HomeMy WebLinkAboutContract 61244City Secretary Contract No. 61244
FORTWORTH,
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VENDOR SERVICES AGREEMENT
This VENDOR SERVICES AGREEMENT ("Agreement") is made and entered into by and
between the CITY OF FORT WORTH ("City"), a Texas home rule municipal corporation, and
ENVIRONMENTAL IMPROVEMENTS INC. ("Vendor"), each individually referred to as a "party"
and collectively referred to as the "parties."
1. Scone of Services. Huber Technology products, parts and services ("Services"), which are
set forth in more detail in Exhibit "A," attached hereto and incorporated herein for all purposes. Following
the award of this Agreement, additional products and services of the same general category that could have
been encompassed in the award, and that are not already made a part of the Agreement, may be added based
on the discount provided on Vendor's bid response (if applicable) and price sheet provided with Vendor's
bid response or a current quote provided from the Vendor.
2. Term. The initial term of this Agreement is for one (1) year(s), beginning on the date that
this Agreement is executed by the City's Assistant City Manager ("Effective Date") and expires one year
from that date ("Expiration Date"), unless terminated earlier in accordance with this Agreement ("Initial
Term"). City will have the option, in its sole discretion, to renew this Agreement under the same terms and
conditions, for up to four (4) one-year renewal option(s) (each a "Renewal Term").
3. Comnensation. City will pay Vendor in accordance with the provisions of this Agreement,
including Exhibit `B," which is attached hereto and incorporated herein for all purposes. Total
compensation under this Agreement up to the amount of Five Hundred Thousand Dollars ($500,000.00).
Vendor will not perform any additional services or bill for expenses incurred for City not specified by this
Agreement unless City requests and approves in writing the additional costs for such services. City will not
be liable for any additional expenses of Vendor not specified by this Agreement unless City first approves
such expenses in writing.
4. Termination.
4.1. Written Notice. City or Vendor may terminate this Agreement at any time and for
any reason by providing the other party with 30 days' written notice of termination.
4.2 Non -appropriation of Funds. In the event no funds or insufficient funds are
appropriated by City in any fiscal period for any payments due hereunder, City will notify Vendor
of such occurrence and this Agreement will terminate on the last day of the fiscal period for which
appropriations were received without penalty or expense to City of any kind whatsoever, except as
to the portions of the payments herein agreed upon for which funds have been appropriated.
4.3 Duties and Oblia_ ations of the Parties. In the event that this Agreement is
terminated prior to the Expiration Date, City will pay Vendor for services actually rendered up to
the effective date of termination and Vendor will continue to provide City with services requested
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OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
City Secretary Contract No.
by City and in accordance with this Agreement up to the effective date of termination. Upon
termination of this Agreement for any reason, Vendor will provide City with copies of all
completed or partially completed documents prepared under this Agreement. In the event Vendor
has received access to City Information or data as a requirement to perform services hereunder,
Vendor will return all City provided data to City in a machine readable format or other format
deemed acceptable to City.
5. Disclosure of Conflicts and Confidential Information.
5.1 Disclosure of Conflicts. Vendor hereby warrants to City that Vendor has made full
disclosure in writing of any existing or potential conflicts of interest related to Vendor's services
under this Agreement. In the event that any conflicts of interest arise after the Effective Date of this
Agreement, Vendor hereby agrees immediately to make full disclosure to City in writing.
5.2 Confidential Information. Vendor, for itself and its officers, agents and employees,
agrees that it will treat all information provided to it by City ("City Information") as confidential
and will not disclose any such information to a third party without the prior written approval of
City.
5.3 Public Information Act. City is a government entity under the laws of the State of
Texas and all documents held or maintained by City are subject to disclosure under the Texas Public
Information Act. In the event there is a request for information marked Confidential or Proprietary,
City will promptly notify Vendor. It will be the responsibility of Vendor to submit reasons objecting
to disclosure. A determination on whether such reasons are sufficient will not be decided by City,
but by the Office of the Attorney General of the State of Texas or by a court of competent
jurisdiction.
5.4 Unauthorized Access. Vendor must store and maintain City Information in a secure
manner and will not allow unauthorized users to access, modify, delete or otherwise corrupt City
Information in any way. Vendor must notify City immediately if the security or integrity of any
City Information has been compromised or is believed to have been compromised, in which event,
Vendor will, in good faith, use all commercially reasonable efforts to cooperate with City in
identifying what information has been accessed by unauthorized means and will fully cooperate
with City to protect such City Information from further unauthorized disclosure.
6. Right to Audit. Vendor agrees that City will, until the expiration of three (3) years after
final payment under this Agreement, or the final conclusion of any audit commenced during the said three
years, have access to and the right to examine at reasonable times any directly pertinent books, documents,
papers and records, including, but not limited to, all electronic records, of Vendor involving transactions
relating to this Agreement at no additional cost to City. Vendor agrees that City will have access during
normal working hours to all necessary Vendor facilities and will be provided adequate and appropriate work
space in order to conduct audits in compliance with the provisions of this section. City will give Vendor
reasonable advance notice of intended audits.
7. Indeuendent Contractor. It is expressly understood and agreed that Vendor will operate
as an independent contractor as to all rights and privileges and work performed under this Agreement, and
not as agent, representative or employee of City. Subject to and in accordance with the conditions and
provisions of this Agreement, Vendor will have the exclusive right to control the details of its operations
and activities and be solely responsible for the acts and omissions of its officers, agents, servants,
employees, Vendors, and subcontractors. Vendor acknowledges that the doctrine of respondeat superior
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will not apply as between City, its officers, agents, servants and employees, and Vendor, its officers, agents,
employees, servants, contractors, and subcontractors. Vendor further agrees that nothing herein will be
construed as the creation of a partnership or joint enterprise between City and Vendor. It is further
understood that City will in no way be considered a Co -employer or a Joint employer of Vendor or any
officers, agents, servants, employees, contractors, or subcontractors. Neither Vendor, nor any officers,
agents, servants, employees, contractors, or subcontractors of Vendor will be entitled to any employment
benefits from City. Vendor will be responsible and liable for any and all payment and reporting of taxes on
behalf of itself, and any of its officers, agents, servants, employees, contractors, or contractors.
Liabilitv and Indemnification.
8.1 LIABILITY - VENDOR WILL BE LIABLE AND RESPONSIBLE FOR ANY
AND ALL PROPERTY LOSS, PROPERTY DAMAGE AND/OR PERSONAL INJURY,
INCLUDING DEATH, TO ANY AND ALL PERSONS, OF ANY KIND OR CHARACTER,
WHETHER REAL OR ASSERTED, TO THE EXTENT CAUSED BY THE NEGLIGENT
ACT(S) OR OMISSION(S), MALFEASANCE OR INTENTIONAL MISCONDUCT OF
VENDOR, ITS OFFICERS, AGENTS, SERVANTS, EMPLOYEES, CONTRACTORS, OR
SUBCONTRACTORS.
8.2 GENERAL INDEMNIFICATION- VENDOR HEREBY COVENANTS AND
AGREES TO INDEMNIFY, HOLD HARMLESS AND DEFEND CITY, ITS OFFICERS,
AGENTS, SERVANTS AND EMPLOYEES, FROMAND AGAINST ANYAND ALL CLAIMS
OR LAWSUITS OF ANY KIND OR CHARACTER, WHETHER REAL OR ASSERTED, FOR
EITHER PROPERTYDAMAGE OR LOSS (INCL UDING ALLEGED DAMAGE OR LOSS TO
VENDOR'S BUSINESS AND ANY RESULTING LOST PROFITS) AND/OR PERSONAL
INJURY, INCLUDING DEATH, TO ANY AND ALL PERSONS, ARISING OUT OF OR IN
CONNECTION WITH THIS AGREEMENT, TO THE EXTENT CAUSED BY THE
NEGLIGENT ACTS OR OMISSIONS OR MALFEASANCE OF VENDOR, ITS OFFICERS,
AGENTS, SERVANTS, EMPLOYEES, CONTRACTORS, OR SUBCONTRACTORS.
8.3 INTELLECTUAL PROPERTY INDEMNIFICATION — Vendor agrees to
defend, settle, or pay, at its own cost and expense, any claim or action against City for
infringement of any patent, copyright, trade mark, trade secret, or similar property right
arising from City's use of the software and/or documentation in accordance with this
Agreement, it being understood that this agreement to defend, settle or pay will not apply if
City modifies or misuses the software and/or documentation. So long as Vendor bears the
cost and expense of payment for claims or actions against City pursuant to this section,
Vendor will have the right to conduct the defense of any such claim or action and all
negotiations for its settlement or compromise and to settle or compromise any such claim;
however, City will have the right to fully participate in any and all such settlement,
negotiations, or lawsuit as necessary to protect City's interest, and City agrees to cooperate
with Vendor in doing so. In the event City, for whatever reason, assumes the responsibility
for payment of costs and expenses for any claim or action brought against City for
infringement arising under this Agreement, City will have the sole right to conduct the
defense of any such claim or action and all negotiations for its settlement or compromise and
to settle or compromise any such claim; however, Vendor will fully participate and cooperate
with City in defense of such claim or action. City agrees to give Vendor timely written notice
of any such claim or action, with copies of all papers City may receive relating thereto.
Notwithstanding the foregoing, City's assumption of payment of costs or expenses will not
eliminate Vendor's duty to indemnify City under this Agreement. If the software and/or
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documentation or any part thereof is held to infringe and the use thereof is enjoined or
restrained or, if as a result of a settlement or compromise, such use is materially adversely
restricted, Vendor will, at its own expense and as City's sole remedy, either: (a) procure for
City the right to continue to use the software and/or documentation; or (b) modify the
software and/or documentation to make it non -infringing, provided that such modification
does not m terially adversely affect City's authorized use of the software and/or
documentation; or (c) replace the software and/or documentation with equally suitable,
compatible, and functionally equivalent non -infringing software and/or documentation at no
additional charge to City; or (d) if none of the foregoing alternatives is reasonably available
to Vendor terminate this Agreement, and refund all amounts paid to Vendor by City,
subsequent to which termination City may seek any and all remedies available to City under
law.
Assignment and Subcontracting.
9.1 Assignment. Vendor will not assign or subcontract any of its duties, obligations
or rights under this Agreement without the prior written consent of City. If City grants consent to
an assignment, the assignee will execute a written agreement with City and Vendor under which
the assignee agrees to be bound by the duties and obligations of Vendor under this Agreement.
Vendor will be liable for all obligations of Vendor under this Agreement prior to the effective date
of the assignment.
9.2 Subcontract. If City grants consent to a subcontract, the subcontractor will execute
a written agreement with Vendor referencing this Agreement under which subcontractor agrees to
be bound by the duties and obligations of Vendor under this Agreement as such duties and
obligations may apply. Vendor must provide City with a fully executed copy of any such
subcontract.
10. Insurance. Vendor must provide City with certificate(s) of insurance documenting
policies of the following types and minimum coverage limits that are to be in effect prior to commencement
of any Services pursuant to this Agreement:
10.1 Coverage and Limits
(a) Commercial General Liability:
$1,000,000 - Each Occurrence
$2,000,000 - Aggregate
(b) Automobile Liability:
$1,000,000 - Each occurrence on a combined single limit basis
Coverage will be on any vehicle used by Vendor, or its employees, agents, or
representatives in the course of providing Services under this Agreement. "Any
vehicle" will be any vehicle owned, hired and non -owned.
(c) Worker's Compensation:
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Statutory limits according to the Texas Workers' Compensation Act or any other
state workers' compensation laws where the Services are being performed
Employers' liability
$100,000 -
Bodily Injury by accident; each accident/occurrence
$100,000 -
Bodily Injury by disease; each employee
$500,000 -
Bodily Injury by disease; policy limit
(d) Professional Liability (Errors & Omissions):
$1,000,000 - Each Claim Limit
$1,000,000 - Aggregate Limit
Professional Liability coverage may be provided through an endorsement to the
Commercial General Liability (CGL) policy, or a separate policy specific to
Professional E&O. Either is acceptable if coverage meets all other requirements.
Coverage must be claims -made, and maintained for the duration of the contractual
agreement and for two (2) years following completion of services provided. An
annual certificate of insurance must be submitted to City to evidence coverage.
10.2 General Reurrements
(a) The commercial general liability and automobile liability policies must
name City as an additional insured thereon, as its interests may appear. The term
City includes its employees, officers, officials, agents, and volunteers in respect to
the contracted services.
(b) The workers' compensation policy must include a Waiver of Subrogation
(Right of Recovery) in favor of City.
(c) A minimum of Thirty (30) days' notice of cancellation or reduction in
limits of coverage must be provided to City. Ten (10) days' notice will be
acceptable in the event of non-payment of premium. Notice must be sent to the
Risk Manager, City of Fort Worth, 200 Texas Street, Fort Worth, Texas 76102,
with copies to the Fort Worth City Attorney at the same address.
(d) The insurers for all policies must be licensed and/or approved to do
business in the State of Texas. All insurers must have a minimum rating of A- VII
in the current A.M. Best Key Rating Guide, or have reasonably equivalent financial
strength and solvency to the satisfaction of Risk Management. If the rating is
below that required, written approval of Risk Management is required.
(e) Any failure on the part of City to request required insurance
documentation will not constitute a waiver of the insurance requirement.
(f) Certificates of Insurance evidencing that Vendor has obtained all required
insurance will be delivered to the City prior to Vendor proceeding with any work
pursuant to this Agreement.
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11. Compliance with Laws, Ordinances, Rules and ReLFulations. Vendor agrees that in the
performance of its obligations hereunder, it will comply with all applicable federal, state and local laws,
ordinances, rules and regulations and that any work it produces in connection with this Agreement will also
comply with all applicable federal, state and local laws, ordinances, rules and regulations. If City notifies
Vendor of any violation of such laws, ordinances, rules or regulations, Vendor must immediately desist
from and correct the violation.
12. Non -Discrimination Covenant. Vendor, for itself, its personal representatives, assigns,
contractors, subcontractors, and successors in interest, as part of the consideration herein, agrees that in the
performance of Vendor's duties and obligations hereunder, it will not discriminate in the treatment or
employment of any individual or group of individuals on any basis prohibited by law. IF ANY CLAIM
ARISES FROM AN ALLEGED VIOLATION OF THIS NON-DISCRIMINATION COVENANT
BY VENDOR, ITS PERSONAL REPRESENTATIVES, ASSIGNS, CONTRACTORS,
SUBCONTRACTORS, OR SUCCESSORS IN INTEREST, VENDOR AGREES TO ASSUME
SUCH LIABILITY AND TO INDEMNIFY AND DEFEND CITY AND HOLD CITY HARMLESS
FROM SUCH CLAIM.
13. Notices. Notices required pursuant to the provisions of this Agreement will be
conclusively determined to have been delivered when (1) hand -delivered to the other party, its agents,
employees, servants or representatives, (2) delivered by facsimile with electronic confirmation of the
transmission, or (3) received by the other party by United States Mail, registered, return receipt requested,
addressed as follows:
To CITY:
City of Fort Worth
Attn: Assistant City Manager
200 Texas Street
Fort Worth, TX 76102-6314
Facsimile: (817) 392-8654
With copy to Fort Worth City Attorney's Office at
same address
To VENDOR:
Environmental Improvements, Inc.
Michael Carpenter
512 North Kealy Ave.
Lewisville, TX 75067
Facsimile:
14. Solicitation of Emvlovees. Neither City nor Vendor will, during the term of this
Agreement and additionally for a period of one year after its termination, solicit for employment or employ,
whether as employee or independent contractor, any person who is or has been employed by the other
during the term of this Agreement, without the prior written consent of the person's employer.
Notwithstanding the foregoing, this provision will not apply to an employee of either party who responds
to a general solicitation of advertisement of employment by either party.
15. Governmental Powers. It is understood and agreed that by execution of this Agreement,
City does not waive or surrender any of its governmental powers or immunities.
16. No Waiver. The failure of City or Vendor to insist upon the performance of any term or
provision of this Agreement or to exercise any right granted herein does not constitute a waiver of City's or
Vendor's respective right to insist upon appropriate performance or to assert any such right on any future
occasion.
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17. Governing Law / Venue. This Agreement will be construed in accordance with the laws
of the State of Texas. If any action, whether real or asserted, at law or in equity, is brought pursuant to this
Agreement, venue for such action will lie in state courts located in Tarrant County, Texas or the United
States District Court for the Northern District of Texas, Fort Worth Division.
18. Severability. If any provision of this Agreement is held to be invalid, illegal or
unenforceable, the validity, legality and enforceability of the remaining provisions will not in any way be
affected or impaired.
19. Force Maieure. City and Vendor will exercise their best efforts to meet their respective
duties and obligations as set forth in this Agreement, but will not be held liable for any delay or omission
in performance due to force majeure or other causes beyond their reasonable control, including, but not
limited to, compliance with any government law, ordinance, or regulation; acts of God; acts of the public
enemy; fires; strikes; lockouts; natural disasters; wars; riots; epidemics or pandemics; government action
or inaction; orders of government; material or labor restrictions by any governmental authority;
transportation problems; restraints or prohibitions by any court, board, department, commission, or agency
of the United States or of any States; civil disturbances; other national or regional emergencies; or any other
similar cause not enumerated herein but which is beyond the reasonable control of the Party whose
performance is affected (collectively, "Force Majeure Event"). The performance of any such obligation is
suspended during the period of, and only to the extent of, such prevention or hindrance, provided the
affected Party provides notice of the Force Majeure Event, and an explanation as to how it prevents or
hinders the Party's performance, as soon as reasonably possible after the occurrence of the Force Majeure
Event, with the reasonableness of such notice to be determined by the City in its sole discretion. The notice
required by this section must be addressed and delivered in accordance with Section 13 of this Agreement.
20. Headings not Controlling. Headings and titles used in this Agreement are for reference
purposes only, will not be deemed a part of this Agreement, and are not intended to define or limit the scope
of any provision of this Agreement.
21. Review of Counsel. The parties acknowledge that each party and its counsel have
reviewed and revised this Agreement and that the normal rules of construction to the effect that any
ambiguities are to be resolved against the drafting party will not be employed in the interpretation of this
Agreement or Exhibits A, B, and C.
22. Amendments / Modifications / Extensions. No amendment, modification, or extension
of this Agreement will be binding upon a party hereto unless set forth in a written instrument, which is
executed by an authorized representative of each party.
23. Counterparts. This Agreement may be executed in one or more counterparts and each
counterpart will, for all purposes, be deemed an original, but all such counterparts will together constitute
one and the same instrument.
24. Warranty of Services. Vendor warrants that its services will be of a high quality and
conform to generally prevailing industry standards. City must give written notice of any breach of this
warranty within thirty (30) days from the date that the services are completed. In such event, at Vendor's
option, Vendor will either (a) use commercially reasonable efforts to re -perform the services in a manner
that conforms with the warranty, or (b) refund the fees paid by City to Vendor for the nonconforming
services.
25. Immigration Nationalitv Act. Vendor must verify the identity and employment eligibility
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of its employees who perform work under this Agreement, including completing the Employment
Eligibility Verification Form (I-9). Upon request by City, Vendor will provide City with copies of all I-9
forms and supporting eligibility documentation for each employee who performs work under this
Agreement. Vendor must adhere to all Federal and State laws as well as establish appropriate procedures
and controls so that no services will be performed by any Vendor employee who is not legally eligible to
perform such services. VENDOR WILL INDEMNIFY CITY AND HOLD CITY HARMLESS FROM
ANY PENALTIES, LIABILITIES, OR LOSSES DUE TO VIOLATIONS OF THIS PARAGRAPH
BY VENDOR, VENDOR'S EMPLOYEES, CONTRACTORS, SUBCONTRACTORS, OR
AGENTS. City, upon written notice to Vendor, will have the right to immediately terminate this Agreement
for violations of this provision by Vendor.
26. Ownership of Work Product. City will be the sole and exclusive owner of all reports,
work papers, procedures, guides, and documentation that are created, published, displayed, or produced in
conjunction with the services provided under this Agreement (collectively, "Work Product"). Further, City
will be the sole and exclusive owner of all copyright, patent, trademark, trade secret and other proprietary
rights in and to the Work Product. Ownership of the Work Product will inure to the benefit of City from
the date of conception, creation or fixation of the Work Product in a tangible medium of expression
(whichever occurs first). Each copyrightable aspect of the Work Product will be considered a "work -made -
for -hire" within the meaning of the Copyright Act of 1976, as amended. If and to the extent such Work
Product, or any part thereof, is not considered a "work -made -for -hire" within the meaning of the Copyright
Act of 1976, as amended, Vendor hereby expressly assigns to City all exclusive right, title and interest in
and to the Work Product, and all copies thereof, and in and to the copyright, patent, trademark, trade secret,
and all other proprietary rights therein, that City may have or obtain, without further consideration, free
from any claim, lien for balance due, or rights of retention thereto on the part of City.
27. Signature Authoritv. The person signing this Agreement hereby warrants that they have
the legal authority to execute this Agreement on behalf of the respective party, and that such binding
authority has been granted by proper order, resolution, ordinance or other authorization of the entity. This
Agreement and any amendment hereto, may be executed by any authorized representative of Vendor. Each
party is fully entitled to rely on these warranties and representations in entering into this Agreement or any
amendment hereto.
28. Change in Companv Name or Ownership. Vendor must notify City's Purchasing
Manager, in writing, of a company name, ownership, or address change for the purpose of maintaining
updated City records. The president of Vendor or authorized official must sign the letter. A letter indicating
changes in a company name or ownership must be accompanied with supporting legal documentation such
as an updated W-9, documents filed with the state indicating such change, copy of the board of director's
resolution approving the action, or an executed merger or acquisition agreement. Failure to provide the
specified documentation so may adversely impact future invoice payments.
29. No Bovcott of Israel. If Vendor has fewer than 10 employees or this Agreement is for
less than $100,000, this section does not apply. Vendor acknowledges that in accordance with Chapter
2271 of the Texas Government Code, the City is prohibited from entering into a contract with a company
for goods or services unless the contract contains a written verification from the company that it: (1) does
not boycott Israel; and (2) will not boycott Israel during the term of the contract. The terms "boycott Israel"
and "company" has the meanings ascribed to those terms in Section 2271 of the Texas Government Code.
By signing this Agreement, Vendor certifies that Vendor's signature provides written verification to
the City that Vendor: (1) does not boycott Israel; and (2) will not boycott Israel during the term of
the Agreement.
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30. Prohibition on Bovcotting Energv 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, which will be paid wholly or partly from public funds of the City, with a company (with 10 or more
full-time employees) unless the contract contains a written verification from the company that it: (1) does
not boycott energy companies; and (2) will not boycott energy companies during the term of the contract.
The terms "boycott energy company" and "company" have the meaning ascribed to those terms by Chapter
2274 of the Texas Government Code (as added by Acts 2021, 87th Leg., R.S., S.B. 13, § 2). To the extent
that Chapter 2274 of the Government Code is applicable to this Agreement, by signing this
Agreement, Vendor certifies that Vendor's signature provides written verification to the City that
Vendor: (1) does not boycott energy companies; and (2) will not boycott energy companies during
the term of this Agreement.
31. Prohibition on Discrimination Against Firearm and Ammunition Industries. Vendor
acknowledges that except as otherwise provided by Chapter 2274 of the Texas Government Code (as added
by Acts 2021, 87th Leg., R.S., S.B. 19, § 1), the City is prohibited from entering into a contract for goods
or services that has a value of $100,000 or more which will be paid wholly or partly from public funds of
the City, with a company (with 10 or more full-time employees) unless the contract contains a written
verification from the company that it: (1) does not have a practice, policy, guidance, or directive that
discriminates against a firearm entity or firearm trade association; and (2) will not discriminate during the
term of the contract against a firearm entity or firearm trade association. The terms "discriminate," "firearm
entity" and "firearm trade association" have the meaning ascribed to those terms by Chapter 2274 of the
Texas Government Code (as added by Acts 2021, 87th Leg., R.S., S.B. 19, § 1). To the extent that
Chapter 2274 of the Government Code is applicable to this Agreement, by signing this Agreement,
Vendor certifies that Vendor's signature provides written verification to the City that Vendor: (1)
does not have a practice, policy, guidance, or directive that discriminates against a firearm entity or
firearm trade association; and (2) will not discriminate against a firearm entity or firearm trade
association during the term of this Agreement.
32. Electronic Signatures. This Agreement may be executed by electronic signature, which
will be considered as an original signature for all purposes and have the same force and effect as an original
signature. For these purposes, "electronic signature" means electronically scanned and transmitted versions
(e.g. via pdf file or facsimile transmission) of an original signature, or signatures electronically inserted via
software such as Adobe Sign.
33. Entirety of Agreement. This Agreement contains the entire understanding and agreement
between City and Vendor, their assigns and successors in interest, as to the matters contained herein. Any
prior or contemporaneous oral or written agreement is hereby declared null and void to the extent in conflict
with any provision of this Agreement.
(signature page follows)
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ACCEPTED AND AGREED:
CITY OF FORT WORTH:
By:
Name: Fernando Costa
Title: Assistant City Manager
Date:
APPROVAL RECOMMENDED:
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By: Christopher Harder (Apr 9, 202411:08 CDT)
Name: Chris Harder
Title: Water Department Director
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By.
Name: Jannette Goodall
Title: City Secretary
VENDOR:
Environmental Improvements, Inc.
By:
Name: Michael Carpenter
Title: Manufacturers' Representative
Date: March 14 20 24
CONTRACT COMPLIANCE MANAGER:
By signing I acknowledge that I am the person
responsible for the monitoring and administration of
this contract, including ensuring all performance and
reporting requirements.
By:
Name: Shatabya Bergland
Title: Contract Compliance Specialist
APPROVED AS TO FORM AND LEGALITY:
By: Douglas Black (Apr 9, 202411:47 CDT)
Name: Doug Black
Title: Sr. Assistant City Attorney
CONTRACT AUTHORIZATION:
M&C: 24-0067
Form 1295: 2023-1061259
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
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EXHIBIT A
SCOPE OF SERVICES
See next page.
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FORT WORTH
CITY OF FORT WORTH
CHAPTER 252 EXEMPTION FORM
Instructions: Fill out the entire form with detailed information. Once you have completed this form,
provide it to the Purchasing attorney for review. The attorney will review the information you have
provided to determine whether an exemption to Chapter 252's biding requirements is defensible.
If you are printing this form to provide to Legal, please do not provide the Primer portion. Failure
to provide sufficient information may result in follow up questions and cause a delay in the
attorney's determination.
Requesting Department:
Name of Contract Manager:
Department's Attorney:
Item or Service sought:
Goods:
Service:
Anticipated Amount:
Vendor:
Section 1: General Information
Water Department
Shatabva Beriland
Doua Black
$500.000.00
Environmental Improvements, Inc.
Current/Prior Agreement for item/service
CSC or Purchase Order #:
Amount:
Projected M&C Date:
Yes ❑
N/A
N/A
N/A
• /1
How will this item or service be used? The services will be used for when inhouse man
power is insufficient. Parts will be ordered and installed to keep the unit operational.
Page 1 of 4
Section 2: Claimed Exemption and Justification (Other than sole source)
NOTE - For a claimed sole -source exemption, complete Section 3.
Please indicate the non -sole -source exemption you believe applies to the purchase and provide
information to support its applicability. Please refer to the Exemption Primer for detailed
information about common exemptions:
[] A procurement necessary to preserve or protect the public health or safety of the City
of Fort Worth's residents;
Fj A procurement necessary because of unforeseen damage to public machinery,
equipment, or other property;
R A procurement for personal, professional, or planning services;
R A procurement for work that is performed and paid for by the day as the work
progresses;
[] A purchase of land or a right-of-way;
[] Paving drainage, street widening, and other public improvements, or related matters, if
at least one-third of the cost is to be paid by or through special assessments levied on
property that will benefit from the improvements;
[] A public improvement project, already in progress, authorized by the voters of the
municipality, for which there is a deficiency of funds for completing the project in
accordance with the plans and purposes authorized by the voters;
[] A payment under a contract by which a developer participates in the construction of a
public improvement as provided by Subchapter C, Chapter 212;
[] Personal property sold:
• at an auction by a state licensed auctioneer;
• at a going out of business sale held in compliance with Subchapter F,
Chapter 17, Business & Commerce Code;
• by a political subdivision of this state, a state agency of this state, or an
entity of the federal government; or
• under an interlocal contract for cooperative purchasing administered by a
regional planning commission established under Chapter 391;
[] Services performed by blind or severely disabled persons;
[] Goods purchased by a municipality for subsequent retail sale by the municipality;
[] Electricity; or
Page 2 of 4
R Advertising, other than legal notices.
Please provide details and facts to explain why you believe the exemption applies to the
purchase. You may also attach documentation to this form.N/A
Section 3: Claimed Sole -Source Exemption and Justification
NOTE - For any non -sole -source exemption, complete Section 2.
Please indicate the sole -source exemption you believe applies to the purchase and provide
information to support its applicability. Please refer to the Exemption Primer for detailed
information about common exemptions
*A procurement of items that are available from only one source, including:
• items that are available from only one source because of patents, copyrights,
secret processes, or natural monopolies;
• films, manuscripts, or books;
• gas, water, and other utility services;
• captive replacement parts or components for equipment;
• books, papers, and other library materials for a public library that are
available only from the persons holding exclusive distribution rights to the
materials; and
• management services provided by a nonprofit organization to a municipal
museum, park, zoo, or other facility to which the organization has provided
significant financial or other benefits;
How did you determine that the item or service is only available from one source?
Sole source documentation, communication with vendors
Attach screenshots and provide an explanation of any independent research you conducted,
through internet searches, searching cooperatives, or discussions with others knowledgeable on
the subject matter that corroborate that the item is available only from a single source.
Looked uD Huber online under their distribution list and Environmental Imn_ rovements, Inc was
the only authorized distributor.
Did you attach a sole source justification letter? ® Yes ❑ No
Page 3 of 4
Describe the uniqueness of the item or service (e.g. compatibility or patent issues, etc.). The
strain press is a patented design with onlv momietary _parts that can be bought from a authorized
distributor for our area and market.
Section 4: Attornev Determination
With the facts provided by the department, is the use of the claimed exemption defensible if the
City were to be challenged on this purchase? M Yes ❑ No.
Was there anything attached to this form that was relied on in making this determination?
M Yes ❑ No.
If yes, please explain: The Department attached a sole source letter.
Was there anything not included on this form or attached hereto that was relied on in making this
determination? [] Yes M No.
If yes, please explain: N/A
Will the standard terms and conditions apply?
Will the contract require special terms?
Will the contract require review by the department attorney?
Approved By:
V4 A.�'
ere Anato-Mensah
A stant City Attorney
M Yes
❑ No.
[] Yes
M No.
M Yes
❑ No.
Date: 08/ 11 /2023
Page 4 of 4
HUBER Technology, Inc.
June 27, 2023
Subject: Sole Source Letter
Dear Sir or Madam,
HUBER
WASTE WATER Solutions
This letter serves as a sole source document for products manufactured by HUBER SE and HUBER
Technology Inc. (U.S.). HUBER Technology, Inc., based in Denver, NC, is the only vendor for the HUBER
products. A list of HUBER products can be provided upon request.
Environmental Improvements Inc. (E12) is the sole authorized representative for HUBER Technology products,
parts and services for the territories of the State of Texas and Oklahoma. No other representatives and vendor
manufactures distributes these or similar items.
Please let me know should you need further details.
Sincerely,
Henk-Jan van Ettekoven
President HUS
HUBER Technology, Inc.
HUBER Technology, Inc.
1009 Airlie Parkway, Denver, NC 28037
(704) 949-1010 - Fax (704) 949-1020 - huber@hhusa.net
www.huber-technologycom
A member of the HUBER Group
City Secretary Contract No.
EXHIBIT B
PAYMENT SCHEDULE
See next page.
Vendor Services Agreement Page 12 of 12
2
environmentalenvironmentaLEI
Quotation
improvements, Inc.
Fort Worth Village Creek WWTP Grit Washer 121923 - MC
517 North Kealy Ave. (75057)
I Contact: Daniel Salgado
P.O. Box 915
Assistant water Systems Superintendent
Lewisville, Texas 75067
Date: Telephone: Fax:
12/19/2023 817-994-2939I
Email:
Daniel. Saloadoafortworthtexas aov
Bill To:
Ship To:
City of Fort Worth
Fort worth village Creek WWTP
4500 Wilma Lane
Arlington Texas 76012
Terms: Comments / Special Instructions: Sales Contact: Michael Carpenter
Pay on delivery Huber Grit Washer Phone: 972-436-2536
Shipping Method: Quote Good For: (Estimated Delivery: Fax: 972-436-8670
Best way 365 Days In stock; unless noted below Email: mcarpenter@ei2dal1as.com
Bill of Materials
Qty.
Part Number
Description
Unit Price
Total Price
$0.00
1
51334012
motor BF40-74W-C 1,50hp 13,OU 230/460/60 800Nm C1D1 (4-5 weeks)
$8,039.23
$8,039.23
*Auger Unit*
$0.00
1
51299467
motor BF40z-74w-C 0,75hp 5,9U 230/460/60 880Nm C1D1 (4-5 weeks)
$5,579.39
$5,579.39
*Stirrer Unit*
$0.00
1
707236
wear ring 100,5/60x98
$1,893.31
$1,893.31
1
707235
pin 80/59x 97
$750.58
$750.58
1
302790
stirrer ROSF4 3 D1634 L2166 (4-5 weeks)
$7,095.00
$7,095.00
1
701507
ball valve Rp 3/4" L 55
$44.59
$44.59
1
701508
ball valve Rp 1 " L 68
$82.59
$82.59
1
10330994
Ball Valve 2"
$625.00
$625.00
1
510769
washer 154/ 755x 5 156xbo15 36xshlOxl2 2xM12 16xM5
$2,080.45
$2,080.45
1
510770
washer 154/ 755x 3
$1,159.96
$1,159.96
1
505145
neoprene D 755 d154 t2
$866.28
$866.28
1
10365804
cover package ROSF4 3 (2-3 weeks)
$1,081.33
$1,081.33
1
704944
float ON 50 DFM 350 ASV
$839.73
$839.73
1
51570200
solenoid valve 2/2-way 5282 ON 25 120/60 Divl FM UL CSA
$1,587.20
$1,587.20
1
701516
socket slide valve 1 " L50,0 +/-1,0
$107.55
$107.55
1
51104538
pressure sensor Vegabar82 0- 0,4bar DiVI B82.CCDASAGCSZX8IMXX
$3,061.34
$3,061.34
1
51322304
ball valve DN100 ANSI ASV C16 SQEX 07.2 110/60 C1D1
$3,828.00
$3,828.00
2.55
711469
edge protection profile s14 tl,0-4,0
$35.36
$90.17
44
702751
hexagon bolt DIN 933 M 8x 20
$1.66
$73.15
60
702424
washer DIN 125 A 8,4
$0.40
$24.00
2
707724
set screw DIN 914 M12x 16
$5.15
$10.30
4
702679
hexagon bolt DIN 933 M12x 20
$3.23
$12.90
2
704414
cap screw DIN 912 M12x 60
$7.64
$15.28
2
500379
washer 13/ 58x 6
$56.58
$113.15
2
706282
feather key DIN 6885 Al2x 8x 60
$20.21
$40.43
1
711053
feather key DIN 6885 A14x 9x125
$15.91
$15.91
1
400066
stirrer middle part L370 D1634 ROSF4 3 (5-6 weeks)
$3,584.58
$3,584.58
1
400067
stirrer bottom part L807 D 714/644 ROSF4 3 (5-6 weeks)
$4,866.93
$4,866.93
8
702578
cap screw DIN 912 M10x 40
$4.14
$33.10
8
702425
washer DIN 125 A10,5
$0.58
$4.60
8
702838
hexagon nut DIN 934 M10
$0.81
$6.50
18
706357
blind rivet DIN EN ISO 15983 4,Ox 8,0 t 2,5-4,5
$1.08
$19.35
1
505966
intermediate flange 65/230x 2 BC130/200
$60.23
$60.23
$0.00
$0.00
sub Total
$47.692.06
Startryy
$0.00
Tax (8.2596)
$0.00
Freight
Included
Total
$47.692.06
Environmental Improvements proposes to furnish materials, and or equipment for the above project. Any items not shown above as
detailed under 'Bill of Materials', or other attachments to this proposal, are EXCLUDED. In Addition, installation labor, misc.
plumbing, piping, valves, fittings, chemical supply, gauges, supports, anchor bolts, electrical conduit and any other items not
specifically listed above, shall be supplied by others.
IF AN ORDER IS PLACED, PLEASE VERIFY THAT THE 'BILL TO" AND 'SHIP TO" ADDRESS LISTED ABOVE IS CORRECT. WE MUST HAVE A NAME AND
PHONE NUMBER OF A JOBSITE CONTACT THAT WILL ACCEPT A SHIPMENT BEFORE WE CAN PROCEED WITH AN ORDER. COMPANY PURCHASE ORDER POLICY
REQUIRES 1 OF 3 OPTIONS LISTED BELOW BEFORE WE CAN PROCEED WITH AN ORDER.
1.CREDIT CARD ORDER REQUIRES CUSTOMER MUST SUPPLY CARD NUMBER AND LAST 3 NUMBERS ON BACK OF CARD, EXPIRATION DATE, NAME ON CARD
AND MUST SIGN, DATE, OUR QUOTE AND FAX BACK.
2.VERBAL PURCHASE ORDER REQUIRES CUSTOMER MUST SIGN, DATE OUR QUOTE AND FAX BACK.
3.PURCHASE ORDER NUMBER REQUIRES CUSTOMER MUST SUPPLY SIGNED, DATED HARD COPY OF PURCHASE ORDER OR MUST WRITE PURCHASE ORDER
NUMBER ON OUR QUOTE AND MUST SIGN, DATE OUR QUOTE AND FAX BACK.
Acknowledged By: Date:
z
environmentaLEI
Quotation
improvements, Inc.
Fort Worth Village Creek WWTP Strain Press 121923 - MC
517 North Kealy Ave. (75057)
I Contact: Daniel Salgado
P.O. Box 915
Assistant water Systems Superintendent
Lewisville, Texas 75067
Date: Telephone: Fa:
12/19/2023 817-994-2939I
Email:
Daniel. Salgadong,fortworthtexas. qov
Bill To:
Ship To:
City of Fort Worth
Fort worth Village Creek WWTP
4500 Wilma Lane
Arlington Texas 76012
Terms: Comments / Special Instructions: Sales Contact: Michael carpenter
net 30 Huber StrainPress Parts Quote Phone: 972-436-2536
Shipping Method: Quote Good For: (Estimated Delivery: Fax: 972-436-8670
Best Way 365 Days In stock; unless noted below Email:mcarpenter@ei2dalIas.com
Bill of Materials
Qty.
Part Number
Description
Unit Price
Total Price
$0.00
1
713982
gear SK5382AF/NEMA180TC **lead time 5-6 weeks**
$8,725.69
$8,725.69
1
702845
feather key DIN 6885 A18x11x250
$25.73
$25.73
1
703011
feather key DIN 6885 A20x12x150
$118.93
$118.93
2
706380
o-ring d440,00x 4,00
$58.35
$116.70
1
707952
o-ring d 96,OOx 3,00
$32.14
$32.14
1
710798
grooved ring 80/100x10
$163.94
$163.94
2
711357
grooved ring 100/120x12
$440.39
$880.78
2
700571
pressure sensor PF2654 0-10 bar G 1" + EVT001
$1,356.14
$2,712.28
1.55
703538
edge protection profile s16 t2,0-6,0
$36.00
$55.80
1
401291
pull rod D25/M24x1667 STRAINPRESS® 290
$1,406.33
$1,406.33
1
308008
screw shaft 288/204 Sw1774 STRAINPRESS® 290 (ET)
$21,119.74
$21,119.74
1
301665
screw shaft 198 SW1678 STRAINPRESS® 290
$24,821.95
$24,821.95
1
504447
sleeve 92H7/100h8x170 10°
$1,567.04
$1,567.04
2
702817
pneumatic cylinder DSBC-100-100-PA-N3R3-40E
$1,583.11
$3,166.23
4
703711
L-plug screw connection QSL-1/4-10
$26.75
$107.00
2
700789
hose 10x1,5-0,95..10,Obar-35°C..60°C PUN-H
$15.18
$30.35
1
702946
T-plug connection QST-10-8
$49.50
$49.50
1
700756
T-plug connection QST-10
$22.14
$22.14
2
704968
slide bearing 25/ 28x 21 IGUS
$50.09
$100.18
2
511228
sleeve d 28117/55117 D70,0/110,0 L61,0 STRAINPRESS® 290
$674.68
$1,349.35
1
301667
sieve body STRAINPRESS® 290 296/5 L1000 (-0,5) RVS/9
$14,320.36
$14,320.36
1
302855
sieve body STRAINPRESS® 290 200/2 L 810 RV 2-3,42
$19,199.88
$19,199.88
5
500733
bolt 20x 37 M16 12x30°
$86.01
$430.06
1
505293
ring 200,5/212,3x 3
$74.53
$74.53
1
505296
cone 90,0/230 L106 2xM10
$1,075.40
$1,075.40
1
501839
ring 80/ 94x15 45° cut10x2
$1,001.74
$1,001.74
4
700461
guide roller D125 L40 H161 300kg
$458.06
$1,832.25
1
50100320
level sensor LBFS-A3121.0 G 1/2" 12...30V DC CULus Listed
$1,670.71
$1,670.71
2
707811
pipe protecting cap D130,0 GPN250 / 130
$26.78
$53.55
1
713955
self -aligning ball bearing 22313EA W33 D140 d 65 W 48
$421.09
$421.09
1
702616
shaft seal ring 65/ 90x10
$143.06
$143.06
1
700838
shaft seal ring 80/100x10
$140.64
$140.64
2
505299
shaft nut M55x2 W25 6xbo15,5 D111
$594.60
$1,189.20
1
505304
sleeve d 65,1 D 80/ 90 L76,5
$1,092.91
$1,092.91
$0.00
$0.00
$0.00
Sub Total
$109.217.13
Startup
$0.00
Tax (8.25%)
$0.00
Frei �ht
Included
Total
$109.217.13
Environmental Improvements proposes to furnish materials, and or equipment for the above project. Any items not shown above as
detailed under 'Bill of Materials', or other attachments to this proposal, are EXCLUDED. In Addition, installation labor, misc.
plumbing, piping, valves, fittings, chemical supply, gauges, supports, anchor bolts, electrical conduit and any other items not
specifically listed above, shall be supplied by others.
IF AN ORDER IS PLACED, PLEASE VERIFY THAT THE "BILL TO" AND "SHIP TO" ADDRESS LISTED ABOVE IS CORRECT. WE MUST HAVE A NAME AND
PHONE NUMBER OF A ]OBSITE CONTACT THAT WILL ACCEPT A SHIPMENT BEFORE WE CAN PROCEED WITH AN ORDER. COMPANY PURCHASE ORDER POLICY
REQUIRES 1 OF 3 OPTIONS LISTED BELOW BEFORE WE CAN PROCEED WITH AN ORDER.
I.CREDIT CARD ORDER REQUIRES CUSTOMER MUST SUPPLY CARD NUMBER AND LAST 3 NUMBERS ON BACK OF CARD, EXPIRATION DATE, NAME ON CARD
AND MUST SIGN, DATE, OUR QUOTE AND FAX BACK.
2.VERBAL PURCHASE ORDER REQUIRES CUSTOMER MUST SIGN, DATE OUR QUOTE AND FAX BACK.
3.PURCHASE ORDER NUMBER REQUIRES CUSTOMER MUST SUPPLY SIGNED, DATED HARD COPY OF PURCHASE ORDER OR MUST WRITE PURCHASE ORDER
NUMBER ON OUR QUOTE AND MUST SIGN, DATE OUR QUOTE AND FAX BACK.
Acknowledged By: Date:
environmental E
12
improvements inc.
July 20, 2023
Hourly rate $150.00 / hr
Drive time $150.00 / hr
Service Rates
4 hr. min if location is an hour from EI2 Service Office (517 N. Kealy, Lewisville, Tx 75057)
After 6 hours we charge a daily rate
Minimum Daily rates:
Customer daily rate $1,200.00 for 8 hours including drive (up to 8 hours total)
Customer daily rate if two techs needed $2,400.00 per day.
3/5/24, 11:32 AM
M&C Review
CITY COUNCIL AGENDA
Create New From This M&C
Official site of the City of Fort Worth, Texas
FORTWORTII
REFERENCE **M&C 24- 60SOLE SOURCE
DATE: 1/23/2024 NO.: 0067 LOG NAME: ENVIRONMENTAL
IMPROVEMENTS INC HUBER
CODE: P TYPE: CONSENT PUBLIC NO
HEARING:
SUBJECT: (ALL) Authorize Execution of Sole Source Agreement with Environmental Improvements,
Inc. for HUBER Press and Grit Washers Parts and Services for the Water Department in
an Annual Amount Up to $500,000.00 for the First Year and Authorize Four One -Year
Renewal Options for the Same Amount
RECOMMENDATION:
It is recommended that the City Council authorize execution of sole source agreement with
Environmental Improvements, Inc. for HUBER press and grit washers parts and services for the Water
Department in an annual amount up to $500,000.00 for the first year and authorize four one-year
renewal options for the same amount.
DISCUSSION:
The Water Department will use this agreement to obtain parts and services for our existing HUBER
press and HUBER grit washers.
The HUBER press and grit washers are used to take the trash out of the scum by pressing it
and removes (washes) the organics from the grit. The Water Department will conduct maintenance
and repairs inhouse. This procurement is necessary to obtain the necessary parts and have the "as
needed" service option when maintenance and repairs are outside of the department's capabilities.
Environmental Improvements, Inc is the sole source manufacturer of HUBER products, parts and
services.
DVIN-BE: A waiver of the goal for Business Equity subcontracting requirements was requested, and
approved by the DVIN, in accordance with the applicable Ordinance, because the waiver request is
based on the sole source information provided.
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 Fort Worth City Code and does not
require specific City Council approval as long as sufficient funds have been appropriated.
AGREEMENT TERMS: Upon City Council approval, this agreement shall begin upon execution and
expires one year later.
RENEWAL OPTIONS: The agreement may be renewed for four (4) additional one-year periods. This
action does not require specific City Council approval provided that the City Council has appropriated
sufficient funds to satisfy the City's obligations during the renewal term.
The maximum amount allowed under this agreement will be $500,000.00 annually. However, the
actual amount used will be based on the needs of the departments and the available budget. Funding
is budgeted in the Water Department's Water & Sewer Operating Fund, as appropriated.
FISCAL INFORMATION/CERTIFICATION:
The Director of Finance certifies that funds are available in the current operating budget, as previously
appropriated, in the Water and Sewer Fund to support the approval of the above recommendation and
execution of the agreement. Prior to any expenditure being incurred, the Water Department has the
responsibility to validate the availability of funds.
apps. cfwnet.org/cou nci I_packet/mc_review. asp? I D=31775&counci Idate=1 /23/2024 1 /2
3/5/24, 11:32 AM M&C Review
TO
Fund Department Account Project Program Activity Budget Reference # Amount
ID ID Year (Chartfield 2)
FROM
Fund Department Account Project Program Activity Budget Reference # Amount
ID ID Year I (Chartfield 2)
Submitted for Citv Manaqer's Office by: Dana Burghdoff (8018)
Originating Department Head: Chris Harder (5020)
Additional Information Contact: Chris Harder (5020)
ATTACHMENTS
252 Sole Source (Dept.) Request for Waiver -E12 Huber.pdf (CFW Internal)
60SOLE SOURCE ENVIRONMENTAL IMPROVEMENTS INC HUBER funds availabilitv.pdf (CFW Internal)
Chapter 252 - E12 Huber JAM 08.11.23.pdf (CFW Internal)
E12 1295.pdf (CFW Internal)
FID TABLE - E12 Huber.xlsx (CFW Internal)
apps.cfwnet.org/counci I_packet/mc_review.asp? I D=31775&counci ddate=1 /23/2024 2/2