HomeMy WebLinkAboutContract 61532CSC No. 61532
FORT WORT H
CITY OF FORT WORTH
SOLE SOURCE PURCHASE AGREEMENT
This Sole Source Purchase Agreement ("Agreement") is entered into by and between Knox
Associates, Inc. ("Seller") and the City of Fort Worth, ("Buyer"), a Texas home -rule municipal
corporation, each individually referred to as "party" and collectively as the "parties".
The Sole Source Purchase Agreement includes the following documents which shall be construed
in the order of precedence in which they are listed:
1. This Sole Source Purchase Agreement;
2. Exhibit A: Terms and Conditions;
3. Exhibit B: Conflict of Interest Questionnaire;
4. Exhibit C: Seller Contact Information;
5. Exhibit D: Verification of Signature Authority;
6. Exhibit E: Seller's Sole Source Justification Letter; and
7. Exhibit F: Seller's Proposal
Exhibits A, B, C, D, E, and F, which are attached hereto and incorporated herein, are made part of
this Agreement for all purposes. The Amount of this contract shall not exceed one hundred
thousand dollars and zero cents ($100,000.00).
The undersigned represents and warrants that he or she has the power and authority to execute this
Agreement and bind the respective party. Seller and Buyer have caused this Agreement to be
executed by their duly -authorized representatives to be effective as of the date signed by Buyer's
Assistant City Manager.
[Signature Page Follows]
[Remainder of Page Left Blank Intentionally]
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
Revised 3.11.20tp
IN WITNESS WHEREOF, the parties hereto have executed this Agreement in multiples.
BUYER:
CITY OF FORT WORTH: CONTRACT COMPLIANCE MANAGER:
By signing I acknowledge that I am the person
responsible for the monitoring and administration of this
Dom �r�gGc ollcontract, including ensuring all performance and
By:
Dana Burghdoff (Jun 202415.2`/ CDT) reporting requirements.
Name: Dana Burghdoff
Title: Assistant Citv Manager
Jun 10, 2024 By: -Jun 10, 202410:48 CDT)
Date: Name: Brenda Rav
Title: Purchasing Manager
APPROVAL RECOMMENDED:
APPROVED AS TO FORM AND LEGALITY:
By: J s Davis (Jun 10, 202411:20 CDT)
Name: Jim Davis By:
Title: Fire Chief Name: Andrea Phillips
p499annIl Title: Assistant Citv Attorney
ATTEST: pis F FORr9dd
O
o°tea =v CONTRACT AUTHORIZATION:
p°°o* M&C: N/A
aaan nEX65�a Form 1295: N/A
Name: Jannette Goodall
Title: Citv Secretary
SELLER:
Knox Associates, Inc.
By: �.. ��
Name: Mark Debban
Title: Sales Leader
Date:
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
2
Revised 3.11.20tp
EXHIBIT A
CITY OF FORT WORTH, TEXAS
STANDARD PURCHASING TERMS AND CONDITIONS
1.0 DEFINITION OF BUYER
The City of Fort Worth, its officers, agents, servants, authorized employees, vendors and
subcontractors who act on behalf of various City departments, bodies or agencies.
2.0 DEFINITION OF SELLER
Knox Associates, Inc., consultant, supplier, its officers, agents, servants, employees,
vendors and subcontractors, or other provider of goods and/or services who act on behalf
of the entity under a contract with the City of Fort Worth.
3.0 TERM
This Agreement shall begin on the date signed by the Assistant City Manager ("Effective
Date") and shall expire on May 30, 2025, ("Expiration Date"), unless terminated earlier in
accordance with this Agreement. Buyer shall 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 options, at Buyer's sole discretion.
4.0 PUBLIC INFORMATION
Buyer is a government entity under the laws of the State of Texas and all documents held
or maintained by Buyer are subject to disclosure under the Texas Public Information Act.
In the event there is a request for information marked Confidential or Proprietary, Buyer
shall promptly notify Seller. It will be the responsibility of Seller to submit reasons
objecting to disclosure. A determination on whether such reasons are sufficient will not be
decided by Buyer, but by the Office of the Attorney General of the State of Texas or by a
court of competent jurisdiction. The Parties agree that nothing contained within this
Agreement is considered proprietary or trade secret information and this agreement may
be released in the event that it is requested.
5.0 PROHIBITION AGAINST PERSONAL INTEREST IN CONTRACTS
No officer or employee of Buyer shall have a financial interest, direct or indirect, in any
contract with Buyer or be financially interested, directly or indirectly, in the sale to Buyer
of any land, materials, supplies or services, except on behalf of Buyer as an officer or
employee. Any willful violation of this section shall constitute malfeasance in office, and
any officer or employee found guilty thereof shall thereby forfeit his office or position.
Any violation of this section with the knowledge, expressed or implied, of the person or
3
Revised 3.11.20tp
corporation contracting with the City Council shall render the contract invalid by the City
Manager or the City Council. (Chapter XXVII, Section 16, City of Fort Worth Charter).
6.0 ORDERS
6.1 No employees of the Buyer or its officers, agents, servants, vendors or sub -vendors
who act on behalf of various City departments, bodies or agencies are authorized
to place orders for goods and/or services without providing approved contract
numbers, purchase order numbers, or release numbers issued by the Buyer. The
only exceptions are Purchasing Card orders and emergencies pursuant to Texas
Local Government Code Section 252.022(a)(1), (2), or (3). In the case of
emergencies, the Buyer's Purchasing Division will place such orders.
6.2 Acceptance of an order and delivery on the part of the Seller without an approved
contract number, purchase order number, or release number issued by the Buyer
may result in rejection of delivery, return of goods at the Seller's cost and/or non-
payment.
7.0 SELLER TO PACKAGE GOODS
Seller will package goods in accordance with good commercial practice. Each shipping
container shall be clearly and permanently marked as follows: (a) Seller's name and
address: (b) Consignee's name, address and purchase order or purchase change order
number; (c) Container number and total number of containers, e.g., box 1 of 4 boxes; and
(d) Number of the container bearing the packing slip. Seller shall bear the cost of packaging
unless otherwise provided. Goods shall be suitably packed to secure lowest transportation
costs and to conform to requirements of common carriers and any applicable specifications.
Buyer's count or weight shall be final and conclusive on shipments not accompanied by
packing lists.
8.0 SHIPMENT UNDER RESERVATION PROHIBITED
Seller is not authorized to ship the goods under reservation, and no tender of a bill of lading
will operate as a tender of goods.
9.0 TITLE AND RISK OF LOSS
The title and risk of loss of the goods shall not pass to Buyer until Buyer actually receives
and takes possession of the goods at the point or points of delivery after inspection and
acceptance of the goods.
10.0 DELIVERY TERMS AND TRANSPORTATION CHARGES
Freight terms shall be F.O.B. Destination, Freight Prepaid and Allowed.
4
Revised 3.11.20tp
11.0 PLACE OF DELIVERY
The place of delivery shall be set forth in the "ship to" block of the purchase order, purchase
change order, or release order.
12.0 RIGHT OF INSPECTION
Buyer shall have the right to inspect the goods upon delivery before accepting them. Seller
shall be responsible for all charges for the return to Seller of any goods rejected as being
nonconforming under the specifications.
13.0 INVOICES
13.1 Seller shall submit separate invoices in duplicate, on each purchase order or
purchase change order after each delivery. Invoices shall indicate the purchase
order or purchase change order number. Invoices shall be itemized and
transportation charges, if any, shall be listed separately. A copy of the bill of lading
and the freight waybill, when applicable, should be attached to the invoice. Seller
shall email invoices to Buyer's email address as set forth in the block of the
purchase order, purchase change order or release order entitled "Ship to." Payment
shall not be made until the above instruments have been submitted after delivery
and acceptance of the goods and/or services. Invoices must be either a PDF or TIFF
format and emailed to sunnlierinvoices(a)fortworthtexas.aov. The invoice shall
contain: 1) The CSCO; 2) Department Purchase Order Number; 3) PeopleSoft
Contract Number; 4) Department Business Unit Number; 5) Address where
service/commodity was delivered.
13.2 Seller shall not include Federal Excise, State or City Sales Tax in its invoices. The
Buyer shall furnish a tax exemption certificate upon Seller's request.
13.3 Payment. All payment terms shall be "Net 30 Days" unless otherwise agreed to in
writing. Before the 1st payment is due to Seller, Seller shall register for direct
deposit payments prior to providing goods and/or services using the forms posted
on the City's website".
14.0 PRICE WARRANTY
14.1 The price to be paid by Buyer shall be that contained in Seller's proposals which
Seller warrants to be no higher than Seller's current prices on orders by others for
products and services of the kind and specification covered by this agreement for
similar quantities under like conditions and methods of purchase. In the event Seller
breaches this warranty, the prices of the items shall be reduced to the prices
contained in Seller's proposals, or in the alternative upon Buyer's option, Buyer
shall have the right to cancel this contract without any liability to Seller for breach
5
Revised 3.11.20tp
or for Seller's actual expense. Such remedies are in addition to and not in lieu of
any other remedies which Buyer may have in law or equity.
14.2 Seller warrants that no person or selling agency has been employed or retained to
solicit or secure this contract upon an agreement or understanding for commission,
percentage, brokerage or contingent fee, excepting employees of an established
commercial or selling agency that is maintained by Seller for the purpose of
securing business. For breach or violation of this warranty, Buyer shall have the
right, in addition to any other right or rights arising pursuant to said purchase(s), to
cancel this contract without liability and to deduct from the contract price such
commission percentage, brokerage or contingent fee, or otherwise to recover the
full amount thereof.
15.0 PRODUCT WARRANTY
Seller shall not limit or exclude any express or implied warranties and any attempt to do so
shall render this contract voidable at the option of Buyer. Seller warrants that the goods
furnished will conform to Buyer's specifications, drawings and descriptions listed in the
proposal invitation, and the sample(s) furnished by Seller, if any. In the event of a conflict
between Buyer's specifications, drawings, and descriptions, Buyer's specifications shall
govern.
16.0 SAFETY WARRANTY
Seller warrants that the product sold to Buyer shall conform to the standards promulgated
by the U.S. Department of Labor under the Occupational Safety and Health Act (OSHA)
of 1970, as amended. In the event the product does not conform to OSHA standards, Buyer
may return the product for correction or replacement at Seller's expense. In the event Seller
fails to make appropriate correction within a reasonable time, any correction made by
Buyer will be at Seller's expense. Where no correction is or can be made, Seller shall refund
all monies received for such goods within thirty (30) days after request is made by Buyer
in writing and received by Seller. Notice is considered to have been received upon hand
delivery, or otherwise in accordance with Section 29.0 of these terms and conditions.
Failure to make such refund shall constitute breach and cause this contract to terminate
immediately
17.0 SOFTWARE LICENSE TO SELLER
If this purchase is for the license of software products and/or services, and unless otherwise
agreed, Seller hereby grants to Buyer, a perpetual, irrevocable, non-exclusive,
nontransferable, royalty free license to use the software. This software is "proprietary" to
Seller, and is licensed and provided to the Buyer for its sole use for purposes under this
Agreement and any attached work orders or invoices. The Buyer may not use or share this
software without permission of the Seller; however, Buyer may make copies of the
software expressly for backup purposes.
6
Revised 3.11.20tp
18.0 WARRANTY AGAINST INFRINGEMENT OF INTELLECTUAL PROPERTY
18.1 The SELLER warrants that all Deliverables, or any part thereof, furnished
hereunder, including but not limited to: programs, documentation, software,
analyses, applications, methods, ways, and processes (in this Section each
individually referred to as a "Deliverable" and collectively as the
"Deliverables,") do not infringe upon or violate any patent, copyrights,
trademarks, service marks, trade secrets, or any intellectual property rights
or other third party proprietary rights, in the performance of services under
this Agreement.
18.2 SELLER shall be liable and responsible for any and all claims made against
the Buyer for infringement of any patent, copyright, trademark, service mark,
trade secret, or other intellectual property rights by the use of or supplying of
any Deliverable(s) in the course of performance or completion of, or in any
way connected with providing the services, or the Buyer's continued use of the
Deliverable(s) hereunder;
18.3 SELLER agrees to defend, settle, or pay, at its own cost and expense, any claim
or action against Buyer for infringement of any patent, copyright, trade mark,
trade secret, or similar property right arising from Buyer's use of the software
and/or documentation in accordance with this Agreement, it being understood
that this agreement to defend, settle or pay shall not apply if Buyer modifies
or misuses the software and/or documentation. So long as SELLER bears the
cost and expense of payment for claims or actions against Buyer pursuant to
this section, SELLER shall have the right to conduct the defense of any such
claim or action and all negotiations for its settlement or compromise and to
settle or compromise any such claim; however, Buyer shall have the right to
fully participate in any and all such settlement, negotiations, or lawsuit as
necessary to protect Buyer's interest, and Buyer agrees to cooperate with
SELLER in doing so. In the event Buyer, for whatever reason, assumes the
responsibility for payment of costs and expenses for any claim or action
brought against Buyer for infringement arising under this Agreement, Buyer
shall have the sole right to conduct the defense of any such claim or action and
all negotiations for its settlement or compromise and to settle or compromise
any such claim; however, SELLER shall fully participate and cooperate with
Buyer in defense of such claim or action. Buyer agrees to give SELLER timely
written notice of any such claim or action, with copies of all papers Buyer may
receive relating thereto. Notwithstanding the foregoing, Buyer's assumption
of payment of costs or expenses shall not eliminate SELLER's duty to
indemnify Buyer 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, SELLER shall, at its own expense and as
7
Revised 3.11.20tp
Buyer's sole remedy, either: (a) procure for Buyer the right to continue to use
the software and/or documentation; or (b) modify the software and/or
documentation to make it non -infringing, provided that such modification
does not materially adversely affect Buyer'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 Buyer; or (d) if none
of the foregoing alternatives is reasonably available to SELLER terminate this
Agreement, and refund all amounts paid to SELLER by Buyer, subsequent to
which termination Buyer may seek any and all remedies available to Buyer
under law; and
18.4 The representations, warranties, and covenants of the parties contained in
section 13 through 17 of this Agreement will survive the termination and/or
expiration of this Agreement.
19.0 OWNERSHIP OF WORK PRODUCT
Seller agrees that any and all analyses, evaluations, reports, memoranda, letters, ideas,
processes, methods, programs, and manuals that were developed, prepared, conceived,
made or suggested by the Seller for the Buyer pursuant to a Work Order, including all such
developments as are originated or conceived during the term of the Contract and that are
completed or reduced to writing thereafter ("Work Product") and Seller acknowledges that
such Work Product may be considered "work(s) made for hire" and will be and remain the
exclusive property of the Buyer. To the extent that the Work Product, under applicable law,
may not be considered work(s) made for hire, Seller hereby agrees that this Agreement
effectively transfers, grants, conveys, and assigns exclusively to Buyer, all rights, title and
ownership interests, including copyright, which Seller may have in any Work Product or
any tangible media embodying such Work Product, without the necessity of any further
consideration, and Buyer shall be entitled to obtain and hold in its own name, all
Intellectual Property rights in and to the Work Product. Seller for itself and on behalf of its
vendors hereby waives any property interest in such Work Product.
20.0 CANCELLATION
Buyer shall have the right to cancel this contract immediately for default on all or any part
of the undelivered portion of this order if Seller breaches any of the terms hereof, including
warranties of Seller. Such right of cancellation is in addition to and not in lieu of any other
remedies, which Buyer may have in law or equity.
21.0 TERMINATION
21.1 Written Notice. The purchase of goods under this order may be terminated in whole
or in part by Buyer, with or without cause, at any time upon the delivery to Seller
of a written "Notice of Termination" specifying the extent to which the goods to be
8
Revised 3.11.20tp
purchased under the order is terminated and the date upon which such termination
becomes effective. Such right of termination is in addition to and not in lieu of any
other termination rights of Buyer as set forth herein.
21.2 Non -Appropriation of Funds. In the event no funds or insufficient funds are
appropriated by Buyer in any fiscal period for any payments due hereunder, Buyer
will notify Seller 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 Buyer of any kind whatsoever, except as to the portions of the payments
herein agreed upon for which funds have been appropriated.
21.3 Duties and Obligations of the Parties. Upon termination of this Agreement for any
reason, Seller shall only be compensated for items requested by the Buyer and
delivered prior to the effective date of termination, and Buyer shall not be liable for
any other costs, including any claims for lost profits or incidental damages. Seller
shall provide Buyer with copies of all completed or partially completed documents
prepared under this Agreement. In the event Seller has received access to Buyer
Information or data as a requirement to perform services hereunder, Seller shall
return all Buyer -provided data to Buyer in a machine-readable format or other
format deemed acceptable to Buyer.
22.0 ASSIGNMENT / DELEGATION
No interest, obligation or right of Seller, including the right to receive payment, under this
contract shall be assigned or delegated to another entity without the express written consent
of Buyer. Any attempted assignment or delegation of Seller shall be wholly void and totally
ineffective for all purposes unless made in conformity with this paragraph. Prior to Buyer
giving its consent, Seller agrees that Seller shall provide, at no additional cost to Buyer, all
documents, as determined by Buyer, that are reasonable and necessary to verify Seller's
legal status and transfer of rights, interests, or obligations to another entity. The documents
that may be requested include, but are not limited to, Articles of Incorporation and related
amendments, Certificate of Merger, IRS Form W-9 to verify tax identification number, etc.
Buyer reserves the right to withhold all payments to any entity other than Seller, if Seller
is not in compliance with this provision. If Seller fails to provide necessary information in
accordance with this section, Buyer shall not be liable for any penalties, fees or interest
resulting therefrom.
23.0 WAIVER
No claim or right arising out of a breach of this contract can be discharged in whole or in
part by a waiver or renunciation of the claim or right unless the waiver or renunciation is
supported by consideration in writing and is signed by the aggrieved party.
9
Revised 3.11.20tp
24.0 MODIFICATIONS
This contract can be modified or rescinded only by a written agreement signed by both
parties.
25.0 THE AGREEMENT
In the absence of an otherwise negotiated contract, or unless stated otherwise, the
Agreement between Buyer and Seller shall consist of these Standard Terms and Conditions
together with any attachments and exhibits. This Agreement is intended by the parties as a
final expression of their agreement and is intended also as a complete and exclusive
statement of the terms of their agreement. No course of prior dealings between the parties
and no usage of trade shall be relevant to supplement or explain any term used in this
Agreement. Acceptance of or acquiescence in a course of performance under this
Agreement shall not be relevant to determine the meaning of this Agreement even though
the accepting or acquiescing party has knowledge of the performance and opportunity for
objection. Whenever a term defined by the Uniform Commercial Code (UCC) is used in
this Agreement, the definition contained in the UCC shall control. In the event of a conflict
between the contract documents, the order of precedence shall be these Standard Terms
and Conditions, and the Seller's Quote.
26.0 APPLICABLE LAW / VENUE
This agreement shall be governed by the Uniform Commercial Code wherever the term
"Uniform Commercial Code" or "UCC" is used. It shall be construed as meaning the
Uniform Commercial Code as adopted and amended in the State of Texas. Both parties
agree that venue for any litigation arising from this contract shall be in Fort Worth, Tarrant
County, Texas. This contract shall be governed, construed and enforced under the laws of
the State of Texas.
27.0 INDEPENDENT CONTRACTOR(S)
Seller shall operate hereunder as an independent contractor and not as an officer, agent,
servant or employee of Buyer. Seller shall have exclusive control of, and the exclusive
right to control, the details of its operations hereunder, and all persons performing same,
and shall be solely responsible for the acts and omissions of its officers, agents, employees,
vendors and subcontractors. The doctrine of respondent superior shall not apply as between
Buyer and Seller, its officers, agents, employees, vendors and subcontractors. Nothing
herein shall be construed as creating a partnership or joint enterprise between Buyer and
Seller, its officers, agents, employees, vendors and subcontractors.
28.0 LIABILITY AND INDEMNIFICATION.
28.1 LIABILITY - SELLER SHALL BE LIABLE AND RESPONSIBLE FOR ANY
AND ALL PROPERTY LOSS, PROPERTY DAMAGE AND/OR PERSONAL
10
Revised 3.11.20tp
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 SELLER, ITS
OFFICERS, AGENTS, SERVANTS OR EMPLOYEES.
28.2 GENERAL INDEMNIFICATION - SELLER HEREBY COVENANTS AND
AGREES TO INDEMNIFY, HOLD HARMLESS AND DEFEND BUYER, 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 SELLER'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 CA USED BY THE NEGLIGENT ACTS OR
OMISSIONS OR MALFEASANCE OF SELLER, ITS OFFICERS, AGENTS,
SERVANTS OR EMPLOYEES.
28.3 INTELLECTUAL PROPER TYINDEMNIFICATION- SELLER AGREES TO
DEFEND, SETTLE, OR PAY, AT ITS OWN COST AND EXPENSE, ANY
CLAIM OR ACTION AGAINST BUYER FOR INFRINGEMENT OF ANY
PATENT, COPYRIGHT, TRADE MARK, TRADE SECRET, OR SIMILAR
PROPERTY RIGHT ARISING FROM BUYER'S USE OF THE SOFTWARE
AND/OR DOCUMENTATION IN ACCORDANCE WITH THIS
AGREEMENT, IT BEING UNDERSTOOD THAT THIS AGREEMENT TO
DEFEND, SETTLE OR PAYSHALL NOT APPLYIF B UYER MODIFIES OR
MISUSES THE SOFTWARE AND/OR DOCUMENTATION. SO LONG AS
SELLER BEARS THE COST AND EXPENSE OF PAYMENT FOR CLAIMS
OR ACTIONS AGAINST BUYER PURSUANT TO THIS SECTION, SELLER
SHALL HAVE THE RIGHT TO COND UCT 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, BUYER SHALL HAVE THE RIGHT TO FULLY
PARTICIPATE INANYAND ALL SUCH SETTLEMENT, NEGOTIATIONS,
OR LAWSUIT AS NECESSARY TO PROTECT BUYER'S INTEREST, AND
BUYER AGREES TO COOPERATE WITH SELLER IN DOING SO. IN THE
EVENT BUYER, FOR WHATEVER REASON, ASSUMES THE
RESPONSIBILITY FOR PA YMENT OF COSTS AND EXPENSES FOR ANY
CLAIM OR ACTION BROUGHT AGAINST BUYER FOR INFRINGEMENT
ARISING UNDER THIS AGREEMENT, BUYER SHALL HAVE THE SOLE
RIGHT TO CONDUCT THE DEFENSE OF ANY SUCH CLAIM OR ACTION
AND ALL NEGOTIATIONS FOR ITS SETTLEMENT OR COMPROMISE
AND TO SETTLE OR COMPROMISE ANY SUCH CLAIM, HOWEVER,
SELLER SHALL FULLY PARTICIPATE AND COOPERATE WITH BUYER
11
Revised 3.11.20tp
IN DEFENSE OF SUCH CLAIM OR ACTION. BUYER AGREES TO GIVE
SELLER TIMEL Y WRITTEN NOTICE OF ANY SUCH CLAIM OR ACTION,
WITH COPIES OF ALL PAPERS BUYER MAY RECEIVE RELATING
THERETO. NOTWITHSTANDING THE FOREGOING, BUYER'S
ASSUMPTION OF PAYMENT OF COSTS OR EXPENSES SHALL NOT
ELIMINATE SELLER'S DUTY TO INDEMNIFY BUYER 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, SELLER SHALL, AT ITS OWN EXPENSE AND AS
BUYER'S SOLE REMEDY, EITHER: (A) PROCURE FOR BUYER THE
RIGHT TO CONTINUE TO USE THE SOFTWARE AND/OR
DOCUMENTATION, OR (B) MODIFY THE SOFTWARE AND/OR
DOCUMENTATION TO MAKE IT NON -INFRINGING, PROVIDED THAT
SUCH MODIFICATION DOES NOT MATERIALLYADVERSELYAFFECT
B UYER'S A UTHORIZED USE OF THE SOFTWARE AND/OR
DOCUMENTATION, OR (C) REPLACE THE SOFTWARE AND/OR
DOCUMENTATION WITHEQUALLY SUITABLE, COMPATIBLE, AND
FUNCTIONALLYEQUIVALENT NON -INFRINGING SOFTWARE AND/OR
DOCUMENTATIONAT NO ADDITIONAL CHARGE TO BUYER; OR (D) IF
NONE OF THE FOREGOING ALTERNATIVES IS REASONABLY
AVAILABLE TO SELLER TERMINATE THIS AGREEMENT, AND
REFUND ALL AMOUNTSPAID TO SELLER BYBUYER, SUBSEQUENT TO
WHICH TERMINATION BUYER MAY SEEK ANY AND ALL REMEDIES
AVAILABLE TO BUYER UNDER LAW.
29 SEVERABILITY
In case any one or more of the provisions contained in this agreement shall for any reason,
be held to be invalid, illegal or unenforceable in any respect, such invalidity, illegality or
unenforceability shall not affect any other provision of this agreement, which agreement
shall be construed as if such invalid, illegal or unenforceable provision had never been
contained herein.
30 FISCAL FUNDING LIMITATION
In the event no funds or insufficient funds are appropriated and budgeted in any fiscal
period for payments due under this contract, then Buyer will immediately notify Seller of
such occurrence and this contract shall be terminated on the last day of the fiscal period for
which funds have been appropriated without penalty or expense to Buyer of any kind
whatsoever, except to the portions of annual payments herein agreed upon for which funds
shall have been appropriated and budgeted or are otherwise available.
31 NOTICES TO PARTIES
12
Revised 3.11.20tp
Notices required pursuant to the provisions of this Agreement shall be conclusively
determined to have been delivered when (1) hand -delivered to the other party, its agents,
employees, servants or representatives, (2) delivered by facsimile with electronic
confirmation of the transmission, or (3) received by the other party by United States Mail,
registered, return receipt requested, addressed as follows:
TO BUYER:
TO SELLER:
City of Fort Worth Knox Associates, Inc.
Attn: Purchasing Manager 1601 W. Deer Valley Road
200 Texas Street Phoenix, AZ 85027
Fort Worth, TX 76102-6314 800.552.5669
Facsimile: (817) 392-8654
With copy to Fort Worth City
Attorney's Office at same address
32 NON-DISCRIMINATION
Seller, for itself, its personal representatives, assigns, sub -vendors and successors in
interest, as part of the consideration herein, agrees that in the performance of Seller'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 FROM AN ALLEGED VIOLATION OF THIS NON-DISCRIMINATION
COVENANT BY SELLER, ITS PERSONAL REPRESENTATIVES, ASSIGNS,
SUBVENDORS OR SUCCESSORS IN INTEREST, SELLER AGREES TO
ASSUME SUCH LIABILITY AND TO INDEMNIFY AND DEFEND BUYER AND
HOLD BUYER HARMLESS FROM SUCH CLAIM.
33 IMMIGRATION NATIONALITY ACT
Seller shall verify the identity and employment eligibility of its employees who perform
work under this Agreement, including completing the Employment Eligibility Verification
Form (I-9). Upon request by Buyer, Seller shall provide Buyer with copies of all I-9 forms
and supporting eligibility documentation for each employee who performs work under this
Agreement. Seller shall adhere to all Federal and State laws as well as establish appropriate
procedures and controls so that no services will be performed by any Seller employee who
is not legally eligible to perform such services. SELLER SHALL INDEMNIFY BUYER
AND HOLD BUYER HARMLESS FROM ANY PENALTIES, LIABILITIES, OR
LOSSES DUE TO VIOLATIONS OF THIS PARAGRAPH BY SELLER,
SELLER'S EMPLOYEES, SUBCONTRACTORS, AGENTS, OR LICENSEES.
13
Revised 3.11.20tp
Buyer, upon written notice to Seller, shall have the right to immediately terminate this
Agreement for violations of this provision by Seller.
34 HEALTH, SAFETY, AND ENVIRONMENTAL REOUIREMENTS
Services, products, materials, and supplies provided by the Seller must meet or exceed all
applicable health, safety, and the environmental laws, requirements, and standards. In
addition, Seller agrees to obtain and pay, at its own expense, for all licenses, permits,
certificates, and inspections necessary to provide the products or to perform the services
hereunder. Seller shall indemnify Buyer from any penalties or liabilities due to violations
of this provision. Buyer shall have the right to immediately terminate this Agreement for
violations of this provision by Seller.
35 RIGHT TO AUDIT
Seller agrees that Buyer shall, until the expiration of three (3) years after final payment
under this contract, 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 Seller involving transactions relating to this Agreement at no additional cost to Buyer.
Seller agrees that Buyer shall have access during normal working hours to all necessary
Seller facilities and shall be provided adequate and appropriate work space in order to
conduct audits in compliance with the provisions of this section. Buyer shall give Seller
reasonable advance notice of intended audits. The Buyer's right to audit, as described
herein, shall survive the termination and/or expiration of this Agreement.
36 DISABILITY
In accordance with the provisions of the Americans With Disabilities Act of 1990 (ADA),
Seller warrants that it and any and all of its subcontractors will not unlawfully discriminate
on the basis of disability in the provision of services to general public, nor in the
availability, terms and/or conditions of employment for applicants for employment with,
or employees of Seller or any of its subcontractors. Seller warrants it will fully comply
with ADA's provisions and any other applicable federal, state and local laws concerning
disability and will defend, indemnify and hold Buyer harmless against any claims or
allegations asserted by third parties or subcontractors against Buyer arising out of Seller's
and/or its subcontractor's alleged failure to comply with the above -referenced laws
concerning disability discrimination in the performance of this agreement.
37 DISPUTE RESOLUTION
If either Buyer or Seller has a claim, dispute, or other matter in question for breach of duty,
obligations, services rendered or any warranty that arises under this Agreement, the parties
shall first attempt to resolve the matter through this dispute resolution process. The
disputing party shall notify the other party in writing as soon as practicable after
14
Revised 3.11.20tp
discovering the claim, dispute, or breach. The notice shall state the nature of the dispute
and list the party's specific reasons for such dispute. Within ten (10) business days of
receipt of the notice, both parties shall make a good faith effort, either through email, mail,
phone conference, in person meetings, or other reasonable means to resolve any claim,
dispute, breach or other matter in question that may arise out of, or in connection with this
Agreement. If the parties fail to resolve the dispute within sixty (60) days of the date of
receipt of the notice of the dispute, then the parties may submit the matter to non -binding
mediation upon written consent of authorized representatives of both parties in accordance
with the Industry Arbitration Rules of the American Arbitration Association or other
applicable rules governing mediation then in effect. If the parties submit the dispute to non-
binding mediation and cannot resolve the dispute through mediation, then either party shall
have the right to exercise any and all remedies available under law regarding the dispute.
38 PROHIBITION ON CONTRACTING WITH COMPANIES THAT BOYCOTT
ISRAEL
If Seller has fewer than 10 employees or this Agreement is for less than $100,000, this
section does not apply. Seller acknowledges that in accordance with Chapter 2270 of the
Texas Government Code, the Buyer is prohibited from entering into a contract with a
company for goods or services unless the contract contains a written verification from the
company that it: (1) does not boycott Israel; and (2) will not boycott Israel during the term
of the contract. The terms "boycott Israel" and "company" shall have the meanings
ascribed to those terms in Section 808.001 of the Texas Government Code. By signing
this contract, Seller certifies that Seller's signature provides written verification to
the Buyer that Seller: (1) does not boycott Israel; and (2) will not boycott Israel during
the term of the contract.
39 PROHIBITION ON BOYCOTTING ENERGY COMPANIES.
Seller acknowledges that in accordance with Chapter 2276 of the Texas Government Code,
the Buyer 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 Buyer with
a company with 10 or more full-time employees unless the contract contains a written
verification from the company that it: (1) does not boycott energy companies; and (2) will
not boycott energy companies during the term of the contract. To the extent that Chapter
2276 of the Government Code is applicable to this Agreement, by signing this Agreement,
Seller certifies that Seller's signature provides written verification to the Buyer that Seller:
(1) does not boycott energy companies; and (2) will not boycott energy companies during
the term of this Agreement.
40 PROHIBITION ON DISCRIMINATION AGAINST FIREARM AND AMMUNITION
INDUSTRIES.
Seller acknowledges that except as otherwise provided by Chapter 2274 of the Texas
Government Code, the Buyer is prohibited from entering into a contract for goods or
15
Revised 3.11.20tp
services that has a value of $100,000 or more that is to be paid wholly or partly from public
funds of the Buyer with a company with 10 or more full-time employees unless the contract
contains a written verification from the company that it: (1) does not have a practice, policy,
guidance, or directive that discriminates against a firearm entity or firearm trade
association; and (2) will not discriminate during the term of the contract against a firearm
entity or firearm trade association. The terms "discriminate," "firearm entity" and "firearm
trade association" have the meaning ascribed to those terms by Chapter 2274 of the Texas
Government Code. To the extent that Chapter 2274 of the Government Code is applicable
to this Agreement, by signing this Agreement, Seller certifies that Seller's signature
provides written verification to the Buyer that Seller: (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.
41 INSURANCE REQUIREMENTS
41.1 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 shall be on any vehicle used by Seller, its employees, agents,
representatives in the course of providing services under this Agreement.
"Any vehicle" shall 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 work is being performed
Employers' liability
$100,000 - Bodily Injury by accident; each accident/occurrence
$100,000 - Bodily Injury by disease; each employee
$500,000 - Bodily Injury by disease; policy limit
(d) Professional Liability (Errors & Omissions):
$1,000,000 - Each Claim Limit
16
Revised 3.11.20tp
$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 shall 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 shall be
submitted to Buyer to evidence coverage.
41.2 General Requirements
(a) The commercial general liability and automobile liability policies
shall name Buyer as an additional insured thereon, as its interests may
appear. The term Buyer shall include its employees, officers, officials,
agents, and volunteers in respect to the contracted services.
(b) The workers' compensation policy shall include a Waiver of
Subrogation (Right of Recovery) in favor of Buyer.
(c) A minimum of Thirty (30) days' notice of cancellation or reduction
in limits of coverage shall be provided to Buyer. Ten (10) days' notice shall
be acceptable in the event of non-payment of premium. Notice shall be sent
to the Risk Manager, Buyer 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 Buyer to request required insurance
documentation shall not constitute a waiver of the insurance requirement.
(f) Certificates of Insurance evidencing that Seller has obtained all
required insurance shall be delivered to the Buyer prior to Seller proceeding
with any work pursuant to this Agreement.
17
Revised 3.11.20tp
EXHIBIT B
CONFLICT OF INTEREST QUESTIONNAIRE
Pursuant to Chapter 176 of the Local Government Code, any person or agent of a person
who contracts or seeks to contract for the sale or purchase of property, goods, or services
with a local governmental entity (i.e. The City of Fort Worth) must disclose in the
Questionnaire Form CIQ ("Questionnaire") the person's affiliation or business relationship
that might cause a conflict of interest with the local governmental entity. By law, the
Questionnaire must be filed with the Fort Worth City Secretary no later than seven days
after the date the person begins contract discussions or negotiations with the Buyer, or
submits an application or response to a request for proposals or bids, correspondence, or
another writing related to a potential agreement with the Buyer. Updated Questionnaires
must be filed in conformance with Chapter 176.
A copy of the Questionnaire Form CIQ is enclosed with the submittal documents. The form
is also available at htti)://www.ethics.state.tx.us/forms/CIO.13df.
If you have any questions about compliance, please consult your own legal counsel.
Compliance is the individual responsibility of each person or agent of a person who is
subject to the filing requirement. An offense under Chapter 176 is a Class C misdemeanor.
NOTE: If you are not aware of a Conflict of Interest in any business relationship that
you might have with the Buyer, state Seller name in the # 1, use N/A in each of the
areas on the form. However, a signature is required in the #4 box in all cases.
18
Revised 3.11.20tp
CONFLICT OF INTEREST OUESTIONNAIRE
For vendor doing business with local governmental entity
This questionnaire reflects changes made to the law by H.B. 23, 84th Leg., Regular session.
This questionnaire is being filed in accordancewith Chapter 176, Local Government Cade,
by a vendorwho has abusiness relationship as defined by Section 176.001(1-a)with a local
governmental entity and thevendor meets requirements under Section 176.006(a).
By I aw this questionnaire must bet led with the rece rd s admi n istrator of the local governmental
entity not later than the 7th business day after the date the vendor becomes aware of facts
that require the statement to be filed. See Section 176.006(a-1), Local Government Code.
A vendor commits an offense if the vendor knowingly violates Section 176.006, Local
Government CDde.An offense under this section is a misdemeanor.
J Name of vendorwho has a (business relatlonshlpwlth local governmental entity.
J H Check this box Ifyou are filing an update to a previously filed questionnaire.
FORM CIO
OFF1C€ USE ON L'r'
Dato RacoNed
(The law requires that you file an updated completed questionnaire with the appropriate filing authority not
later than the 7th business day after the date on which you became aware that the originally filed questionnaire was
incomplete or inaccurate.)
3
Name of local government off leer about whom the Information In this section is being disclosed.
41
Name of Officer
This section {item 3 including subparts A, B. C, & D) must be completed for each officer with whom the vendor has an
employment or other business relationship as defined by Section 176 001(1-a), Local Government Code. Attach additional
pages to this Form CIQ as necessary_
A. Is the local government officer named in this section receiving or likely to receive taxable income, other than investment
income, from the vendor?
Yes F_1No
B. Is the vendor receiving or likely to receive taxable income, other than investment income, from or at the direction of the local
government officer named in this section AND the taxable income is not received from the local governmental entity?
Yes F—] No
C_ Is the filer of this questionnaire employed by a corporation or other business entity with respect to which the local
government officer serves as an officer or director, or holds an ownership interest of one percent or mare?
= Yes = No
D. Describe each employment or business and family relationship with the local government officer named in this section.
Signature of vendor doing business with the governmental entity Date
Adopted 8r712D15
19
Revised 3.11.20tp
EXHIBIT C
SELLER CONTACT INFORMATION
Seller's Name: Knox Associates,
Inc.
Seller's Local Address: 1600 W. Deer Valley Road, Phoinix, AZ
85027
Phone: 800-552-5669
2290
Email:
ERohleder@knoxbox.com
Fax: 623-687-
Name of persons to contact when placing an order or invoice questions:
Name/Title Eric Rohleder/Territory Sales
Manager
Phone: 480-340-6420
Email:
ERohleder@knoxbox.com
Name/Title Ashley Felts/Sales Support
Lead
Phone: 623-687-2300 xt549
Fax:
Fax:
20
Revised 3.11.20tp
Email:
AFelts@knoxbox.com
Name/Title Mark Debban/Sales
Leader
Phone: 480-550-0339
Email:
MDebban@knoxbox.com
Fax:
Signature Printed Name
21
Date
Revised 3.11.20tp
EXHIBIT D
VERIFICATION OF SIGNATURE AUTHORITY
Knox Associates, Inc., 1601 W. Deer Valley Road, Phoenix, AZ 85027 800.552.5669
Execution of this Signature Verification Form ("Form") hereby certifies that the following
individuals and/or positions have the authority to legally bind Seller and to execute any agreement,
amendment or change order on behalf of Seller. Such binding authority has been granted by proper
order, resolution, ordinance or other authorization of Seller. Buyer is fully entitled to rely on the
warranty and representation set forth in this Form in entering into any agreement or amendment
with Seller. Seller will submit an updated Form within ten (10) business days if there are any
changes to the signatory authority. Buyer is entitled to rely on any current executed Form until it
receives a revised Form that has been properly executed by Seller.
1. Name: Mark Debban
Position: Sales Leader
Signature
2. Name:
Position:
Signature
Signa e o id t/CEO/Managing Partner
Title: _CFO
Date 06/10/2024
22
Revised 3.11.20tp
EXHIBIT E
SELLER'S SOLE SOURCE JUSTIFICATION LETTER
23
Revised 3.11.20tp
FORT WORTH
C= OF FORT WORTH
CHAPTER 252 EXEMPTION FORhI
Instnictions: Fill out the entire form with detailed information Once you have completed this form,
prn;.ride it to the Purchasing attorney for review. The attorney will review the information you have
prn;.2ded to deterne whether an exemption to Chapter 252's biding requirements is defensible.
If -you are printing this form to provide to Legal, please do not prro,.zde the Primer portion. Failure
to provide sufficient information may result in follow up questions and cause a delay in the
attorneys determination.
Section 1: General Information.
Requesting Department: FIRE DEPARTMER-T
Name of. Contract Manager CHIEF MCA -MIS
Department's Attorney_ PiTt.T_iPS AVDRFA
Item or Senice sought: Knox Keysecure Products
Gouda- El
5enice:
Anticipated Amount: $100,00
Vendor: Knox Company
C'urrent+Pncff Agreemenf for itemfsen%ce: Yes �] No Z
CSC or Purchase Order #: QUA
Amount: QUA
Projected M&C Date: QUA
How will this item or service be used? The Knox Company is the sole source vendor for
Knox Kevsecure products, with all manufacturing and+or assembly conducted at our facilii}• in
Phoenix_ Arizona. As the ex clu3ive proy.ider of the patented Knox eLia System. Knox
ensures the hityhest standards of key and lock control devices. The manufacturing process is
Ei2urously controlled usiiw strinzent protocols to maintain exceDdonal cualitt, and security. This
sole Source exemption is justified due to the unwue and proprietary nature ofKnox€'s products
and processes_ which cannot be replicated or supplied by anv other vendor.
Page 1 of 4
24
Revised 3.11.20tp
Has your department started a requusition or otherwise contacted the PurchasingDivmon related
to obtaining this goodlsenice? Yes ❑ No El
If yes, please provide requisition number or brief explanation of contact with
Purchasing Division: N.-A
Section 2: Claimed EremiDdon andJusrification (Other than sole source)
NOTE - For a claimed sole -source exemption. only' complete Section 3.
Please indicate the non -sale -source exemption you believe applies to the purchase and provide
information to support its applicability. Please refer to the Exemption Primer for detailed
information about common exemptions:
A procurement necessary to preserve or protect the public health or safety- of the Cite
of East [7[ mth's residents;
�:] A procurement necessary because of unfores n damage to public machuka ,
equipment_ or other property;
❑ A procurement for personal- professional, or planning serszces;
A procmement for wort that is performed and paid for by the day as the work
progresses;
::] A purchase of land or a right-of-way;
❑ Pavmg drainage, street wLdenin& and other public inuprowments, or related matters, if
at least one-third of the cost is to be paid by or through special assessments levied on
property that will benefit from the mpro,%,)ements;
❑ A public improvement project- already m progress, authorized by the voters of the
municipality, for which there is a deficiency of funds for completing the project in
accordance with the plans and purposes authonzedby the voters;
�:] A payment under a contract by which a developer participates m the construction of a
public improvement as provided by Subchapter C. Chapter 212;
❑ Personal property sold:
■ at an auctionbv a state licensed auctioneer;
■ at a going out of business sale held in compliance with Subchapter F.
Chapter 17, Business & Commerce Code;
■ by a political subdi;zsion of this state. a state agency of this state, or an
entity of the federal go%Tnmaaent. or
Page 2 of 4
25
Revised 3.11.20tp
■ tinder an iuterlocal contract for cooperanve purchasing administered by a
regional planning commission established under Chapter 391:
D Senzces performed by blind or werely disabled persons;
�::] Goods purchased by a mimicipality for subsequent retail sale by the naimicipalit};
• Electricity-; or
• Advertising, other than legal notices.
Please provide details and facts to emplain wh-y you belie;.T the exemption applies to the
purchase. You may also attach documentation to this form.. N-A
Section 3: Claimed Sole -Source Esemvtion aad Justification
NOTE - For any non -sole -source exemption_ complete Section 2 _
Please indicate the sale -source exemption you believe applies to the purchase and pro; ide
information to support its applicability-. Please refer to the Exemption Primer for detailed
information about common exemptions
M *A procurement of items that are a% lable from only one source, icludmg:
■ items that area,.-mlablefrom only one source because ofpatents, copynght3,
srcret processes, or nattual monopolies;
• films, manuccnp% or books;
■ gas, water, and other utility services;
• capt im replacement parts or componems far equipment;
■ books, papers: and other library materials for a public library that are
wmilable only from the persons holding exclusnT disb*ution rights to, the
materials; and
• management senices prodded by a nonprofit organization to a municipal
museums pant, zoo, or other facility to which the organization has provided
significant financial or other benefits;
How did you deternime that the item or sen2ce is only mailable from one source?
The Knox Comnanv is the sole source vendor for Snow Keyseoaae troducts. with all menufac r a
and/or assembly conducted at our f e item Phoenix Aiimma. As the exclu3ive prodder of the vatented
Krfax eLcck Sv-,temf. Enos ennaTs the highest standards of ker and lock control devices. The
manufacturing mocess is rievrousty controlled urine strm:zeatmvtGnL to maintain exrertiamal quality
and sectmty. This sole source exemr twn is iashfied due to the umaue and movnetaru nature of Knox s
m-aducts and processes. which cannot be reulicated or suavliedb,, any other-.-endi)r.
Page 3 of 4
26
Revised 3.11.20tp
Attach screen -.hots and provide an explanatiom of any independent research you oonducted,
through interner Searches, searching co-operatives, or discussion3 with others knowledgeable on
the subject matter that corroborate that the item is a%%ilable only from a single source.
Source letter attached and comfirmed by suanlier
Did you attach a sole source justification letter? Z Yes ❑ No
Ilescribe the uniqueness of the item or service (e_g. compatibility or patent issues, etc_). The
Knox Conwan-v is the cnly authorised suooli,er of Knox Kevseicure m-oducts_ which are
manaifacdired and assembled exclusively at our Phoenix Arizona facility_ They offer the
patented Knox eLock Svstemg, a uniauevroduct that ensures unparalleled key and lock control.
Our mamvfacturiniz process adheres to strict protocols_ guaranteeing the highest analih, and
securiih� standards. Ihis sole Source eaemution is warrantedbecause Knox's umrnietary products
and soeciaLzed mvduotionmethods are not available through any other vendor. -
Section 4: Anornes Determination
With the facts promdedby the department, is the use of the claimed exemption defensible if the
City were to be challenged on this purchase? ®Yes ❑No_
W-as there an} -thing attached to this form that was relied an in making this deterniii tion?
EYes ❑No.
If Yes, please explain: The Department provided a sole source letter.
Was there an}rthma not included on this form or attached hereto that was relied on in making this
deternunatiou? ❑Yes IZNo.
If }yes, please explain: N}A
Will the standard terms and conditions appl}r� ®Yes ❑No.
Will the contract require special terms" ❑ yes @ No.
Will the contract re qu -e review by the department attorney" E Yes ❑No_
Approsed By:
�� aw, A".c
Date: 05{21l2024
ereip} nato-Mensah ' Jes sika Williams
As�tant city Attorney
?a}e 4 of 4
27
Revised 3.11.20tp
K) HIV•
August 1, 2023
The Knox Company is the sole source yen dor for Knox Keysecure products with manufacturing
and/or assembly done in our Phoenix, Arizona facility. As the provider of the patented Knox
eLock System#, Knox maintains the highest level of key and lock control devices and ensures the
manufacturing process is strictly controlled using rigorous protocols.
As the leader in the rapid access product category, the Knox brand is the preferred and trusted
rapid access provider by more than 15,000 first responder departments/agencies th roughout the
U.S. and Canada; and isthe product most often selected aver other lock boos programs based on
the company's more than forty -five-year reputation for integrity, quality, and reliability. Products
include a complete line of eLock and mechanical lock boxes, cabinets, key switches, padlocks, the
MedVaultl� Narcotics Vault, locking FDC Caps. and the proprietary KnoxConnect" Management
System, used by Fire, EMS. and Law Enforcement de partments/agencies.
Knox also manufactures products that electronically secure the Knox Master Key: Sontralok" and
KeySecurLO Key Retention Systems, and the Knox KeyDefender that provide keypad access with
full audit trail documentation.
Obtained UL Listings, include the following:
• UL 43T Standard for Key Locks
• UL 509: Standard for Industrial Control Equipment
• UL 1037: Standard for Anti -theft Alarms and Devices
• UL 1332: Standard for Organic Coating for Steel Enclosures for Outdoor Use Electrical Equipment
• UL 1610: Standard for Central -Station Alarm Units
Included with the Knox products are many services that benefit first responders. Mechanical
master keys are provided to anlyauthorized individuals at no charge, records of installation are
compiled on request, and complimentary materials available to property owners.
Knox products satisfy stringent rapid entry requirements. Please contact us if we can provide
additional information.
Sincerely,
Chris R wnskin$
VP. Sales and Marketing
The Knox Company
1601 W. OE ER VALLEY ROA d, PH O EH IX, A2 89027 1 T. 800.95.2.9669 I F. 6.23.657.2290 1 KNOXHOX.COM
20
Revised 3.11.20tp
EXHIBIT F
SELLER'S PROPOSAL
[]
KNOWKnox ComparTy Quote# QT-KA-52390
1801 1N Deer Valley Rd
Phoenix AZ 85027
W]n-r„�rrmds�mrnr'
United States
WDTE0 TO:
SHP TO:
CUSID1837
FORT WORTH FIRE DEPT
FORT WORTH FIRE DEPT
1DUU THROCI(MORTON ST
1000 TH ROCKMORTUN ST
FORT WORTH TX 7U 1 D2-0312
FORT WORTH TX 7U 102-0312
U N TIED STATES
UNITED STATES
TARRANT
TARRANT
7127r2924 Eric Rohleder PP - Prepaid
Ground Shipping <76 LBS
DescriptionItem Quantity
KSM-20UK2 KeySecureD 5, 2 MOSEY, WI FL,
00 EA $1,2US.DU
572,480_1)15
ETHERNET, USB, W1
ANTENNA
Installation Address:
Primary System Code Role: PS-11-1)UO3-09S2-BOXES
KLS-1019-01) MOUNTING BRACKET 9D-
60 EA $aam
$4.90031)
ANGLE. KeySecure0 5 & 6
Installation Address:
Primary System Code Rule: PS-11-1)UO3-0982-BOXES
SMS-1U93C1 1YR. KnoxConnect^- Cloud
1 EA $1,298.130
$1,29831)
License 21+ devices
Installation Address:
Primary System Code Rule: PS-11-DU03-0"2-E0%ES
Subtotal
$78,676.00
Tax Amount
$6,466.96
Shipping and Handling
$69.00
Total
S65,113.96
1 II IIITI III 1■1 III
29
Revised 3.11.20tp