HomeMy WebLinkAboutContract 61519Vendor Services Agreement Page 1 of 12
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 Silver
Creek Materials (“Vendor”), each individually referred to as a “party” and collectively referred to as the
“parties.”
1.Scope of Services. Vendor shall provide bulk material disposal services “Services”), as
set forth in more detail in Exhibit “A,” attached hereto and incorporated herein for all purposes.
2. Term. This Agreement begins on May 21, 2024] (“Effective Date”) and expires on May
22, 2025 (“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. Compensation. 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 will not exceed 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 Obligations 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
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 Services Agreement Page 2 of 12
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.Independent 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
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
Vendor Services Agreement Page 3 of 12
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.
8.Liability 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, FROM AND AGAINST ANY AND ALL CLAIMS
OR LAWSUITS OF ANY KIND OR CHARACTER, WHETHER REAL OR ASSERTED, FOR
EITHER PROPERTY DAMAGE OR LOSS (INCLUDING 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
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
Vendor Services Agreement Page 4 of 12
software and/or documentation to make it non-infringing, provided that 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 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.
9.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:
Statutory limits according to the Texas Workers’ Compensation Act or any other
state workers’ compensation laws where the Services are being performed
Employers’ liability
Vendor Services Agreement Page 5 of 12
$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 Requirements
(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.
11.Compliance with Laws, Ordinances, Rules and Regulations. 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 Services Agreement Page 6 of 12
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:
Silver Creek Materials
Attn: Chief of Operations, Title
2251 Silver Creek Road
Fort Worth, Texas 76105
Facsimile: _______________
14.Solicitation of Employees. 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.
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.
Vendor Services Agreement Page 7 of 12
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 Majeure. 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 and B.
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 Nationality Act. Vendor must verify the identity and employment eligibility
of its employees who perform work under this Agreement, including completing the Employment
Eligibility Verification Form (I-9). Upon request by City, 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
C
Vendor Services Agreement Page 8 of 12
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 Authority. 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 Company 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 Boycott 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.
30.Prohibition on Boycotting Energy Companies. Vendor acknowledges that in
accordance with Chapter 2276 of the Texas Government Code, City is prohibited from entering into a
contract for goods or services that has a value of $100,000 or more that is to be paid wholly or partly from
public funds of the City with a company with 10 or more full-time employees unless the contract contains
Vendor Services Agreement Page 9 of 12
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. To the extent that Chapter 2276 of the
Government Code is applicable to this Agreement, by signing this Agreement, Vendor certifies that
Vendor’s signature provides written verification to 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, City is
prohibited from entering into a contract for goods or services that has a value of $100,000 or more that is
to be paid wholly or partly from public funds of the City with a company with 10 or more full-time
employees unless the contract contains a written verification from the company that it: (1) does not have a
practice, policy, guidance, or directive that discriminates against a firearm entity or firearm trade
association; and (2) will not discriminate during the term of the contract against a firearm entity or firearm
trade association. 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 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)
ACCEPTED AND AGREED:
CITY OF FORT WORTH:
By:
Name: Fernando Costa
Title: Assistant City Manager
Date:
APPROVAL RECOMMENDED:
By:
Name: Chris Harder
Title: Water Director
ATTEST:
By: Name: Jannette Goodall
Title: City Secretary
VENDOR:
Silver Creek Materials
By:
Name: Aaron Fields
Title: Chief of O erations
Date: -�-/_5 ___ ,2 024
Vendor Services Agreement
City Secretary Contract No. _____ _
CONTRACT COMPLIANCE MANAGER:
By signing I acknowledge that l am the person
responsible for the monitoring and administration of
this contract, including ensuring all performance and
reporting requirements.
By:
Name: Regina Jones
Title: Contract Compliance Specialist
APPROVED AS TO FORM AND LEGALITY:
By: Douglas Black (Jun 6, 202415:07 CDT)
Name: Doug Black
Title: Sr. Assistant City Attorney
CONTRACT AUTHORIZATION:
M&C: 24-0378
Form 1295: 2024-1138642
Page 10 of 12
Vendor Services Agreement Page 11 of 12
EXHIBIT A
SCOPE OF SERVICES
__________________________.
CITY OF FORT WORTH - PURCHASING DIVISION
SPECIFICATION
ITB Ref. #: 24-0113 Doc. Ref#: ITB-06 Page 1 of 5
ITB Title: Bulk Disposal
1.0 SCOPE
1.1 The City of Fort Worth (City) seeks to finalize an agreement for the
disposal of bulk materials including, but not limited to, soil, asphalt,
and concrete for the Water Department on an “as needed” basis.
1.2 Following the award, additional services of the same general in the
award of this contract, that are not already on the contract, may be
added.
1.3 Unit price shall include all costs associated including by not limited to
delivery and/or fuel charges. No additional charges will be accepted
or paid by the City.
2.0 BULK MATERIAL/SPOIL DISPOSAL SPECIFICATIONS
2.1 The Vendor shall provide bulk material disposal services for 90
percent (%) clay, soil and sand, 0-10% concrete and 0-10% asphalt at
an estimated 10 cubic yards per load.
2.2 The Vendor shall have a ticket management system to track the
number of truck loads and cubic yards of bulk material disposed of.
2.3 The Vendor shall have no separation requirement when disposing of
bulk materials.
2.4 The Vendor shall have proof of an active registration with TCEQ
Land Reclamation Project Using Tires (LRPUT) or Type I Municipal
Solid Waste (MSW) Landfill Permit.
2.5 The Vendor shall follow all applicable Texas Administrative Codes
(TAC) and Texas Commission on Environmental Quality (TCEQ)
requirements when disposing of all bulk materials.
3.0 CONTAMINATED SOIL DISPOSAL SPECIFICATIONS
3.1 The Vendor shall supply the city with a location where soil
contaminated with sewage can be dumped.
3.2 The Vendor shall charge for the disposal at an estimated 10 cubic
CITY OF FORT WORTH - PURCHASING DIVISION
SPECIFICATION
ITB Ref. #: 24-0113 Doc. Ref#: ITB-06 Page 2 of 5
ITB Title: Bulk Disposal
yards per load.
4.0 CITY RESPONSIBILTIES – The City shall:
4.1 Fill 10-yard dump trucks and deliver materials for disposal to
Vendor’s location.
5.0 DELIVERY REQUIREMENTS
5.1 The Vendor shall provide a location(s) in which bulk materials can be
disposed of.
5.2 The location must be open for disposal of bulk materials 24 hours per
day, 365 days per year.
5.3 The address of the Vendor’s location shall be listed on: ITB-07-
Questionnaire and Requirements.
6.0 INVOICE AND PAYMENTS
6.1 Registration:
Successful bidders are required to register for direct deposit payments
prior to providing goods and/or services using the forms posted on the
City’s website at
https://www.fortworthtexas.gov/departments/finance/purchasing/
register
6.2 Invoice:
The Vendor shall send invoices electronically to our centralized
Accounts Payable department invoice email address:
supplierinvoices@fortworthtexas.gov. This email address is not
monitored so please do not send correspondence to this email address.
The sole purpose of the supplier invoices email address is to receipt
and process supplier invoices.
Please include the following on the subject line of your e-mail: vendor
name, invoice number, and PO number, separated by an underscore
(ex: Example, Inc._123456_FW013-0000001234)
CITY OF FORT WORTH - PURCHASING DIVISION
SPECIFICATION
ITB Ref. #: 24-0113 Doc. Ref#: ITB-06 Page 3 of 5
ITB Title: Bulk Disposal
To ensure the system can successfully process your invoice in an
expedient manner, please adhere to the following requirements:
i. All invoices must be either a PDF or TIFF format.
ii. Image quality must be at least 300 DPI (dots per inch).
iii. Invoices must be sent as an attachment (i.e. no invoice in the
body of the email).
iv. One invoice per attachment (includes PDFs). Multiple
attachments per email is acceptable but each invoice must be a
separate attachment.
v. Please do not send handwritten invoices or invoices that contain
handwritten notes.
vi. Dot matrix invoice format is not accepted.
vii. The invoice must contain the following information:
a. Supplier’s Legal Name and Address;
b. Remit to Supplier Name and Address, if different;
c. Applicable City Department business unit# (i.e. FW013)
d. Complete City of Fort Worth PO number (i.e. the PO
number must contain all preceding zeros);
e. Invoice number;
f. Invoice date; and
viii. Invoices should be submitted after delivery of the goods or
services.
To prevent invoice processing delays, please do not send invoices by
mail and email and please do not send the same invoice more than
once by email to supplierinvoices@fortworthtexas.gov. To check on
the status of an invoice, please contact the City Department ordering
the goods/services or the Central Accounts Payable Department by
email at: ZZ_FIN_AccountsPayable@fortworthtexas.gov.
If you are unable to send your invoice as outlined above at this time,
please send your invoice to our centralized Accounts Payable
CITY OF FORT WORTH - PURCHASING DIVISION
SPECIFICATION
ITB Ref. #: 24-0113 Doc. Ref#: ITB-06 Page 4 of 5
ITB Title: Bulk Disposal
department instead of directly to the individual city department. This
will allow the city staff to digitize the invoice for faster processing.
If electronic invoicing is not possible, you may send your paper
invoice to:
City of Fort Worth
Attn: FMS Central Accounts Payable
200 Texas Street
Fort Worth, Texas, 76102
The City’s goal is to receive 100% of invoices electronically so that
all supplier payments are processed efficiently. To achieve this goal,
we need the Contractor’s support.
If Contractor has any questions, please contact the Accounts Payable
team at (817) 392-2451 or by email to
ZZ_FIN_AccountsPayable@fortworthtexas.gov .
Contractor shall not include Federal, State of City sales tax in its
invoices. City shall furnish a tax exemption certificate upon Vendor’s
request.
6.3 Payment:
All payment terms shall be “Net 30 Days” unless specified in the bid.
7.0 UNIT PRICE ADJUSTMENT
Vendors may require that unit prices be adjusted for increases or decreases
in Vendor’s cost during the contract period using the following procedure:
i. The Vendor must submit its price adjustment request in writing at
least 30 days before the requested effective period. The Vendor shall
provide written proof of cost increases with the price adjustment
request.
ii. If the City concludes that the rate increase being requested is
unacceptable, the City reserves the right to adjust the rate request, or
reject the rate request in its entirety and allow the contract to expire at
the end of the contract term. If the City elects not to exercise the
renewal option, the Purchasing Division reserves the right to issue a
CITY OF FORT WORTH - PURCHASING DIVISION
SPECIFICATION
ITB Ref. #: 24-0113 Doc. Ref#: ITB-06 Page 5 of 5
ITB Title: Bulk Disposal
new solicitation or procure the goods or services by any other
allowable means.
iii. Prices bid shall remain firm for the term of the Agreement and shall
include all associated freight and delivery costs, unless otherwise
specifically stated and agreed to by City.
iv. Upon expiration of the Agreement term the successful bidder, agrees
to hold over under the same terms and conditions of the executed
Agreement for a reasonable period of time to allow the city to re-bid
an agreement, not to exceed ninety (90) days.
v. The provision of goods and/or services shall not be suspended by the
Vendor except as expressly allowed by the contract’s terms and
conditions.
8.0 COOPERATIVE PURCHASING
i. The City has interlocal agreements with many other governmental
entities that provides the ability for other entities to use the City’s
contracts, so long as vendors agree to extend the same terms,
conditions, and pricing to the other entities. Bidder shall indicate in
their bids/proposals whether they agree that to extend the terms,
conditions, specifications, and pricing of its agreement with the City
to other governmental entities.
ii. If the successful Bidder agrees to extend the resulting contract to other
governmental entities, the following shall apply: Governmental
entities with interlocal agreements with the City shall be eligible, but
not obligated to purchase material/services under contract(s) awarded
as a result of City solicitations. All purchases by governmental entities
other than the City shall be billed directly to that governmental entity
and paid by that governmental entity. The City shall not be
responsible for another governmental entity’s debts. Each
governmental entity shall order its own material/services as needed.
Vendor Services Agreement Page 12 of 12
EXHIBIT B
PAYMENT SCHEDULE
__________________________.
Responses
Suepas: All Mt� h valldl
ITB 24-0113 Bulk Materials 8 Disposal
Success: All vNuas provfaed gjd g�_� Disposal of Spoil, including, but not limited to Each 390A S 50.00 5 t95,200.00
soil, concrete, asphalt, Per 10 Cubic Yard Load
Not BiAAing No Bld #t-2 Disposal of Soil contaminated with sewage, Per ��
10 Cubic Yard Load Each �5
,. � ._.. _. �....�...-,o..: : � .: .,. ., '-.:,..., ..
_ . . .. , ,. � .:.:. . . ::...._ . .,... ,;,-.....
_1.� . ._ 5195.200.00
E 795,200.00
WHOLESALE PRICE SHEET
Aromatic Cedar
Color Enhanced
Native Tree
Playground
511.�'ER CREf:K bIA"fERIALS
n o�rn� prn� r o� pin dnn�•� ,,,,�r,
• 1 � � � � � � � � � / � �
BAG PLT YARD ORGANIC DRY BAG PLT YARD
56.00
$4.15
$3.30
$5.50 $43.00
53.30 $41.00
$3.10 $23.25
Special Order
Bella Flora Potting Mix, 40#
Dig Easy Expanded Shale, 40#
Enriched Organic Compost, 40#
Lava Sand Mix, 40#
FORT WORTH�
55.85 55.75 $48.00
S8.00 57.05 -
S4.30 S3J5 537.00
$6.25 55.60 S50.00
$45.00 - -
$3.95 $3.55 527.00
- - S21.00
Peat Moss, 3 Cu. Ft.
Premium Soil Mix
Sandy Soil Mix
Pea Gravel
Crushed Limestone, 1"
Decomposed Granite
Infield Clay
Masonry Sand
Sand, USGA
Black Star Rock
River Rock, Tex Mix Small, 3/8-1"
River Rock, Brazos, 1-3"
YARD
^�39.75
$80.00
$77.00
Special Order
$104.50
Special Order
$215.00
$95.00
$115.00
•�
YARD
Clay - Screened (Blue / Purple) S
Clay - Unscreened (Blue / Purple)
Common Fill
S9.00
$4.75
RECYCLING FEES
Asphalt, Asphalt Millings Clean Asphalt - 10 Yard Loads
Asphalt, Asphalt Millings � Clean Asphalt - 20 Yard Loads
Dirt, Rock, & Concrete Non-Contaminated, Clean - 10 Yard Loads
Dirt, Rock, & Concrete Non-Contaminated, Clean - 20 Yard Loads
Land Clearing - Up to 15 Yards Clean Stumps, Tree Trunks, Log Loads Under 5' Long or 2' in Diameter
Land Clearing - Up to 20 Yards Clean Stumps, Tree Trunks, Log Loads Under 5' Long or 2' in Diameter
Land Clearing - Oversized Upcharge for Loads with Stumps, Tree Trunks, Logs Over 5' Long or 2'
in Diameter
Mixed Land Clearing Loads In Addition to Other Land Clearing Charges for Loads Mixed with Dirt
or Other Debris (Up to 30%)
Mudwater
Source Separated Lumber, Brush, Grass Clippings, Pallets, Etc. - 10 Yard Loads
Source Separated Lumber, Brush, Grass Clippings, Pallets, Etc. - 20 Yard Loads
Wood Chips & Logs, Mixed Load Mixed Chips & Logs
Trailer Pull-Off Service
$25.00/Load
$30.00/Load
$40.00/Load
S50.00/Load
$300.00/Load
�400.00/Load
$105.00/Load
$800.00/Load
$0.07/GL ($110 biin)
$100.00/Load
$180.00/Load
�60.00/Load
$35.00/Load
Wood Chips, Up to 10 Yards Chipper Trucks - Wood Chips Only 540.00/Load
Wood Chips, Up to 20 Yards End Dump or Demo Trailers - Wood Chips Only $60.00/Load
Wood Chips & Logs, Mixed Load Mixed Chips & Logs - 10 Yard Loads $60.00/Load
Wood Chips & Logs, Mixed Load Mixed Chips & Logs - 20 Yard Loads $100.00/Load
Jennifer Lutz
Business Development Manager
Effective 03/04/24 2251 Silver Creek Road, Fort Worth, TX 76108 Cell: (817) 914-1672
Priees subject to change. ($17) 246-2426 � www.silvercreekmaterials.com Email: Jennifer@silvercreekmaterials.com
o�mnoe
City of Fort Worth,
Mayor and
Texas
Council Communication
DATE: 05/14/24 M&C FILE NUMBER: M&C 24-0378
LOG NAME: 13P ITB 24-0113 BULK DISPOSAL SERVICES AW WATER
SUBJECT
(ALL) Authorize Execution of Agreement with Silver Creek Materials, Inc. for the Purchase of Bulk Disposal Services for the
Water Department in an Annual Amount Up to $500,000.00 and Authorize Four One-Year Renewals in the Same Amount
RECOMMENDATION:
It is recommended that the City Council authorize the execution of an agreement with Silver Creek Materials, Inc. for the purchase of bulk disposal
services for the Water Department in an annual amount up to $500,000.00 and authorize four (4) one-year renewals in the same annual amount.
DISCUSSION:
The Water Department approached the Purchasing Division for assistance with securing an agreement for bulk disposal services to dispose of
soil, asphalt, and concrete removed in the process of repairing water and sewer lines throughout the City of Fort Worth. Purchasing issued an
Invitation to Bid (ITB) that consisted of detailed specifications regarding the Texas Commission on Environmental Quality (TCEQ) permit
requirement, the types of materials to be disposed of, and the disposal location requirements.
The ITB was advertised in the Fort Worth Star-Telegram on February 5, 2024, February 14, 2024, February 21, 2024, and February 28, 2024. The
City received one response.
Staff evaluated the bid response based on lowest responsible bidder criteria and concluded it would be in the City's best interest to award to
Silver Creek Materials, Inc. Therefore, staff recommends awarding an agreement to Silver Creek Materials, Inc. No guarantee was made that a
specific amount services will be utilized.
The maximum amount allowed under this agreement will be $500,000.00. However, the actual amount used will be based on the departmenYs
needs and available budget. Funding is budgeted in the Water & Sewer Fund for the Water Department.
DVIN-BE: A waiver of the goal for Business Equity subcontracting requirement is approved by the DVIN-BE, in accordance with the Business
Equity Ordinance, because the purchase of goods or services is from sources where subcontracting or supplier opportunities are negligible.
AGREEMENT TERMS: Upon City Council approval, this agreement shall begin upon execution and expire one year from that date.
RENEWAL TERMS: This agreement may be renewed for four (4) additional, one-year terms. 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.
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.
FISCAL INFORMATION / CERTIFICATION:
The Director of Finance certifies that upon approval of the above recommendation, funds are available in the current operating budget, as
previously appropriated, and upon adoption of the Fiscal Year 2025 Budget by the City Council, funds will be available in the Fiscal Year
2025 Operating Budget, as appropriated, in the Water & Sewer Fund. Prior to an expenditure being incurred, the Water Department has the
responsibility to validate the availability of funds.
Submitted for City Manager's Office bk Reginald Zeno 8517
Originating Business Unit Head:
Additional Information Contact:
Fernando Costa 6122
Reginald Zeno 8517
Christopher Harder 5020
Jo Ann Gunn 8525
Alyssa Wilkerson 8357
CERTIFICATE OF INTERESTED PARTIES
FORM ZZ9S
1of1
Complete Nos. 1- 4 and 6 if there are interested parties. OFFICE USE ONLY
Complete Nos. 1, 2, 3, 5, and 6 if there are no interested parties. CERTIFICATION OF FILING
1 Name of business entiry filing form, and the city, state and country of the business entity's place Certificate Number:
of business. 2024-1138642
Silver Creek Materials
Fort Worth, TX United States Date Filed:
2 Name of governmental entity or state agency that is a party to the contract for which the form is 03/25/2024
being filed.
City of Fort Worth Date Acknowledged:
g Provide the identification number used by the governmental entiry or state agency to track or identify the contract, and provide a
description of the services, goods, or other property to be provided under the contract.
ITB 24-0113 Bulk Disposal
Silver Creek Materials is a mining, composUlandscape materials, and a source separated recycling facility. We will operate as a
receiver for bulk brush and green waste rec clin for this contract.
Nature of interest
4
Name of Interested Party City, State, Country (place of business) (check applicable)
Controlling Intermediary
5 Check only if there is NO Interested Party. ❑
X
6 UNSWORN DECLARATION
My name is ��C(�� �/L�J , and my date of birth is ��(r l�l � V f
My address is ��l ���VT _��,�{� �-1� . � V VV� ,�, �lu , ��•
(street) (city) (state) (zip code) (country)
I declare under penalty of perjury that the foregoing is true and correct.
Executed in �I ti�K� �� Caunty, State of , on the�ay of �, 20�.
,/? � f ' (month) (year)
l. � / r ,+I
'Y `
'�_` � �� � , _ .
/ I
5ignatifre of nzed'agent of contracting business entity
_�(oe�ie?ant)
Forms provided by Texas tthics c;ommission www.etnics.state.tx.us version v�.5.1.5b:�5auzi