HomeMy WebLinkAboutContract 62201GARDHORLD
CSC No. 62201
(i) Confidentiality: The parties as part of the performances hereunder, during the Term of this Agreement, will
have access to and become acquainted with various trade secrets including, without limitation, processes,
programs, systems, software, compilations of information, records, specifications, financial information,
marketing plans and customer lists which are owned by a party and which are regularly used in the
operation of the business of a party ("Confidential Information") and data belong to clients of CUSTOMER,
including non-public consumer information. Neither party shall disclose any of the aforesaid Confidential
Information, directly or indirectly, or use them in any way either during the Term of this Agreement or at any
time thereafter, except as required in the course of its Services under this Agreement. All Confidential
Information shall remain the exclusive property of the disclosing party or its customers and clients and shall
not be used or reproduced except in the sole interest of the disclosing party and with its prior consent and
shall be immediately returned or destroyed upon request of the disclosing party or at the termination of
Services hereunder. The above notwithstanding, Customer is a government entity under the laws of the
State of Texas and all documents held or maintained by Customer are subject to disclosure under the
Texas Public Information Act. To the extent the Agreement requires that Customer maintain records in
violation of the Act, Customer hereby objects to such provisions and such provisions are hereby deleted
from the Agreement and shall have no force or effect. In the event there is a request for any claimed
Confidential or Proprietary information, Customer shall promptly notify Carrier. It will be the responsibility of
Carrier to submit reasons objecting to disclosure. A determination on whether such reasons are sufficient
will not be decided by Customer, but by the Office of the Attorney General of the State of Texas or by a
court of competent jurisdiction.
(j) Non -waiver: Any failure by either party to enforce the other party's strict performance of any provision of
this Agreement will not constitute a waiver of its right to subsequently enforce the provision or any other
provision of this Agreement.
(k) Sovereign Immunity,: Nothing herein constitutes a waiver of CUSTOMER's sovereign immunity.
(I) No Bovcott of Israel: If CARRIER has fewer than 10 employees or the Agreement is for less than $100,000,
this section does not apply. CARRIER acknowledges that in accordance with Chapter 2271 of the Texas
Government Code, CUSTOMER is prohibited from entering into a contract with a company for goods or
services unless the contract contains a written verification from the company that it: (1) does not boycott
Israel; and (2) will not boycott Israel during the term of the contract. The terms "boycott Israel" and
"company" shall have the meanings ascribed to those terms in Section 2271 of the Texas Government
Code. By signing this Addendum, CARRIER certifies that CARRIER's signature provides written
verification to CUSTOMER that CARRIER: (1) does not boycott Israel; and (2) will not boycott Israel during
the term of the Agreement.
(m)Right to Audit: CARRIER agrees that CUSTOMER shall have access to and the right to examine any
directly pertinent books, documents, papers and records of CARRIER involving transactions relating to the
Agreement. CARRIER agrees that CUSTOMER shall have access during normal working hours to all
necessary CARRIER facilities and shall be provided adequate and appropriate workspace in order to
conduct audits in compliance with the provisions of this section. CUSTOMER shall give CARRIER
reasonable advance notice of intended audits.
(n) Prohibition on Bovcottinq Energv Companies: CARRIER acknowledges that in accordance with Chapter
2276 of the Texas Government Code, the CUSTOMER 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
CUSTOMER with a company with 10 or more full-time employees unless the contract contains a written
Contract: 31631 (130-850301) Page 8 of 14 Customer Initials: ,e
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
GARDHORLD
GARDAWORLD
2000 NW Corporate Boulevard
Boca Raton, FL 33431
Attn: Finance Department
With a copy to:
GARDAWORLD
2000 NW Corporate Boulevard Boca
Raton, FL 33431
Attn: Legal Department
(As set forth above)
Customer Name
Customer Address
City, State Zip
All notices or other communications required or permitted to be given under this Agreement shall be in
writing (unless otherwise specifically provided herein) and delivered or addressed as shown above
unless notice of a change of address has been provided in writing. All notices shall be deemed effectively
given: (i) when delivered, if personally delivered, (ii) on the date of delivery (or, if refused, the refusal date
shown on the return receipt) if mailed certified or registered mail, return receipt requested; (iii) the day
following overnight delivery, or (iv) seven (7) days after mailing, if mailed first class.
(e) Integration, etc.: This Agreement shall become effective only when approved and signed by authorized
representatives of the parties hereto. This Agreement, including all attachments, schedules and exhibits
constitutes the entire agreement and understanding between the parties related to the subject matter
hereof, and no representations, inducements, promises or agreements not embodied herein shall be of any
force and effect. This Agreement shall be binding in accordance with its terms upon the parties hereto and
their respective transferees, assigns and successors in interest; provided, however, this Agreement may
be assigned by CARRIER to any parent, subsidiary, or affiliated corporation which it may hereafter acquire
or with which it may be merged or consolidated, or to any corporation acquiring the business and assets of
CARRIER, but this Agreement shall not be otherwise assigned by either party hereto without the prior
express written consent of the other party, which consent shall not be unreasonably withheld. This
Agreement may be altered, amended, or superseded solely by means of a writing signed by the parties
hereto; provided, however, the terms and conditions set forth in this Agreement are subject to change by
CARRIER upon written notice to CUSTOMER. The headings hereof are for convenience only and have no
bearing on the interpretation of the terms of the Agreement.
(f) Venue and Jurisdiction: The parties agree that the terms of this Agreement shall be governed by and
construed in accordance with the laws of the State of Texas. Each party irrevocably consents to the
jurisdiction of the state and federal courts in Tarrant County, Texas in connection with all actions or
proceedings arising out of or in connection with this Agreement. Each party waives any objections that
venue is an inconvenient forum. Each Party further agrees that it will not initiate any action against the other
party in any other jurisdiction.
(g) Change in Conditions: CARRIER may increase the charges set forth in Schedule A upon written notice to
CUSTOMER in the event of a change in economic conditions beyond CARRIER's reasonable control that
increases the operating costs incurred by CARRIER.
(h) Termination for Breach: Either party may terminate this Agreement in the event of a material breach of this
Agreement as follows: The non -breaching party shall give the breaching party a written notice specifying
the alleged breach and thirty (30) days to cure the breach. If the breach in not cured within said time, the
non -breaching party may terminate the contract effect the next day by giving a written notice of termination.
Contract: 31631 (130-850301) Page 7 of 14 Customer Initials: � lie
GARDMORLD
change order. CARRIER shall have no obligation to provide CUSTOMER with a change order unless
CUSTOMER strictly complies with the foregoing currency exchange obligations. CARRIER agrees to
reimburse CUSTOMER on a weekly basis for any amount in the currency deposit that is in excess of the
amount of the change order delivered to the CUSTOMER's store. CUSTOMER agrees to reimburse
CARRIER on a weekly basis for any amount that is less than the amount of the change order delivered to
the CUSTOMER's store. Absent evidence of CARRIER tampering, CUSTOMER will be responsible for
differences found by CARRIER during CARRIER'S verification of any CUSTOMER change order currency
exchanges.
SECTION Vill. GENERAL
(a) Pavment for Services: CUSTOMER agrees to pay CARRIER for the Services, the sum set forth on
Schedule A per month, plus all additional charges associated with special Service requests. CARRIER may
assess an additional fee if CUSTOMER requires the use of a third -party invoicing and/or payment tool.
Payment is due thirty (30) days from the date of any invoice. CUSTOMER understands and agrees that
CARRIER reserves the right to charge the lesser of one and a half percent (1.5%) or the highest rate
permitted by applicable law, per month or fraction thereof, finance charge on all balances that are not paid
within 30 days of the date of invoice. CUSTOMER further understands and agrees that if CUSTOMER
disputes any invoice amounts, CUSTOMER must submit such dispute using CARRIER's web portal, and
CARRIER shall not be responsible to issue credits for erroneous billings that are more than ninety (90)
days old as of the date the credit is requested. The prices quoted on Schedule A do not include state sales
and transportation related taxes, local sales and transportation -related taxes or federal sales and
transportation related taxes. Notwithstanding anything to the contrary, CARRIER may terminate or
suspend Services at any time and without notice to CUSTOMER if CUSTOMER fails to pay for Services
within thirty (30) days of the date of invoice. CARRIER shall have no liability for any losses and/or damages
arising out of a termination or suspension of Services hereunder. CARRIER does not accept credit card
payments. Any form of payment other than by electronic funds transfer or check must be approved by
CARRIER. In the event Service is suspended during the Term, CUSTOMER may be subject to a
re -activation fee for each suspended Service Location that re -starts Service.
(b) Cost Increases: After the first year of the Term, Service rates will automatically increase annually by the
greater of CPI or five percent (5%). For the purposes hereof, the term "CPI" means the Consumer Price
Index for All Urban Consumers: Transportation services [CUUROOOOSAS4], Index 1982-1984=100, Not
Seasonally Adjusted, as reported by the US Department of Labor's Bureau of Labor Statistics. In
compliance with Article 11 § 5 of the Texas Constitution, it is understood and agreed that all obligations of
Customer hereunder are subject to the availability of funds. If such funds are not appropriated or become
unavailable, Customer shall have the right to terminate the Agreement except for those portions of funds
which have been appropriated prior to termination.
(c) Change in Service: Regardless of the practice, custom, and/or conduct of the parties, no change to the
Service locations, times, prices, days of service, frequencies and/or liability limits requested by
CUSTOMER shall be valid unless such change is approved in writing by an authorized representative of
CARRIER. To request a change in Service, including without limitation, Service suspension, CUSTOMER
must submit a signed written request to CARRIER's Change in Service Department using CARRIER's
form. All requests will require at least ten (10) business days prior notice. Any change to Service
parameters, including a change to Saturday and/or Sunday Service, requires at least ten (10) business
days to review, approve and process, and may result in a rate adjustment.
(d) Notices: Any notices required or permitted by this Agreement will be in writing and addressed to the party to
receive such notice at its corresponding address, as follows:
To CARRIER: To CUSTOMER:
Contract: 31631 (130-850301) Page 6 of 14 Customer Initials:
URONORLD
an agent or consignee designated by CUSTOMER receives physical custody (i.e. physical possession or
control) of the Shipment. It is understood and agreed that CARRIER'S liability for the handling or protection
of CUSTOMER'S Property arises and exists solely and concurrently with CARRIER'S possession thereof.
(d) Consequential Damaaes: It is understood and agreed that under no circumstances or theory of liability shall
CARRIER and/or CARRIER'S insurance company be liable for any incidental or consequential damages to
CUSTOMER or any third party directly or on behalf of CUSTOMER resulting from or occasioned by the loss
of or damage to any Shipment of Property delivered to CARRIER pursuant to this Agreement.
(e) Claims: It is understood and agreed that under no circumstances shall CARRIER and/or CARRIER'S
insurance company be liable or responsible for any claim for loss of or damages to CUSTOMER'S Property
which is (1) less than $100.00 per Shipment and/or (2) not submitted in writing in the form of a Letter of
Demand ("LOD") to the CARRIER within the greater of ninety (90) days after the date that said loss or
damage purportedly occurred or the minimum notice requirement under the law of the jurisdiction where
the Service took place. In the LOD, CUSTOMER agrees to furnish CARRIER a detailed written statement
of the circumstances surrounding such loss or damages as well as detailed written proof of such loss or
damages in form reasonably satisfactory to CARRIER, which proof of loss shall be substantiated by the
books, records and accounts of CUSTOMER and shall be subscribed and sworn to by CUSTOMER or its
duly authorized officer. Failure of CUSTOMER to comply with the foregoing shall relieve and release
CARRIER of any liability to CUSTOMER with respect to such claimed loss or damage. Any appeal of a
claim decision must be made by CUSTOMER within fourteen (14) days of the date of the written decision
from the CARRIER in writing detailing the reason the denial of the loss is inaccurate, including any
supporting documentation. CUSTOMER agrees that any failure to meet such deadline will result in a waiver
by CUSTOMER of any rights or remedies CUSTOMER may have with respect to such claim.
(f) Checks: CUSTOMER shall maintain an accurate record of all checks placed in any Shipment given to
CARRIER and in the event of a loss, CUSTOMER agrees to promptly, diligently, and completely cooperate
with CARRIER in the Reconstruction and replacement of lost, destroyed, or stolen checks which had been
contained in any such Shipment. CARRIER'S sole liability shall be the payment to CUSTOMER of: (i)
reasonable costs necessary to Reconstruct the checks plus any necessary costs because of stop payment
procedures; (ii) the face value of checks that cannot be Reconstructed, provided adequate proof of the
value thereof is presented to CARRIER, except those checks which would not be collectable at the time of
loss, but not to exceed the limit of $5,000.00 per Shipment for the unidentified checks. The maximum
liability of CARRIER for the checks shall in no event exceed the Maximum Shipment Liability limit set forth
in Schedule A which includes the aforesaid $5,000.00 for the unidentified checks. Complete cooperation
shall include but not be limited to, recovery of hard copy or electronic records of checks including, without
limitation, point of sale information created by its employees, agents, or customers; as well as, requests by
CUSTOMER to makers of the missing checks to issue duplicates and in the event the makers refuse to do
so, then to assert all of its legal and equitable rights against said makers. CUSTOMER agrees that
CARRIER and CARRIER'S insurance company shall not be liable for damages directly or proximately
flowing from CUSTOMER'S breach of this provision. Upon payment of a loss pursuant to this Agreement,
CARRIER or its insurance company shall be subrogated to all CUSTOMER'S rights and remedies of
recovery, therefore. The CUSTOMER shall assign to the CARRIER, CUSTOMER'S right to receive
payment under any check(s) for which CARRIER has reimbursed CUSTOMER and CUSTOMER shall
execute any document necessary or reasonably desirable to perfect and accomplish such assignment.
(g) Even Exchange Procedures: The parties agree that CUSTOMER shall procure an Inventory of Cash which
shall be maintained at CARRIER'S facilities in amounts by denomination to fulfill the change order
requirements as set forth hereunder. CARRIER shall deliver CUSTOMER change orders, subject to the
terms herein and in the Agreement, to CUSTOMER store locations and CUSTOMER store locations shall
contemporaneously provide CARRIER'S messenger with a currency deposit, in the Sealed,
tamper -resistant bag provided by CARRIER, in an aggregate amount equal to the face amount of the
Contract: 31631 (130-850301) Page 5 of 14 Customer Initials: 2'e
GARDMORLD
including but not limited to loss of interest, directly and/or proximately flowing from any delay in or failure to
make pickups or deliveries on CUSTOMER'S behalf pursuant to the terms of this Agreement due to causes
beyond CARRIER's reasonable control, including strikes, work stoppages, lockouts, epidemics, pestilence,
strikes by CUSTOMER or consignee's employees, work stoppages by CUSTOMER or consignee's
employees, lockouts by CUSTOMER or consignee, war, rebellion, insurrection, hostilities, legal process,
court action, mechanical failure, accidents, fires, acts of God, storms, flood, closed transportation routes or
other causes beyond CARRIER'S reasonable control. It is understood and agreed that CARRIER is not a
guarantor of any pickup or delivery times that may be established from time to time by custom, practice, or
agreement. Any such times are mere approximations or estimates, however, CARRIER agrees to use
reasonable efforts to accommodate pickup and delivery times requested by CUSTOMER and agreed to by
CARRIER.
(c) LIABILITY CAP: EXCEPT IN THE CASE OF A SHIPMENT, WHEREIN THE MAXIMUM SHIPMENT
LIABILITY LIMIT SET FORTH IN SCHEDULE A SHALL APPLY, CARRIER'S LIABILITY FOR DAMAGES
(WHETHER A CLAIM THEREFOR IS BASED ON WARRANTY, CONTRACT, TORT (INCLUDING
NEGLIGENCE OR STRICT LIABILITY), STATUTE, OR OTHERWISE) CONNECTED WITH, OR ARISING
UNDER, THIS AGREEMENT WILL BE LIMITED IN THE AGGREGATE FOR ALL CLAIMS TO AN
AMOUNT EQUAL TO THE TOTAL AMOUNT OF FEES PAID BY CUSTOMER TO CARRIER FOR
SERVICES UNDER THIS AGREEMENT DURING THE TWELVE (12) MONTHS PRIOR TO THE
OCCURRENCE OF THE FIRST EVENT THAT IS THE SUBJECT OF THE FIRST CLAIM (OR, IF
TWELVE (12) MONTHS HAVE NOT YET ELAPSED SINCE THE EFFECTIVE DATE, THEN THE TOTAL
AMOUNT ACTUALLY PAID BY CUSTOMER TO CARRIER UNDER THIS AGREEMENT).
SECTION VII. PROCEDURES
(a) Authorized Messengers: CARRIER agrees to furnish CUSTOMER the CARRIER's secure Authorized
Agent Card procedure to conduct deposit pickup and change order. delivery. CUSTOMER may rely upon
the Authorized Agent Card as evidence of authority of the messenger. CARRIER assumes no liability for
Property delivered to any employee or other person, except those who display an Authorized Agent Card
and arrive in full uniform.
(b) Shipment Requirements: CUSTOMER agrees to cause all Shipments to be made by means of
CUSTOMER placing CUSTOMER'S Property in Sealed packages or containers, of a mutually agreed upon
type and design, which clearly and distinctly indicates the name and address of the consignor as well as the
name and address of the consignee. CUSTOMER further agrees to clearly and distinctly set forth the value
of each Shipment on the outside of the Sealed packages or container. CUSTOMER agrees that CARRIER,
its agents, or employees, shall have the right to refuse to pick up Shipments of Property which are not
Sealed and properly marked by CUSTOMER as set forth above and that CARRIER assumes no liability for
any damages or loss which may result as a consequence of such refusal to make a pickup. CUSTOMER
further agrees that CARRIER shall not be liable for any mysterious disappearance of, shortage or damage
to the contents of any Shipment unless the Shipment was properly Sealed at the time of delivery to
CARRIER and shows evidence of tampering at the time CARRIER delivers said package to the consignee
and the consignee immediately notes, in writing, the evidence of tampering on CARRIER'S receipt
document. Absent notation on CARRIER'S receipt document by the consignee at the time of receipt, the
burden of proof shall be on the CUSTOMER to show the CARRIER is responsible for such loss or claim
related to a Sealed container said to contain Property. The parties agree that, while CUSTOMER may keep
its own receipt and log book for its own internal purposes, CARRIER's receipt document shall be deemed
the sole controlling document with respect to all Services rendered, including, without limitation, deposits
delivered and received, timing, losses, shortages, overages, investigations, claims or litigation.
(c) Duration of Shipment Liabilitv: CARRIER'S possession of CUSTOMER'S Shipment begins only after an
authorized messenger employed by CARRIER signs a receipt for and receives said Shipment into his/her
physical custody, thereafter CARRIER'S possession of CUSTOMER'S Property terminates when and as
Contract: 31631 (130-850301) Page 4 of 14 Customer Initials: 2'e
GARDHORLD
military naval or air forces, or by an agent of any government power, authority, or force;
2. Any weapon of war employing atomic fission or radioactive force whether in time of peace or war;
3. Any accident or catastrophe occurring at a government or private facility employing the use of atomic
fission or radioactive energy whether in time of peace or war;
4. Insurrection, rebellion, revolution, civil war, usurped power, or action taken by government authority in
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quarantine or customs regulations, confiscation by order of any government or public authority, or risks
of contraband or illegal transport or trade.
(b) Other Insurance: CARRIER shall maintain during the performance of the Services the following insurance:
(i) Worker's Compensation and Employers' Liability Insurance as prescribed by applicable law.
(ii) Comprehensive or Commercial General Liability Insurance (bodily injury and property damage), the
limits of liability of such Insurance shall not be less than $ 1,000,000 combined single limit per
occurrence.
(iii) Automobile Bodily Injury and Property Damage Liability Insurance, covering owned, nonowned and hired
automobiles, the limits of which shall not be less than $ 1,000,000 combined single limit per occurrence.
SECTION V. CUSTOMER INDEMNITY
(a) Indemnitv: CARRIER agrees to defend, indemnify, and hold harmless CUSTOMER from all claims,
demands, actions, and causes of action for damage or injury, including death, that are hereafter made or
brought against CUSTOMER by any third party for the recovery of actual damages to the extent caused by
reason of the negligence or willful misconduct of CARRIER, its employees, or agents. CARRIER shall
have no defense or indemnification obligation to CUSTOMER to the extent such damage or injury is
caused by the negligence or willful misconduct of CUSTOMER, its employees, or agents. In no case shall
CARRIER be liable for or owe any duty of indemnification with respect to any exemplary, punitive, or
consequential damage claims by CUSTOMER or any third party arising from the loss or destruction of
Property. CARRIER'S obligation with respect to any claim for damages by CUSTOMER or any third party
with respect to any Property shall not exceed the Maximum Shipment Liability.
SECTION VI. CARRIER LIABILITY
(a) Maximum Shipment Liabilitv: Except as provided above, it is understood and agreed that CARRIER and its
insurance company will be liable for loss of or damage to CUSTOMER Property inclusive of Reconstructive
damage up to the maximum sum for each Shipment as set forth in Schedule A, which sum is the agreed
maximum value of any single Shipment ("Maximum Shipment Liability"). The Service and liability
obligations assumed by CARRIER and the rates charged by CARRIER are based, in part, upon the values
of Shipments as declared herein by CUSTOMER, for the safe delivery or return of any Shipment of
CUSTOMER'S in the possession of CARRIER, or in the possession of the agents or employees of
CARRIER pursuant to the terms of this Agreement, it is therefore expressly agreed by the CUSTOMER that
the provisions of this Agreement dealing with Maximum Shipment Liability to be accepted by CARRIER
from the CUSTOMER for delivery to consignee, or from consignee, may not be waived or amended by any
agent of CARRIER, but that such waiver or amendment may be made only with the written consent of an
officer of CARRIER. CARRIER will not be liable for loss or damage to Property consigned to it in excess of
the Maximum Shipment Liability unless CUSTOMER has paid all excess liability charges to the CARRIER
for all Shipments of Property with a value in excess of the Maximum Shipment Liability amount.
(b) Force Maieure: CARRIER shall not be in breach of this contract nor be liable in any capacity for damages,
Contract: 31631 (130-850301) Page 3 of 14 Customer Initials:
GARDMORLD
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(a) Service: CARRIER agrees to render Service to CUSTOMER at the locations, prices, frequencies, and
liability limits set forth in Schedule A attached hereto and made a part hereof and upon such other terms
and conditions as are set forth on Schedule A.
(b) Nondeliverables: When delivery of a Shipment cannot be made for any reason, CARRIER shall notify
CUSTOMER and return the Shipment to CUSTOMER or to CARRIER'S vault for storage. Notification of
such return shall be promptly given to CUSTOMER.
(c) Premise Time: CUSTOMER understands that time is of the essence to CARRIER's business. Therefore,
CUSTOMER agrees that CARRIER's messenger shall not be required to be present for more than five (5)
minutes to make a pickup and/or delivery of Property ("Premise Time"). If said Premise Time exceeds the
time stated herein, it is agreed that the messenger may leave and that such departure shall not be a breach
of this Agreement. CUSTOMER may call and request that a Service call be made by CARRIER subsequent
to such departure. By requesting same, CUSTOMER agrees to pay for said additional Service call at the
rate set forth on Schedule A, such charges to be in addition to regular Service charges. If CARRIER's
messenger remains at CUSTOMER's location to complete the Service for a period of time that exceeds the
Premise Time, CUSTOMER will be assessed an excess premise time fee, as set forth in Schedule A.
(d) EvenXchanae® Service: CARRIER agrees to accept change orders directly from CUSTOMER location(s)
via CARRIER'S telephone order entry system, and CARRIER will prepare and package each order from
the inventory ("Inventory") of coin and currency (hereafter, collectively "Cash") maintained at CARRIER'S
facility(ies). Subject to the terms herein and in the Agreement, CARRIER shall deliver change orders in
accordance with the scheduled pickup/delivery dates set forth in the attached Schedule A. Change orders
requested by CUSTOMER for delivery on days other than scheduled pickup/delivery dates shall be subject
to CARRIER approval and such special charges as provided in the Agreement, or as otherwise mutually
agreed upon. All change orders must be placed before 11:00 a.m. on the day prior to a
requested/scheduled delivery. Saturday, Sunday, and Monday orders must be placed before the
above -referenced time on Friday. CUSTOMER shall not order any currency in denominations exceeding
Ten Dollar ($10.00) notes.
(e) Pavment for Services: CUSTOMER agrees to pay CARRIER for the Services at the prices set forth in the
attached Schedule A, in the event CUSTOMER uses the Even Exchange Service. (The first such usage
indicates agreement with the rates as set forth on Schedule A), plus all additional charges associated with
special Service requests, as requested by CUSTOMER. Payment is due thirty (30) days from the date of
any invoice.
SECTION IV. INSURANCE
(a) All Risk Insurance: CARRIER agrees at all times during the life of this Agreement to purchase and maintain
insurance with a responsible insurance company to cover the loss or destruction of Property handled or
protected by CARRIER, its agents, or employees, on behalf of CUSTOMER pursuant to this Agreement.
CARRIER agrees to furnish CUSTOMER with written evidence of compliance with this provision. It is
understood and agreed that CARRIER shall not be liable in any capacity for loss or harm to CUSTOMER'S
Property or for damages directly and/or proximately flowing from loss or harm to CUSTOMER'S Property
while said Property is in the possession of CARRIER, nor shall CARRIER'S insurance carrier be required to
cover such damages when same are caused by any of the following:
1. Hostile or warlike action in time of peace or war, including but not limited to, action which hinders,
combats, or defends against an actual, impending, or expected attack by any government or sovereign
power (de jure or de facto), or by any authority maintaining or using military, naval or air forces, or by
Contract: 31631 (130-850301) Page 2 of 14 Customer Initials:
GARDMORLD
Contract: 31631 (130-850301)
ARMORED CAR SERVICE AGREEMENT
This Agreement is made on November 01, 2024 by and between GARDA CL Southwest, Inc., Hereinafter
called "CARRIER") and City of Fort Worth whose address is 200 TEXAS STREET FORT WORTH TX
76102-6314 (Hereinafter called "CUSTOMER").
SECTION I: BASIC AGREEMENT
The Parties both agree as follows:
1. Service: CARRIER agrees to render Services to CUSTOMER at the locations, times, prices, frequencies,
and liability limits set forth on Schedule A attached hereto and made a part hereof and upon such other
terms and conditions as are set forth on Schedule A.
2. Insurance: During the Term of this Agreement, CARRIER shall maintain the insurance in the amounts and
types set forth herein.
3. Maximum Liability: The Maximum Shipment Liability shall be as set forth on Schedule A hereof.
4. Term: The Term for Services under this Agreement shall be as set forth on Schedule A.
5. Pavment for Services: CUSTOMER agrees to pay CARRIER for the Services, the sum set forth on
Schedule A per month, plus all additional charges associated with special Service requests and any
applicable surcharges pursuant to Schedule A.
6. Entire Aqreement: This agreement includes the terms hereof, and the terms of service contained in .
Schedule A.
SECTION II. DEFINITIONS
(a) The word "Holiday" as used in this Agreement shall mean the days designated on Schedule A. Holiday
Service will be provided at the prices set forth on Schedule A.
(b) The word "Property" shall mean currency, coins, precious metals, checks, notes, bonds, negotiable
instruments, securities, and all other things of value but excluding hazardous materials or materials for
which transport is legally prohibited or restricted by applicable State or Federal Law.
(c) The word "Sealed" as used in this Agreement shall mean closed in a manner that is reasonably designed to
prevent easy access to the Property and that under normal circumstances would tend to reveal evidence of
tampering or manipulation if unauthorized access were attempted.
(d) The word "Service" shall mean to call for Sealed Shipments said to contain Property, to receipt therefore,
and to deliver the same in like condition to a designated consignee, and to perform any other Services set
forth on Schedule A.
(e) The word "Shipment" as used herein shall mean the total Property in Sealed containers received by
CARRIER at a single location from a single consignor for delivery to one other location to a single
consignee.
(f) The words "Reconstruct", "Reconstructed" and "Reconstruction" shall mean to identify checks only to the
extent of determining the face amount of said checks and the identity of the maker and/or check numbers,
account numbers, routing numbers, financial institution, and the identity of the maker and the endorser of
each. le
Contract: 31631 (130-850301) Page 1 of 14 Customer Initials:
GARDMORLD
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 2276 of the Texas Government Code. To the extent that
Chapter 2276 of the Government Code is applicable to this Agreement, by signing this Agreement,
CARRIER certifies that Contractor's signature provides written verification to the CUSTOMER that
Contractor: (1) does not boycott energy companies; and (2) will not boycott energy companies during the
term of this Agreement.
(o) Prohibition on Discrimination Against Firearm and Ammunition Industries: CARRIER acknowledges that
except as otherwise provided by Chapter 2274 of the Texas Government Code, the Customer 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 CUSTOMER with a company with 10 or more full-time employees
unless the contract contains a written verification from the company that it: (1) does not have a practice,
policy, guidance, or directive that discriminates against a firearm entity or firearm trade association; and (2)
will not discriminate during the term of the contract against a firearm entity or firearm trade association. The
terms "discriminate," "firearm entity" and "firearm trade association" have the meaning ascribed to those
terms by Chapter 2274 of the Texas Government Code. To the extent that Chapter 2274 of the
Government Code is applicable to this Agreement, by signing this Agreement, CARRIER certifies that
Contractor's signature provides written verification to the CUSTOMER that Contractor: (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.
IN WITNESS WHEREOF, the parties hereto intending to be bound have caused this Agreement to be executed,
as of the date first written above, by their duly authorized representatives.
[Executed effective as of the date signed by the Assistant City Manager below.] / [ACCEPTED AND AGREED:]
Customer:
l 4,-., , _
By:
Name: David Cooke
Title: City Manager
Carrier:
GARDA CL SOUTHWEST, INC.
By:
Name:
Jennifer Frankel
Title:
SVP, Finance
Date: October 24, 2024 Date:
CITY OF FORT WORTH INTERNAL ROUTING PROCESS:
Approval Recommended:
By: Reginald Zeno(O,t 25,202416:47 CDT)
Name: Reginald Zeno
Title: Chief Financial Officer
Approved as to Form and Legality:
: BY
Name: Taylor Paris
Title: Assistant City Attorney
Contract: 31631 (130-850301)
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.
James Rutledge
By: James Rutledge (Oct ]4, 201414: CDTI
Name: Jay Rutledge
Title: Financial Services Manager
Page 9 of 14 Customer Initials: �`
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
GARDMORLD
Contract Authorization:
M&C: 24-0637
gFOgT P
o OFovao aoe oYOOd
City Secretary:
duo o=A
ddQn nEXuS'O4�
By:
Name: Jannette S. Goodall
Title: XXXX CCity Secretary
Schedule A
FOR OFFICE USE nnn v
Customer Account: City of Fort Worth I Contract: 31631 (130-850301)
GARDA CL Southwest, Inc. ("CARRIER") and City of Fort Worth ("CUSTOMER") agree that effective
November 01, 2024 this Schedule A amends and is incorporated into the Armored Car Service Agreement
between the parties (the "Agreement") dated as of November 01, 2024 (the "Contract Date") by adding or
amending the following Customer rates, schedules, lists, liabilities, days, Term and/or terms.
(1) Term
The Agreement shall be in full force and effect from November 01, 2024 until November 01, 2027, and shall be
renewed thereafter from year to year by the mutual, written, agreement of CUSTOMER and CARRIER, or until
cancelled by either party by giving the other party written notice thereof ninety (90) days in advance of each
anniversary of the Contract Date. If the Agreement is terminated by CUSTOMER at any time for any reason or
by CARRIER for cause, CUSTOMER shall pay CARRIER an early termination fee as set forth below.
CUSTOMER's obligation to pay any early termination fees specified in this Agreement is absolute,
non -cancelable and unconditional and shall not be subject to any abatement, deferment, interruption,
recoupment, reduction, deduction, set off, defense or counterclaim for any reason whatsoever. If CUSTOMER
does not pay the early termination fee timely, CARRIER reserves all rights to pursue all applicable remedies
(including an independent action) available at law or in equity.
(II) Holidays
CUSTOMER acknowledges that CARRIER observes the following Holidays for which a Holiday Service rate as
set forth in Section III below shall apply.
(1) New Year's Day (6) Juneteenth (11) Thanksgiving Day
(2) Martin Luther King Day (7) Independence Day (12) Christmas Day
(3) Presidents Day (8) Labor Day (13) Family Day (NV Only)
(4) Easter (9) Columbus Day (14) Admission Day (NV Only)
(5) Memorial Day (10) Veteran's Day (15) Pioneer Day (LIT Only)
It is understood and agreed that when a Holiday falls on a Sunday the following Monday shall constitute the
Holiday; when a Holiday falls on a Saturday the preceding Friday, that Saturday, or the following Monday shall
constitute the Holiday.
(III) Service Location(s) and Rates
Site # Site Name Address
Consumer
850312 Health - Hazel 818 Missouri
Harvey Peace Avenue
Cen
City St Product
ARMORED
Mof
onthly
Frequency DayService
Fort Worth TX TRANSPORTATION 592.9
SERVICE
Contract: 31631 (130-850301) Page 10 of 14
Weekly _T_R_
Customer Initials: �
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
GARDMORLD
FW
AnimaF2:BR101
818 Missouri
ARMORED
850323
Fort Worth
TX
TRANSPORTATION
242.55
Weekly
Control- Hazel
Avenue
Harvey
SERVICE
Diamond Hill-
1300 NE 35th
ARMORED
850324
Fort Worth
TX
TRANSPORTATION
26.95
Monthly
R_
Jarvis Library
Street
SERVICE
East Berry
4300 E Berry
ARMORED
850325
Library
Street
Fort Worth
TX
TRANSPORTATION
26.95
Monthly _R_
SERVICE
East Regional
6301 Bridge
ARMORED
850326
Fort Worth
TX
TRANSPORTATION
26.95
Monthly
R_
Library
Street
SERVICE
Ella Mae
ARMORED
1062 Evans
850327
Shamblee
Fort Worth
TX
TRANSPORTATION
26.95
Monthly
Avenue
_R_
Library
SERVICE
Fort Worth
501 E. Bolt
ARMORED
850328
History Center
Street
Fort Worth
TX
TRANSPORTATION
26.95
Monthly _R_
SERVICE
La Gran
4200 South
ARMORED
850329
Biblioteca
Freeway
Fort Worth
TX
TRANSPORTATION
26.95
Monthly _R_
SERVICE
Vivian J. Lincoln
8829 McCart
ARMORED
850330
Library
Avenue
Fort Worth
TX
TRANSPORTATION
26.95
Monthly
R_
SERVICE
Meadowbrook
2800 Stark
ARMORED
850331
Fort Worth
TX
TRANSPORTATION
26.95
Monthly
R_
Library
Street
SERVICE
Golden Triangle
4624 Golden
ARMORED
850332
Fort Worth
TX
TRANSPORTATION
26.95
Monthly
Library
Triangle Blvd.
_R_
SERVICE
Northside
ARMORED
850333
601 Park Street
Fort Worth
TX
TRANSPORTATION
26.95
Monthly
Library
_R_
SERVICE
Northwest
6228 Crystal
ARMORED
850334
Fort Worth
TX
TRANSPORTATION
26.95
Monthly
Library
Lake Drive
_R_
SERVICE
Reby Cary Youth
3851 E.
ARMORED
850336
Fort Worth
TX
TRANSPORTATION
26.95
Monthly
Library
Lancaster
_R_
SERVICE
ARMORED
3628 Bernie
850337
Ridglea Library
Fort Worth
TX
TRANSPORTATION
26.95
Monthly
Anderson Drive
_R_
SERVICE
2913 Yucca
ARMORED
850338
Riverside Library
Fort Worth
TX
TRANSPORTATION
26.95
Monthly
Avenue
_R_
SERVICE
Southwest
4001 Library
ARMORED
850339
Fort Worth
TX
TRANSPORTATION
26.95
Monthly
R_
Regional Library
Lane
SERVICE
� A2
Contract: 31631
(130-850301)
Page
11 of 14
Customer Initials:
GARDMORLD
ARMORED
850340
Summerglen
4205 Basswood
Fort Worth
TX
TRANSPORTATION
26.95
Monthly
Library
Blvd
SERVICE
_R_
ARMORED
850341
Wedgwood
3816 Kimberly
Fort Worth
TX
TRANSPORTATION
26.95
Monthly
R_
Library
Lane
SERVICE
Chisholm Trail
ARMORED
850342
Community
4936 McPherson
Fort Worth
TX
TRANSPORTATION
116.69
Weekly
_R_
Rlvri
Center
SERVICE
Diamond Hill
ARMORED
850343
Community
1700 NE 37th
Fort Worth
TX
TRANSPORTATION
116.69
Weekly
_R_
Center
Street
SERVICE
Eugene McCray
ARMORED
850344
Community
4932 Wilbarger
Fort Worth
TX
TRANSPORTATION
116.69
Weekly
_R_
Center
Street
SERVICE
Fire Station
ARMORED
850345
Community
1601 Lipscomb
Fort Worth
TX
TRANSPORTATION
116.69
Weekly
_R_
Center
Street
SERVICE
Greenbriar
ARMORED
850346
Community
5200 Hemphill
Fort Worth
TX
TRANSPORTATION
116.69
Weekly
_R_
Center
Street
SERVICE
Handley
ARMORED
850347
Meadowbrook
6201 Beaty
Fort Worth
TX
TRANSPORTATION
116.69
Weekly
R_
Community
Street
SERVICE
Center
Highland Hills
ARMORED
850348
Community
1600 Glasgow
Fort Worth
TX
TRANSPORTATION
116.69
Weekly
R_
Road
Center
SERVICE
Atatiana
ARMORED
850349
Carr -Jefferson
1201 E Maddox
Fort Worth
TX
TRANSPORTATION
116.69
Weekly
R_
Comm Ctr at Hill
Avenue
SERVICE
Log Cabin
ARMORED
850350
Village
2100 Log Cabin
Fort Worth
TX
TRANSPORTATION
116.69
Weekly _T
Administration
Village Lane
SERVICE
ARMORED
850351
Forest Park
2850 Park Place
FortWorth
TX
TRANSPORTATION
On -Call
On -Call
Swimming Pool
Avenue
ON -CALL
ARMORED
850352
Marine Park
303 NW 20th
Fort Worth
TX
TRANSPORTATION
On -Call
On -Call
Swimming Pool
Street
ON -CALL
ARMORED
850353
Nature Center &
9601 Fossil
Fort Worth
TX
TRANSPORTATION
116.69
Weekly
F_
Refuge
Ridge Road
SERVICE
RD Evans
ARMORED
850354
Community
3242 Lackland
Fort Worth
TX
TRANSPORTATION
116.69
Weekly
_R_
Road
Center
SERVICE
Riverside
ARMORED
850355
Community
3700 E Belknap
Fort Worth
TX
TRANSPORTATION
116.69
Weekly
_R_
Center
Street
SERVICE
��
Contract: 31631
(130-850301)
Page 12 of 14
Customer Initials:
GARDANORLD
Southwest
ARMORED
6300 Welch
850356
Community
Fort Worth
TX
TRANSPORTATION
116.69
Weekly
Avenue
_R_
Center
SERVICE
Thomas Place
ARMORED
4237 Lafayette
850357
Community
Fort Worth
TX
TRANSPORTATION
116.69
Weekly
Avenue
_R_
Center
SERVICE
Victory Forest
ARMORED
3427 Hemphill
850358
Community
Fort Worth
TX
TRANSPORTATION
116.69
Weekly
R_
Street
Center
SERVICE
FW Police
3616 E
ARMORED
850359
Property
Lancaster
Fort Worth
TX
TRANSPORTATION
242.55
Weekly
_T_F_
Evidence
Avenue
SERVICE
ARMORED
Police Auto
2500 Brennan
850360
FortWorth
TX
TRANSPORTATION
242.55
Weekly
Pound
Avenue
_T_F_
SERVICE
ARMORED
Police Records
1000 Calvert
850361
Fort Worth
TX
TRANSPORTATION
242.55
Weekly
Division
Street
_M_R_
SERVICE
ARMORED
Police Warrant
850362
350 W Belknap
Fort Worth
TX
TRANSPORTATION
116.69
Weekly
F_
ID
SERVICE
3401 W
ARMORED
Will Rogers
850363
Lancaster
Fort Worth
TX
TRANSPORTATION
116.69
Weekly
Memorial Center
_T_
Avenue
SERVICE
ARMORED
Houston St
1200 Houston
850364
Fort Worth
TX
TRANSPORTATION
116.69
Weekly
Garage
Street
_W_
SERVICE
1000
ARMORED
Municipal Court
850367
Throckmorton
Fort Worth
TX
TRANSPORTATION
242.55
Weekly
- Downtown
_T_F_
Street
SERVICE
Municipal Court
ARMORED
8829 MCCART
850368
@ Vivian J.
Fort Worth
TX
TRANSPORTATION
116.69
Weekly
AVENUE
_R_
Lincoln Libr
SERVICE
Como
ARMORED
859352
Community
4660 Horne
Fort Worth
TX
TRANSPORTATION
26.95
Monthly
_R_
Center
Street
SERVICE
Martin Luther
King Jr.
ARMORED
859353
Fort Worth
TX
TRANSPORTATION
116.69
Weekly
Community
5565 Truman
_R_
SERVICE
Center
Drive
Northside
ARMORED
859354
Community
1100 NW 18th
Fort Worth
TX
TRANSPORTATION
116.69
Weekly
_R_
Center
Street
SERVICE
North Tri Ethnic
2950
ARMORED
859355
Community
Roosevelt
Fort Worth
TX
TRANSPORTATION
116.69
Weekly
_R_
Center
Avenue
SERVICE
ARMORED
City Hall
1700 West 5th
859357
Fort Worth
TX
TRANSPORTATION
592.9
Weekly
Revenue Office
St, 5th Ft
_MTWRF_
SERVICE
,2
Contract: 31631
(130-850301)
Page
13 of 14
Customer
Initials:
GARDHORLD
Water Customer 1700 West 5th ARMORED
859358 Service Division St, 5th Fl Fort Worth TX TRANSPORTATION 592.9 Weekly _MTWRF_
SERVICE
Clifford Crossing 9336 CLiffors St, ARMORED
859359 Library STE 120 Fort Worth TX TRANSPORTATION 26.95 Monthly R_
SERVICE
The following applies to the service locations listed above:
Items Allowance: 5 items
Liability Limit: $50,000.00 per shipment
"Product
ARMORED TRANSPORTATION SERVICE
Description Price ($) Unit of Measure
OFF DAY IN -ROUTE $ 1 26.9500 TR
IN WITNESS WHEREOF, the parties hereto intending to be bound have caused this Agreement to be executed, as of th
date first written above, by their duly authorized representatives.
[Executed effective as of the date signed by the Assistant City Manager below.] / [ACCEPTED AND AGREED:]
Customer:
By: ti o
Name: David Choke
Title: City Manager
Carrier:
GARDA CL SOUTHWEST, INC.
By:
Name: Jennifer Frankel
Title: SVP, Finance
Date: October 24, 2024 Date:
CITY OF FORT WORTH INTERNAL ROUTING PROCESS:
Approval Recommended: Contract Compliance Manager:
By signing I acknowledge that I am the person
Rnoloct25 161 cDT1 responsible for the monitoring and
By: administration of this contract, including
Name: Reginald Zeno ensuring all performance and reporting
Title: Chief Financial Officer requirements.
Approved as to Form and Legality:
By:�
Name: Taylor Paris
Title: Assistant City Attorney
Contract Authorization:
M&C: 24-0637
Tames Rutledge
By: James Ruled RE(Od 24 202414 COTI
Name: Jay Rutledge
Title: Financial Services Manager
City Secretary:
Name: Jannette S. Goodall
Title: City Secretary
Contract: 31631 (130-850301) Page 14 of 14 Customer Initials: 2"
City of Fort Worth, Texas
Mayor and Council Communication
DATE: 08/13/24 M&C FILE NUMBER: M&C 24-0637
LOG NAME: 13P RFP 24-0191 ARMORED CAR SERVICES FMS CB
SUBJECT
(ALL) Authorize Execution of Agreement with Garda CL Southwest, Inc. for Armored Car Services in an Annual Amount Up to $120,000.00 and
Authorize Four Automatic One -Year Renewal Options for the Same Annual Amount for All City Departments
RECOMMENDATION:
It is recommended that the City Council authorize execution of an agreement with Garda CL Southwest, Inc. for armored car services in an annual
amount up to $120,000.00 and authorize four automatic one-year renewal options for the same annual amount for all City departments.
DISCUSSION:
The Financial Management Services Department approached the Purchasing Division to secure an annual agreement for armored car
services. Under the proposed agreement the vendor will provide armored car services to pick up currency at City facilities and deliver to the City's
bank provider. Purchasing Staff issued Request for Proposal (RFP) Number 24-0191. The RFP consisted of detailed specifications describing
the responsibilities and requirements to provide these services. The RFP was advertised in the Fort Worth Star -Telegram on April 24, 2024, May
1, 2024, May 8, 2024 and May 15, 2024. The City received two (2) responses.
An evaluation panel consisting of representatives from the Financial Management Services and Municipal Courts Departments reviewed and
scored the submittals using Best Value criteria. The individual scores were averaged for each of the criteria and the final scores are listed in the
table below.
Vendor
Garda CL Southwest, Inc.
Brinks, Inc.
Best Value Criteria
Evaluation Factors
a b c d Total Score
15 15.8311.33 30 72.16
13.33 11.67 9.33 15.98 50.31
a. Bidders' qualifications and experience
b. Approach to perform services
c. Bidder's ability to meet the City's needs
d. Cost
After evaluation, the panel concluded that Garda CL Southwest, Inc. presents both the best value and the necessary coverage for the City;
therefore, the panel recommends that Council authorize an agreement with Garda CL Southwest, Inc. No guarantee was made that a specific
amount of services would be purchased. Staff certifies that the recommended vendor bid met specifications.
FUNDING: The maximum annual amount allowed under this agreement will be $120,000.00; however, the actual amount used will be based on the
needs of the department and available budget. Funding is budgeted in the participating departments Operating Funds.
BUSINESS EQUITY: A waiver of the goal for Business Equity subcontracting requirement is approved by the DVIN-BE, in accordance with the
Business Equity Ordinance, because the purchase off goods or services is from sources that have negligible subcontracting or supplier
opportunities.
AGREEMENT TERMS: Upon City Council approval, this agreement shall begin upon execution and expire one year from that date.
RENEWAL OPTIONS: This agreement may be automatically renewed for up to four (4) one-year renewal periods. This action does not require
specific City Council approval provided that City Council has appropriated sufficient funds to satisfy the City's obligations during the renewal term.
ADMINISTRATIVE CHANGE ORDER: An administrative change order or increase may be made by the City Manager up to the amount allowed by
relevant law and the Fort Worth City Code and does not require specific City Council approval as long as sufficient funds have been appropriated.
FISCAL INFORMATION / CERTIFICATION:
The Director of Finance certifies that funds are available in the current operating budget, as previously appropriated, in the participating
departments' Operating Funds to support the approval of the above recommendation and award of the contract. Prior to any expenditure being
incurred, the participating departments have the responsibility to validate the availability of funds.
Submitted for Citv Manaaer's Office bv: Reginald Zeno 8517
Oriainatina Business Unit Head: Reginald Zeno 8517
John Samford 2318
Additional Information Contact: Jo Ann Gunn 8525
Charles Benson 8063