HomeMy WebLinkAboutContract 61512DocuSign Envelope ID: 53FA849C-821 F-4248-A 1 B0-91 E4C2C04FAF CSC No. 61512
HELICOPTER PURCHASE AND SERVICES AGREEMENT
This HELICOPTER PURCHASE AND SERVICES AGREEMENT ("Agreement") is made
and entered into by and between the CITY OF FORT WORTH (the "City"), a home-rule municipal
corporation of the State of Texas, acting by and tlu·ough William M. Johnson, its duly authorized Assistant
City Manager, and BELL TEXTRON INC. ("Supplier"), a Delaware Corporation and acting by and
tlu·ough Mario Gallardo, its duly authorized Manager of NA Contracts, each individually referred to as a
"party" and collectively referred to as the "parties."
WHEREAS, City, tlu·ough its Police Department, operates and maintains law enforcement
helicopters for patrol missions and aerial surveillance; and
WHEREAS, through a Chapter 252 Exemption to preserve or protect the public health or safety
of the City of Fort Worth's residents, the City will purchase a new law enforcement helicopter: and
WHEREAS, on April 9, 2024, City Council approved the purchase of Bell 505 helicopter,
training, services, and Police air support mission equipment and installation (M&C 24-0295).
NOW, THEREFORE, in consideration of the covenants and agreements contained in this
Agreement, City and Supplier hereby agree as follows:
CONTRACT DOCUMENTS:
The Contract documents shall include the following:
1.This Agreement for Helicopter Purchase and Services
2.Exhibit A -Aircraft to be Furnished and Training
3.Exhibit B -Payment Schedule
4.Exhibit C -Wananty
5.Exhibit D -Signature Verification Form
All Exhibits attached hereto are incorporated herein and made a part of this Agreement for all
purposes. In the event of any conflict between the documents, the terms and conditions of this Helicopter
Purchase and Services Agreement shall control.
1.SCOPE OF SERVICES.
Supplier hereby agrees to provide the City with a new, unused helicopter as more specifically
described in Exhibit A -Aircraft to be Furnished and Training, which is incorporated herein for all
purposes. Additionally, Supplier hereby agrees to provide the City with warranty, as more specifically
described in Exhibit D, which is incorporated herein for all purposes.
2.TERM.
This Agreement shall commence upon the date signed by the Assistant City Manager below
("Effective Date") and shall expire three (3) years from acceptance of new helicopter, unless terminated
earlier in accordance with the provisions of this Agreement.
3.COMPENSATION.
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The City shall pay Supplier in accordance with the provisions of this Agreement and Exhibit B—
Paytnent Schedule which is incorporated l�erein for all purposes; however, total payment made under this
Agreeinent by the City foi• Bell 505 helicoptei• and seivices shall not exceed Two Million Sixty-Two
Thousand Two Hundred Forty-Two and 93/100 Dollars ($2,062,242.93). Supplier shall not perform
any additional services for the City not specified by this Agceement unless the City requests and appi•oves
in writing the additional costs for such seivices. The City shall not be liable for any additional expeiises
of Supplier not specified by this Agreeinent unless the City first approves such expenses in writing.
4. TERMINATION.
4.1. Written Notice. City may tenninate this Agreement at any time and for any reason by
providing Supplier with 30 days' written notice of terinination.
4.2 Non-a�ropriation of Funds. In the event no funds or insufficient funds are appro�riated
by City in any fiscal period foi• any payments due hereunder, City will notify Supplier of such occurrence
and this Agreement shall terminate on the last day of the fiscal period for which appropriations were
received without penalty or expense to City of any lcind whatsoever, except as to the portions of the
payinents hei•ein agreed upon for which funds have been appropriated.
4.3 Duties and Obligations of the Parties. In the event that this Agreement is terminated prior
to the Expiration Date, City shall pay Supplier for services actually rendered up to the effective date of
tei•mination and Supplier shall continue to provide City with services requested by City and in accoi•dance
with this Agreeinent up to the effective date of termination. Upon termination of this Agreeinent for any
reason, Supplier shall provide City with copies of all coinpleted or partially completed docuinents prepared
under this Agreeinent. In the event Supplier has received access to City Inforination or data as a requireiiient
to perform seivices hereunder, Supplier shall i•et�irn all City provided data to City in a machine readable
fortnat or other forinat deemed acceptable to City.
5. DISCLOSURE OF CONFLICTS AND CONFIDENTIAL INFORMATION.
5.1 Disclosure of Conflicts. Supplier hereby warrants to the City that Supplier has inade full
disclosure in writing of any existing or potential conflicts of interest related to Supplier's services under
this Agreemeiit. In the event that any conflicts of interest arise after the Effective Date of this Agreement,
Supplier hereby agrees inuilediately to malce filll disclosure to the City in writing.
5.2 Con�dential Information. Supplier, for itself and its officers, agents and employees,
agi�ees that it shall t��eat all information pi•ovided to it �y the City as confidential and shall not disclose any
such information to a third party without the prior written approval of the City.
5.3 Unauthorized Access. Supplier shall store and inaintain City Infoi7nation in a secure
maruier and shall not allow unauthorized useis to access, modify, delete or otheitivise corrupt City
Inforination in any way. Supplier shall ilotify the City imtnediately if the sectuiry or integrity of any Ciry
infortnation has been compromised or is Uelieved to have been compromised, in which event, Supplier
shall, in good faith, use all coimnercially reasonable efforts to cooperate with the City in identifying what
infonnation has been accessed by unauthorized means and shall fiilly cooperate with the City to protect
such information fi�om further unauthorized disclosure.
5.3 Public I�iformation Act. City is a government entity under the laws of the State of Texas
and all docuinents held or maintained by City are slibj ect to disclosure under the Texas Public Iuformation
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Act. In the event there is a request for information marked Confidential or Proprietary, City shall promptly
notify Supplier. It will be the responsibility of Supplier to submit reasons objecting to disclosure. A
determination on whether such reasons are sufficient will not be decided Uy City, but by the Ofiice of the
Attorney General of the State of Texas or by a couct of competent jurisdiction.
RIGHT TO AUDIT.
Supplier agrees that tl�e City shall, uiltil the expiration of three (3) yeais after final payment under
this contract, or the final conclusion of any audit corninenced during the said three years, have access to
and flie right to examine at reasonable times any directly pertinent books, documents, papers and records
of the Suppliei• involving transactions relating to this Conti•act at no additional cost to the City. Sup�lier
agrees that the City shall have access during normal worlcing houi•s to all necessary Supplier facilities and
shall be provided adequate and appropriate worlc space in order to conduct audits in compliailce with the
provisions of this section. Tl�e City shall give Supplier reasonable advance notice of intended audits.
Supplier further agrees to include in all its subcoirtractor agreements hereunder a provision to the
effect that the suUcontractor agrees that the City shall, until expiration of tlu�ee (3) years after final payment
of the subcontract, or the iinal conclusion of any audit coirmienced during the said three years have access
to and the right to examine at reasonable times any directly pertinent boolcs, documents, papers and
i•ecords of such subconti•actoi• involving transactions related to the subcontract, and further tliat City shall
have access during nocmal working hours to all subcontcactor facilities and shall Ue provided adequate
and appropriate worlc space in order to conduct audits in compliance with the provisions of this paragraph.
City shall give subcontractor reasonable notice of intended audits.
7. INDEPENDENT CONTRACTOR.
It is expressly understood and agreed that Supplier shall operate as an independent contractor as
to all rights and privileges and worlc performed under this agreement, and not as agent, representative or
employee of the City. Subject to and in accordance with the conditions and provisions of this Agreement,
Supplier shall have the exclusive right to control the details of its operations and activities and be solely
responsible for the acts and omissions of its of�cers, agents, servants, employees, contractors and
subcontractors. Supplier acicnowledges that the doctrine of respo��deat superior shall not apply as
between the Ciry, its officers, agents, servants and employees, and Supplier, its officers, agents,
employees, seivants, contractors and subcontractors. Supplier further agrees that nothing herein shall be
construed as the creation of a partnership or joint enterprise between City and Supplier. It is fiu�ther
undeistood that the City shall in no way be considered a Co-employer or a Joint employer of Supplier or
any officers, agents, seivants, employees or subcontractors of Supplier. Neither Supplier, nor any ofiicers,
agents, servants, employees or subconn�actois of Supplier shall be entitled to any employment benefits
fi•oin the City. Supplier shall be responsible and liable for any and all payment and reporting of taxes on
behalf of itself, and any of its officers, agents, seivants, employees or subcontractors.
8. LIABILITY AND INDEMNIFICATION.
8.1 LIAI3ILITY — SUPPLILR 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 KIND OR CHARACTER,
WHETHER REAL OR ASSERTED, TO THE EXTENT CAZ/SED BY THE NEGLIGENT
ACT(S) OR OMISSION(S), MALFEASANCE OR INTENTIONAL MISCONDUCT OF
SUPPLIER, ITS OFFICERS, AGENTS, SERVANTS OR EMPLOYEES.
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8.2 GENERAL INDEMNIFICATION- SUPPLIER HEREBI' COVENANTSAND
AGREES TO INDEMNIFY, HOLD HARMLESS AND DEFEND CITY, ITS OFFICERS,
AGENTS, SERVANTS AND EMPLOYEES, FROMAND AGAINST ANYAND ALL CLAIMS
OR LAWSUITS OFANYIfIND OR CHARACTER, WHETHER REAL OR ASSERTED, FOR
EITHER PROPERTYDAMAGE OR LOSS (INCLUDINGALLEGED DAMAGE OR LOSS TO
SUPPLIER'S BtISINESS AND ANY RESULTING LOST PROFITS) AND/OR PERSONAL
INJURY, INCLUDING DEATH, TO ANYAND ALL PERSONS, ARISING OUT OF OR IN
CONNECTION ��i'ITH THIS AGREEMENT, TO THE EXTENT CAUSED BY THE
NEGLIGENT ACTS OR OMISSIONS OR MALFEASANCE OF SUPPLIER, ITS OFFICERS,
AGENTS, SERVANTS OR EMPLOYEES.
8.3 INTELLECTUAL PROPERTY INDEMNIFICATION — Supplier agrees to
defe�id, settle, or pay, at its ow�i cost and expeiise, a�iy claiin or actiou against City for
infringement of any patent, copyright, trade mark, trade secret, or similar property right
arisiug from City's use of the software and/or documentatiou in accordance with this
Ag►•eement, it being widerstood that tliis ag►�eeruent to defend, settle or pay shall iiot apply if
City iuodi�es or misuses the software and/or documentation. So long as Supplier bears the
cost and expense of payment for claims or actions against City pursuant to this section,
Supplier sliall have the right to conduct the defense of any such claiin or action and all
negotiations for its settlement o►� compromise and to settle or compromise any such claim;
however, City shall liave the ►•ight to fully participate in any and all such settleinent,
negotiations, oi• lawsuit as necessa�y to protect City's interest, aud City agrees to cooperate
with Supplier in doing sa L� tlie event City, for wliatever ►•eason, assumes the responsibility
for payment of costs and expenses for any claim or action brought against City for
infi•ingement arising undei• this Agreement, City sl►all have the sole right to conduct the
defense of any sucli claim or action and all negotiations for its settleinent or coinpromise and
to settle or compromise any such claim; however, Supplier shall fully participate and
coopei•ate with City in dei'ense of such claim or action. City agrees to give Supplier timely
written notice of any such claim or action, with copies of all papej•s City tnay receive i•elating
thereta Notwithstanding the foregoing, City's assumption of payment of costs or expenses
sliall not eliminate Supplier's duty to i�ide�nnify City under this Agreement. If the software
a�id/or docume�itatio�i or a�iy pa►�t thereof is held to infri�ige and tlie use thereof is enjoined
or restrained or, if as a result of a settlement or compromise, such use is materially adversely
restricted, Supplier shall, at its own expense and as City's sole remedy, eithei•: (a) procw•e for
City the right to continue to use the software and/oi• documentation; oi• (b) modify the
software and/or docuinentation to inalce it no�i-infi•inging, provided tliat such modification
does not materially adversely affect City's authorized use of the software and/or
documentation; or (c) replace the software and/or documentation with equally suitable,
compatible, and fuuctioually equivalent non-infringiug software aud/oe documentation at no
additioual charge to City; or (d) if none of the foregoiiig altei•natives is reaso�iably available
to Supplier tei�ininate this Agreement, and refund all amounts paid to Supplier by City,
subsequent to which termination City may seelc any and all remedies available to City wider
law.
Section 8 shall sui•vive the termination or expii•ation of this Agreement.
ASSIGNMENT AND SUBCONTRACTING.
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9.1 Assi ng ment• Supplier shall not assign or subcontract any of its duties, oUligations
oi• rights under this Agreeinent without the prior written consent of City. If City grants consent to
an assignment, the assignee shall e�ecute a written agreement wiYh City and Supplier under which
the assignee agcees to Ue bound by the duties and obligations of Supplier under this Agree�nent.
Supplier and Assignee shall be jointly liable foi• all obligations of Supplier under this Agreement
prior to the effective date of the assignment.
9.2 Subcontract. If City grants consent to a subcontract, suU Supplier shall execute a
written agreement with Supplier referencing this Agreeinent under which sub Supplier shall agree
to be bound by the duties and obligations of Supplier under this Agreement as such duties and
obligations inay apply. Suppliec shall provide City with a fully executed copy of any such
subcontract.
10. INSURANCE.
Supplier shall provide the City with certificate(s) of insurance documenting policies of the
following miniinum coverage limits that at•e to be in effect prior to cominencement of any worlc 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 coinbined single limit basis
Coverage shall be on any vehicle used by the Supplier, its employees, agents, representatives in
the course of the providing services under this Agceement. "Any vehicle" shall be any vehicle
owned, hired and non-owned
(c) Worlcer's Compensation - Statutory limits
Employer's liability
$100,000 Each accident/occurrence
$100,000 Disease - per each employee
$500,000 Disease - policy limit
This coverage may be wi•itten as follows:
Worlcers' Coinpensation and Einployers' Liability coverage with limits consistent with statutory
benefits outlined in the Texas war�lcers' Compensation Act (Art. 8308 — 1.01 et seq. Tex. Rev. Civ.
Stat.) and minimum policy limits for Employers' Liability of $100,000 each accident/occurrence,
$500,000 bodily injury disease policy limit and $100,000 per disease per employee
10.2 General Requireinents
(a) A minimum of Thirty (30) days notice of cai7cellation or reduction in limits of coverage shall be
provided to the Ciry. Ten (10) days notice shall be acceptable in the event of non-payment of
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premiiuii. Notice shall Ue sent to the Rislc Manager, City of Fort Worth, 200 TeYas Street, Fort
Worth, Texas 76102, with copies to the City Attorney at the same address.
(b) The insurers foc all policies inust be licensed and/oi• approved ta do business in the State of
Texas. All insurers must have a minimum rating of A-VII in the current A.M. Best I{ey Rating
Guide, or have i•easonably equivalent financial sti•ength and solvency to the satisfaction of Rislc
Management. If the rating is below that required, written approval of Rislc Management is requu�ed.
(c) Any failure on the part of the City to request required insurance docuinentation shall not constitute
a waiver of the insurance requireinent.
(d) Certificates of Insurance evidencing that the Supplier has obtained all required insurance shall be
delivered to the City prior to Supplier proceeding with any work pursuant to this Agreement.
(e) Supplier shall be allowed to retain (self-insure) in whole or in part any insurance obligation under
this Agreement. Any retention shall be for the accotmt of City. If Supplier elects to retain (self-
insure) in whole or in part any insurance required by this Agreement, Supplier agrees that it shall
�rovide City with the same coverage that would have been provided to it by the required
cominercial insurance policies had Supplier obtained conunercial insurance.
11. COMPLIANCE WITH LAWS, ORDINANCES, RULES AND REGULATIONS.
Supplier agrees that in the performance of its obligations hereundei•, it will comply with all
applicable federal, state and local laws, ordinances, il�les 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 the City notifies Supplier of any violation of such laws, oi•dinances,
itiiles or regulations, Supplier shall iiiunediately desist fi�om and correct the violation.
12. NON-DISCRIMINATION COVENANT.
Supplier•, for itself, its personal i•epresentatives, assigns, subcontractoi•s and successors in interest,
as part of the consideration herein, agrees that in the performance of Supplier's duties and obligations
hereunder, it shall not discriminate in the treatment or employment of any individual or group of individuals
on any basis prohibited by law. If any claim arises fi�oin an alleged violation of this non-discrimination
covenant by Supplier, its personal representatives, assigns, subcontractors or successors in interest, Supplier
agrees to assume such liability and to indemnify and defend the City and hold the City harmless fi•om such
claim.
13. NOTICES.
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, seivants or
representatives, (2) delivered by facsimile with electronic con�rmation 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 Cit�
To SUPPLIER:
Bell Textron Inc.
Mario Gallardo, Manager of NA Contracts
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100 Fort Worth Ti•ail
Fort Worth, TX 76102
Facsimile: (817) 392-8654
With copy to Fort Wortli City Attorney's Office at
same address
14. SOLICITATION OT EMPLOYEES.
3255 Bell Flight Blvd
Fort Wortli, TX 76118
Facsimile: 817-278-0083
Neithei• the City nor Supplier sl�all, during the term of this agreenient and additionally for a period
of one year after its terinination, solicit for employment or employ, whether as employee or independent
Supplier, 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 shall not
apply to an employee of either party who responds to a general solicitation of advertisement of employment
by either party.
15. GOVERNMENTAL POWERS/IMMUNITIES
It is understood and agreed that by execution of this Agreement, the City does not waive or
surrender any of its governmental powers or immunities.
16. NO WAIVER.
The failure of the City or Supplier to insist upon the perfortnance of any terin or provision of this
Agreement or to exercise any right granted herein shall not constitute a waiver of the City's or Supplier's
respective right to insist upon appt�opriate performance or to asser•t any such right on any future occasion.
17. GOVERNING LAVV / VENUE.
This Agreeinent shall be construed in accordance with the laws of the State of Texas. If any action,
whether i�eal or asserted, at law or in equity, is brought pursuant to this Agreement, venue for such action
shall 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 validiry,
legality and enforceability of the remaining provisions shall not in any way be affected or impaired.
19. FORCE MAJEURE.
The City and Supplier shall exercise their best efforts to meet their respective duties and
obligations as set forth in this Agi•eement, but shall not be held liable for any delay or omission in
perfoimance 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, strilces, locicouts, natural disasters, wars, riots, material or labor restrictions by any
governmental authority, transportation problems and/or any other similar causes.
20. H�ADINGS NOT CONTROLLING.
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Headings and titles used in this Agreement are for reference purposes only, shall not Ue deemed a
part of this Agreemeiit, and are not intended to de�ne or liinit the scope of any provision of this Agreeinent.
21. REVIEW OF COUNSEL.
The parties acicnowledge that each party and its counsel have reviewed and revised this Agreement
and that the noriiial ililes of constiliction to the effect that airy ambiguities are to be resolved against the
drafting parry shall not be employed in the inteipretation of this Agreeinent or exhibits hereto.
22. AMENDM�NTS.
No amendment of this Agreeinent shall be binding upon a pai•ty hereto unless such amendinent is
set forth in a written instrunient, which is executed by an authorized represer;tative of each party.
23. ENTIRETY OF AGREEMENT.
This Agreement, including the schedule of e�hibits attached hereto and any documents
incorporated herein by reference, contains the entire understanding and agreement between the City and
Supplier, their assigns and successois in interest, as to the matters contained herein. Any prior or
conteinporaneous oral or written agi•eeinent is hereUy declared null and void to the extent in conflict with
any provision of this Agreement.
24. COUNTERPARTS.
This Agreement may be executed in one or more counteiparts and each counterpart shall, for all
purposes, be deemed an or�ginal, but all such counterparts shall together constitute one and the same
instrument.
25. WARRANTY.
Supplier warrants that its equipment and services will be of a pr•ofessional quality and conform to
generally prevailing industiy standards. Supplier's warranty is inore accurately described in Exhibit C—
Warranty which is incorporated herein for all purposes.
26. IMMIGRATION NATIONALITY ACT.
Supplier shall verify the identity and employment eligibility of its employees who pei•form work
under this Agreement, including completing the Employment Eligibility Verification Form (I-9). Upon
request by City, Supplier shall provide City with copies of all I-9 forms and supporting eligibility
documentation for each einployee who performs worlc under tliis Agreement. Supplier shall adhere to all
Federal and State laws as well as establish appropriate procedures and controls so that no services will be
perfoi7ned by any Supplier employee who is not legally eligible to perfonn such services. SUPPLIER
SIIALL INDEMNIFY CITY AND HOLD CITY HARMLESS FROM ANY PENALTIES,
LIABILITIES, OR LOSSES DUE TO VIOLATIONS OF THIS PARAGRAPH BY VENDOR,
SUPPLIER'S EMPLOYEES, SUBCONTRACTORS, AGENTS, OR LICENSEES. City, upon written
notice to Supplier, shall have the right to iminediately terminate this Agreement for violations of this
provision by Supplier.
27. SIGNATURE AUTHORITY.
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The person signing this agreement hereby warrants that he/she has the legal authority to execute
this agreement on behalf of the respective party, and that such binding authoriry has been granted by proper
order, resolution, ordinance or other authorization of the entity. Tliis Agreement and any amendment heceto,
may be executed by any autharized representative of Supplier whose name, title and signature is affixed on
the Verification of Signature Authority Foi•m, which is attached hereto as Exliibit D and incorporated hei•ein
for all purposes. Each party is fully entitled to rely on these warranties and representations in entering into
this Agreement or any amendment hereto.
28. SHIPMENT UNDER RESERVATION PROHIBITED.
Supplier is not authorized to ship the airfi�anie and equipinent under reservation, and no tender of a
bill of lading will operate as a tendei• of goods.
29. TITLE AND RISK OF LOSS.
The title and rislc of loss of the airfi•ame and equipinent shall not pass to City until City actually
receives and talces possession of the airfraine and equipment at the point after inspection and acceptance of
the airfi•aine and equipment.
30. DELIVERY TERMS AND TRANSPORTATION CHARGES.
Freight terms shall be F.O.B. Destination, Freight Prepaid and Allowed. City agrees to reiinburse
Supplier for transportation costs in the amount speciiied in Supplier's proposal; provided, City shall have
the right to designate what method of transportation shall be used to ship the goods.
31. PLACE OF DELIVERY.
The place of deliveiy shall be:
Bell Helicopter
Piney Flats, TN
32. RIGHT OF INSPECTION
City shall have the right to inspect the airframe and equipment upon delivery before accepting
thein. Suppliec shall be responsible for all chatges for the i•eturn to Supplier of any airfi�ame or equipment
rejected as being nonconforming under the specifications.
33. INVOICES
33.1 Supplier shall submit separate invoices, on each purchase order or purchase change order
after each delivety. I�ivoices shall indicate the purchase order or purchase change order
number. Invoices shall be itemized and h�anspot•tation charges, if any, shall be listed
separately. A copy of the bill of lading and the fi�eight waybill, when applicable, should be
attached to the invoice. Supplier shall mail or deliver invoices to City's Police Depactment
and address as set forth in the blocic of the purchase order, purchase change order or release
order entitled "Ship to." Payment shall not be made until the above instruments have been
subinitted after delivery and acceptance of the goods and/or seivices.
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33.2 Supplier shall not uiclude Federal E�cise, State or City Sales Tax in its invoices. The City
shall furnish a tax e�:emption certificate upon Supplier's request.
34. PRODUCT WARRANTY
Supplier shall not limit or exclude any express or implied warranties and any attempt to do so shall
render this contract voidable at the optiou of City. Supplier warrants that the goods fiirnished will confonn
to City's s�eciiications, drawings and descriptions and the sainple(s) furnisl�ed by Su�plier, if any. I�i the
event of a conflict between City's specifications, dr�awings, and descriptions, City's specifications shall
govern.
35. SAF�TY WARRANTY.
Supplier warrants that the product sold to City 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, City may return the product for correction or
replacement at Supplier's expense. In the event Supplier fails to malce appropriate correction within a
reasonable time, any correction inade by City will be at Supplier's expense. Where no correction is or can
be made, Supplier shall refiind all monies received for such goods within thirty (30) days after request is
made by City in writing and received by Supplier. Notice is consider•ed to l�ave been received upon hand
delivery, or otherwise in accordance Section 13 of this agreement. Failure to make such refiind shall
constitute breach and cause this contract to terminate immediately.
36. NO BOYCOTT OF ISRAEL.
If Supplier has fewer than 10 employees or this Agreement is for less than $100,000, this sectiou
does not apply. Supplier acicnowledges that in accordance with Chapter 2270 of the Texas Govermnent
Code, the Ciry is prohibited fi•om entering into a contract with a company for goods or services unless the
contcact contains a written verification from the coinpany that it: (1) does not boycott Israel; and (2) will
not boycott Israel during the term of the contract. The tercns "boycott Israel" and "company" shall have
the meanings ascribed to those terms in Section 808.001 of the Texas Govermnent Code. By sigiiing tliis
Agreement, Supplier certi�es that Supplier's signature provides wi�itten verification to the City that
Suppliei :(1) does not boycott Israel; and (2) will not boycott Israel during the term of the contract.
37. Survival of Provisions. Tl�e parties' duties and obligations pursuant to Section 4.3 (Duties
and Obligations), Section 5(Disclosure of Conflicts and Confidential Information), Section 6(Right
to Audit), and Section 8(Liability and Indeinnification) s}iall survive ter►nination of this Agreement.
38. Prohibition on Boycotting Euet�gy Companies. Veudor acicnowledges that in accordance with
Chapter 2276 of the Texas Gover�imeut Code, the City is prohibited from eutering into a contract
for goods or sei•vices that has a value of $100,000 0►� moi•e that is to be paid wliolly or partly fi�om
public funds of the City with a company with 10 ot' II101•e full-time employees unless the conti•act
contains a written veriiication from the company that it: (1) does not boycott energy companies; and
(2) will not boycott energy companies during the tei•m of the cont►�act. The terms "boycott energy
company" and "co�npany" have the meaning ascribed to those terms b3� Chapter 2276 of tlie Texas
Government Code. To the extent that Chaptei• 2276 of the Govermnent Code is applicable to this
Agreeinent, by signing tl�is Agreement, Vendor certif'ies that Coutractoi•'s sig�iatui•e provides written
vei•ification to tlie City that Contractoi: (1) does not boycott eiiergy companies; a�id (2) will not
boycott energy companies dw•ing the term of this Agreeiuent.
Helicopter Purchase and Seivices Agreement Page 10 of 23
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39. Proliibition on Discrimination Against Firearm and Anuuunition Industries. Vendor
acicnowledges that except as otherwise provided by Chapter 2274 of the Texas Government Code,
the City is prohibited from entering into a contract for goods or services that has a value of $100,000
or more tliat is to be paid wholly or pai•tly from public funds of the City with a company with 10 or
more full-time employees unless the contract contains a written veritication from the company that
it: (1) does �iot have a practice, policy, guidance, or directive tliat discriminates against a fii•earm
entity or �i•earm t►•ade associatioii; and (2) �vill not disc►•iminate duri�ig the tei•m of the co�itract
against a firearm entity or firearm ti•ade association. Tlie tei•�ns "disc►iminate," "fii•earm entity"
and "firearm trade association" have tl►e meaning ascribed to those terms by Chaptei• 2274 of the
Texas Government Code. To the extent that Cliapter 2274 of tlie Government Code is applicable to
tliis Ag►•eement, by signing tliis Ag►�ee�nent, Vendor certifies that Contractor's signatui•e pi•ovides
written veriGcation to the City tliat Contractor: (1) does not have a practice, policy, guidance, or
directive that disci�i�ni�iates against a firearm entity oi• fii•earm trade association; a►id (2) will uot
discriininate against a fireariu entity or firearm trade association duriTig the term of this Ag►•eement.
40. �lecti•onic Sigiiatw�es. This Agreement may be executed by electi•onic signature, �vhich will
be considered as an original signature for all purposes and have the same force and effect as an
original signatw�e. For these puiposes, "electronic signature" means electronically scanned and
transmitted versions (e.g, via pdf �le or facsiinile h•ansmission) of an original signatw•e, or signatures
electronically insei•ted via software such as Adobe Sign.
IN WITNESS WHERCOF, City and Supplier hereto have executed this Agreement in multiples.
(sig��uta���e puge folloivs)
Helicopter Purchase and Services Agreement Page 11 of 23
DocuSign Envelope ID: 53FA849C-821 F-4248-A 180-91 E4C2C04FAF
ACCEPTED AND AGREED:
CITY OF FORT WORTH:
By: Name: William M. Johnson
Title: Assistant City Manager
Date: Jun 6, 2024
APPROVAL RECOMMENDED:
By: Name: Robert A. Alldredge, Jr.
Title: Executive Assistant Chief, Police
ATTEST:
By:
Name: Jannette S. Goodall
Title: City Secretary
SUPPLIER:
BELL TEXTRON INC.
By:
Name: Mario Gallardo
Title: Manager of NA Contracts
Date: 29 May 2024
Helicopter Purchase and Services Agreement
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: Loraine Coleman
Title: Administrative Services Manager
APPROVED AS TO FORM AND LEGALITY:
By: Jerris Mapes (May30,024 17:10 CDT)
Name: Jerris Mapes
Title: Sr. Assistant City Attorney
CONTRACT AUTHORIZATION:
M&C: 24-0295
Approved: April 9, 2024
Form 1295: NIA
Page 12 of23
DocuSign Envelope ID: 53FA849C-821 F-4248-A1 BO-91 E4C2C04FAF
EXHIBIT A
EQUIPMENT FOR PURCHASE
Product Name Quantity Unit Net Price Net Price
Basic Aircraft
Be11505BasicAircraft 1 $1,685,000.00 $1,685,000.00
Kits & Customizing
Custom paintjob see attached rendering. 1 $54,972.93 $54,972.93
Electronic Standby Instruments (Required) 1 $0.00 $0.00
Inlet Barrier Filter (Required) 1 $0.00 $0.00
Dual Pilot Controls 1 $8,300.00 $8,300.00
Rotor Brake 1 $17,200.00 $17,200.00
Solar Advantage Windows & Windshield, Light Grey 1 $29,500.00 $29,500.00
(with Sliding Crew Door windows)
Cowling Access Door 1 $7,000.00 $7,000.00
Wire Strike Protection System 1 $28,800.00 $28,800.00
Adjustable Crew Seat Tracks L/H (2.8" adjustment) 1 $7,700.00 $7,700.00
Adjustable Crew Seat Tracks R/H (2.8" adjustment) 1 $7,700.00 $7,700.00
Stowage Compartment with Cup Holders (x4) 1 $1,900.00 $1,900.00
High Skid Gear (includes Flitestep) 1 $12,500.00 $12,500.00
Tail Rotor Gearbox Cover 1 $7,800.00 $7,800.00
Baggage Door Kit - Left Hand Side (AA) 1 $12,600.00 $12,600.00
Pre-Flight Step / Handle Kit (AA) 1 $7,200.00 $7,200.00
Air Conditioning System 1 $82,000.00 $82,000.00
Air Conditioning System - 3rd Evaporator 1 $30,900.00 $30,900.00
Emergency Locator Transmitter 1 $7,500.00 $7,500.00
Hard Point (Forward Location) 1 $24,100.00 $24,100.00
Hard Point (AFT Location) 1 $10,700.00 $10,700.00
OperatorAccessoryPackage 1 $1,000.00 $1,000.00
Kits & Customizing Subtotal: $359,372.93
Exterior
No Stripe 1 $0.00 $0.00
Non-Standard Custom Paint (see misc. item charge) 1 $0.00 $0.00
No Logo 1 $0.00 $0.00
Exterior Subtotal: $0.00
Interior
Seats - Standard Interior (Black) 1 $0.00 $0.00
Cabin & Cockpit Coin Mat Flooring 1 $6,700.00 $6,700.00
Interior Subtotal: $6,700.00
Helicopter Purchase and Services Agreement Page 13 of 23
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Training
Complimentary 505 Pilot Ground and Flight 1 $0.00 $0.00
Safran Engine Maintenance 1 $0.00 $0.00
Training Subtotal: $0.00
Packaging & Freight
Piney Flats 505 Delivery (aircraft to be ferried by a 1 $11,170.00 $11,170.00
Bell Pilot in lieu of shipping)
Packaging & Freight Subtotal: $11,170.00
Acceptance Location
PINEY FLATS, TENNESSEE (USA)
Certification
U.S. FAA
Purchase Price: $2,062,242.93
PAYMENT SCHEDULE
Payment Term Date Amount
Due Within twenty (20) calendar days
De osit of si nature $309,336.44
Upon Acceptance of Equipment and
prior to shipment of Equipment from
Balance Pa ment Seller's facilit $1,752,906.49
Total Purchase Price: $2,062,242.93
Helicopter Ptu�chase and Services Agreement Page 14 of 23
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Summary of Proposed Bell 505 Training Program
Bell provides complimentary pilot and maintenance training with each Be11505 helicopter
purchased. The standard complimentary training based on the number of helicopter(s) proposed
and is outlined in Figure 1-1.
---- - -- -- ---- - - - --- - - ---- --- -- - --
BELL 505 TRAINING SUMMARY
Course
Complimentary Pilot Training
Pilot Ground, FTD, and Flight Training
Complimentary Maintenance Traini
Safran Engine Maintenance
Number of
Training
Candidates
1
1
Course
Length per
Trainer
Location
1 weel< BTA, Fort
Worth, TX
3 weeks Safran, Grand
Prairie, TX
Figure 1-1. Bell 505 Training Summary.
Bell 505 Course Descriptions
Bell 505 Pilot Ground, Simulator & Transition Flight Course
Course Length
' Objective
Prerequisites
' 1 week
Ground: 15 hours
' Simulator:1 Flight Training Device (FTD) event
' Flipht: 4 events
The objective of flight training is to ensure complete knowledge of the current
I Bell 505 flight manual, to demonstrate and practice all flight manoeuvres and to
' establish proficiency and safety in every phase of flight.
' Successful completion of the course will enable the qualified helicopter pilot to
' transition to the Bell 505 helicopter with comprehensive knowledge of the aircraft
! systems and components and a thorough understanding of the operational
characteristics and flight limitations. This course is designed specifically for
I helicopter pilots possessing current FAA pilot certificates with appropriate ratings
', or the equivalent licenses issued by a foreign regulatory agency.
! This course is designed specifically for helicopter pilots possessing current FAA
' pilot certificates with appropriate ratings or the equivalent licenses issued by a
foreign regulatory agency.
Course Content ' Classroom presentations will cover the cockpit controls and instrumentation, '
airframe, powerplant, and aircraft systems. In addition, Normal Procedures,
Emergency Procedures, Operating Limitations and performance will be studied.
The flight procedures training includes complete familiarization of the Bell 505 '
helicopter, instruction in the turbine engine operation, and flight instruction in ''
normal flight maneuvers and emergency procedures. The simulated emergency '
procedures include, hydraulic boost failure, engine failure and tail rotor '
Helicopter Purchase and Seivices Agreement Page 15 of 23
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malfunctions. A period in the FTD (Flight Training Device is also a normal part of
this course, covering Normal and Emergency procedures.
Safran Engine Maintenance Course
Objective
Prerequisites
Course Content
Upon successful completion the attendee will be able to troubleshoot, inspect,
perForm, install or supervise the maintenance of the Safran ARRIUS 2R.
Attendees should meet one or more of the following requirements:
Certified Aircraft Maintenance Technician with one (1) year of experience as a rated
maintenance technician.
One (1) year of experience as an active maintenance technician on helicopters.
Three (3) years general experience as an aircraft maintenance technician.
This is a comprehensive coverage of the description, function, installation and
maintenance procedures required for Standard engine maintenance and repair.
Classroom or shop work in the following areas will be covered: Power Plant,
Engine, Oil System, Air System, Control and Monitoring System, Measuring and
Indicating System, Starting System, Electrical System, Engine installation and
Troubleshooting.
The function, location of components and access provisions, will be presented to
enable the student to assist in the perFormance of the inspection, servicing, use of
special tools, materials, manuals, and equipment to perform field level engine
maintenance, recommended troubleshooting procedures will be discussed using
known and probable fault symptoms in the classroom to prepare the student for
actual work on the helicopter.
Note ' All technicians must speak English and have experience as an active mechanic on
i helicopters.
Technical Publications
Technical publications for the helicopter and engines are provided via online. The technical
publications are complimentary during the warranty period. Following the warranty period, a one-
year subscription is available for an additional charge per type/model/series. This provides
unlimited users per model during the subscription year. All technical publications will be in English
language.
Flight Manuals: Upon aircraft delivery, Bell will provide free electronic access to Flight Manual
publications. Flight Manual publications consists of a Flight Manual (FM), Flight Manual
Supplement (FMS) and an Integrated Avionics Manual (IAM) as applicable.
Maintenance Manuals: Also upon delivery, every customer will be granted free electronic access
to maintenance publications and revision services via https://mvbell.com.
Bulletins: All applicable Bell technical bulletins, alert service bulletins, and service instructions
will be provided in electronic/printable format from fwo different websites
(www.bellcustomer.com and https://mvbell.com) with notification services.
Engine Manuals: Safran will provide one (1) set of electronic publications. Each set of
publications consists of a Maintenance Manual, Illustrated Parts Catalogue, and Service Bulletin
Helicopter Purchase and Services Agreement Page 16 of 23
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Index. Revision services are provided by Safran free of charge for a period of two (2) years
following aircraft delivery. Any associated charges for revision services beyond two (2) years shall
be the responsibility of the customer.
Commercial Warrantv
Bell offers a new helicopter warranty and spares warranty summarized below as part of the purchase price.
Engine warranty will be provided by the engine manufacturer.
Three Years / 1,000 Hours Non-Prorated: Bell warrants each new helicopter to be free from
defect in material or workmanship under normal use and service for 1,000 hours of operation or
three (3) years from acceptance, whichever occurs first. Spare parts installed as warranty
replacement on helicopters which are covered by this New Helicopter Warranty will be warranted
for the balance of the original aircraft warranty. Seller assigns each manufacturer's warranty to
Buyer to the extent such manufacturer's warranty exists and is assignable.
Spare Parts Warranty: Bell warrants each new helicopter part or helicopter part reconditioned
by Seller to be free from defect in material and workmanship under normal use and service and
if installed on Bells for up to 1,000 hours of operation, one (1) year from date of installation, or
two (2) years from date of shipment by Seller, whichever occurs first. Seller assigns each
manufacturer's warranty to Buyer to the extent such manufacturer's warranty exists and is
assignable.
Safran Engine Warranty: New engines are provided with an operational warranty of 24 months
or 1,000 flying hours for new equipment installed on the helicopter airFrame at aircraft delivery
and for spare engines or modules. Twelve months or 1,000 flying hours for spare accessories
and twelve months for spare parts and tools.
CAMP for Helicopters
Each helicopter comes with an initial subscription to the CAMP Maintenance Tracking Service for
Helicopters in the form of the powerful CAMP MTX service. For over 45 years, CAMP has
provided the business aircraft industry's leading Aircraft Maintenance and Compliance
Management solution.
CAMP MTX is renowned for reliability, technologically advanced software and value protection.
MTX now has additional features which make it the ideal choice for helicopters. These include
automatic formula-based penalty and RIN calculations, and enhanced flight log tracking. In
addition, CAMP has added a dedicated team of helicopter analysts, field service personnel, and
general operational staff ready to provide direct support to our helicopter operators.
A one-year subscription to CAMP is provided with each helicopter delivered. Renewal
subscription service is available through sales c(�.campsystems.com.
Bell Traininq Academy
The Bell Training Academy (BTA) is recognized worldwide for providing quality military and
commercial training. It has trained more than 300,000 pilots and maintenance personnel and has
a current annual throughput of approximately 2,000 pilots and 2,000 maintenance technicians.
The BTA is located at Bell's Fort Worth, Texas headquarters. The BTA features nineteen (19)
multimedia classrooms, three (3) overhaul labs fitted for the newest learning technology tools, a
20,000 sq. ft. training hangar space for crucial hands-on maintenance training, and six (6)
advanced Flight Training Devices (FTD) designed to train on the different Bell helicopters. The
facility also features a new NVG-compatible Bell 407GX Full Flight Simulator and the Bell 525 Full
Flight Simulator.
Helicopter Purchase and Services Agreement Page 17 of 23
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The Bell Training Academy team is comprised of more than 80 experienced professionals
including courseware development and classroom instruction. Many are military veterans and
have hands-on experience in the flight and/or maintenance of our aircraft from their time in
service. BTA instructor pilots have an average experience level of more than 7,500 flight hours.
Mechanical, electrical and avionics training takes place in a temperature controlled environment
and include use of aircraft maintenance trainers. The BTA also has operational cutaway mock-
ups, a composite repair room and a separate component overhaul room. More than half of the
maintenance training is hands-on skill enhancing and performance focused instruction.
Schedule of the Proposed Training Program: Training is provided with the purchase of the Bell
helicopter(s) may be scheduled within six (6) months prior to the ship delivery or within one (1)
year after the ship is delivered. The training courses identified expire one (1) year after each ship
is delivered.
Student Registration: After contract award, the BTA will coordinate a firm training schedule of
classes based on the specific number of attendees for each type of training upon request by the
Purchaser. The customer administrator selects course dates for the specific number of attendees
identified for each type of training from our published course schedules at
http://www.bellfliqht.com/support-and-service/traininq. Any changes to the agreed schedule,
terms and conditions, courses, and number of attendees may result in additional charges to the
program. It is encouraged that all training be scheduled at least (9Q) days prior to the start of
established course date to ensure space and instructor availability.
Trainee Expenses: Arrangements and all expenses associated with training for each designated
trainee will be the responsibility the customer.
Helicopter Purchase and Seivices Agreement Page 18 of 23
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EXHIBIT B
PAYMENT SCHEDULE
Initial Deposit. An initial non-refiindable deposit in the amount of fifteen percent (15%) of the
total negotiated purchase agreement price be paid to a Bell designated banlc account via a wire
transfer within twenty (20) calendar days after the purchase agreement is executed by the Parties
and receipt of a valid invoice for the deposit fi�o�n Bell.
Initial Deposit Amount: $309,336.44
Final Pavment. The balance of payment is due Net 30 fi-om the City's inspection and acceptance
of the airfi•ame and receipt of a valid Bell invoice. All payments shall be made in United States
dollars by a single wire transfer or checic drawn fi•oin Purchasei•'s account or such other negotiable
instruments acceptable to Bell.
Total Price: $2,062,242.93
Initial Deposit: $309,336.44
Balance Due: $1,752,906.49
Helicopter P�u•chase and Services Agreement Page 19 of 23
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EXHIBIT C
WARRANTY
Seller warrants each new helicopter to be fi•ee fi�oin defect in material or worlananship under normal
use and service for 1,000 hours of operation or tlu•ee (3) years fi�om acceptance, whichever occurs fitst.
Spare parts installed as warranty replacetnent on helicopters which are covered by this New Helicopter
Wai7�anry will be wan•anted for the balance of the original ait�craft warranty. Seller assigns each
manufactui•er's warranty to Buyer to the extent such manufacturer's warranty exists and is assignable.
In addition, during the first year or within 1,000 hours of total aircraft time, whichever occurs fiist, the
Seller shall t•eiinburse Buyer at a regional labor rate, as mutually agreed upon, for reasonable actual labor
costs directly related to reinoval and reinstallatioil ofparts deterinined to be defective; such reiinburseinent
amount shall be in Seller's sole discretion and Seller shall not reiinbuise any labor costs which it does not
deem to be reasonable or du�ectly related to removal and reinsiallation. Seller shall also reimburse
reasonable fi•eight chaiges, excluding insurance, customs fees, duties, handling fees, and taxes. Seller
shall not reimburse Buyer for any parts repaired or replaced outside of the Seller's Warranty Claims
Process unless express prior written authorization is granted by Seller's Warranty Department to Buyer
foi• such repaii• or replacement.
Parts, components and assemblies of all helicopter parts may have been restored or reworked due to mars,
blemishes, dents or other irregularities during the manufacturing process. Such restoration and/or rewoi�k
are perinitted under Seller's appi•oved manufacturing and engineering processes and guidelines. The
restoration and/or reworlc so completed do not render such iteins defective in material oi• worlcmansl�ip.
Seller's sole obligation tuider this warranty is linuted to the repau� or replacement of parts which are
determined to Seller's reasonable satisfaction to have been defective within the applicaUle wacranty
period as described above. Replacement of parts may Ue either new or reconditioned at Seller's election
and at the lowest allowable maintenance level contained in Seller's manuals, service bulletins or
applicable supplier maintals.
NO FAiTLT FOiTND: In the event Sellei• determines, after evaluation of a rehirned part, that a defect does
not exist, then Btryer shall pay all expenses incuired by Seller i•elated to the return including, but not lilnited
to, costs incurred in shipping and evaluating the part and cost for any replacement part and restocking of
the part. In addition, Seller shall not reimbtu•se Buyer for any costs related to the removal or reinstallation
of such a part.
WARItANTY CLAIM PROCESS: Defective parts must be reported in writing to the Seller's Warranty
Administration within thirty (30) days of being found defective. Parts may be repaired or replaced with new
or reconditioned parts, at Seller's election. Warranty adjustment is contingent upon the Buyer complying
with the Seller's Warranty Process and with the Seller's Warranty Administration disposition instructions
for defective pai•ts. Failui•e to properly comply with Seller's Warranty Process may, at Sellei•'s sole option,
void Seller's warranty as to the allegedly defective pac-t.
RETURN SHIPMENT: Parts returned to Seller will be eligible foi• remedy under this warranty only if
the part is carefully paciced by the Buyer for the return shipment. Damage occurring to a part due to
improper pacicaging may result in the denial of a warranty claim. In the event that Seller determines a
rehu•ned part to be damaged or unsalvageable due to improper pacicaging, tl�e Buyer will be billed repair
or replacement cost incurred by Seller. The party initiating slupment beais �he risk of loss or damage to
parts in transit.
CORE RETURNS: Any cot�e removed Uy Buyer for which Seller has fiunished a replacement part
through the Warranty Process shall be shipped by Buyer, with all historical service i•ecords, to a facility
designated Uy Sellei•, within thirty (30) days of receipt by Buyer of the replacement part. Buyer shall
Helicopter Ptu�chase and Seivices Agreeinent Page 20 of 23
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provide Seller with proof of shipment within duity (30) days following receipt of the replacement part. In
the event that Buyer fails to provide Seller with such proof of shipment within the thirty (30) days or fails
to provide the applicable historical set�vice records, Buyer shall be charged the invoiced value of the
replacement part.
WARRANTY AND LIABILITY DISCLAIMERS AND EXCLUSIONS: THIS WARRANTY IS
GIVEN AND ACCEPTED 1N PLACE OF (i) ALL OTHER WARRANTIES OR CONDITIONS,
EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OR
CONDITIONS OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR Pi.TIZPOSE AND (ii)
ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY 1N CONTRACT OR IN TORT,
INCLUDING PRODUCT LIABILITIES BASED UPON STRICT LIABILITY, NEGLIGENCE, OR
IMPLIED WARIt.ANTY IN LAW.
This warranty is the only warranty made by Seller. The Buyer's sole remedy for a breach of this warranty
or any defect in a part is the repair or i•eplacement of the helicopter part, reimbursement of reasonable
fi-eight charges, and reimbtusement of reasonable labor costs directly related to removal and
reinstallation as provided herein. Seller excludes liaUility, whether as a i•esult of a bi•each of conh�act or
warranty, negligence or strict product liability, for� incidental or consequential damages, including without
limitation, damage to the helicopter or other property, costs and expenses resulting fi•om required changes
or inodifications to helicopter components and assemblies, changes in retirement lives and overhaul
periods, local custoins fees and taxes, and costs or expenses for commercial losses or lost profits due to
loss ofuse or grounding of helicopters oi• otherwise.
Seller makes no warranty and disclaims all liability in contract or in tort, including, without limitation,
negligence and strict tort liability, with respect to worlc performed by thu•d parties at Buyer's request
and with respect to engines, engine accessories, batteries, paint, radios, a n y a n d a 11
c u s t o m i z i n g e q u i p m e n t, and Buyer furnished equipment or equipment manufactured by others
and installed at Buyer's i•equest.
Seller makes no warranty and disclaims all liability with respect to components or parts damaged Uy, or
worn due to, noi7nal wear and tear, erosion or con�osion. Seller makes no warranty and disclaims all
liability for consumables which are defined as items required for normal and routine maintenance or
replaced at scheduled intervals shorter than the wan•anty period. "Consumables" include but are not
limited to engine and hydraulic oil, oil filters, pacicings and o-rings, anti-corrosion and/or sealing
compounds, biush plating material, nuts, bolts, washers, screws, fluids, compounds, and standard aircraft
hardware that is readily available to aircraft operatois fi•otn sources other than Seller.
This warranty shall not apply to any helicopter part which has been repai►•ed or altered outside Seller's
factoiy in any way so as, in Sellec�'s sole judgment, to affect its stability, safety or i•eliability. This
wan�anty shall not apply to any helicopter part which has been subject to misuse, negligence or accident,
or which has been installed in any aircraft which has Ueen destroyed. Repairs and alterations which
use or inco�porate parts and components other than genuine Bell parts or parts approved by Bell for
direct acquisition fi•oin sources other than Bell itself are not warranted by Bell, and this wan�anty shall be
void to the extent that such repairs and alterations, in Seller's sole judgment, affect the stability, safety or
reliability of the helicopter or auy part thereof, or damage genuine Bell or Bell-approved parts. No person,
corporation or organization, including Bell Authorized Customer Service Facilities, is authorized by
Seller to assume for it any other liability in connection with the sale of its helicopters and parts.
NO STATEMENT, WHETHER WRITTEN OR ORAL, MADE BY ANY PERSON,
CORPORATION OR ORGANIZATION, INCLUDING BELL AUTHORIZED CUSTOMER
SERVICE FACILITIES, MAY BE TAKEN AS A WAItRANTY NOR WILL IT B1ND SELLER.
Helicopter Purchase and Services Agreeinent Page 21 of 23
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CHOICE OF LAW AND JURISDICTION: This warranty shall be interpreted under and governed by
the laws of the State of Texas. All legal actions based upon claims or disputes pertaining to or
involving this warranty including, but not linuted to, Seller's denial of any claim or portion thereof under
this warranty, must be filed ii1 the courts of general jurisdiction of Tarrant County, TeYas or iii the United
States District Court for the Northern District of Texas, Ft. Worth Division located in Ft. Worth, Tarrant
County, Texas.
Helicopter Purchase and Seivices Agreement Page 22 of 23
EXHIBIT D
VERIFICA,TION OF SIGNATURE AUTHORITY
B�LL TEXTRON INC.
3255 BELL FLIGHT BLVD
FORT W ORTH, TX 76118
Execution of this Signatui•e Verification Form ("Form") hereby certifies that the following
individuals and/or positions have the authority to Iegally bind Vendor and to execute any agreement,
amendment or change order on behalf of Vendor, 5uch binding authority has been granted by proper order,
resolution, ordinance or other authorization of Vendor. City is fully entitled to rely on the warranty and
representation set forth in this Form in entering into any agreement or amendment with Vendor. Vendor
will submit an updated Form within ten (10) business days if there are any changes to the signatory
authority. City is entitled to rely on any current executed Form until it receives a revised Form that has been
proper]y executed by Vendor.
Name: Mario Gallardo
Position: Manager ofNA Contracts
�����������
5ignature
Name:
Position:
Signature
Name:
Position:
Signature
Nam : Lisa Atherton
�,_ �
c
'gn ure of.President / CEO
Other Title:
Date: � . t� o�
Helicopter Purchase and Services Agreement Page 23 of 23
M&C Review
CITY COUNCIL AGENDA
Create New From This M&C
Page 1 of 3
Official site of the City of Fort Worth, Texas
��lRT����1�7'!1
��
I7s���
CODE
4/9/2024 REFERENCE
NO..
C TYPE:
M&C 24-0295 LOG NAME:
NON- PUBLIC
CONSENT HEARING:
35POLICE AIR SUPPORT
HELICOPTER PURCHASE
NO
SUBJECT: (ALL) Authorize Execution of a Purchase Agreement with Bell Textron, Inc. for the
Purchase of a New Bell 505 Helicopter in the Amount of $2,062,242.93; Authorize
Execution of a Vendor Services Agreement with CNC Technologies, LLC for the Purchase
of Police Mission Equipment and Installation in the Amount of $1,896,049.31 for a Total
Purchase Amount of $3,958,292.24 for the Police Department
RECOMMENDATION:
It is recommended that the City Council authorize:
1. Execution of a purchase agreement with Bell Textron, Inc, for the purchase of a new Bell 505
helicopter in the amount of $2,062,242.93; and
2. Execution of a vendor services agreement with CNC Technologies, LLC for the purchase of
police helicopter mission equipment and installation services in the amount of $1,896,049.31
for the Police Department Air Support Unit for a total of $3,958,292.24.
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This Mayor and Council Communication (M&C) requests authorization to purchase a new Bell 505
helicopter and its associated police mission equipment to replace inoperable Police Department Air
Support helicopters, increasing the Air Support Unit fleet to two. The budget for the new helicopter is
$4,000,000.00 using previously appropriated Capital Improvement Program (CIP) funds.
Backqround: Police Department aerial support, via helicopter, can provide valuable and timely
information during events such as missing persons, kidnappings, robberies, shootings, large-scale
disasters, assisting the Fire Department during large fires, and searching fields or bodies of water.
The ability to safely and efficiently guide officers and other resources dramatically impacts successful
conclusions to these situations, protecting the health, safety, and welfare of both the citizens of Fort
Worth and public safety personnel.
Historically, the Fort Worth Police Department (Police) has had a fleet of at least two operational
helicopters. Two existing Police Air Support Unit helicopters are no longer in service due to significant
age and accumulated flight hours, reducing the Police fleet to a single flightworthy helicopter "Air1" in
May 2023.
During 2023, the Air Support Unit responded to 1,372 missions, or an average 4.5 missions each day
of availability. Between May 2023 and December 2023, "Air1" was unable to provide air support on 59
days due to unavoidable maintenance events; one maintenance event took three weeks to complete.
The Police Department estimates that during the scheduled and unsched�led maintenance events in
2023, "Air1" was unavailable for over 250 missions.
In the next 18 to 24 months, "Air1" will need an intensive and required 3,000 flight hour maintenance
event which will take it out of service for at least a month or longer. If "Air1" is needed for
approximately 4.5 missions a day, the potential risk is that "Air1" could be unavailable for more than
135 missions during the required 3,000 flight hour maintenance event.
The City Attorney's Office approved a Chapter 252 Exemption from bidding requirements for
purchasing this helicopter as necessary to preserve or protect the public health or safety of the City of
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M&C Review
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Fort Worth's residents. This exemption allows Police to move forward with the purchase of a second
helicopter immediately. A fleet of two flightworthy helicopters will minimize the risk to the public's
health, safety, and welfare due to an extended lack of aerial support from Police.
Upon City Council approval of this M&C, the Police will execute a purchase agreement with Bell
Textron Inc. (Bell) and a vendor services agreement with CNC Technologies, LLC (CNC). Bell will
provide the helicopter aircraft; CNC will provide and complete the upfitting of the Police helicopter
mission equipment.
Maintenance and support costs: The Bell 505 aircraft includes a three-year/1,000 flight hours
warranty for the repair or replacement of defective aircraft parts. During the warranty period a
separate service agreement will be executed with Bell.for scheduled and unscheduled maintenance,
based on the number of flight hours and an hourly rate set at the time of helicopter delivery, to
continue for five years. For calendar year 2023, the third year of the warranty period for existing
Police helicopter "Air1", maintenance costs were approximately $121,000.00.
In order to limit major engine maintenance expenses for "Air1", the City entered into a service
agreement with Safran Helicopter Engines USA, Inc. (Safran) for scheduled and unscheduled engine
maintenance. For calendar year 2023, the engine maintenance costs were approximately
$135,000.00.
Once the new helicopter is accepted by the City during 2026, service maintenance agreements with
Bell and Safran will be executed; costs are expected to increase approximately three to five percent
above 2023 maintenance costs.
Upon final completion, all CNC-installed Police mission equipment will have a one-year warranty. The
second-year equipment support agreement may be purchased for approximately $22,500.00.
Upon City Council approval of this M&C, final delivery of the helicopter is expected to take 18 to 24
months. Police will return to City Council for authorization to enter into annual service maintenance
agreements with Bell and Safran for the new helicopter, once hourly rates are established. Costs for
all service maintenance and equipment support agreements will be budgeted in the Fiscal Year 2026
Police General Fund Operating budget.
Trade-in credits: The quote provided by CNC for the police mission equipment and installation
includes credits for the trade-in of Police 1996 Bell 206B3 helicopter and Police 2003 Bell 206B3 at
$74,905.00 each. Also included is a trade-in credit of $30,000.00 for a Generation 1 Wescam MX-10
thermal imaging system for low altitude surveillance.
Payment terms: Upon execution of the authorized purchase agreement with Bell for the Bell 505 basic
aircraft, an initial payment of $309,336.44 will be made, with the balance of $1,752,906.49 paid upon
acceptance of aircraft from Bell.
Upon execution of the authorized purchase agreement with CNC for police mission equipment and
installation services, an initial payment will be made for approximately 10 percent of the agreement
total. Once a date has been determined for delivery of the aircraft from Bell, a second payment of
approximately 40 percent will be made for the CNC police mission equipment order according to
product delivery lead times. Mutually agreed upon milestones will be established for up to three
progress payments throughout the installation process for approximately 40 percent of the contract
amount. Upon final delivery and acceptance of the helicopter from CNC, the remaining 10 percent of
the contract amount will be paid.
The Crime Control and Prevention District Board approved funding of $4,000,000.00 for the purchase
of a helicopter.
Funding is budgeted in the CCPD Capital Projects Fund for the Police Public Safety Department for
the purpose of funding the PD 2024 Helicopter project, as appropriated.
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.
DVIN-BE: The Police Department was approved for a Chapter 252 Exemption by the City Attorney's
Office. Therefore, the business equity goal requirement is not applicable.
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M&C Review
FISCAL INFORMATION/CERTIFICATION:
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The Director of Finance certifies that funds are available in the current capital budget, as previously
appropriated, in the CCPD Capital Projects Fund for the PD 2024 Helicopter project to support the
approval of the above recommendations and execution of the purchase agreements. Prior to any
expenditure being incurred, the Police Department has the responsibility to validate the availability of
funds.
TO
Fund Department Account Project Program Activity Budget Reference # Amount
ID ID Year Chartfield 2
FROM
Fund Department Account Project Program Activity Budget Reference # Amount
ID ID Year Chartfield 2
Submitted for City Manager's Office by:
Originatinq Department Head:
Additional Information Contact:
William Johnson (5806)
Neil Noakes (4212)
Robert A Alldredge (4131)
ATTACHMENTS
35POLICE AIR SUPPORT HELICOPTER PURCHASE.docx (CFW Internal)
Approved Chapter 252 Exemption Police Helicopter 1-18-2024.pdf (Public)
CNC Form 1295 2024-1122205.pdf (CFW Internal)
DVIN siqned 2-12-2024.pdf (CFW Internal)
FID Table new helicopter purchase.xlsx (cFW Internal)
http://apps.cfwnet.oig/council�acicet/mc r�eview.asp?ID=32002&councildate=4/9/2024 6/6/2024