative contract is extended, this M&C authorizes the City
to purchase similar products and services under the extended contract. If the cooperative contract is
not extended, but a new cooperative contract is executed with LumenServe, Inc. with substantially
similar terms as the previous cooperative contract, this M&C authorizes the City to purchase the
products under the new cooperative contract.
AGREEMENT TERM - Upon City Council's approval, this agreement shall begin upon execution and
expire in accordance with the terms and conditions of TIPS Contract 200105 or its successor
apps. cfwnet.org/counci I_packet/mc_review.asp? I D=30975&cou nciIdate=5/9/2023 1 /2
5/10/23, 9:06 AM
contracts.
M&C Review
RENEWAL OPTIONS - The Agreement may be renewed for four additional one-year terms at the
City's option. 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 terms.
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.
Funding is budgeted in the ITS Capital Fund for the purpose of funding the FY23 Tower Light project,
as appropriated.
FISCAL INFORMATION/CERTIFICATION:
The Director of Finance certifies that funds are available in the current capital budget, as previously
appropriated, in the ITS Capital Fund for the FY23 ITS Tower Light project to support the approval of
the above recommendation and execution of an agreement. Prior to any expenditure being incurred,
the Information Technology Solutions Department has the responsibility to validate the availability of
funds.
TO
Fund Department Account Project Program Activity Budget Reference # Amount
ID ID Year (Chartfield 2)
FROM
Fund Department Account Project
ID ID
Submitted for City Manaqer's Office by_
Originating Department Head:
Additional Information Contact:
ATTACHMENTS
Program Activity Budget Reference # Amount
Year (Chartfield 2)
Valerie Washington (6192)
Kevin Gunn (2015)
Kevin Gunn (2015)
04LUMENSERVE LED TOWER LIGHTING SYSTEM funds availabilitv.pdf (CFW Internal)
FID Table LumenServe attached to M&C.XLSX (CFW Internal)
LumenServe Form 1295 Certificate SIGNED.pdf (CFW Internal)
apps. cfwnet.org/counci I_packet/mc_review.asp? I D=30975&cou nciIdate=5/9/2023 2/2