HomeMy WebLinkAboutContract 60297DocuSign Envelope ID: 552C8FEE-A863-4340-93F1-4F9CCF96E885
FORT WORTH CSC No. 60297
CITY OF FORT WORTH
COOPERATIVE PURCHASE AGREEMENT
This Cooperative Purchase Agreement ("Agreement") is entered into by and between GTS
Technology Solutions, 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 — TIPS 230105 Cooperative Agreement
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 230105 Cooperative Agreement, then Exhibit A — City's Terms and Conditions shall control,
but only to the extent allowable under the TIPS 230105 Cooperative Agreement
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 One Million Five Hundred Thousand ($1,500,000.00). 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, 2024 to coincide with the Cooperative
Purchase Agreement. Buyer shall be able to renew this agreement for FOUR (4) one-year renewal
options by written agreement of the parties.
[signature page following]
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
Cooperative Purchase Page 1 of l l
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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:
4LLI AI
Valerie Washington (Oct 18, 202310:56 CDT)
By:
Name: Valerie Washington
Title: Assistant City Manager
Date: Oct 18, 2023
APPROVAL RECOMMENDED:
By: /
Name: Kevin Gunn
Title: Director, IT Solutions Department
ATTEST:
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: P
Name: Jeff Park
Title: Sr. IT Solutions Manager
APPROVED AS TO FORM AND LEGALITY:
.oa'ovua4R
�aoF Fcnraa By.
o9.i°v
{ �o
°°bit nEXo?od'
By:
Name: Jannette Goodall
Title: City Secretary
SELLER:
GTS TpchnakedSOlutions, Inc.
By: ...
Name:Trac-1e Si mental
Title: GTS Technology Solutions
Date: 10/11/2023
Cooperative Purchase
Name: Taylor Paris
Title: Assistant City Attorney
CONTRACT AUTHORIZATION:
M&C: 23-0787
Approved: 09/26/2023
Form 1295: 2023-1062931
ATTEST:
By:
Name:
Title:
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
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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.
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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 Immunity. 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 Liability 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
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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.
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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. City 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
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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. Ri2ht 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 Bovcottina Enerav 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
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"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.
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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 htty://www.ethics.state.tx.us/forms/CIO.PdL
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.
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CONFLICT OF INTEREST QUESTIONNAIRE FORM CIO
For vendor doing business with local governmental entity
This questionnaire reflects changes made to the law by H.B. 23. 84th Leg.. Regular Session. OFFICE USE ONLY
This questionnaire is being filed in accordance with Chapter 176. Local Government Code, Date Recerved
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 filedwith 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 vendor who has a business relationship with local governmental entity.
GTS-Technology Solutions
J I uI Check this box Hyou are filing an update to a previously filed questionnaire.
(The law requires that you file an updated completed questionnaire with the appropriate filing authority not
later than the 7th business day after the date on which you became aware that the originally filed questionnaire was
incomplete or inaccurate.)
3
Name of local government officer about whom the information in this section is being disclosed.
41
Name of Officer
This section (item 3 including subparts A. B. C, R 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 CIQ 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
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?
a Yes F-1 No
C. 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?
F1 Yes F-1 No
D. Describe each employment or business and family relationship with the local government officer named in this section.
10/11/2023
Signature of vendor doing business with the governmental entity Gate
Adopted &7 2015
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EXHIBIT C
COOPERATIVE AGREEMENT
230105 Required Confidentialitv Claim Form.odf (tips-usa.com)
TIPS VENDOR AGREEMENT
TIPS RFP 230105 Technology Solutions, Products. and Services
The following Vendor Agreement ("Agreement") creates a legal agreement between The Intcrlocal Purchasing System ("TIPS"). a
government purchasing cooperative and Department of Tcxas Region 8 Education Service Center and (INSERT ENTITY NAME):
GTS Technology Solutions, Inc.
(ENTER ENTITY NAME)
its owners. agents. subsidiaries. and affiliates (together. "Vendor') (individually. "Party". and collcctivcly the "Panics") and this
agreement shall exclusively govern the contractual relationship ("Agrccmene') bct,.%•ccn the Panics.
TIPS. a governmental entity and a national purchasing cooperative seeks to provide a valuable and necessary solution to public entities
and qualifying non -profits by performing the public procurement solicitation process and awarding compliant contracts to qualified
vendors. Then. where the law of a customer's jurisdiction allows. instead of public entities and qualifying non -profits expending time.
money. and resources on the extensive public procurement process. the use ofTIPS allows public entities to quickly select and purchase
their prefcrtcd products or services from qualified. competitively evaluated vendors through cooperative purchasing.
1. Purpose. The purpose of this Agreement is to identify the terms and conditions of the relationship between TIPS and Vendor. Public
entities and qualifying non -profits that properly join or utilize TIPS "(TIPS Members") may elect to "piggyback" oft' of TIPS'
procurements and agreements where the laws of their jurisdiction allow. TIPS Mcmbcrs arc not contractual panics to this Agreement
although terns and conditions of this Agreement may ensure benefits to TIPS Members.
2. %uthority. The Panics agree that the signatories below arc individual authorized to enter into this Agreement on bchalfof their entity
and that they are acting under due and proper authority under applicable law.
3. Definitions.
a. TIPS Pricing: The specific pricing, discounts. and other pricing terms and incentives which Vendor submitted and
TIPS approved for each rcspcctivc TIPS Contract awarded to Vendor and all permissible. subsequent pricing updates
submitted by Vendor and accepted by TIPS. if any.
b. Authorized Reseller: A rescllcr or dealer authorized and added by a Vendor through their online TIPS Vendor Portal
to make TIPS sales according to the terms and conditions hcrcin.
4. Entire Agreement. This Agreement resulted from TIPS posting a "TIPS Solicitation" (RFP. RCSP. RFQ. or other) and Vendor
submitting a proposal in response to that posted TIPS Solicitation for evaluation and award. The Panics agree that this Agreement
consists of the provisions set forth hcrcin and: (1) The TIPS solicitation document resulting in this Agreement: (2) Anv addenda or
clarifications issued in relation to the TIPS solicitation: (3) All solicitation information provided to Vendor by TIPS through the TIPS
cBid System: (3) Vendor's entire proposal response to the TIPS solicitation including all accepted required attachments. acknowledged
notices and certifications. accepted negotiated terms. pricing. accepted responses to questions. and accepted written clarifications of
Vendor's proposal. and. any properly included attachments to this Agreement. All documentation and information listed is hereby
incorporated by reference as if set forth hcrcin verbatim. In the event of conflict bet%cccn the terms hcrcin and one of the incorporated
documents the terms and conditions hcrcin shall control.
5. Vendor's Specific Warranties, Terms, and License Agreements. Because TIPS serves public entities and non -profits throughout
the nation all of which arc subject to specific laws and policies of their jurisdiction. as a matter of standard practice. TIPS does not
typically accept a Vendor's specific "Sale Terms" (%varrantics. license agreements. master agreements, terms and conditions. ctc.) on
behalf of all TIPS Mcmbcrs. TIPS may permit Vendor to attach those to this Agreement to display to interested customers what terms
may apply to their Supplemental Agreement with Vendor (if submitted by Vendor for that purpose). Ho%ti•cvcr. unless this tcml of the
Agreement is negotiated and modified to state otherwise, those specific Sale Terms arc not accepted by TIPS on behalf of all TIPS
Members and each Mcmbcr may choose whether to accept. negotiate. or reject those specific Sale Terms. which must be reflected in a
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M&C Review
Page 1 of 3
ACITY COUNCIL AGEND
Create New From This M&C
Official site of the City of Fort Worth, Texas
Fo H
REFERENCE **M&C 23- 04AUDIO VISUAL
DATE: 9/26/2023 NO.: 0787 LOG NAME: COOPERATIVE PURCHASE
AGREEMENTS
CODE: C TYPE: CONSENT PUBLIC NO
HEARING:
SUBJECT: (ALL) Authorize Non -Exclusive Cooperative Purchase Agreements with Designs That
Compute, Inc. d/b/a Visionality, Digital Resources, Inc., ePlus Technology, Inc., Graybar
Electric Company, Inc., and GTS Technology Solutions, Inc. for New and Replacement
Audio/Visual Hardware, Software, Technology, and Maintenance and Support Services for
a Collective Annual Amount Up to $1,500,000.00, with Four One -Year Renewal Options
for the Information Technology Solutions Department
RECOMMENDATION:
It is recommended that the City Council authorize non-exclusive cooperative purchase agreements
with Designs That Compute, Inc. d/b/a Visionality, Digital Resources, Inc., ePlus Technology, Inc.,
Graybar Electric Company, Inc., and GTS Technology Solutions, Inc. for new and replacement
hardware, software, technology, and maintenance and support services for the installation of
audio/visual equipment in City facilities for a collective annual amount up to $1,500,000.00, with four
(4) one-year renewal options for the Information Technology Solutions Department.
DISCUSSION:
On June 22, 2021, City Council approved Mayor and Council Communication (M&C) 21-0459,
authorizing non-exclusive purchase agreements with four vendors to provide audio/visual (AV)
equipment and services. Authorization under those purchase agreements expires November 30,
2023.
Therefore, the Information Technology Solutions Department ("ITS") is requesting authorization for
additional non-exclusive cooperative purchase agreements with the vendors listed below. ITS will use
these non-exclusive purchase agreements using cooperative contracts to purchase new and
replacement hardware, technology, and maintenance and support services from five vendors:
Designs That Compute, Inc. d/b/a Visionality (Visionality), Digital Resources, Inc. (DRI), ePlus
Technology, Inc. (ePlus), Graybar Electric Company, Inc. (Graybar), and GTS Technology Solutions,
Inc. (GTS). These agreements will be used for AV equipment including projectors, screens, displays,
digital signage equipment, sound and amplification equipment, and audio/visual controller equipment
for installation in all City -owned or leased facilities.
Installations under these agreements are needed for locations throughout the City such as office
spaces, conference rooms, auditoriums, court rooms, or other unique spaces. These installations
typically require the vendor to perform a walk-through facility review and advise on the needed
equipment, configuration, and installation services. ITS will monitor vendor utilization so that each will
have the opportunity to earn 10\% of the total business. No specific contract amount is guaranteed.
These agreements and spending authority will be made available for any City AV need. The
cooperative contracts to be used are listed below.
TIPS — The Interlocal Purchasing System
Omnia — Omnia Partners, Public Sector
DIR —Texas Department of Information Resources
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Vendor Name I Cooperative Contract I Cooperative Expiration
Date
Visionality
TIPS 230105
May 31, 2028
DRI
TIPS 230105
May 31, 2028
ePlus
TIPS 230105
May 31, 2028
Graybar
Omnia EV2370
January 31, 2029
GTS
TIPS 230105
May 31, 2028
GTS
DIR-CPO-5057
June 23, 2027
GTS
DIR-CPO-5097
November 21, 2027
COOPERATIVE PURCHASE: State law provides that a local government purchasing an item under a
cooperative purchase agreement satisfies State laws requiring that the local government seek
competitive bids for purchase of the item. Cooperative contracts have been competitively bid to
increase and simplify the purchasing power of local government entities across the State of Texas.
SUCCESSOR CONTRACTS: The City will initially use the DIR, TIPS, or Omnia contracts to make
purchases authorized by this M&C. In the event a DIR, TIPS, or Omnia cooperative contract is not
renewed, staff would cease purchasing at the end of the last purchase agreement coinciding with a
valid cooperative contract. If the City Council were to not appropriate funds for a future year, staff
would stop making purchases when the last appropriation expires, regardless of whether the then -
current purchase agreement has expired.
In the event a DIR, TIPS, or Omnia cooperative agreement is not extended, but DIR, TIPS, or Omnia
executes new cooperative agreement(s) with substantially similar terms, this M&C authorizes the City
to purchase the equipment and services under the new DIR, TIPS, or Omnia contract(s). If this
occurs, in no event with the City continue to purchase goods and services under the new agreement
(s) for more than three (3) years without seeking Council approval.
Funding is budgeted in the FY21 AV/DS, FY22 AV/DS, FY23 LIB AV Upgrades, and FY23 ITS Audio
Visual projects, within the ITS Capital Fund. Funding will be budgeted in General Fund and the ITS
Capital Fund for Fiscal Year 2024.
BUSINESS EQUITY: A goal is not assigned when purchasing from an approved purchasing
cooperative or public entity.
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.
AGREEMENT TERM: Upon City Council's approval, the initial term of the agreements will become
effective once executed by the Assistant City Manager and will expire May 31, 2024, with options to
renew.
RENEWAL OPTIONS: The agreements may be renewed for up to four (4) one-year renewal terms, in
accordance with the underlying cooperative agreement, 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 period.
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 FY21 AV/DS, FY22 AV/DS, FY23 LIB AV Upgrades, and
FY23 ITS Audio Visual projects, and upon adoption of the Fiscal Year 2024 Budget by the City
Council, funds will be available in the Fiscal Year 2024 operating budget, as appropriated, in the
General Fund, and in the ITS Capital Fund for the Technology Infrastructure -IT programmable project,
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to support the approval of the above recommendation and execution of the agreements. Prior to an
expenditure being incurred, the Information Technology Solutions Department has the responsibility to
validate the availability of funds.
TO
Fund I Department Account Project Program Activity Budget Reference # Amount
ID ID Year (Chartfield 2)
FROM
Fund Department I Account I Project Program Activity Budget Reference # Amount
ID ID Year (Chartfield 2)
Submitted for Citv Manager's Office bv: Valerie Washington (6192)
Oriciinatinci Department Head: Kevin Gunn (2015)
Additional Information Contact: Sallie Trotter (8442)
ATTACHMENTS
04 Audio Visual Coop Purchases Aareements.docx (CFW Internal)
FID Table Audio Visual multi-cooD.XLSX (CFW Internal)
Form 1295 2023-1062201 8-21-2023.pdf (CFW Internal)
Form 1295 2023-1062269 8-21-2023.0f (CFW Internal)
Form 1295 2023-1062282 8-21-2023.pdf (CFW Internal)
Form 1295 2023-1062931 8-22-2023.0f (CFW Internal)
Form 1295 2023-1063884.Ddf (CFW Internal)
http://apps.cfwnet.org/council_packet/mc review.asp?ID=31413&councildate=9/26/2023 10/10/2023