HomeMy WebLinkAboutContract 62199CSC No.62199
FORT WORTH.,
SOLE SOURCE AGREEMENT
This SOLE SOURCE AGREEMENT ("Agreement") is made and entered into by and between
the CITY OF FORT WORTH ("City"), a Texas home rule municipal corporation, acting by and through
its duly authorized Assistant City Manager, and FRONTLINE PUBLIC SAFETY SOLUTIONS, LLC
("Vendor"), a Illinois Limited Liability Corporation and acting by and through its duly authorized
representative, each individually referred to as a "party" and collectively referred to as the "parties."
AGREEMENT DOCUMENTS:
The Agreement documents shall include the following:
1. This Vendor Services Agreement;
2. Exhibit A — Scope of Services;
3. Exhibit B — Price Schedule;
4. Exhibit C — Sole Source Justification Letter
5. Exhibit D — Verification of Signature Authority Form.
Exhibits A, B, C, and D which are attached hereto and incorporated herein, are made a part of this
Agreement for all purposes. In the event of any conflict between the terms and conditions of Exhibits A, B,
C, or D and the terms and conditions set forth in the body of this Agreement, the terms and conditions of
this Agreement shall control.
1. Scone of Services. Vendor agrees to provide the City with its web based QA Tracker -
Quality Assurance / Quality Improvement Evaluations related services ("Services"), which are set forth in
more detail in Exhibit "A," attached hereto and incorporated herein for all purposes.
2. Term. This Agreement begins on November 1, 2024 ("Effective Date") and expires on
October 31, 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 twenty-five thousand dollars ($25,000.00). 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.
OFFICIAL RECORD
4. Termination.
CITY SECRETARY
FT. WORTH, TX
... ..... .. .. _ .. .. _ .
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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_annronriation of Funds. In the event no funds or insufficient funds are
appropriated by City in any fiscal period for any payments due hereunder, City will notify Vendor
of such occurrence and this Agreement will terminate on the last day of the fiscal period for which
appropriations were received without penalty or expense to City of any kind whatsoever, except as
to the portions of the payments herein agreed upon for which funds have been appropriated.
4.3 Duties and Obligations of the Parties. In the event that this Agreement is
terminated prior to the Expiration Date, City will pay Vendor for services actually rendered up to
the effective date of termination and Vendor will continue to provide City with services requested
by City and in accordance with this Agreement up to the effective date of termination. Upon
termination of this Agreement for any reason, Vendor will provide City with copies of all
completed or partially completed documents prepared under this Agreement. In the event Vendor
has received access to City Information or data as a requirement to perform services hereunder,
Vendor 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 C City Information") as confidential
and will not disclose any such information to a third party without the prior written approval of
City.
J 5.3 Public Information Act. City is a government entity under the laws of the State of
Texas and all documents held or maintainedby 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. Rght to Audit. Vendor agrees that City will, until the expiration of three (3) years after
final payment under this Agreement, or the filial 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,
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papers and records, including, but not limited to, all electronic records, of Vendor involving transactions
relating to this Agreement at no additional cost to City. Vendor agrees that City will have access during
normal working hours to all necessary Vendor facilities and will be provided adequate and appropriate work
space in order to conduct audits in compliance with the provisions of this section. City will give Vendor
reasonable advance notice of intended audits.
7. Independent Contractor. It is expressly understood and agreed that Vendor will operate
as an independent contractor as to all rights and privileges and work performed under this Agreement, and
not as agent, representative or employee of City. Subject to and in accordance with the conditions and
provisions of this Agreement, Vendor will have the exclusive right to control the details of its operations
and activities and be solely responsible for the acts and omissions of its officers, agents, servants,
employees, Vendors, and subcontractors. Vendor acknowledges that the doctrine of respondeat superior
will not apply as between City, its officers, agents, servants and employees, and Vendor, its officers, agents,
employees, servants, contractors, and subcontractors. Vendor further agrees that nothing herein will be
construed as the creation of a partnership or joint enterprise between City and Vendor. It is further
understood that City will in no way be considered a Co -employer or a Joint employer of Vendor or any
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, SERVANTSANDEMPLOYEES, FROMANDAGAINSTANYANDALL 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 ANYAND 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 Cityfor
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
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negotiations for its settlement or compromise and to settle or compromise any such claim;
however, City will have the right to fully participate in any and all such settlement,
negotiations, or lawsuit as necessary to protect City's interest, and City agrees to cooperate
with Vendor in doing so. In the event City, for whatever reason, assumes the responsibility
for payment of costs and expenses for any claim or action brought against City for
infringement arising under this Agreement, City will have the sole right to conduct the
defense of any such claim or action and all negotiations for its settlement or compromise and
to settle or compromise any such claim; however, Vendor will fully participate and cooperate
with City in defense of such claim or action. City agrees to give Vendor timely written notice
of any such claim or action, with copies of all papers City may receive relating thereto.
Notwithstanding the foregoing, City's assumption of payment of costs or expenses will not
eliminate Vendor's duty to indemnify City under this Agreement. If the software anchor
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.
8.4 Data Breach. Vendor further agrees that it will monitor and test its data
safeguards from time to time, and further agrees to adjust its data safeguards from time to
time in light of relevant circumstances or the results of any relevant testing or monitoring. If
Vendor suspects or becomes aware of any unauthorized access to any financial or personal
identifiable information ("Personal Data") by any unauthorized person or third party, or
becomes aware of any other security breach relating to Personal Data held or stored by
Vendor under the Agreement or in connection with the performance of any services
performed under the Agreement or any Statement(s) of Work ("Data Breach"), Vendor shall
immediately notify City in writing and shall fully cooperate with City at Vendor's expense to
prevent or stop such Data Breach. In the event of such Data Breach, Vendor shall fully and
immediately comply with applicable laws, and shall take the appropriate steps to remedy
such Data Breach. Vendor will defend, indemnify and hold City, its Affiliates, and their
respective officers, directors, employees and agents, harmless from and against any and all
claims, suits, causes of action, liability, loss, costs and damages, including reasonable attorney
fees, arising out of or relating to any third -party claim arising from breach by Vendor of its
obligations contained in this Section, except to the extent resulting from the acts or omissions
of City. All Personal Data to which Vendor has access under the Agreement, as between
Vendor and City, will remain the property of City. City hereby consents to the use, processing
and/or disclosure of Personal Data only for the purposes described herein and to the extent
such use or processing is necessary for Vendor to carry out its duties and responsibilities
under the Agreement, any applicable Statement(s) of Work, or as required by law. Vendor
will not transfer Personal Data to third parties other than through its underlying network
provider to perform its obligations under the Agreement, unless authorized in writing by
City. Vendor's obligation to defend, hold harmless and indemnify City shall remain in full
effect if the Data Breach is the result of the actions of a third party. All Personal Data
delivered to Vendor shall be stored in the United States or other jurisdictions approved by
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City in writing and shall not be transferred to any other countries or jurisdictions without
the prior written consent of City.
9. Assignment and Subcontracting.
9.1 Assignment. Vendor will not assign or subcontract any of its duties, obligations
or rights under this Agreement without the prior written consent of City. If City grants consent to
an assignment, the assignee will execute a written agreement with City and Vendor under which
the assignee agrees to be bound by the duties and obligations of Vendor under this Agreement.
Vendor will be liable for all obligations of Vendor under this Agreement prior to the effective date
of the assignment.
9.2 Subcontract. If City grants consent to a subcontract, the subcontractor will execute
a written agreement with Vendor referencing this Agreement under which subcontractor agrees to
be bound by the duties and obligations of Vendor under this Agreement as such duties and
obligations may apply. Vendor must provide City with a fully executed copy of any such
subcontract.
10. Insurance. Vendor must provide City with certificate(s) of insurance documenting
policies of the following types and minimum coverage limits that are to be in effect prior to commencement
of any Services pursuant to this Agreement:
10.1 Coverage and Limits
(a) Commercial General Liability:
$1,000,000 - Each Occurrence
$2,000,000 - Aggregate
(b) Automobile Liability:
$1,000,000 - Each occurrence on a combined single limit basis
Coverage will be on any vehicle used by Vendor, or its employees, agents, or
representatives in the course of providing Services under this Agreement. "Any
vehicle" will be any vehicle owned, hired and non -owned.
(c) Worker's Compensation:
Statutory limits according to the Texas Workers' Compensation Act or any other
state workers' compensation Iaws where the Services are being performed
Employers' liability
$100,000 - Bodily Injury by accident; each accidentloccurrence
$100,000 - Bodily Injury by disease; each employee
$500,000 - Bodily Injury by disease; policy limit
(d) Professional Liability (Errors & Omissions):
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$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 Reouirements
(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- Vli
in the current A.M. Best KeyRating Guide, or have reasonably equivalent financial
strength and solvency to the satisfaction of Risk Management. If the rating is
below that required, written approval of Risk Management is required.
(e) Any failure on the part of City to request required insurance
documentation will not constitute a waiver of the insurance requirement.
(f) Certificates of Insurance evidencing that Vendor has obtained all required
insurance will be delivered to the City prior to Vendor proceeding with any work
pursuant to this Agreement.
11. Comuliance with Laws, Ordinances, Rules and Regulations. Vendor agrees that in the
performance of its obligations hereunder, it will comply with all applicable federal, state and local laws,
ordinances, rules and regulations and that any work it produces in connection with this Agreement will also
comply with all applicable federal, state and local laws, ordinances, rules and regulations. If City notifies
Vendor 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
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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:
To VENDOR:
City of Fort Worth FRONTLINE Public Safety Solutions, LLC.
Attn: Dana BurghdoffAssistant City Manager Ben Laird, President
100 Fort Worth Trail 55 W 22nd St, Suite 300
Fort Worth, TX 76102-6314 Lombard, IL 60148
Facsimile. (817) 392-8654
With copy to Fort Worth City Attorney's Office at
same address
14. Solicitation of Emnlovees. Neither City nor Vendor will, during the term of this
Agreement and additionally for a period of one year after its termination, solicit for employment or employ,
whether as employee or independent contractor, any person who is or has been employed by the other
during the term of this Agreement, without the prior written consent of the person's employer.
Notwithstanding the foregoing, this provision will not apply to an employee of either party who responds
to a general solicitation of advertisement of employment by either party.
15. Governmental Powers. It is understood and agreed that by execution of this Agreement,
City does not waive or surrender any of its governmental powers or immunities.
16. No Waiver. The failure of City or Vendor to insist upon the performance of any term or
provision of this Agreement or to exercise any right granted herein does not constitute a waiver of City's or
Vendor's respective right to insist upon appropriate performance or to assert any such right on any future
occasion.
17. Governing Law / Venue. This Agreement will be construed in accordance with the laws
of the State of Texas. If any action, whether real or asserted, at law or in equity, is brought pursuant to this
Agreement, venue for such action will lie in state courts located in Tarrant County, Texas or the United
States District Court for the Northern District of Texas, Fort Worth Division.
18. Severahility. 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.
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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 Iabor restrictions by any governmental authority;
transportation problems; restraints or prohibitions by any court, board, department, commission, or agency
of the United States or of any States; civil disturbances; other national or regional emergencies; or any other
similar cause not enumerated herein but which is beyond the reasonable control of the Party whose
performance is affected (collectively, "Force Majeure Event"). The performance of any such obligation is
suspended during the period of, and only to the extent of, such prevention or hindrance, provided the
affected Party provides notice of the Force Majeure Event, and an explanation as to how it prevents or
hinders the Party's performance, as soon as reasonably possible after the occurrence of the Force Majeure
Event, with the reasonableness of such notice to be determined by the City in its sole discretion. The notice
required by this section must be addressed and delivered in accordance with Section 13 of this Agreement.
20. Headings not Controlling. Headings and titles used in this Agreement are for reference
purposes only, will not be deemed a part of this Agreement, and are not intended to define or limit the scope
of any provision of this Agreement.
21. Review of Counsel. The parties acknowledge that each party and its counsel have
reviewed and revised this Agreement and that the normal rules of construction to the effect that any
ambiguities are to be resolved against the drafting party will not be employed in the interpretation of this
Agreement or Exhibits A, B, and C.
22. Amendments I Modifications I 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. Counteraarts. This Agreement may be executed in one or more counterparts and each
counterpart will, for all purposes, be deemed an original, but all such counterparts will together constitute
one and the same instrument.
24. Warranty of Services. Vendor warrants that its services will be of a high quality and
conform to generally prevailing industry standards. City must give written notice of any breach of this
warranty within thirty (30) days from the date that the services are completed. In such event, at Vendor's
option, Vendor will either (a) use commercially reasonable efforts to re perform the services in a manner
that conforms with the warranty, or (b) refund the fees paid by City to Vendor for the nonconforming
services.
25. Immigration Nation alitv Act. Vendor must verify the identity and employment eligibility
of its employees who perform work under this Agreement, including completing the Employment
EIigibility 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
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for violations of this provision by Vendor.
26. Ownership of Work Product. City will be the sole and exclusive owner of all reports,
work papers, procedures, guides, and documentation that are created, published, displayed, or produced in
conjunction with the services provided under this Agreement (collectively, "Work Product"). Further, City
will be the sole and exclusive owner of all copyright, patent, trademark, trade secret and other proprietary
rights in and to the Work Product. Ownership of the Work Product will inure to the benefit of City from
the date of conception, creation or fixation of the Work Product in a tangible medium of expression
(whichever occurs first). Each copyrightable aspect of the Work Product will be considered a "work -made -
for -hire" within the meaning of the Copyright Act of 1976, as amended. If and to the extent such Work
Product, or any part thereof, is not considered a "work -made -for -hire" within the meaning of the Copyright
Act of 1976, as amended, Vendor hereby expressly assigns to City all exclusive right, title and interest in
and to the Work Product, and all copies thereof, and in and to the copyright, patent, trademark, trade secret,
and all other proprietary rights therein, that City may have or obtain, without further consideration, free
from any claim, lien for balance due, or rights of retention thereto on the part of City.
27. Signature Authority. The person signing this Agreement hereby warrants that they have
the legal authority to execute this Agreement on behalf of the respective party, and that such binding
authority has been granted by proper order, resolution, ordinance or other authorization of the entity. This
Agreement and any amendment hereto, may be executed by any authorizcd representativc of Vendor. Each
party is fully entitled to rely on these warranties and representations in entering into this Agreement or any
amendment hereto.
28. Change in Comoanv 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 board of director's
resolution approving the action, or an executed merger or acquisition agreement. Failure to provide the
specified documentation so may adversely impact future invoice payments.
29. No Bovcott of Israel. If Vendor has fewer than 10 employees or this Agreement is for
less than $100,000, this section does not apply. Vendor acknowledges that in accordance with Chapter
2271 of the Texas Government Code, the City is prohibited from entering into a contract with a company
for goods or services unless the contract contains a written verification from the company that it: (1) does
not boycott Israel; and (2) will not boycott Israel during the term of the contract. The terms "boycott Israel"
and "company" has the meanings ascribed to those terms in Section 2271 of the Texas Government Code.
By signing this Agreement, Vendor certifies that Vendor's signature provides written verification to
the City that Vendor: (1) does not boycott Israel; and (2) will not boycott Israel during the term of
the Agreement.
30. Prohibition on Bovcotting Enerev Comnanies. 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 that is to be paid wholly or partly from public funds of the City with a company with 10
or more full-time employees unless the contract contains a written verification from the company that it:
(1) does not boycott energy companies; and (2) wilI 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
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Agreement, Vendor certifies that Vendor's signature provides written verification to the City that Vendor:
(I) does not boycott energy companies; and (2) will not boycott energy companies during the term of this
Agreement.
31. Prohibition on Discrimination Against Firearm and Ammunition Industries. Vendor
acknowledges that except as otherwise provided by Chapter 2274 of the Texas Government Code, as added
by Acts 2021, 87th Leg., R.S., S.B. 19, § I, the City is prohibited from entering into a contract for goods or
services that has a value of $100,000 or more that is to be paid wholly or partly from public funds of the
City with a company with 10 or more full-time employees unless the contract contains a written verification
from the company that it: (1) does not have a practice, policy, guidance, or directive that discriminates
against a firearm entity or firearm trade association; and (2) wiII not discriminate during the term of the
contract against a firearm entity or firearm trade association. The terms "discriminate," "firearm entity"
and "firearm trade association" have the meaning ascribed to those terms by Chapter 2274 of the Texas
Government Code, as added by Acts 2021, 87th Leg., R.S., S.B. 19, § 1. To the extent that Chapter 2274
of the Government Code is applicable to this Agreement, by signing this Agreement, Vendor certifies that
Vendor's signature provides written verification to the City that Vendor: (1) does not have a practice, policy,
guidance, or directive that discriminates against a firearm entity or firearm trade association; and (2) will
not discriminate against a firearm entity or firearm trade association during the term of this Agreement.
32. Electronic Signatures. This Agreement may be executed by electronic signature, which
will be considered as an original signature for all purposes and have the same force and effect as an original
signature. For these purposes, "electronic signature" means electronically scanned and transmitted versions
(e.g. via pdf file or facsimile transmission) of an original signature, or signatures electronically inserted via
software such as Adobe Sign.
33. Entirety of Agreement. This Agreement, including all attachments and exhibits, 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.
34. Network Access,
34.1 Citv Network Access. If Vendor, and/or any of its employees, officers, agents,
servants or subcontractors (for purposes of this section "Vendor Personnel"), requires access to the
City's computer network in order to provide the services herein, Vendor shall execute and comply
with the Network Access Agreement which is attached hereto as Exhibit "D" and incorporated
herein for all purposes.
34.2 Federal Law Enforcement Database Access. If Vendor, or any Vendor Personnel,
requires access to any federal law enforcement database or any federal criminal history record
information system, including but not limited to Fingerprint Identification Records System
("FIRS"), Interstate Identification index System ("III System"), National Crime Information Center
("NCIC") or National Fingerprint File ("NFF"), or Texas Law Enforcement Telecommunications
Systems ("TLETS"), that is governed by and/or defined in Title 28, Code of Federal Regulations
Part 20 ("CFR Part 20"), for the purpose of providing services for the administration of criminal
justice as defined therein on behalf of the City or the Fort Worth Police Department, under this
Agreement, Vendor shall comply with the Criminal Justice Information Services Security Policy
and CFR Part 20, as amended, and shall separately execute the Federal Bureau of Investigation
Criminal Justice Information Services Security Addendum. No changes, modifications, alterations,
Vendor Services Agreement Page 10 of 20
or amendments shall be made to the Security Addendum. The document must be executed as is,
and as approved by the Texas Department of Public Safety and the United States Attorney General.
Vendor Services Agreement Page 11 of 20
IN WITNESS WHEREOF, the parties hereto have executed this Agreement in multiples.
CITY OF FORT WORTH:
By:
Name:
bares Bm�Guia
Dana Burghd off (Oct 2024 i :58 CDT)
Dana Burghdoff
Title:
Assistant City Manager
Date:
Oct 23, 2024
APPROVAL RECOMMENDED:
By: Oct 23, 2024 10:45 CD
Name: James Davis
Title: Fire Chief
ATTEST:
QFORt pC
oFoo �O9dd
lg
Pv8 ==a
dQd*�°1�d
Bd�Y�
plop QEopS.od.d
By: Ja tte Coodall(Oc 3, 202415:33 CDTJ
Name: Jannette Goodall
Title: City Secretary
VENDOR:
FRONTLC77
' LLC
By:
Naive: Ben Laird
Title: President
Date:
CONTRACT COMPLIANCE MANAGER:
By signing I acknowledge that I am the person
responsible for the monitoring and administration of
this contract, including ensuring all performance and
reporting requirements.
By:
Name: Brenda Ray
Title: Purchasing Manager - Fire
APPROVED AS TO FORM AND LEGALITY:
By:
Name: Taylor Paris
Title: Assistant City Attorney
CONTRACT AUTHORIZATION:
M&C: NIA
Form 1295: NIA
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
Vendor Services Agreement Page 12 of 20
City Secretary Contract No.
EXHIBIT A
SCOPE OF SERVICES
Vendor will provide the City with its QA Tracker - Quality Assurance / Quality Improvement Evaluation
services. Vendor will provide the evaluations through its web based application that will be used to
streamline solutions to all aspects of the QA process, from the rating of calls to recording and managing
the aggregate data, to delivery of QA results to employees, and meets APCo/NENA standards for programs
for PSAPs. This program is designed with customizable forms to allow the City to use its existing questions
and answers programs to copy their criteria into the Vendor's software for continuity of operations. This
application pushes from City's server to Questions and Answers tracker on a daily basis, Will auto populate
details for the call being reviewed. Additionally, Vendor's program integrates with police and medical
dispatching and provides a means of processing and tracking Daily Observation Reports through the DOR
Tracker.
Vendor Services Agreement Page 13 of 20
City Secretary Contract No.
EXHIBIT B
PAYMENT SCHEDULE
FRONTLINEinvoice_ FL5.1t:4
INVOICE
Robert Chan Heather Berg Invoice Date. 10-12-2024
Fort Worth Fine Department Frontline Public Safety Solutions Purchase Order #.
3000 W Bon Street h5ergQfronttinepss com Payment Terns. NO30
Fort Worth, TX - 76115 630-613. O12
United States
robert_chan@torWorthtexas_gov 817-392-3034
Thank you for this opporlLrityl Below is the invoice that you nave reque sled. ?lease pay from this invoice or contact me wt71 any further quesuons
® i �� _,Ilia
Quality Assurance 1 Qualityy Improvement Evaluators (31-50 user range)
CbA-based software designed to easrf� assess and track employees CA and of stanctarcls
Manage and Customize your Roster Questions. Categones and Fonts
Yearns - Easily Track and Log Employee progress b3.150.00 $3.154.UC
Appealing Dashboard shows where you Agency is Succeeding and where they need Improvement
Share information easily within the Document Liorary
Run Reports try Employee Performance Evaluation Form. Date Range and more
t Year— Single Agency Annual Renewal
CAl3 # r incident Data API (Optional)
Create and maintain the CAR Event details. Manage data transfer of inc,dent data from CAD database
to Quality A_ssurarioe Tracker
r yesrls $1.DDD.00 $1 0M.6d
Data stored in QA Tracker for purpose to awo-fill details from CAD Event A lookup, Required Q's.
ShufflefRandomezer when creating evasuabons
1 Year — Single Agency Annual Renewal
Make Checks Payable to:
Frontline Public Sauey Solutions $4,1%.00
PO Sox 387
Lockport, IL 1511441
F.r Acoeurf.ny and Yt^d:.r $rr tip sn�rort, necss won,
Vendor Services Agreement Page 14 of 20
EXHIBIT CSOLE
SOURCE EXEMPTION FORM
FORT WORTH
CITY OF FORT NVORTH
CHAPTER 2$2 EXEMPTION FORM
Instructions: Fill out the entire form ivith detailed information. Once you have completed this form,
provide it to the Pu rchasin a attorney for review. The attorney will review the infamiarion you have
provided to determine whether an exemption to Chapter ' S" s biding requirements is defensible
If you are printing this form to provide to Legal. please do not provide the Prinier portion. Failure
to provide sufficient information may result in follow tip questions and cause a delay- in the
attorney's deteriuination.
Section 1: General Information
Requesting Department:
fFire Deoartmcnil
Name of Contract Nlana;zer:
Robert Chan
Department's Attorney:
fTavlor Parisl
Item or Service sotu=ht:
Goods:
Service:
Anticipated Ainount:
fS_S.11G0.U4
Vendor: Frontline Public Safery Solutions
Cnurent Prior A_reement for item service: Ycs ❑ No z
CSC or Purchase Order v: \ A
Annount: \ A
Projected M&C Date: [ N A]
How will this Item or service be used'.' This software will be used to streamlined solution to
all aspects of the OA process. front the ra6ie of calls to recording and mana2mg. the a22rc2ate
data. to delivery of OA results to eniplovees. and meets APCo \-ENA standards for oroznflis for
PSAPs.This vroa ann is designed with customizable forms to allow agencies with esistins
questions and answers vrowlius to copy- their criteria into the Frontline sofnvare for coutiuuity
of ooeratious. This sofhvare pushes from your server to Ouestions and Answers tracker on a
duly basis. Will auto populate details fo the call being reyiewd. Additionally this conitnany
lnte$rates with police and Medical dispatchuine as :fell as orovidins a nneans of processing and
Page 1of4
Vendor Services Agreement Page 15 of 20
trackine-Daily Obscitiation Reports throuaJi the DOR Tracker. The use of the O.A. Tracker -and
DOR Tracker are being considered bv-Police Communications.
Section 2. Claimed Esemntlon and Justiiiention (Other than sole source)
NOTE -Fora, claimed -sole -source exemption, complete Section 3.
Please indicate the ;non -sole -source cxeimption 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:
II A procurement necessary to preserve or protect the public health or safety of the City
of Fort Worth's, residents-
-A, procurement necessary because of unforeseen damage to public machinery,
equipment; or other:. property.
II A. procurement for personal, professional. or planning services;
F A .procurcment for •work that is pe"rfornned and paid for by theday as the -wort`
prOa„reSSeS'
A purchase of laud or a right; -of -way.;
nPaving drainage,. street widenuhg,=d other public improvements. orrelated matters, if
at least one-third of the cost is to be paid by or tbroat_li special assessments levied on
property that will benefit from the improvements:
F A public improvement project,.gIready in progress, authorized by the voters of the
municipality, for which there is a deficiency of funds for completing the project. in
accordance -with thcphais and purposes autlhorized by the voters;
A paymenttunder-a contract by which a developer participates in --the construction of a.
public inipxckvement,asprovided.bySubchapter C. Chapter212.
n Personal property sold:
at an auction by a state licensedauctioneer:
at .a going out of business sale field in coimpliande -with Subchapter F.
Chapter 17, Business & Commerce Code.-
* by apolitical subdivision of this state. a state aQeney of this state. or an
entity of the federal goverzumethf; or
undcr an interlocal contract for cooperative. purchasing administered by .a
reeional Planning commission established under Chapter 391.;
:Services performed by blind or sevcrely�disabled persons:
FTGoods purchascd'' y a municipality for subsequent retail sale by tlhe municipality:
Page 2 of 4
Vendor Services Agreement Page 16 of 20
Q Electricity: or
Q Advertising.. othi i than leQal.siotices.
Please provide. details aitd facts to.explain why -you belie-, a thd: exeninptiou-applies to the
purchase. You Iiiaivalso attach docunmentation to this form.
Section 3: Claimed Sole -Source Exemntion and Justification
NOTE=Tovauynon-sole-source exemption, complete'Section J.
Please indicate, the sole-sdttmc, exerniption yoiibelieve applies to -flit purchase <trtd providc
inforniatiorx,to support -its applicability.. Please refer ta'the Exetnption Primer for detailed
.infbinzation about common czciriptions
*A procurement of items thzi art available from only one. source. including:
• items thai are available from only. one source, iiecauseofpatetits. cop yrialits,
SCCret.pCOCCS5e5, OrIk'�titral7lianapOlIes:
• �ims�u�-tlku_scripts,orbooks;
+ gas, -water. and other, utility services:
+ , captive- replacemeitt;parts:or-contpenents'for equipment;
• ]gooks, paoers, 'and, other libr.� raiaterials for a. pttlilic liltraI that,are
.available otdly from. the persons lioldiug exclusive distribution rights -to the
•intaterials;. arnd
+ �Inaniisennenic sellices gro4ided-by a noriprofit orpaniization'to a`ztauiticipal.
museum, park, zoo, or othex#acility to.much,the organization has pr'o�uided'
significant financini or ocher benefits:
Hoiv did you determine that he:item or -service is only available from one source:'
Sole Source Lctter. Pleasc see att:iclicd. Fronlilte Public Saftty is tlic. only comunlly ofi'crine-t11is
software_ This vroduct will aillo«- ilne Citv to track data in. a nrvactive Matliner that Avill allow the
Citv`te vrovide better day to day customization of each module. This.vrovider does not rea_uue
the ourcingse of additional eouipment and or sofm?are zo nerforn the this tasks.
Attach screensliots and provide an explanation of any independent research'y;ou coInducted.
throug-4 iniemet searches', searclukz cooperatives-cIr discussions. with others kltotvledgeaible on
iltesubjectmatter,that corroborate chat the item is availnble_ortiv.fromza=single source,
y?A.
Vendor Services Agreement Page 17 of 20
-Did yoiii-attach a sole source justffic&i On letter ®j Ycs ❑ No
Describe. the tutiqueitess of the item -'or service (e.g, compatibility or patent issues,. etc.). This
.software. 0A.Track,and DOR Tracker. are.only avaiable fi-ont Frontline Public Safety Solutions.
Tliev •arc•co=atible. with Central Souare C_AD'and can support the files from Eventide tvliicit
allonvs out OAM Officer to send'the call recordinz to the Call 'Faker. radio traffice to the
Dispatcher and other Oo5itions being haudled.:bv FAO personnel.
Section 4. Attorney Determination
With'the factsprovided by, the department, is,the-use of the clauned' exemption defensible if the
City i ere to be:chalIenged on -this -purchase? =jX Yes ❑-�To.
Was there anything attached to this°form that,was relied_ on in mall this determination?
II -yes. No,
if yes. please explain:. The Department provided a sole source letter.
'Was.:tltere azzytlisria.not included on this fonn,or attached hereto that:ivasrelied on in imaking this
determin4tion? ❑Yes „RNNO.
Ifyes,,please explairt:-N-1A.
Will the standard -terms an&conditions apply? f Yes n?3o.
AVULthecontract regt ire special°terms? ❑Yes ®No.
mill:the. coatiactreq'uire by the department attorney? J�j Yes ❑ No.,
Approved By:
A4k�c
Date: MP27/2024
ter; ato-Mensah
si .tant City Attorney, ti
Vendor Services Agreement Page 18 of 20
FRONTLINE
10/23/2023
To whom it may concern,
Fort Worth Fire Department. TX
Frontline Public Safety Solutions is the sole source provider of the "My Frontline" One Login
Solution for managing Quality Assurance. Each module can be searnlessly accessed & managed
with the one login page. The modules are standalone, web -based solutions offering
independent customization options for each module to fit an agency's needs. We are the only
provider for such services, that does not require the purchase of additional equipment and or
software to perform the above tasks.
CLA Tracker web -based QA tracking software that allows a streamlined solution to all aspects of
the QA process, from the rating of calls to recording and managing the aggregate data, to
delivery of QA results to employees, and meets APCO/NENA ANS1.107.1.2015 Standards for QA
programs for PSAPs. This program is designed with customizable forms to allow agencies with
existing QA programs to copy their rating criteria into the Frontline software for continuity of
operations.
QA Tracker API
Quality Assurance tracker's API allows General CAD data to be pushed from your server to QA
Tracker on a daily basis. Entering a CAD / Event # will auto populate details of the call being
reviewed. Additional features include Required Q's based on nature codes. A shuffle option is
also included to allow for randomly reviewing calls.
Sincerely,
-I&ra SporoM9et
Adara Spanninger
Sales Professional
Vendor Services Agreement Page 19 of 20
EXHIBITI)
VERIFICATION OF SIGNATURE AUTHORITY
FRONTLINE PUBLIC SAFETY SOLUTIONS, LLC
55 W. 22"'D ST. STE 300
LOMBARD, IL 60148
Execution of this Signature Verification Form ("Form") hereby certifies that the following
individuals and/or positions have the authority to legally bind Vendor and to execute any agreement,
amendment or change order on behalf of Vendor. Such binding authority has been granted by proper order,
resolution, ordinance or other authorization of Vendor. City is fully entitled to rely on the warranty and
representation set forth in this Form in entering into any agreement or amendment with Vendor. Vendor
will submit an updated Form within ten (10) business days if there are any changes to the signatory
authority. City is entitled to rely on any current executed Form until it receives a revised Form that has been
properly executed by Vendor.
L
Name:
Position:
Signature
2.
Name:
Position:
Signature
3.
Name:
Position:
Signature
Name:
Ben laird
Signatur 1Pre5ideI
Other itl! . J
Date: �r �eLA
Vendor Services Agreement Page 20 of 20