HomeMy WebLinkAboutContract 61688CSC No. 61688
FORT WORTH,
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 C.O.D.
Services L.L.C, ("Vendor"), each individually referred to as a "party" and collectively referred to as the
"parties."
AGREEMENT DOCUMENTS:
1. This Vendor Services Agreement;
2. Exhibit A — Scope of Services;
3. Exhibit B — Cost Schedule Summary;
4. Exhibit C — Conflict of Interest Questionnaire and
5. Exhibit D — Signature Authority
1. Scone of Services. This agreement is for the Purchase of Water Laboratory Courier
Services ("Services") on an as needed basis for the Water Department, which are set forth in more detail in
Exhibit "A," attached hereto and incorporated herein for all purposes.
2. Term. This Agreement begins on July 1, 2024 ("Effective Date") and expires on June
30, 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. Comnensation. City will pay Vendor in accordance with the provisions of this Agreement,
including Exhibit `B," which is attached hereto and incorporated herein for all purposes. Total
compensation under this Agreement will not exceed One Hundred Thousand Dollars ($100,000.00).
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-anmonriation 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.
OFFICIAL RECORD
Vendor Services Agreement CITY SECRETARY page 1 of 18
FT. WORTH, TX
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 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. Indenendent 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
Vendor Services Agreement Page 2 of 18
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
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, SERVANTSAND EMPLOYEES, FROMAND AGAINSTANYAND ALL CLAIMS
OR LAWSUITS OFANYKIND OR CHARACTER, WHETHER REAL OR ASSERTED, FOR
EITHER PROPERTYDAMAGE OR LOSS (INCL UDINGALLEGED 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.
Vendor Services Agreement Page 3 of 18
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
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.
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:
Vendor Services Agreement Page 4 of 18
Statutory limits according to the Texas Workers' Compensation Act or any other
state workers' compensation laws where the Services are being performed
Employers' liability
$100,000 -
Bodily Injury by accident; each accident/occurrence
$100,000 -
Bodily Injury by disease; each employee
$500,000 -
Bodily Injury by disease; policy limit
(d) Professional Liability (Errors & Omissions):
$1,000,000 - Each Claim Limit
$1,000,000 - Aggregate Limit
Professional Liability coverage may be provided through an endorsement to the
Commercial General Liability (CGL) policy, or a separate policy specific to
Professional E&O. Either is acceptable if coverage meets all other requirements.
Coverage must be claims -made, and maintained for the duration of the contractual
agreement and for two (2) years following completion of services provided. An
annual certificate of insurance must be submitted to City to evidence coverage.
10.2 General 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.
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11. ComDliance with Laws. Ordinances. Rules and Reeulations. Vendor agrees that in the
performance of its obligations hereunder, it will comply with all applicable federal, state and local laws,
ordinances, rules and regulations and that any work it produces in connection with this Agreement will also
comply with all applicable federal, state and local laws, ordinances, rules and regulations. If City notifies
Vendor of any violation of such laws, ordinances, rules or regulations, Vendor must immediately desist
from and correct the violation.
12. Non -Discrimination Covenant. Vendor, for itself, its personal representatives, assigns,
contractors, subcontractors, and successors in interest, as part of the consideration herein, agrees that in the
performance of Vendor's duties and obligations hereunder, it will not discriminate in the treatment or
employment of any individual or group of individuals on any basis prohibited by law. IF ANY CLAIM
ARISES FROM AN ALLEGED VIOLATION OF THIS NON-DISCRIMINATION COVENANT
BY VENDOR, ITS PERSONAL REPRESENTATIVES, ASSIGNS, CONTRACTORS,
SUBCONTRACTORS, OR SUCCESSORS IN INTEREST, VENDOR AGREES TO ASSUME
SUCH LIABILITY AND TO INDEMNIFY AND DEFEND CITY AND HOLD CITY HARMLESS
FROM SUCH CLAIM.
13. Notices. Notices required pursuant to the provisions of this Agreement will be
conclusively determined to have been delivered when (1) hand -delivered to the other party, its agents,
employees, servants or representatives, (2) delivered by facsimile with electronic confirmation of the
transmission, or (3) received by the other party by United States Mail, registered, return receipt requested,
addressed as follows:
To CITY:
City of Fort Worth
Attn: Assistant City Manager
200 Texas Street
Fort Worth, TX 76102-6314
Facsimile: (817) 392-8654
With copy to Fort Worth City Attorney's Office at
same address
To VENDOR:
COD Services L.L.C.
Ranya Elsweisy, Managing Partner
17895 182nd Avenue NW
Big Lake, MN 55309
14. Solicitation of EmDlovees. Neither City nor Vendor will, during the term of this
Agreement and additionally for a period of one year after its termination, solicit for employment or employ,
whether as employee or independent contractor, any person who is or has been employed by the other
during the term of this Agreement, without the prior written consent of the person's employer.
Notwithstanding the foregoing, this provision will not apply to an employee of either party who responds
to a general solicitation of advertisement of employment by either party.
15. Governmental Powers. It is understood and agreed that by execution of this Agreement,
City does not waive or surrender any of its governmental powers or immunities.
16. No Waiver. The failure of City or Vendor to insist upon the performance of any term or
provision of this Agreement or to exercise any right granted herein does not constitute a waiver of City's or
Vendor's respective right to insist upon appropriate performance or to assert any such right on any future
occasion.
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17. Governine Law / Venue. This Agreement will be construed in accordance with the laws
of the State of Texas. If any action, whether real or asserted, at law or in equity, is brought pursuant to this
Agreement, venue for such action will lie in state courts located in Tarrant County, Texas or the United
States District Court for the Northern District of Texas, Fort Worth Division.
18. Severability. If any provision of this Agreement is held to be invalid, illegal or
unenforceable, the validity, legality and enforceability of the remaining provisions will not in any way be
affected or impaired.
19. Force Maieure. City and Vendor will exercise their best efforts to meet their respective
duties and obligations as set forth in this Agreement, but will not be held liable for any delay or omission
in performance due to force majeure or other causes beyond their reasonable control, including, but not
limited to, compliance with any government law, ordinance, or regulation; acts of God; acts of the public
enemy; fires; strikes; lockouts; natural disasters; wars; riots; epidemics or pandemics; government action
or inaction; orders of government; material or labor restrictions by any governmental authority;
transportation problems; restraints or prohibitions by any court, board, department, commission, or agency
of the United States or of any States; civil disturbances; other national or regional emergencies; or any other
similar cause not enumerated herein but which is beyond the reasonable control of the Party whose
performance is affected (collectively, "Force Majeure Event"). The performance of any such obligation is
suspended during the period of, and only to the extent of, such prevention or hindrance, provided the
affected Parry 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 ControllinLr. Headings and titles used in this Agreement are for reference
purposes only, will not be deemed a part of this Agreement, and are not intended to define or limit the scope
of any provision of this Agreement.
21. Review of Counsel. The parties acknowledge that each party and its counsel have
reviewed and revised this Agreement and that the normal rules of construction to the effect that any
ambiguities are to be resolved against the drafting party will not be employed in the interpretation of this
Agreement or Exhibits A, B, and C.
22. Amendments / Modifications / Extensions. No amendment, modification, or extension
of this Agreement will be binding upon a party hereto unless set forth in a written instrument, which is
executed by an authorized representative of each party.
23. Counterparts. This Agreement may be executed in one or more counterparts and each
counterpart will, for all purposes, be deemed an original, but all such counterparts will together constitute
one and the same instrument.
24. Warranty of Services. Vendor warrants that its services will be of a high quality and
conform to generally prevailing industry standards. City must give written notice of any breach of this
warranty within thirty (30) days from the date that the services are completed. In such event, at Vendor's
option, Vendor will either (a) use commercially reasonable efforts to re -perform the services in a manner
that conforms with the warranty, or (b) refund the fees paid by City to Vendor for the nonconforming
services.
25. Immieration Nationalitv Act. Vendor must verify the identity and employment eligibility
of its employees who perform work under this Agreement, including completing the Employment
Vendor Services Agreement Page 7 of 18
Eligibility Verification Form (I-9). Upon request by City, Vendor will provide City with copies of all I-9
forms and supporting eligibility documentation for each employee who performs work under this
Agreement. Vendor must adhere to all Federal and State laws as well as establish appropriate procedures
and controls so that no services will be performed by any Vendor employee who is not legally eligible to
perform such services. VENDOR WILL INDEMNIFY CITY AND HOLD CITY HARMLESS FROM
ANY PENALTIES, LIABILITIES, OR LOSSES DUE TO VIOLATIONS OF THIS PARAGRAPH
BY VENDOR, VENDOR'S EMPLOYEES, CONTRACTORS, SUBCONTRACTORS, OR
AGENTS. City, upon written notice to Vendor, will have the right to immediately terminate this Agreement
for violations of this provision by Vendor.
26. Ownershin 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. Sienature Authoritv. The person signing this Agreement hereby warrants that they have
the legal authority to execute this Agreement on behalf of the respective party, and that such binding
authority has been granted by proper order, resolution, ordinance or other authorization of the entity. This
Agreement and any amendment hereto, may be executed by any authorized representative of Vendor. Each
party is fully entitled to rely on these warranties and representations in entering into this Agreement or any
amendment hereto.
28. Service of Process. Lessor irrevocably consents to service of process in the manner
provided for notices in section 13. Nothing in this Agreement will affect the right of any party hereto to
serve process in any other manner permitted by applicable law.
29. Change in Comvanv 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.
30. No Bovcott of Israel. If Vendor has fewer than 10 employees or this Agreement is for
less than $100,000, this section does not apply. Vendor acknowledges that in accordance with Chapter
2271 of the Texas Government Code, the City is prohibited from entering into a contract with a company
for goods or services unless the contract contains a written verification from the company that it: (1) does
not boycott Israel; and (2) will not boycott Israel during the term of the contract. The terms "boycott Israel"
and "company" has the meanings ascribed to those terms in Section 2271 of the Texas Government Code.
By signing this Agreement, Vendor certifies that Vendor's signature provides written verification to
the City that Vendor: (1) does not boycott Israel; and (2) will not boycott Israel during the term of
Vendor Services Agreement Page 8 of 18
the Agreement.
31. Prohibition on Bovcottine Enerev Companies. Vendor acknowledges that in accordance
with Chapter 2274 of the Texas Government Code (as added by Acts 2021, 87th Leg., R.S., S.B. 13, § 2),
the City is prohibited from entering into a contract for goods or services that has a value of $100,000 or
more, which will be paid wholly or partly from public funds of the City, with a company (with 10 or more
full-time employees) unless the contract contains a written verification from the company that it: (1) does
not boycott energy companies; and (2) will not boycott energy companies during the term of the contract.
The terms "boycott energy company" and "company" have the meaning ascribed to those terms by Chapter
2274 of the Texas Government Code (as added by Acts 2021, 87th Leg., R.S., S.B. 13, § 2). To the extent
that Chapter 2274 of the Government Code is applicable to this Agreement, by signing this
Agreement, Vendor certifies that Vendor's signature provides written verification to the City that
Vendor: (1) does not boycott energy companies; and (2) will not boycott energy companies during
the term of this Agreement.
32. Prohibition on Discrimination Against Firearm and Ammunition Industries. Vendor
acknowledges that except as otherwise provided by Chapter 2274 of the Texas Government Code (as added
by Acts 2021, 87th Leg., R.S., S.B. 19, § 1), the City is prohibited from entering into a contract for goods
or services that has a value of $100,000 or more which will be paid wholly or partly from public funds of
the City, with a company (with 10 or more full-time employees) unless the contract contains a written
verification from the company that it: (1) does not have a practice, policy, guidance, or directive that
discriminates against a firearm entity or firearm trade association; and (2) will not discriminate during the
term of the contract against a firearm entity or firearm trade association. The terms "discriminate," "firearm
entity" and "firearm trade association" have the meaning ascribed to those terms by Chapter 2274 of the
Texas Government Code (as added by Acts 2021, 87th Leg., R.S., S.B. 19, § 1). To the extent that
Chapter 2274 of the Government Code is applicable to this Agreement, by signing this Agreement,
Vendor certifies that Vendor's signature provides written verification to the City that Vendor: (1)
does not have a practice, policy, guidance, or directive that discriminates against a firearm entity or
firearm trade association; and (2) will not discriminate against a firearm entity or firearm trade
association during the term of this Agreement.
33. 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.
34. 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)
Vendor Services Agreement Page 9 of 18
ACCEPTED AND AGREED:
CITY OF FORT WORTH:
By:
Name: Fernando Costa
Title: Assistant City Manager
Date:
APPROVAL RECOMMENDED:
Chris Harder
By:
Chris Harder (Jul ll, 202412:19 CDT)
Name:
Christopher Harder, P.E.
Title:
Water Department Director
ATTEST:
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By:
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Name:
Jannette S. Goodall
Title:
City Secretary
COD Services L.L.C.
By:
Name: Ranya Elsweisy�
Title: Managing Partner
Date: "S� 1 v, 1 b , 20 SL f
CONTRACT COMPLIANCE MANAGER:
By signing I acknowledge that I am the person
responsible for the monitoring and administration of
this contract, including ensuring all performance and
reporting requirements.
By: Ufl�t 611
Name: atty Je i ilson
Title: Contract ervices Administrator
APPROVED AS TO FORM AND LEGALITY:
By: l-
Name: Jeremy Anato-Mensah
Title: Assistant City Attorney I
CONTRACT AUTHORIZATION:
M&C: N/A
Form 1295: N/A
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
Vendor Services Agreement Page 10 of 18
EXHIBIT A
WATER LABORATORY COURIER SERVICES
1.0 SCOPE OF SERVICES
1.1 The City of Fort Worth (City) is establishing a contract for courier
services for pickup and delivery of ice chests to and from the City of
Fort Worth Drinking Water and Wastewater Treatment Plants per
descriptions and specifications listed.
1.2 Following the award, additional services of the same general in the
award of this annual contract, and that are not already on the annual
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 PROPOSER RESPONSIBILITIES - Proposer shall:
2.1 Courier will pick up samples and return empty ice chests from the
City of Fort Worth Central Laboratory back to the Wastewater
Treatment Plants by the next morning.
2.2 Courier will obtain a signed Chain of Custody documenting the
receipt of samples from the City of Fort Worth Drinking Water and
Wastewater Treatment Plants.
2.3 Courier will be responsible for signing the Chain of Custody upon
delivery to City of Fort Worth Water and Wastewater Central
Laboratory relinquishing samples.
2.4 Courier will assign a point of contact for invoicing and
communication.
3.0 DELIVERY FREQUENCY
4.1. Monday through Friday, excluding City of Fort Worth observed
holidays.
4.1.1. City -observed holidays include:
4.1.1.1 New Year's
4.1.1.2 Martin Luther King
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4.1.1.3 Memorial Day
4.1.1.4 Juneteenth
4.1.1.5 Fourth of July
4.1.1.6 Labor Day
4.1.1.7 Thanksgiving Holidays (Thursday and Friday)
4.1.1.8 Christmas
5.0 PICK-UP TIME AND LOCATIONS
5.1 The City of Fort Worth will provide the courier with 24 hours' notice
by phone with a follow-up email stating the services required along
with the anticipated length of time. It is the responsibility of the
courier to ensure that ice chests are delivered at the designated time as
stated Section 4. Additionally, it is incumbent upon the courier to
notify the Laboratory immediately of any and all delays by calling
[817] 392-5900
5.2 All ice chests will be available for pick-up at 7:00 AM for all
locations listed in the 1st and 2nd Routes below. In addition, the 3rd
Route at Village Creels Wastewater Treatment Plant located at 4500
Wilma Lane, Arlington, Texas 76012, pick-up will be available at
7:30 AM. Finally, the 4th Route all ice chests will be available for
pick-up at 3:00 PM.
5.3 Daily Courier Services for 1st Route
5.3.1 Pick-up at 7:00 AM:
Water Pretreatment Plant
920 Fournier Fort Worth, Texas 76102
1 or 2 Medium Size Ice Chest(s)
Dimension: 28 quart 18" x 13"x 16"
Weight: =/-20 pounds each
Content Type: Glass and Plastic containers
5.3.2 Pick-up at 7:00 AM:
North Holly Water Treatment Plant
1500 llth Avenue
Vendor Services Agreement Page 12 of 18
Fort Worth, Texas 76102
1 or 2 Medium Size Ice Chest(s)
Dimension: 28 quart 18" x 13"x 16"
Weight: =/-20 pounds each
Content Type: Glass and Plastic containers
5.3.3 Deliver To:
Water Laboratory Division
2600 SE Loop 820
Fort Worth, Texas 76140
Delivery by 9:30 AM
5.4 Daily Courier Services for 2"' Route
5.4.1 Pick-up at 700 AM:
Eagle Mountain Water Treatment Plant
6801 Bowman Roberts Rd.
Fort Worth, Texas 76179
1 Medium Size Ice Chest
Dimension: 28 quart 18"x 13"x 16"
Weight: _/- 20 pounds each
Content Type: Glass and Plastic containers
5.4.2 Pick-up at 7:00 AM:
Westside Water Treatment Plant
12200 Old Weatherford Rd.
Aledo, Texas 76008
1 Medium Size Ice Chest
Dimension: 28 quart 18"x 13"x 16"
Weight: _/- 20 pounds each
Content Type: Glass and Plastic containers
5.4.3 Deliver To:
Water Laboratory Division
2600 SE Loop 820
Fort Worth, Texas 76140
Delivery by 9:30 AM
Vendor Services Agreement Page 13 of 18
5.5 Daily Courier Services for 3" Route
5.5.1 Pick-up at 7:30 AM:
Village Creek Wastewater Treatment Plant
4500 Wilma Lane
Arlington, Texas 76012
Three (3) Large Ice Chests
120 quarts each 40" x 16" x 18"
Weight: _/- 70 pounds each
Content Type: Plastic Containers
Three (3) Medium Ice Chests
48 quarts each 25" x 15" x 15"
Weight: _/- 35 pounds each
Content Type: Plastic Containers
Two (2) Small Ice Chest
Size: 28 quarts each 18" x 11" x 15"
Weight: _/- 20 pounds
Content Type: Plastic Containers
5.5.2 Deliver To:
Water Laboratory Division
2600 SE Loop 820
Fort Worth, Texas 76140
Delivery by 9:30 AM
5.6 4" Route - The City of Fort Worth wants to emphasize, Route 4 is
only "As needed" and consists of only pick-up location.
5.6.1 Pick-up at 3:00 PM:
Water Pretreatment Plant
920 Fournier
Fort Worth, Texas 76102
One (1) to Four (4) Small Size Ice Chest
Dimension: 12 quart 14" X 12" X 13"
Weight: =/-10 pounds each
Vendor Services Agreement Page 14 of 18
Content -Type: Plastic containers
5.6.2 Pick-up at 3:00 PM:
North Holly Water Treatment Plant
1500 11th Avenue
Fort Worth, Texas 76102
One (1) to Four (4) Small Size Ice Chest
Dimension: 12 quart 14" X 12" X 13"
Weight: =/-10 pounds each
Content -Type: Plastic containers
5.6.3 Pick-up at 3:00 PM:
Eagle Mountain Water Treatment Plant
6801 Bowman Roberts Rd.
Fort Worth, Texas 76179
One (1) to Four (4) Small Size Ice Chest
Dimension: 12 quart 14" X 12" X 13"
Weight: =/-10 pounds each
Content -Type: Plastic containers
5.6.4 Pick-up at 3:00 PM:
Westside Water Treatment Plant
12200 Old Weatherford Rd.
Aledo, Texas 76008
One (1) to Four (4) Small Size Ice Chest
Dimension: 12 quart 14" X 12" X 13"
Weight: =/-10 pounds each
Content -Type: Plastic containers
5.6.5 Deliver To:
Water Laboratory Division
2600 SE Loop 820
Fort Worth, Texas 76140
Delivery by 4:30 PM
Vendor Services Agreement Page 15 of 18
6.0 INVOICING REQUIREMENTS
6.1 The City of Fort Worth has implemented an automated
invoicing system.
6.2 The Vendor shall send invoices electronically to our
centralized Accounts Payable department invoice email
address: supplierinvoicesawfortworthtexas.vov. 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.
6.3 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)
6.4 To ensure the system can successfully process your invoice in
an expedient manner, please adhere to the following
requirements:
• All invoices must be either a PDF or TIFF format.
• Image quality must be at least 300 DPI (dots per inch).
• Invoices must be sent as an attachment (i.e. no invoice
in the body of the email).
• One invoice per attachment (includes PDFs). Multiple
attachments per email is acceptable but each invoice
must be a separate attachment.
• Please do not send handwritten invoices or invoices
that contain handwritten notes.
• Dot matrix invoice format is not accepted.
• The invoice must contain the following information:
o Supplier Name and Address;
o Remit to Supplier Name and Address, if
different;
o Applicable City Department business unit# (i.e.
FW013)
o Complete City of Fort Worth PO number (i.e.
the PO number must contain all preceding
Vendor Services Agreement Page 16 of 18
zeros);
o Invoice number;
o Invoice date; and
• Invoices should be submitted after delivery of the
goods or services.
6.5 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
sup_ olierinvoicesawfortworthtexas.aov. 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 AccountsPavableawfortworthtexas.aov.
6.6 If you are unable to send your invoice as outlined above at
this time, please send your invoice to our centralized
Accounts Payable department instead of directly to the
individual city department. This will allow the city staff to
digitize the invoice for faster processing.
6.7 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 Vendor's support.
If Vendor has any questions, please contact the Accounts Payable
team at (817) 392- 2451 or by email to -
ZZ FIN AccountsPavableawfortworthtexas.vov.
6.8 Vendor shall not include Federal, State of City sales tax in its
invoices. City shall furnish a tax exemption certificate upon
Vendor's request.
Vendor Services Agreement Page 17 of 18
EXHIBIT B
COST SCHEDULE SUMMARY
The cost for Pick Up and Delivery for each route:
Item WateWLaboratory
UOM Unit Vehicle Brand or
1 Courier Service
Price Make and Model
1 Route 1 — Pick Up Treatment
Each $40.00 Ford Transit
Plat, Pick Up North Holly Water
Treatment, Deliver to Water
Laboratory Division
2 Route 2 — Pick Up Eagle
Each { $45.00 Ford Transit
mountain Water Treatment
Plant, Pick Up Westside Water
�
Treatment Plant Deliver to
Water Laboratory Division
3 Route 3 — Pick Up Village Creek
Each $20.00 Ford Transit
Wastewater Treatment Plant,
i Deliver to Water Laboratory
Division
Transit
4 Route 4 — Pick Up Water
Each $50.00 Ford
Pretreatment Plant, North Holly
Water Treatment Plant, Eagle
Mountain Water Treatment
Plant, Westside Water Treatment ,
Plant, Deliver to Water
Laboratory Division
Page 18 of 18
Vendor Services Agreement
EXHIBIT C
t"0KT VV01(f1L (CITY OF FORT NORTH - PURCHASING DlVffSIOI�
(CONFLICT OF INTEREST QUESTIONNAIRE, (CRQ)
ITB Ref. #: 24-0161 1 Doc, Ref#: ITB-02 I Page 2 of 3
ITB Title: Water Laboratory Courier Services
CONFLICT OF INTEREST QUESTIONNAIRE
For vendor doing business with local governmental entity
F 0 P M C, 1(4
This questionna(ts reflects changes mode to the law by 14.13. 23. 64111 Leg., Regular Session. OFFICE USE ONLY
This questionnaiie is be:rg 11I(d in aceoid.,mo with Chapter 176. Lccal Cinvemmenl C�,do, Lry a vendor who Daro ft " flo. Wcl
has a business Wallonshio as dof ncd by Seaton 176.001(1.0) with a focal am-emmental entity and the
vendor meats lequrements und_t Section 176.006I3)
By late this quoslnnaaite must Le filed vAh the) records admini imlor of the Ic •:al governmental entity not later
than the 7th business day alter the data the vendor L-comes av;ate of facts tha! require the statement to be
fled. Soo SO(Mon 176.006(a•1), Local Govoinment Code.
A vend:•; commits an offense it the verdor krc dngty violates Section 176.006. Local Gwernmom Ccdo. An i
offense under this section is a trvsdemoanor
1-1 fJanrq of vendor who has n business relationship with loco) governmental entity.
s �f
Check this box it you rue filing an update to a previously filed questionnaire, (The law requires that you file an updated
completed questionnaire with the appropriate Wind authotily not later than the 71h business day alter the dale on which
you became aware that the originally filed questionnaire was inoomplote or Inaccurate.)
s I Name of local government officer about vjhoM the Is being disclosed.
Name of Off.cor
AI—Nscribe eoch employment or other business relationship with the local government officer, or a family member of lhp
officer, as described by Section V6.003(o)(2)(A). Also describe any family telationshipwith the local government officer.
Complete subparts A and g for oath employment or business reinlionship described, Attach additional pages to this form
CID as necessary.
A. Is the local government officer or a family member of the officer receiving or likely to receive Ruiblo income,
other than invostnnord income, iron) Ilia vendor)
aYes No
B. is the vendor rcceNing or likoty to receive taxab!o income. other Ihan investment income. from or at the direction
of the local government officer or a family member of the officer AND the taxable income is not received from the
local governmental onlity?
El Yes CNo
S 1Describe ench employment or businoss relationship that the vendor named in Section 1 maintains wilh a corporation or
other busInoss entity with respect to which the local government officer serves as an officer or director, or holds an
ownership Interest of one percent or more.
❑Check this box if the vendor has given the Iccal government off ;er or a family member of the o(fic4r one or more gifts
as descrbed In Section 171:,003(a)(2)(5), excluding gifts described in Section 176.003(a•1).
7 — - — --- —
5 7 - 7-0 z k-1
:on it I VGMCIT doing busmesa with the gcvolrm?n ai enlit , Ia-a
Foun pmvidedbp oxas Ethics Commission % d•.elhlcs.slate.tx.u5 Reis: i !; iriJ21
EXHIBIT D
utlinnesola Statutes 322B
The individual(s) listed below who is (are each) 18 years of age or older,
hereby adopt(s) the following Articles of Organization:
ARTICLE I - LIMITED LIABILITY COMPANY NAME:
COT) Services L. L. C.
ARTICLE 2 - REGISTERED OFFICE and AGENT:
Name Address:
RANVA H ELSWEISS'
ARTICLE 3 - DURATION: PERPETUAL
ARTICLE 4 - ORGANIZERS:
'�`j �'1856•ti`�S�`
2209 CENTRAL AVE NE 03 MINNEAPOLIS NCN 554.18 USA
Name: Address:
Aaron COLLINS 111 2209 CENTRAL WE NE APT 3
�IINNEAPOLIS MN 55418 USA
If you submit an attachment, it will be incorporated into this document. If the attachment conflicts with the
infonnation specifically set forth in this document, this document supersedes the data referenced in the
attachment.
By typing my name, 1, the undersigned, certify that I am signing this document as the person whose signature is
required, or as agent of the person(s) whose signature would be required who has authorized me to sign this document
on his/her behalf, or in both capacities. I further certify that 1 have completed all required fields, and that the
information In this document is true and correct and in compliance with the applicable chapter of Minnesota Statutes.
understand that by signing this document I am subject to the penalties of perjury as set forth in Section 609.48 as if I
had signed this document under oath.
SIGNED BY: AARON COLLINS III
MAILING ADDRESS: 2209 CENTRAL AVE APT 3 MINNEAPOLIS MN 55418
EMAIL FOR OFFICIAL NOTICES:
ackod@yahoo.com