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HomeMy WebLinkAboutContract 56516-R2A3CSC No. 56516-R2A3 SECOND RENEWAL AND THIRD AMENDMENT TO FORT WORTH CITY SECRETARY CONTRACT NO. 56516 BETWEEN CITY OF FORT WORTH AND ALL SAFE INDUSTRIES, INC. This Renewal Amendment is entered into by and between the City of Fort Worth (hereafter "City"), a Texas home rule municipality, and All Safe Industries, Inc. ("Vendor"), each individually referred to as a "Party" and collectively as the "Parties". WHEREAS, City and Vendor entered into an Agreement identified as Fort Worth City Secretary Contract No. 56516 with the initial term from October 20, 2021 to October 19, 2022 (the "Agreement"); WHEREAS, the Parties wish to renew the Agreement for the second term from October 20, 2023 through October 19, 2024; and WHEREAS, the Parties agree to amend Exhibit B of the Original Agreement to reflect an increase in the Vendor's unit prices; and WHEREAS, the Parties wish to amend the contract to increase the total annual compensation from $160,960.53 to $175,000.00 due to items price increased; and NOW, THEREFORE, the Parties, acting herein by and through their duly authorized representatives, enter into the following agreement: I. RENEWAL The Agreement is hereby renewed for a fourth renewal term beginning October 20, 2023 through October 19, 2024, unless terminated earlier in accordance with the terms of the Agreement. II. AMENDMENTS The following terms are hereby amended to replace the referenced terms in the Agreement and shall be binding and enforceable as if they were originally included therein. Exhibit B of the Agreement is deleted and replaced with the Exhibit B attached to this Agreement. Section 3, entitled "Compensation" of the Agreement is hereby amended to read as follows: City shall pay Vendor in accordance with Exhibit A — Scope of Services and Price Schedule, and Exhibit B. Total payment made under this Agreement shall not exceed $175,000.00 for any single annual term. Vendor will not perform any additional services or bill for expenses incurred for the City not specified by this Agreement unless the City requests and approves such services and expenses in writing. City is not liable for any additional expenses of Vendor not specified by this Agreement. OFFICIAL RECORD CITY SECRETARY CSC 56516 Amendment 3 / Renewal 2 FT. WORTH, Tx Page 1 of 5 III. ALL OTHER TERMS SHALL REMAIN THE SAME All other provisions of the Contract which are not expressly amended herein shall remain in full force and effect. IV. ELECTRONIC SIGNATURE This Amendment and Renewal may be executed in multiple counterparts, each of which shall be an original and all of which shall constitute one and the same instrument. A facsimile copy or computer image, such as a PDF or tiff image, or a signature, shall be treated as and shall have the same effect as anoriginal. (signature pagefollows) CSC 56516 Amendment 3 / Renewal 2 Page 2 of 5 ACCEPTED AND AGREED: CITY OF FORT WORTH: CONTRACT COMPLIANCE MANAGER: By signing I acknowledge that I am the person responsible for the monitoring and administration By:Valerie Washington (Sep 10, 202315:03 CDT) of this contract, including ensuring all Valerie Washington performance and reporting requirements. Assistant City Manager Date: Sep 10, 2023 By: Br Ra`y (Sep 8, 2023 12:49 CDT) APPROVAL RECOMMENDED: Brenda Ray Fire Purchasing Manager APPROVED AS TO FORM AND LEGALITY: By: as Davis (Sep 8, 202313:07 CDT) James Davis Fire Chief By: ATTEST: 4�Foir°r°Iln Taylor Paris off.°ao p °�a� Assistant City Attorney aaIln....... Ex 4Sab CONTRACT AUTHORIZATION: By: Jannette Goodall City Secretary All Safe Industries, Inc.: By: � 5Q� Nam(Z) Barclay 0 Title: Account Representative Date: 09/08/2023 OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX CSC 56516 Amendment 3 / Renewal 2 Page 3 of 5 1t Safe Industries Bill To FIRE FIRE- Operations Administration 505 W. Felix Street Fort Worth TX 76115 EXHIBIT B All Safe Industries, Inc. 10711 Electron Dr Louisville KY 40299 888-972-3389 wvvw. a l lsafe ind ustries.com Ship To FIRE FIRE -Administration 5C5 W. Felix Street Fort Worth TX 76115 Date Cust Refit Terms. Sales Rep 8/29/2023 Net 3C Raquel Barclay pty Item # 2 W01R-110101-056079-0011 AreaRae Pro Rapid Deployment Kit including 4 meters set for 10.6 PPB PID/02/LEL/CO/H2S/Gamma, RAEMet Wind Sensor, Mesh Wireless.and supportiny .—ss i yes all In a rollinv pelican Case. Contract ID: 14460 Rate Type: GSA Contract Est Lead Time: 8 to 9 Weeks 4 550-7018.000 Raelink 3 Magnet Mount Cable Assembly. Contract lD:1446C Rate Type: Open Market Est Lead Time: 13 to 14 Weeks 6 W01-3007-100 LI-ION Battery for AreaRae Plus/Pro. Contract lD:14460 Rate Type: Open Market Est Lead Time: 2 to 3 Weeks 4 W01-3005-000 Standalone Li -Ion Battery Charger Adapter Contract ID:1446C Rate type: upen ryidi kec Est Lead Time: 2 to 3 Weeks 2 029-0505-000 Raelink 3 Kit; multi -function modem witn CIF S W runction as a Remote wtih bluetooth instruments, a Repeater or a Host to communicate with Lip to 64 devices. Kit includes RL3 Purple Face, charging cradle and complete accessories for all 3 modes of operation. Contract lD:1446C Rate Type: Open Market Est Lead Time:4to 5 Weeks 2 UGy-.saU'i-UUU RAELink 3 Rechargeable Li -Ion Battery Pack. ContractlD:1446C Rate Type: Open Market Est Lead Tlme: 7 to 8 Weeks GSA Quote #QUO-17884 Expires 9/28/2023 GSA Contract GS-07F-5501 R D& B: 94-269-4308 CAGE: 1 FZK7 EIN: 61-1338843 Shipping Method UPS® Ground Unit price Total Amount $77,690.88 $155,381.76 $173.15 $692.6C $675.00 $4,05C.00 $137.96 $551.84 $4,326.85 $8,653.70 $273.15 Quote valid for30 days unless otherwise noted. Shipping is an estimate and will be prepaid and added to your invoice. Delivery time is estimated as of quote date and maybe subject to change. $546.3C 1 of 2 CSC 56516 Amendment 3 / Renewal 2 Page 4 of 5 l� Safe All Safe Industries, Inc. 10711 Electron Dr Louisville KY 40299 Industries, 888-972-3389 wvvw. a l lsafe ind ustries.com Qty Item # 1 029-0929-100 Raelink 3 Kit, Bandpass Filter. Contract ID:14460 Rate Type: Open Market Est Lead Time:4to 5 Weeks 4 55-500-05-0000001 Honeywell Safety Suite Responder Premium Device License, 5-Year Subscription. Contract ID:14460 Rate Type: GSA Contract Est Lead Time: 1 to 2 Weeks GSA Quote #QUO-17884 Expires 9/28/2023 Unit Price Total Amount $1,239.81 $1,239.81 $399.88 $1,599.52 Subtotal $172,715.53 Discount Total Est. Shipping Cost $420.98 Tax Tota1(0%) $0.00 Total $173,136.51 Quote valid for30 days unless otherwise noted. Shipping is an estimate and will be prepaid and added to your invoice. Delivery time is estimated as of quote date and maybe subject to change. 2of2 CSC 56516 Amendment 3 / Renewal 2 Page 5 of 5 CSC No. 56516-R1A2 RENEWAL AMENDMENT 1 TO FORT W TH CITY SECRETARY CONTRACT NO. 56516 BETWEEN CITY OF FORT W TH AND ALL SAFE INDUSTRIES, INC. This 1st Renewal and Second Amendment to Fort Worth City Secretary Contract No. 56516 is made between the City of Fort Worth ("Fort Worth" or "City"), a municipal corporation and All Safe Industries, Inc, ("Vendor"). City and Vendor shall be referred to as a Party and collectively as the Parties. WHEREAS, City and Vendor entered into an Agreement identified as Fort Worth City Secretary Contract No. 56516 with the initial term from October 20, 2021 to October 19, 2022 (the "Agreement"); WHEREAS, the Agreement's original total compensation was an amount not to exceed $71,222.14; WHEREAS, the Parties wish to renew the Contract for a first term from October 19, 2022 to October 20, 2023; WHEREAS, the Parties wish to amend the contract to increase the total annual compensation from $150,000.00 to a new total not to exceed the amount of to $160,960.53 due to items price increased and shipping ; and NOW THEREFORE, known by all these present, Parties, acting herein by the through their duly authorized representatives, agree to the following terms, which amend the Agreement as follows: I. AMENDMENTS 1. The following term is hereby amended to either replace any conflicting term in the Original Agreement or shall be added to the terms and shall be binding and enforceable as if it was originally included therein and the amended agreement shall be referred to as the Contract in all future documents. 3. Compensation. City shall pay Vendor in accordance with the provisions of this Agreement and Exhibit "B," Price Schedule, on a unit -of -service basis. Total annual payments made under this Agreement by City will be based on the units of service actually requested by City and provided by Vendor and shall be in an amount not to exceed One Hundred Sixty Thousand Nine Hundred and Sixty Dollars and Fifty - Three Cents ($160,960.53) at the per -unit prices indicated in Exhibit B. Vendor shall not perform any additional services or bill for expenses incurred for City not specified by this Agreement unless City requests and approves in writing the additional costs for such services. City shall not be liable for any additional expenses of Vendor not specified by this Agreement unless City first approves such expenses in writing. First Amendment to Fort Worth City Secretary Contract No. 56516 OFFICIAL RECORD Page 1 of 5 CFW and All Safe Industries CITY SECRETARY FT. WORTH, TX 2. Paragraph 3 of the Agreement, title Compensation, shall be deleted in its entirety and replaced with the following language: II. ALL OTHER TERMS SHALL REMAIN THE SAME All other terms, provisions, conditions, covenants and recitals of the Agreement not expressly amended herein shall remain in full force and effect. III. ELECTRONIC SIGNATURE This Amendment may be executed in multiple counterparts, each of which shall be an original and all of which shall constitute one and the same instrument. A facsimile copy or computer image, such as a PDF or tiff image, or a signature, shall be treated as and shall have the same effect as anoriginal. [SIGNATURE PAGE FOLLOW ] First Amendment to Fort Worth City Secretary Contract No. 56516 Page 2 of 5 CFW and All Safe Industries Executed effective as of the date signed by the Assistant City Manager below. FORT WORTH: City of Fort Worth V41AO,tA-- By: Valerie Washington (Feb 14, 202315:29 CST) Name: Valerie Washington Title: Assistant City Manager Date: Feb 14, 2023 Approval Recommended: By: J s Davis Dec 19, 202212:25 CST) Name: James Davis Title: Fire Chief Attest: �.d4vvvn�� p PP* FORto*�opf� op O pro o Ovo.�1dPd o 0=1 o QZX o�'EXA?o4b �nnaa4 By: Name: Jannette Goodall Title: City Secretary VENDOR: All Safe Industries. By: za'-I" �4F'� Name: Ra el Barclay Title: Account Representative Date: 12/19/2022 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: Mark Rauscher (Dec 19, 2022 11:55 CST) Name: Mark Rauscher Title: Assistant Fire Director Approved as to Form and Legality: i/2GY By: 7 Name: Christopher Austria Title: Assistant City Attorney Contract Authorization: M&C: 22- 0005 1295: OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX First Amendment to Fort Worth City Secretary Contract No. 56516 Page 3 of 5 CFW and All Safe Industries All Safe jli+C. iusti1CS` A11 Safe Industries, Inc. 1071 1 Eleotran Dr Lauisuille KY 40299 888-972-3388 www.al Isafeindustries.oarn Bill To FIRE FI RE- Operations A L - -I : _l 505 W. Felix Street Fort Worth TX 70115 EXHIBIT B Certified Veteran -Owned A Quote Small BUMFIess Quote # CIU0-1117138 Date 711812U22 Sales Rep Raquel L Barclay Expires E11812+022 C ust Ref# Terms Net 30 Shipping Method UPS* Ground Ship To GSA Contract: 08-071F-5501111 FIRE D&S a 54-269-430B IF RE - Administration CAGE- 1FZK7 505 YV- Felix Street EIH= 61-1338843 Fort Warth TX 7151 15 4Yll1R-110101-05 AreaRse Pro Rapid 6eplaymen't Kit 2 73,279.27 146,55B.54 B Weeks.. 6M43011 nduding 4 meters set for 10-8 PPB PIDY02rLEb+C01H251Gamma. R15EMet Wind Sensor, Mesh Wireless and supporting accessories all in a rcAig Pelican Case. (GSA Item)_ Contract ID= 14460 550-701&000 Raefak 3 Magnet Mourrt Cable A 135.34 541.38 141Neehs Assembly. (Open Market Item) Cant -act 10- 14490 W013DWACO LI-ION Battery for}SreaRae PMrslPro. tl 5213.45 3.1741.70 B Weeks (Open Market Item) Contract 10. 14490 W013005-000 StandalDne Liaon Battery Charger 4 107.76 431.04 6 Weeks Adapter (Open Market Item) Contract 10= 14460 029-0505-000 Raelitk 3 Kit; multi -function modem with 2 3.442.24 8,884.48 3 Weeks GPS to- function as a Remote wtih bluetooth instrunems, a Repeater ar a Hast to comnxwwcate with up to 64 devices. Kit iindudes RL3 Purple Face, charging cradle and aantplete accessares for all 3 modes of operation. (Open Market Item) Contract 10-. 14-490 Page 1 cF2 First Amendment to Fort Worth City Secretary Contract No. 56516 Page 4 of 5 CFW and All Safe Industries Alt Safe Quote 1�duslrlcs Quote# OUO-1U76E Date 7l18i2022 All Safe industries, Inc. 10711 Eleatrun Dr Lauisidle KY 4U299 B88472-33d9 www.allsafeindustries.oarn 0211-3MI-O00 mink 3 RechI Li -Inn Battery 2 213.79 427.58 51Weeks Pack. (Open Market Item) Contract ID: 14400 029-092 -1d0 Raelink 3 Kit, Bandpass Filter- 1 970.89 970.69 3 Weeks {Open Market Item) Contract I a. 14460 SS-500-05-00000 Honeywell Safety Suite Responder 4 3813.79 1,555.18 1 (Week 01 Premium OErice License, 5-Year Subser"on. (Open Market Item) Contact Id= 14450 Subtotal 1 dc,538.55 Est Shipping Cost (UP SO Ground) 426.98 Total $16113,96D.53 Quote waf d Jior30 days unjess G#wwrse nok4i Shipping is an estrmfe and wX be prepaid and added Jo your Orrmue. Deth+ery &ne u es6rrta#ed as of Quote date and may be suboct to change - EXHIBIT B First Amendment to Fort Worth City Secretary Contract No. 56516 Page 5 of 5 CFW and All Safe Industries Page 1 of 23 CSC No. 56516 FORT WO RT H CITY OF FORT WORTH COOPERATIVE PURCHASE AGREEMENT GS-07F-5501R This Cooperative Purchase Agreement ("Agreement") is entered into by and between All Safe Industries ("Vendor") and the City of Fort Worth, ("City"), 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 - Seller's Quote, Scope of Services or Purchase Order; 4. Exhibit C - Cooperative Agency Contract (e.g., NJPA, DIR, BuyBoard); and 5. Exhibit D - Conflict of Interest Questionnaire. Exhibits A, B, C, and D which are attached hereto and incorporated herein, are made a part of this Agreement for all purposes. Vendor agrees to provide City with the services and goods included in Exhibit A pursuant to the terms and conditions of this Cooperative Purchase Agreement, including all exhibits thereto. In the event of a conflict between Exhibit A, Exhibit B, and Exhibit C, then Exhibit A shall control, but only to the extent allowable under the Cooperative Agency Contract. City shall pay Vendor in accordance with the fee schedule in Exhibit A and in accordance with the provisions of this Agreement. Total payment made under this Agreement for the per year by City shall be in the amount of Seventy -One Thousand Two Hundred and Twenty -Two Dollars and Fourteen Cents ($71,222.14). Vendor shall not provide any additional items or services or bill for expenses incurred for City not specified by this Agreement unless City requests and approves in writing the additional costs for such services. City shall not be liable for any additional expenses of Vendor not specified by this Agreement unless City first approves such expenses in writing. The term of this Agreement shall be for one year beginning on the date signed by the Assistant City Manager "Effective Date" and shall expire one year after. The City shall be able to renew this agreement for three (3) additional one-year renewal options by written agreement of the parties. Vendor agrees that City shall, until the expiration of three (3) years after final payment under this Agreement, or the final conclusion of any audit commenced during the said three years, have access to and the right to examine at reasonable times any directly pertinent books, documents, papers and records, including, but not limited to, all electronic records of Vendor involving transactions relating to this Agreement at no additional cost to City. Vendor agrees that City shall have access during normal working hours to all necessary Vendor facilities and shall be provided adequate and appropriate work space in order to conduct audits in compliance with the OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX Page 2 of 23 provisions of this section. City shall give Vendor reasonable advance notice of intended audits. Notices required pursuant to the provisions of this Agreement shall be conclusively determined to have been delivered when (1) hand -delivered to the other party, its agents, employees, servants or representatives, (2) delivered by facsimile with electronic confirmation of the transmission, or (3) received by the other party by United States Postal Mail, registered, return receipt requested, and addressed as follows: TO THE CITY: City of Fort Worth Attn: Assistant City Manager 200 Texas Street Fort Worth TX 76102 Facsimile: (817) 392-8654 With Copy to the City Attorney at same address TO VENDOR: All Safe Industries 10711 Electron Drive Louisville KY 40299 Signature Page Follows Page 3 of 23 ACCEPTED AND AGREED: CITY OF FORT WORTH By: Valerie (Oct, 2021 09:28 CDT) Name: Valerie Washington Title: Assistant City Manager APPROVAL RECOMMENDED: J s Davis Oct 14, 202113:23 CDT) By: Name: James Davis Title: Chief of Fire ATTEST: By: �n Name: Ronald Gonzales Title: Acting City Secretary All Safe Industries 10711 Electron Drive Louisville KY 40299 By: gat_ Name: RaqPel Barclay Q Title: Account Representative 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. Chaney Mils (Oct 13, 202113:43 CDT) By: Name: Ronald Mills Title: Fire Deputy Chief APPROVED AS TO FORM AND LEGALITY: By: Name: Christopher Austria Title: Assistant City Attorney CONTRACT AUTHORIZATION: M&C: N/A Form Certification No.: N/A OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX Page 4 of 23 EXHIBIT A CITY OF FORT WORTH, TEXAS STANDARD PURCHASING TERMS & CONDITIONS 1.0 DEFINITION OF RITVF$ The City of Fort Worth, its officers, agents, servants, authorized employees, Sellers and subSellers who act on behalf of various City departments, bodies or agencies. 2.0 OFF] NATION OF SELLER The consultant, Contractor(s), supplier, Contractor(s)or other provider of goods and/or services, its officers, agents, servants, employees, Sellers and subSellers who act on behalf of the entity under a contract with the City of Fort Worth. 3.0 PUBLIC INFORMATION Any information submitted to the City of Fort Worth (the "City") may be requested by a member of the public under the Texas Public Information Act. See TEx. Gov'T CODE ANN. §§ 552.002, 552.128(c) (West Supp. 2006). If the City receives a request for a Seller's proprietary information, the Seller listed in the request will be notified and given an opportunity to make arguments to the Texas Attorney General's Office (the "AG") regarding reasons the Seller believes that its information may not lawfully be released. If Seller does not make arguments or the AG rejects the arguments Seller makes, Seller's information will be released without penalty to the City. 4.0 PROM ITION J.QINST PFRC,,n2JW , INTFRFST INCONTR ACTS No officer or employee of Buyer shall have a financial interest, direct or indirect, in any contract with Buyer or be financially interested, directly or indirectly, in the sale to Buyer of any land, materials, supplies or services, except on behalf of Buyer as an officer or employee. Any willful violation of this section shall constitute malfeasance in office, and any officer or employee found guilty thereof shall thereby forfeit his office or position. Any violation of this section with the knowledge, expressed or implied, of the person or corporation contracting with the City Council shall render the contract invalid by the City Manager or the City Council. (Chapter XXVII, Section 16, City of Fort Worth Charter) 5.0 ORDERS 5.1 No employees of the Buyer or its officers, agents, servants, Sellers or subSellers who act on behalf of various City departments, bodies or agencies are authorized to place orders for goods and/or services without providing approved contract numbers, purchase order numbers, or release numbers issued by the Buyer. The only exceptions are Purchasing Card orders and emergencies pursuant to Texas Local Government Code Section 252.022(a)(1), (2), or (3). In the case of emergencies, the Buyer's Purchasing Division will place such orders. 5.2 Acceptance of an order and delivery on the part of the Seller without an approved contract number, purchase order number, or release number issued by the Buyer may result in rejection of delivery, return of goods at the Seller's cost and/ornon-payment. 6.0 SELLER TO PACKA (-�F GOODS Seller will package goods in accordance with good commercial practice. Each shipping container, shall be clearly and permanently marked as follows: (a) Seller's name and address: (b) Consignee's name, address and purchase order or purchase change order Page 5 of 23 number; (c) Container number and total number of containers, e.g., box 1 of 4 boxes; and (d) Number of the container bearing the packing slip. Seller shall bear the cost of packaging unless otherwise provided. Goods shall be suitably packed to secure lowest transportation costs and to conform to requirements of common carriers and any applicable specifications. Buyer's count or weight shall be final and conclusive on shipments not accompanied by packing lists. 7.0 SHIPMENT UNDER RESERVATIONPROHIBITED Seller is not authorized to ship the goods under reservation, and no tender of a bill of lading will operate as a tender of goods. 8.0 TITLE AND RISK OF LOSS The title and risk of loss of the goods shall not pass to Buyer until Buyer actually receives and takes possession of the goods at the point or points of delivery after inspection and acceptance of the goods. 9.0 DELIVERY TERMS AND TRANSPORTATION CHARGES Freight terms shall be F.O.B. Destination, Freight Prepaid and Allowed, unless delivery terms are specified otherwise in Seller's proposals. Buyer agrees to reimburse Seller for transportation costs in the amount specified in Seller's proposals or actual costs, whichever is lower, if the quoted delivery terms do not include transportation costs; provided, Buyer shall have the right to designate what method of transportation shall be used to ship the goods. 10.0 PLACE OF DELIVERY The place of delivery shall be set forth in the "Ship to" block of the purchase order, purchase change order, or release order. 11.0 J?IGHT OF INSPFCTION Buyer shall have the right to inspect the goods upon delivery before accepting them. Seller shall be responsible for all charges for the return to Seller of any goods rejected as being nonconforming under the specifications. 12.0 INVOICES 12.1 Seller shall submit separate invoices in duplicate, on each purchase order or purchase change order after each delivery. Invoices shall indicate the purchase order or purchase change order number. Invoices shall be itemized and transportation charges, if any, shall be listed separately. A copy of the bill of lading and the freight waybill, when applicable, should be attached to the invoice. Seller shall mail or deliver invoices to Buyer's Department and address as set forth in the block of the purchase order, purchase change order or release order entitled "Ship to." Payment shall not be made until the above instruments have been submitted after delivery and acceptance of the goods and/or services. 12.2 Seller shall not include Federal Excise, State or City Sales Tax in its invoices. The Buyer shall furnish a tax exemption certificate upon Seller's request. 13.0 PRICE WARRANTY 13.1 The price to be paid by Buyer shall be that contained in Seller's proposals which Seller warrants to be no higher than Seller's current prices on orders by others for products and services of the kind and specification covered by this agreement for similar quantities under like conditions and methods of purchase. In the event Seller breaches this warranty, the Page 6 of 23 prices of the items shall be reduced to the prices contained in Seller's proposals, or in the alternative upon Buyer's option, Buyer shall have the right to cancel this contract without any liability to Seller for breach or for Seller's actual expense. Such remedies are in addition to and not in lieu of any other remedies which Buyer may have in law or equity. 13.2 Seller warrants that no person or selling agency has been employed or retained to solicit or secure this contract upon an agreement or understanding for commission, percentage, brokerage or contingent fee, excepting employees of an established commercial or selling agency that is maintained by Seller for the purpose of securing business. For breach or violation of this warranty, Buyer shall have the right, in addition to any other right or rights arising pursuant to said purchase(s), to cancel this contract without liability and to deduct from the contract price such commission percentage, brokerage or contingent fee, or otherwise to recover the full amountthereof. 14.0 PRODIT.TWARRANTY Seller shall not limit or exclude any express or implied warranties and any attempt to do so shall render this contract voidable at the option of Buyer. Seller warrants that the goods furnished will conform to Buyer's specifications, drawings and descriptions listed in the proposal invitation, and the sample(s) furnished by Seller, if any. In the event of a conflict between Buyer's specifications, drawings, and descriptions, Buyer's specifications shall govern. 15.0 5.AFFTVWARRANTV Seller warrants that the product sold to Buyer shall conform to the standards promulgated by the U.S. Department of Labor under the Occupational Safety and Health Act (OSHA) of 1970, as amended. In the event the product does not conform to OSHA standards, Buyer may return the product for correction or replacement at Seller's expense. In the event Seller fails to make appropriate correction within a reasonable time, any correction made by Buyer will be at Seller's expense. Where no correction is or can be made, Seller shall refund all monies received for such goods within thirty (30) days after request is made by Buyer in writing and received by Seller. Notice is considered to have been received upon hand delivery, or otherwise in accordance with Section 29.0 of these terms and conditions. Failure to make such refund shall constitute breach and cause this contract to terminate immediately. 16.0 SOFTWARF i JCFNSE TO SELLER If this purchase is for the license of software products and/or services, and unless otherwise agreed, Seller hereby grants to Buyer, a perpetual, irrevocable, non-exclusive, nontransferable, royalty free license to use the software. This software is "proprietary" to Seller, and is licensed and provided to the Buyer for its sole use for purposes under this Agreement and any attached work orders or invoices. The City may not use or share this software without permission of the Seller; however Buyer may make copies of the software expressly for backup purposes. 17.0 WARRANTY AGAINST INFRINGEMENT OF INTELLECTUAL PROPERTY 17.1 The SELLER warrants that all Deliverables, or any part thereof, furnished hereunder, including but not limited to: programs, documentation, software, analyses, applications, methods, ways, and processes (in this Section each individually referred to as a "Deliverable" and collectively as the "Deliverables,") do not infringe upon or violate any patent, copyrights, trademarks, service marks, trade secrets, or any Page 7 of 23 intellectual property rights or other third party proprietary rights, in the performance of services under thisAgreement. 17.2 SELLER shall be liable and responsible for any and all claims made against the City for infringement of any patent, copyright, trademark, service mark, trade secret, or other intellectual property rights by the use of or supplying of any Deliverable(s) in the course of performance or completion of, or in any way connected with providing the services, or the City's continued use of the Deliverable(s) hereunder. 17.3 SELLER agrees to indemnify, defend, settle, or pay, at its own cost and expense, including the payment of attorney's fees, any claim or action against the City for infringement of any patent, copyright, trade mark, service mark, trade secret, or other intellectual property right arising from City's use of the Deliverable(s), or any part thereof, in accordance with this Agreement, it being understood that this agreement to indemnify, defend, settle or pay shall not apply if the City modifies or misuses the Deliverable(s). So long as SELLER bears the cost and expense of payment for claims or actions against the City pursuant to this section 8, SELLER shall have the right to conduct the defense of any such claim or action and all negotiations for its settlement or compromise and to settle or compromise any such claim; however, City shall have the right to fully participate in any and all such settlement, negotiations, or lawsuit as necessary to protect the City's interest, and City agrees to cooperate with SELLER in doing so. In the event City, for whatever reason, assumes the responsibility for payment of costs and expenses for any claim or action brought against the City for infringement arising under this Agreement, the City shall have the sole right to conduct the defense of any such claim or action and all negotiations for its settlement or compromise and to settle or compromise any such claim; however, SELLER shall fully participate and cooperate with the City in defense of such claim or action. City agrees to give SELLER timely written notice of any such claim or action, with copies of all papers City may receive relating thereto. Notwithstanding the foregoing, the City's assumption of payment of costs or expenses shall not eliminate SELLER's duty to indemnify the City under this Agreement. If the Deliverable(s), or any part thereof, is held to infringe and the use thereof is enjoined or restrained or, if as a result of a settlement or compromise, such use is materially adversely restricted, SELLER shall, at its own expense and as City's sole remedy, either: (a) procure for City the right to continue to use the Deliverable(s); or (b) modify the Deliverable(s) to make them/it non -infringing, provided that such modification does not materially adversely affect City's authorized use of the Deliverable(s); or (c) replace the Deliverable(s) with equally suitable, compatible, and functionally equivalent non -infringing Deliverable(s) at no additional charge to City; or (d) if none of the foregoing alternatives is reasonably available to SELLER, terminate this Agreement, and refund all amounts paid to SELLER by the City, subsequent to which termination City may seek any and all remedies available to City under law. 18.0 QWNFR SHIP nF WORKPR011VU Seller agrees that any and all analyses, evaluations, reports, memoranda, letters, ideas, processes, methods, programs, and manuals that were developed, prepared, conceived, made or suggested by the Seller for the City pursuant to a Work Order, including all such developments as are originated or conceived during the term of the Contract and that are completed or reduced to writing thereafter (the "Work Product") and Seller acknowledges that such Work Product may be considered "work(s) made for hire" and will be and remain the exclusive property of the City. To the extent that the Work Product, under Page 8 of 23 applicable law, may not be considered work(s) made for hire, Seller hereby agrees that this Agreement effectively transfers, grants, conveys, and assigns exclusively to Buyer, all rights, title and ownership interests, including copyright, which Seller may have in any Work Product or any tangible media embodying such Work Product, without the necessity of any further consideration, and Buyer shall be entitled to obtain and hold in its own name, all Intellectual Property rights in and to the Work Product. Seller for itself and on behalf of its Sellers hereby waives any property interest in such Work Product. 19.0 NETWORK ACCESS The City owns and operates a computing environment and network (collectively the "Network"). If Seller requires access, whether onsite or remote, to the City's network to provide services hereunder, and the Seller is required to utilize the Internet, Intranet, email, City database, or other network application, Seller shall separately execute the City's Network Access Agreement prior to providing such services. A copy of the City's standard Network Access Agreement can be provided upon request. 20.0 CANCELLATION Buyer shall have the right to cancel this contract immediately for default on all or any part of the undelivered portion of this order if Seller breaches any of the terms hereof, including warranties of Seller. Such right of cancellation is in addition to and not in lieu of any other remedies, which Buyer may have in law or equity. The performance of work or purchase of goods under this order may be terminated in whole or in part by Buyer, with or without cause, at any time upon the delivery to Seller of a written "Notice of Termination" specifying the extent to which performance of work or the goods to be purchased under the order is terminated and the date upon which such termination becomes effective. Such right of termination is in addition to and not in lieu of any other termination rights of Buyer as set forth herein. 22.0 A SSIGNNI.LZ T / DFI ELATION No interest, obligation or right of Seller, including the right to receive payment, under this contract shall be assigned or delegated to another entity without the express written consent of Buyer. Any attempted assignment or delegation of Seller shall be wholly void and totally ineffective for all purposes unless made in conformity with this paragraph. Prior to Buyer giving its consent, Seller agrees that Seller shall provide, at no additional cost to Buyer, all documents, as determined by Buyer, that are reasonable and necessary to verify Seller's legal status and transfer of rights, interests, or obligations to another entity. The documents that may be requested include, but are not limited to, Articles of Incorporation and related amendments, Certificate of Merger, IRS Form W-9 to verify tax identification number, etc. Buyer reserves the right to withhold all payments to any entity other than Seller, if Seller is not in compliance with this provision. If Seller fails to provide necessary information in accordance with this section, Buyer shall not be liable for any penalties, fees or interest resulting therefrom. 23.0 WAIVER No claim or right arising out of a breach of this contract can be discharged in whole or in part by a waiver or renunciation of the claim or right unless the waiver or renunciation is supported by consideration in writing and is signed by the aggrieved party. Page 9 of 23 24.0 MODIFICATIONS This contract can be modified or rescinded only by a written agreement signed by both parties. 25.0 THE AGREEMENT In the absence of an otherwise negotiated contract, or unless stated otherwise, the Agreement between Buyer and Seller shall consist of these Standard Terms and Conditions together with any applicable proposal documents published by the Buyer and Seller's Response to such proposal (the "contract documents"). This Agreement is intended by the parties as a final expression of their agreement and is intended also as a complete and exclusive statement of the terms of their agreement. No course of prior dealings between the parties and no usage of trade shall be relevant to supplement or explain any term used in this Agreement. Acceptance of or acquiescence in a course of performance under this Agreement shall not be relevant to determine the meaning of this Agreement even though the accepting or acquiescing party has knowledge of the performance and opportunity for objection. Whenever a term defined by the Uniform Commercial Code (UCC) is used in this Agreement, the definition contained in the UCC shall control. In the event of a conflict between the contract documents, the order of precedence shall be these Standard Terms and Conditions, the Buyer's published proposal documents and the Seller's response. If Buyer and Seller have otherwise negotiated a contract, this Agreement shall not apply. 26.0 APPLICARI F I AW / VFNIT This agreement shall be governed by the Uniform Commercial Code wherever the term "Uniform Commercial Code" or "UCC" is used. It shall be construed as meaning the Uniform Commercial Code as adopted and amended in the State of Texas. Both parties agree that venue for any litigation arising from this contract shall be in Fort Worth, Tarrant County, Texas. This contract shall be governed, construed and enforced under the laws of the State of Texas. 27.0 1W&PFNDFNT CONTR ACTORS) Seller shall operate hereunder as an independent Contractor(s)and not as an officer, agent, servant or employee of Buyer. Seller shall have exclusive control of, and the exclusive right to control, the details of its operations hereunder, and all persons performing same, and shall be solely responsible for the acts and omissions of its officers, agents, employees, Sellers and sub- Sellers. The doctrine of respondeat superior shall not apply as between Buyer and Seller, its officers, agents, employees, Sellers and subSellers. Nothing herein shall be construed as creating a partnership or joint enterprise between Buyer and Seller, its officers, agents, employees, Sellers and subSellers. 28.0 LIARII,ITV AND INDFMNIFiCATION. 28.1 LIABILITY - SELLER SHALL BE LIABLE AND RESPONSIBLE FOR ANY AND ALL PROPERTY LOSS, PROPERTY DAMAGE AND/OR PERSONAL INJURY, INCLUDING DEATH, TO ANY AND ALL PERSONS, OF ANY HIND OR CHARACTER, WHETHER REAL OR ASSERTED, TO THE EXTENT CAUSED BY THE NEGLIGENT ACT(S) OR OMISSION(S), MALFEASANCE OR INTENTIONAL MISCONDUCT OF SELLER, ITS OFFICERS, AGENTS, Page 10 of 23 SERVANTS OR EMPLOYEES. 28.2 INDEMNIFICATION - SELLER HEREBY COVENANTS AND AGREES TO INDEMNIFY, HOLD HARMLESS AND DEFEND THE CITY (ALSO REFERRED TO AS BUYER), ITS OFFICERS, AGENTS, SERVANTS AND EMPLOYEES, FROM AND AGAINST ANY AND ALL CLAIMS OR LAWSUITS OF ANY HIND OR CHARACTER, WHETHER REAL OR ASSERTED, FOR EITHER PROPERTY DAMAGE OR LOSS (INCLUDING ALLEGED DAMAGE OR LOSS TO SELLER'S BUSINESS, AND ANY RESULTING LOST PROFITS) PERSONAL INJURY, INCLUDING DEATH, TO ANY AND ALL PERSONS, AND DAMAGES FOR CLAIMS OF INTELLECTUAL PROPERTY INFRINGEMENT, ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, TO THE EXTENT CAUSED BY THE ACTS OR OMISSIONS OF Page 11 of 23 SELLER, ITS OFFICERS, AGENTS, SUBCONTRACTOR(S)S, SERVANTSOR EMPLOYEES. 29.0 SFVFR A RIT ITV, In case any one or more of the provisions contained in this agreement shall for any reason, be held to be invalid, illegal or unenforceable in any respect, such invalidity, illegality or unenforceability shall not affect any other provision of this agreement, which agreement shall be construed as if such invalid, illegal or unenforceable provision had never been contained herein. 30.0 FISCAT , FUNDINGT IMITATION In the event no funds or insufficient funds are appropriated and budgeted in any fiscal period for payments due under this contract, then Buyer will immediately notify Seller of such occurrence and this contract shall be terminated on the last day of the fiscal period for which funds have been appropriated without penalty or expense to Buyer of any kind whatsoever, except to the portions of annual payments herein agreed upon for which funds shall have been appropriated and budgeted or are otherwise available. 31.0 NOTICFS TO�ARTIFS Notices addressed to Buyer pursuant to the provisions hereof shall be conclusively determined to have been delivered three (3) business days following the day such notice is deposited in the United States mail, in a sealed envelope with sufficient postage attached, addressed to Purchasing Manager, City of Fort Worth, Purchasing Division, 200 Texas Street, Fort Worth, Texas 76102. Notices to Seller shall be conclusively determined to have been delivered three (3) business days following the day such notice is deposited in the United States mail, in a sealed envelope with sufficient postage attached, addressed to the address given by Seller in its response to Buyer's invitation to proposals. Or if sent via express courier or hand delivery, notice is considered received upon delivery. 32.0 NON-DISCRIMINATION This contract is made and entered into with reference specifically to Chapter 17, Article III, Division 3 ("Employment Practices"), of the City Code of the City of Fort Worth (1986), as amended, and Seller hereby covenants and agrees that Seller, its employees, officers, agents, Sellers or subSellers, have fully complied with all provisions of same and that no employee, participant, applicant, Contractor(s)or subContractor(s)has been discriminated against according to the terms of such Ordinance by Seller, its employees, officers, agents, Contractor(s)or subSellers herein. 33.0 IMMIGRATION NATIONALITYACT Seller shall verify the identity and employment eligibility of its employees who perform work under this Agreement, including completing the Employment Eligibility Verification Form (I- 9). Upon request by City, Seller shall provide City with copies of all 1-9 forms and supporting eligibility documentation for each employee who performs work under this Agreement. Seller 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 Seller employee who is not legally eligible to perform such services. SELLER SHALL INDEMNIFY CITY AND HOLD CITY HARMLESS FROM ANY PENALTIES, LIABILITIES, OR LOSSES DUE TO VIOLATIONS OF THIS PARAGRAPH BY SELLER, SELLER'S EMPLOYEES, SUBCONTRACTORS, AGENTS, OR LICENSEES. City, upon written notice to Seller, shall have the right to immediately terminate this Agreement for violations of this provision by Seller. Page 12 of 23 34.0 HEALTH.SAFETY. AND ENVIRONMENTAL REOUIREMENTS Services, products, materials, and supplies provided by the Seller must meet or exceed all applicable health, safety, and the environmental laws, requirements, and standards. In addition, Seller agrees to obtain and pay, at its own expense, for all licenses, permits, certificates, and inspections necessary to provide the products or to perform the services hereunder. Seller shall indemnify Buyer from any penalties or liabilities due to violations of this provision. Buyer shall have the right to immediately terminate this Agreement for violations of this provision by Seller. 35.0 RIGHT TO AUDI Seller agrees that the Buyer, or Buyer's authorized representative, shall, until the expiration of three (3) years after final payment under this contract, and at no additional cost to Buyer, have access to and the right to examine and copy any directly pertinent books, computer disks, digital files, documents, papers and records of the Seller involving transactions relating to this contract, including any and all records maintained pursuant to Section 31 of this Agreement. Seller agrees that the Buyer shall have access, during normal working hours, to all necessary Seller facilities, and shall be provided adequate and appropriate workspace, in order to conduct audits in compliance with the provisions of this section. Buyer shall pay Seller for reasonable costs of any copying in accordance with the standards set forth in the Texas Administrative Code. The Buyer shall give Seller reasonable advance written notice of intended audits, but no less than ten (10) business days. 36.0 DiSARll JTY In accordance with the provisions of the Americans With Disabilities Act of 1990 (ADA), Seller warrants that it and any and all of its subSellers will not unlawfully discriminate on the basis of disability in the provision of services to general public, nor in the availability, terms and/or conditions of employment for applicants for employment with, or employees of Seller or any of its subSellers. Seller warrants it will fully comply with ADA's provisions and any other applicable federal, state and local laws concerning disability and will defend, indemnify and hold Buyer harmless against any claims or allegations asserted by third parties or subSellers against Buyer arising out of Seller's and/or its subSeller's alleged failure to comply with the above -referenced laws concerning disability discrimination in the performance of this agreement. 37.0 DISPUTE RESOLUTION If either Buyer or Seller has a claim, dispute, or other matter in question for breach of duty, obligations, services rendered or any warranty that arises under this Agreement, the parties shall first attempt to resolve the matter through this dispute resolution process. The disputing party shall notify the other party in writing as soon as practicable after discovering the claim, dispute, or breach. The notice shall state the nature of the dispute and list the party's specific reasons for such dispute. Within ten (10) business days of receipt of the notice, both parties shall make a good faith effort, either through email, mail, phone conference, in person meetings, or other reasonable means to resolve any claim, dispute, breach or other matter in question that may arise out of, or in connection with this Agreement. If the parties fail to resolve the dispute within sixty (60) days of the date of receipt of the notice of the dispute, then the parties may submit the matter to non -binding mediation upon written consent of authorized representatives of both parties in accordance with the Industry Arbitration Rules of the American Arbitration Association or other applicable rules governing mediation then in Page 13 of 23 effect. If the parties cannot resolve the dispute through mediation, then either party shall have the right to exercise any and all remedies available under law regarding the dispute. 38.0 PROHIBITION ON CONTRACTING WITH COMPANIES THAT BOYCOTT ISRAEL If Seller has fewer than 10 employees or the Agreement is for less than $100,000, this section 31 does not apply. Seller 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, Seller certifies that Seller's signature provides written verification to City that Seller: (1) does not boycott Israel; and (2) will not boycott Israel during the term of the Agreement. 39.0 PROHIBITION ON BOYCOTTING ENERGY COMPANIES Seller 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, Contractor 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. 40.0 PROHIBITION ON DISCRIMINATION AGAINST FIREARM AND AMMUNITION INDUSTRIES Seller 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, Contractor 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. Page 14 of 23 'Safe Industries All Safe Industries, Inc. 10711 Electron Dr Louisville KY 40299 886-972-3389 www.alisafeindustries.com EXHIBIT B Certified Veteran -Owned Small Business Bill To Ship To City of Fort Worth City of Fort Worth I FNANCIAL MANAGEMENT SERV... Fire Dept FNANCE - Purchasing 505 W_ Felix St. 200 Texas St. (Lower Level, South) Fort Worth TX 76115 Fort Worth TX 76102 W01 R-110101-0 AreaRae Pro Rapid Deployment Kit 56079-0011 including 4 meters set for 10.6 PPB PI D/O2/LEL/CO/H2S/Gamma, RAEMet Wind Sensor, Mesh Wireless and supporting accessories all in a rolling Pelican Case. (GSA Item) 550-7018-000 Raelink 3 Magnet Mount Cable Assembly. (Open Market Item) W01-3007-100 LI-ION Battery for AreaRae Plus/Pro. (Open Market Item) W01-3005-000 Standalone Li -Ian Battery Charger Adapter. (Open Market Item) 029-0505-000 Raelink 3 Kit, multi -function modem with GPS to function as a Remote wtih bluetooth instruments, a Repeater or a Host to communicate with up to 64 devices. Kit includes RL3 Purple Face, charging cradle and complete accessories for all 3 modes of operation. (Open Market Item) 029-3501-000 RAELink 3 Rechargeable Li -Ion I 2 3 2 1 0 GSA Quote Quote # QUO-06026 Date 8/13/2021 Sales Rep Raquel L Barclay Expires 9/12/2021 Cust Ref# RFQ1512505S Terms Net 30 Shipping Method UPSO Ground GSA Contract: GS-07F-5601R DBB: 94-269-4308 CAGE: 1 FZK7 EI N : 61-1338843 �T 66,633.05 66,633.05 8-10 Weeks 99.14 198.28 3-4 Weeks 443.10 1,329.30 2-3 Weeks 88.79 177 58 2-3 Weeks 2,511.20 2,511.20 3-4 Weeks 167.24 167.24 2-3 Weeks Page 1 of 2 Page 15 of 23 It Safe Industries All Safe Industries, Inc. 10711 Electron Dr Louisville KY 40299 888-972-3389 www_ allsafei ndustries_com Battery Pack. (Open Market Item) Quote Quote # Date QUO-06026 8/13/2021 Subtotal 71,016.65 Est. Shipping Cost (UPS(D Ground) 205.49 Total $71,222.14 Quote valid for 30 days. Shipping is an estimate and will be prepaid and added to your invoice. Delivery time is estimated as of quote date and may be subject to change. Page 2 of 2 Page 16 of 23 EXHIBIT C AUTHORIZED FEDERAL SUPPLY SCHEDULE PRICE LIST Online access to contract ordering information, terms and conditions, up-to-date pricing and the option to create an electronic delivery order are available through GSA Advantage!'", a menu -driven database system. SCHEDULE TITLE: MAS SCHEDULE Contract Number: GS-07F-5501R For more information on ordering from Federal Supply Schedules, click on the FSS Schedules button at: www.fss.asa.aov Contract Period: 12/01/19—11/30/24 " Safe Indii les ALL SAFE INDUSTRIES, INC. 11360 Bluegrass Pkwy, Louisville, KY 40299 Phone: 502-499-7988 Toll Free: 888-972-3389 Fax: 502-499-7989 Free Fax:877-968-4438 Website: http://www.allsafeindustries.com Contact: Steve Haise - Founder/President & Veteran, Mike Hahn — Operations Manager & Admin Lead Email: steve.haise@allsafeindustries.com, mike.hahn@allsafeindustries.com, gsa@allsafeindustries.com Business Size: Small Socio-Economic: Veteran -Owned Effective pate: July 16, 2021 Mod #: PS-0118 Page 17 of 23 11 --All, Safe Industries Veteran Owned Small Busine! 1a. SPECIAL ITEM NUMBERS 332999 Law Enforcement Personal Equipment Includes all personal equipment related to law enforcement, such as restraints, duty belts, flashlights, weapon scopes, gas masks, etc. 339113PA Protective Apparel Includes all protective apparel, including firefighting suits and accessories, body armor, head protection, etc. 334519 Bomb and Hazardous Material Disposal; Metal and Bomb Detection Includes products necessary for bomb and hazardous material disposal, including protective and detective equipment. 611430ST Security Training Includes all security training related to law enforcement, security, emergency preparedness and/or first responders. Examples include instructor -led training, web -based training, pre-set courses, training development, etc. 334220 Surveillance Systems, Wearable Body Cameras, and Vehicular Video Includes surveillance systems, wearable body cameras, and vehicle videos, including video storage and services as part of a total solution. NEW Introduction of New Supplies and Services Includes the introduction of new supplies, technology and services categorically related to items already on GSA contract, which may be in commercial development and/or not yet introduced to the federal government. 339113R Medical/Rescue and Patient Transportation Products Includes medical and rescue products related to transporting patients, including kits and immobilization devices. 3FIRE Fire Management Equipment Includes items required to manage fires, such as fire extinguishers, suppressants, pumps, portable tanks, retardant, etc. 339112 Breathing Air Equipment and Related Items Includes breathing air equipment, inhalator devices, respiratory protection products, etc. 332216 Law Enforcement, Firefighting and Rescue Tools, Equipment and Accessories Includes firefighting and rescue equipment, such as jaws, cutters, axes, shovels, etc. 3152 Clothing Includes all types of clothing, such as work suits, coats, hoods, gloves, reflective clothing, camouflage, hazardous material clothing and gloves, etc. 3162.10 Footwear Includes all types of footwear, including shoes, boots, etc. Page 18 of 23 11 'Safe Industries INFORMATION FOR ORDERING ACTIVITIES 1b. LOWEST PRICE MODEL NUMBER & UNIT PRICE FOR THAT MODEL SIN 3152 3152 3152 316210 3162-10 316210 316210 316210 316210 316210 316210 332216 332999 334220 �334519 �33451945199112 339113PA 339113PA �339113PA 339113PA 339113PA 339113R L611430ST 1c. Not Applicable 2.MAXIMUM ORDER*: 332999 339113PA 334519 611430ST 334220 339113R 3FIRE 339112 MFGPART HV-6ANSI-2H-XL H%1-FaNCI-?H-M N V-bANb1-ZM-L 86604-8 86604-9 86604-10 86604-11 Rf 904-112 SbbU4-15 86604-6 86604-7 6020-05-005 550 R12 DMS 05789 DMS 05790 DMS 05791 DMS 05792 DMS 05798 N750036 50905 50904 50903 50902 50901 JSA-300-4P Ica-SnR SIN/per Order $250,000.00 per SIN/per Order $250,000.00 per SIN/per Order $250,000.00 per SIN/per Order $1,000,000.00 per SIN/per Order $250,000.00 per SIN/per Order $250,000.00 per SIN/per Order $250,000.00 per SIN/per Order $250,000.00 per SIN/per Order Veteran Owned Small Business GSAPRICE 16.6448 1 F FaaR 1 b. b448 15.7683 15.7683 15.7683 15.7683 15.7683 15.7683 1 S 7r.R2 15.7683 6.4181 8.9068 23.9525 2.7641 2.7641 2.7641 2.7641 2.7641 3.597 15.6288 15.6288 15.6288 15.6288 15.6288 9.7531 in FagR Page 19 of 23 2.MAXIMUM ORDER*: SIN/per Order 332999 $250,000.00 per SIN/per Order 339113PA $250,000.00 per SIN/per Order 334519 $250,000.00 per SIN/per Order 611430ST $1,000,000.00 per SIN/per Order 334220 $250,000.00 per SIN/per Order 339113R $250,000.00 per SIN/per Order 3FIRE $250,000.00 per SIN/per Order 339112 $250,000.00 per SIN/per Order Page 20 of 23 11 1t Safe Industries 332216 $250,000.00 per SIN/per Order 3152 $250,000.00 per SIN/per Order 316210 $250,000.00 per SIN/per Order NEW $250,000.00 per SIN/per Order Veteran Owned Small Business *If the "best value" selection places your order over the maximum order, identified in this catalog/price list, you have an opportunity to obtain a better schedule contract price. Before placing your order, contact All Safe Industries, Inc. for a better price. We may (1) offer a new price for this requirement (2) offer the lowest price available under this contract or (3) decline the order. A delivery order that exceeds the maximum order may be placed under the Schedule contract in accordance with FAR 8.404, 3.MINIMUM ORDER: $100.00 4. GEOGRAPHIC COVERAGE: Contiguous United States, District of Columbia, Alaska, Hawaii, Puerto Rico and US Territories. 5. POINTS OF PRODUCTION: All items are US made end products, designated country end products, Caribbean Basin country end products, Canadian end products or Mexican end products as defined in the Trade Agreements Act of 1979, as amended. 6. BASIC DISCOUNT OR NET GOVERNMENT PRICE: The pricing shown in this schedule reflects the GSA net price (discounts have already been applied.) 7.QUANTITY DISCOUNT: None (see Maximum Order above) 8.PROMPT PAYMENT TERMS: Net 30 days 9a. GOVERNMENT PURCHASE CARDS (GPC): GPC are accepted at or below the micro -purchase threshold. 9b. GPC are accepted above the micro -purchase threshold. 10. FOREIGN ITEMS: None 11a. TIME OF DELIVERY: 30 Days ARO except for the following brands which are made to order — Dupont, Kappler with 90 days ARO, each item is listed with typical lead time for smaller quantities. Larger orders will need to be quoted depending on stock and availability. If items are on backorder, customer will be notified. Page 21 of 23 11 11� Safe Industries Veteran Owned Small Business 11b. EXPEDITED DELIVERY: All items in this price list are available for faster delivery on an order by order basis dependent upon availability. Expedite fees may apply. Clause I-FSS-140-B of the contract applies. Agencies can contact contractor's representative to discuss faster delivery and determine rates. Call toll free 888-972-3389. 11c. OVERNIGHT & 2-DAY DELIVERY: See 11b. 11d. URGENT REQUIREMENTS: See 11b. 12. FOB POINT: FOB Origin Shipping is prepaid and added to invoice. 13a. ORDERING ADDRESS, TELEPHONE AND FAX NUMBER: All Safe Industries, Inc. 11360 Bluegrass Pkwy Louisville, KY40299 13b. ORDERING PROCEDURES: For supplies and services, the ordering procedures, information on blanket purchase agreements (BPAs) and a sample BPA can be found at the GSA/FSS Schedule homepage (fss.gsa.aov/schedules) 14. PAYMENT ADDRESS: All Safe Industries, Inc. 11360 Bluegrass Pkwy Louisville, KY40269 15. WARRANTY PROVISION: Commercial 16. EXPORT PACKING CHARGES: Not Applicable 17. TERMS AND CONDITIONS OF GPC ACCEPTANCE: GPC will be accepted for all orders without additional discount. 18. LIST OF SERVICE AND DISTRIBUTION POINTS: All Safe Industries, Inc. 11360 Bluegrass Pkwy Louisville, KY40299 19. DATA UNIVERSAL NUMBER SYSTEM (DUNS) NUMBER: 94-269-4308 20. CENTRAL CONTRACTOR REGISTRATION (CCR) DATABASE: CCR and SAM.gov registered under CAGE Code 1FZK7. 21. NOTIFICATION REGARDING REGISTRATION IN CENTRAL CONTRACTOR REGISTRATION (CCR) DATABASE: Same as Point of Production Address. Page 22 of 23 11 'Safe Industries Returns / Restock / Exchanges: Veteran Owned Small Business Authorization of returns must be approved by a company representative prior to any return shipment. All return requests must be made in seven business days after receipt of merchandise. Returned merchandise must be in original factory condition, including all packaging materials, inserts and manuals, warranty cards, and all accessories. All returned merchandise must be received within ten business days of issuance of a Return Material Authorization. We reserve the right to refuse any return not meeting these criteria. Consumables, Non -Stock, Hazmat*, and Made to Order Items are non -returnable unless there is a defect in quality or workmanship. Some restrictions may apply. Returns/ restock / exchange items are subject to a minimum 25% restock fee plus all related freight charges. *Hazmat orders cannot be returned or shipped back. Please ensure you are ordering the correct hazmat item for your needs. Please note that all delivery times on GSA Advantage! are for smaller orders. If there is a large quantity required, the delivery times and terms may vary please call for details. We work with our manufacturers to make sure our customers are taken care of. From time to time issues due occur and some of which are out of our control. We will notify you if there is an issue with an order as soon as we are made aware. All our products listed on contract are origin shipping. We ship standard ground methods with standard packaging. Any special requirements in packaging and shipping may be extra. Please call for details. To our customers, We appreciate the opportunity to do business with you. Our endeavor is to provide you with fair pricing and maximize the value of your time. You can depend on us to be a single source of supply for the product groups that we can provide. You can trust us to be involved at every level from the purchaser to the end user. You can be assured of our focus on the details to provide the highest potential for your time and money. Thank you for your consideration. Sincerely, Steve Haise, Founder/President Veteran, United States Navy Gulf War 1991 Page 23 of 23 EXHIBIT D CONFLICT OF INTEREST OUESTIONNAIRE FORM CIQ For vendor doing business with local governmental entity This questionnaire reflects changes made to the law by KID. 23. 84th Leg., Regular session. This questionnaire is being filed in accordancewith Chapter 176. Local Government Code, by a vendorwho 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. J Name of vendorwho has a business relationship with local governmental entity. All Safe Industries J Check this box if you are filing an update to a previously filed questionnaire. OFFICE USE ONLY Date Racarvad (The law requires that you file an updated completed questionnaire with the appropriate filing authority not later than the 7th business day after the date on which you became aware that the originally filed questionnaire was incomplete or inaccurate.) 3 Name of local government off leer about whom the Information In this section Is being disclosed. N/A 4j Name of Officer This section (item 3 including subparts A. B, C, & D) must be completed for each officer with whom the vendor has an employment or other business relationship as defined by Section 176.001(1-a), Local Government Code. Attach additional pages to this form CIO as necessary. A. Is the local government officer named in this section receiving or likely to receive taxable income, other than investment income, from the vendor? Yes F-1 No N/A 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 named in this section AND the taxable income is not received from the local governmental entity? F7 Yes F7 No N/A G. Is the filer of this questionnaire employed by 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? = Yes F-1 No N/A D. Describe each employment or business and family relationship with the local government officer named in this section. N/A / �F1� ga-� 09/14/2021 Sign re of vendor doing busim with the governmental' entity Cate Adopted 8 7:'20 i 5