HomeMy WebLinkAboutContract 66269CSC No. 66269
FORT WORTHS
VENDOR SERVICES AGREEMENT
This VENDOR SERVICES AGREEMENT ("Agreement") is made and entered into by and
between the CITY OF FORT WORTH ("City"), a Texas home -rule municipal corporation, and
EnviroH2O, LLC ("Vendor"), each individually referred to as a "party" and collectively referred to as the
"parties."
1. Scope of Services. Vendor will provide City with deionized water services ("Services"),
on an as need basis, as set forth in more detail in Exhibit "A,"— Scope of Services, attached hereto and
incorporated herein for all purposes.
2. Term. This Agreement begins on November 5, 2024 ("Effective Date") and expires on
November 4, 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").
2.1. Additional products/services of the same general category that could have been
encompassed in the award of this agreement, and that are not already on the
Agreement, may be added on the discount offered and price sheet provided with the
bid.
3. Compensation. City will pay Vendor in accordance with the provisions of this Agreement,
including Exhibit `B," which is attached hereto and incorporated herein for all purposes. Total annual
compensation under this Agreement will not exceed fifty thousand dollars and zero cents ($50, 000. 00).
Vendor will not perform any additional services or bill for expenses incurred for City not specified by this
Agreement unless City request and approves in writing the additional cost for such services. City will not
be liable for any additional expenses of Vendor not specified by this Agreement unless City first approves
such expenses in writing.
4. Termination.
4.1. Written Notice. City or Vendor may terminate this Agreement at any time and for
any reason by providing the other party with 30 days' written notice of termination.
4.2 Non-Approvriation 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 Obliaations 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
OFFICIAL RECORD
CITY SECRETARY
Vendor Services Agreement page 1 of 19
FT. WORTH, TX
the effective date of termination and Vendor will continue to provide City with services requested
by City and in accordance with this Agreement up to the effective date of termination. Upon
termination of this Agreement for any reason, Vendor will provide City with copies of all
completed or partially completed documents prepared under this Agreement. In the event Vendor
has received access to City Information or data as a requirement to perform services hereunder,
Vendor will return all City -provided data to City in a machine-readable format or other format
deemed acceptable to City.
5. Disclosure of Conflicts and Confidential Information.
5.1 Disclosure of Conflicts. Vendor hereby warrants to City that Vendor has made full
disclosure in writing of any existing or potential conflicts of interest related to Vendor's services
under this Agreement. In the event that any conflicts of interest arise after the Effective Date of this
Agreement, Vendor hereby agrees immediately to make full disclosure to City in writing.
5.2 Confidential Information. Vendor, for itself and its officers, agents and employees,
agrees that it will treat all information provided to it by City ("City Information") as confidential
and will not disclose any such information to a third party without the prior written approval of
City.
5.3 Public Information Act. City is a government entity under the laws of the State of
Texas and all records held or maintained for 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 to the Texas Attorney General. A determination on whether such reasons are sufficient
will not be decided by City, but by the Office of the Attorney General of the State of Texas or by a
court of competent jurisdiction.
5.4 Unauthorized Access. Vendor must store and maintain City Information in a secure
manner and will not allow unauthorized users to access, modify, delete or otherwise corrupt City
Information in any way. Vendor must notify City immediately if the security or integrity of any
City Information has been compromised or is believed to have been compromised, in which event,
Vendor will, in good faith, use all commercially reasonable efforts to cooperate with City in
identifying what information has been accessed by unauthorized means and will fully cooperate
with City to protect such City Information from further unauthorized disclosure.
6. Right to Audit. Vendor agrees that City will, until the expiration of three (3) years after
final payment under this Agreement, or the final conclusion of any audit commenced during the said three
years, have access to and the right to examine at reasonable times any directly pertinent books, documents,
papers and records, including, but not limited to, all electronic records of Vendor involving transactions
relating to this Agreement at no additional cost to City. Vendor agrees that City will have access during
normal working hours to all necessary Vendor facilities and will be provided adequate and appropriate work
space in order to conduct audits in compliance with the provisions of this section. City will give Vendor
reasonable advance notice of intended audits.
7. Indeuendent 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
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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, or contractors.
8. Liability and Indemnification.
8.1 LIABILITY - VENDOR WILL BE LIABLE AND RESPONSIBLE FOR ANY
AND ALL PROPERTY LOSS, PROPERTY DAMAGE AND PERSONAL INJURY,
INCLUDING, BUT NOT LIMITED TO, 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, REPRESENTATIVES, 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, REPRESENTATIVES, SERVANTS, AND EMPLOYEES, FROMAND AGAINST
ANY AND ALL CLAIMS OR LAWSUITS OF ANY KIND OR CHARACTER, WHETHER
REAL OR ASSERTED, FOR EITHER PROPERTY DAMAGE OR LOSS (INCLUDING
ALLEGED DAMAGE OR LOSS TO VENDOR'S BUSINESS AND ANYRESULTING LOST
PROFITS) AND PERSONAL INJURY, INCLUDING, BUT NOT LIMITED TO, DEATH, TO
ANY AND ALL PERSONS, ARISING OUT OF OR IN CONNECTION WITH THIS
AGREEMENT, TO THE EXTENT CAUSED BY THE NEGLIGENT ACTS OR OMISSIONS
OR MALFEASANCE OF VENDOR, ITS OFFICERS, AGENTS, REPREENTATIVES,
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
A CTIONA GAINST CITY FOR INFRINGEMENT OFANYPA TENT, COPYRIGHT, TRADE
MARK, TRADE SECRET, OR SIMILAR PROPERTY RIGHT ARISING FROM CITY'S USE
OF THE SOFTWARE OR DOCUMENTATION IN ACCORDANCE WITH THIS
AGREEMENT, IT BEING UNDERSTOOD THAT THIS AGREEMENT TO DEFEND,
SETTLE OR PAY WILL NOT APPLYIF CITYMODIFIES OR MISUSES THE SOFTWARE
AND/OR DOCUMENTATION. SO LONG AS VENDOR BEARS THE COST AND EXPENSE
OF PAYMENT FOR CLAIMS OR ACTIONS AGAINST CITY PURSUANT TO THIS
SECTION, VENDOR WILL HAVE THE RIGHT TO CONDUCT THE DEFENSE OF ANY
SUCH CLAIM OR ACTION AND ALL NEGOTIATIONS FOR ITS SETTLEMENT OR
COMPROMISE AND TO SETTLE OR COMPROMISE ANY SUCH CLAIM, HOWEVER,
CITY WILL HAVE THE RIGHT TO FULLY PARTICIPATE IN ANY AND ALL SUCH
SETTLEMENT, NEGOTIATIONS, OR LAWSUIT AS NECESSARY TO PROTECT CITY'S
INTEREST, AND CITYAGREES TO COOPERATE WITH VENDOR INDOING 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 ACTIONAND ALL NEGOTIATIONS FOR ITS SETTLEMENT OR COMPROMISE AND
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TO SETTLE OR COMPROMISE ANY SUCH CLAIM, HOWEVER, VENDOR WILLFULLY
PARTICIPATE AND COOPERATE WITH CITY IN DEFENSE OF SUCH CLAIM OR
ACTION. CITYAGREES TO GIVE VENDOR TIMELY WRITTENNOTICE OFANYSUCH
CLAIM OR ACTION, WITH COPIES OF ALL PAPERS CITY MAY RECEIVE RELATING
THERETO. NOTWITHSTANDING THE FOREGOING, CITY'S ASSUMPTION OF
PAYMENT OF COSTS OR EXPENSES WILL NOT ELIMINATE VENDOR'S DUTY TO
INDEMNIFY CITY UNDER THIS AGREEMENT. IF THE SOFTWARE AND/OR
DOCUMENTATION OR ANY PART THEREOF IS HELD TO INFRINGE AND THE USE
THEREOF IS ENJOINED OR RESTRAINED OR, IF AS A RESULT OF A SETTLEMENT
OR COMPROMISE, SUCH USE IS MA TERIALL Y AD VERSEL Y 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
DOCUMENTATION WITH EQUALL Y SUITABLE, COMPATIBLE, AND FUNCTIONALLY
EQUIVALENT NON -INFRINGING SOFTWARE AND 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 CITYMAYSEEKANYAND ALL REMEDIES
AVAILABLE TO CITY UNDER LAW.
9. Assignment and Subcontracting.
9.1 Assignment. Vendor will not assign or subcontract any of its duties, obligations
or rights under this Agreement without the prior written consent of City. If City grants consent to
an assignment, the assignee will execute a written agreement with City and Vendor under which
the assignee agrees to be bound by the duties and obligations of Vendor under this Agreement.
Vendor and Assignee will be jointly 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:
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$1,000,000 - Each occurrence on a combined single limit basis
Coverage will be on any vehicle used by Vendor, or its employees, agents, or
representatives in the course of providing Services under this Agreement. "Any
vehicle" will be any vehicle owned, hired and non -owned.
(c) Worker's Compensation:
Statutory limits according to the Texas Workers' Compensation Act or any other
state workers' compensation laws where the Services are being performed
Employers' liability
$100,000 -
Bodily Injury by accident; each accident/occurrence
$100,000 -
Bodily Injury by disease; each employee
$500,000 -
Bodily Injury by disease; policy limit
(d) Professional Liability (Errors & Omissions):
$1,000,000 - Each Claim Limit
$1,000,000 - Aggregate Limit
Professional Liability coverage may be provided through an endorsement to the
Commercial General Liability (CGL) policy, or a separate policy specific to
Professional E&O. Either is acceptable if coverage meets all other requirements.
Coverage must be claims -made, and maintained for the duration of the contractual
agreement and for two (2) years following completion of services provided. An
annual certificate of insurance must be submitted to City to evidence coverage.
10.2 General Requirements
(a) The commercial general liability and automobile liability policies must
name City as an additional insured thereon, as its interests may appear. The term
City includes its employees, officers, officials, agents, and volunteers in respect to
the contracted services.
(b) The workers' compensation policy must include a Waiver of Subrogation
(Right of Recovery) in favor of City.
(c) A minimum of Thirty (30) days' notice of cancellation or reduction in
limits of coverage must be provided to City. Ten (10) days' notice will be
acceptable in the event of non-payment of premium. Notice must be sent to the
Risk Manager, City of Fort Worth, 100 Fort Worth Trail, Fort Worth, Texas 76102,
with copies to the Fort Worth City Attorney at the same address.
(d) The insurers for all policies must be licensed and/or approved to do
business in the State of Texas. All insurers must have a minimum rating of A- VII
in the current A.M. Best Key Rating Guide, or have reasonably equivalent financial
strength and solvency to the satisfaction of Risk Management. If the rating is
below that required, written approval of Risk Management is required.
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(e) Any failure on the part of City to request required insurance
documentation will not constitute a waiver of the insurance requirement.
(f) Certificates of Insurance evidencing that Vendor has obtained all required
insurance will be delivered to the City prior to Vendor proceeding with any work
pursuant to this Agreement.
11. Compliance with Laws, Ordinances, Rules and Regulations. Vendor agrees that in the
performance of its obligations hereunder, it will comply with all applicable federal, state and local laws,
ordinances, rules and regulations and that any work it produces in connection with this Agreement will also
comply with all applicable federal, state and local laws, ordinances, rules and regulations. If City notifies
Vendor of any violation of such laws, ordinances, rules or regulations, Vendor must immediately desist
from and correct the violation.
12. Non -Discrimination Covenant. Vendor, for itself, its personal representatives, assigns,
contractors, subcontractors, and successors in interest, as part of the consideration herein, agrees that in the
performance of Vendor's duties and obligations hereunder, it will not discriminate in the treatment or
employment of any individual or group of individuals on any basis prohibited by law. IF ANY CLAIM
ARISES FROM AN ALLEGED VIOLATION OF THIS NON-DISCRIMINATION COVENANT
BY VENDOR, ITS PERSONAL REPRESENTATIVES, ASSIGNS, CONTRACTORS,
SUBCONTRACTORS, OR SUCCESSORS IN INTEREST, VENDOR AGREES TO ASSUME
SUCH LIABILITY AND TO INDEMNIFY AND DEFEND CITY AND HOLD CITY HARMLESS
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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 or (2) received by the other party by United States Mail, registered,
return receipt requested, addressed as follows:
To CITY:
City of Fort Worth
Attn: Assistant City Manager
100 Fort Worth Trail
Fort Worth, TX 76102
With copy to the Fort Worth City Attorney's Office
at the same address
To VENDOR:
EnviroH2O, LLC
Jesse Arciba, Managing Partner
210 McKeever RD
Palmer, Texas 75152
14. Solicitation of Emplovees. 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.
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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. Severability. If any provision of this Agreement is held to be invalid, illegal or
unenforceable, the validity, legality and enforceability of the remaining provisions will not in any way be
affected or impaired.
19. Force Majeure. City and Vendor will exercise their best efforts to meet their respective
duties and obligations as set forth in this Agreement, but will not be held liable for any delay or omission
in performance due to force majeure or other causes beyond their reasonable control, including, but not
limited to, compliance with any government law, ordinance, or regulation; acts of God; acts of the public
enemy; fires; strikes; lockouts; natural disasters; wars; riots; epidemics or pandemics; government action
or inaction; orders of government; material or labor restrictions by any governmental authority;
transportation problems; restraints or prohibitions by any court, board, department, commission, or agency
of the United States or of any States; civil disturbances; other national or regional emergencies; or any other
similar cause not enumerated herein but which is beyond the reasonable control of the party whose
performance is affected (collectively, "Force Majeure Event"). The performance of any such obligation is
suspended during the period of, and only to the extent of, such prevention or hindrance, provided the
affected party provides notice of the Force Majeure Event, and an explanation as to how it prevents or
hinders the party's performance, as soon as reasonably possible after the occurrence of the Force Majeure
Event, with the reasonableness of such notice to be determined by the City in its sole discretion. The notice
required by this section must be addressed and delivered in accordance the notice section 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, including the attached exhibits.
22. Amendments / Modifications / Extensions. No amendment, modification, or extension
of this Agreement will be binding upon a party hereto unless set forth in a written instrument, which is
executed by an authorized representative of each party.
23. Entirety of Agreement. This Agreement, including the attached 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.
24. Counterparts. This Agreement may be executed in one or more counterparts and each
counterpart will, for all purposes, be deemed an original, but all such counterparts will together constitute
one and the same instrument.
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25. 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.
26. Immigration and Nationalitv Act. Vendor must verify the identity and employment
eligibility of its employees who perform work under this Agreement, including completing the Employment
Eligibility Verification Form (I-9). Upon request by City, Vendor will provide City with copies of all I-9
forms and supporting eligibility documentation for each employee who performs work under this
Agreement. Vendor must adhere to all Federal and State laws as well as establish appropriate procedures
and controls so that no services will be performed by any Vendor employee who is not legally eligible to
perform such services. VENDOR WILL INDEMNIFY CITY AND HOLD CITY HARMLESS FROM
ANY PENALTIES, LIABILITIES, OR LOSSES DUE TO VIOLATIONS OF THIS PARAGRAPH
BY VENDOR, VENDOR'S EMPLOYEES, CONTRACTORS, SUBCONTRACTORS, OR
AGENTS. City, upon written notice to Vendor, will have the right to immediately terminate this Agreement
for violations of this provision by Vendor.
27. 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.
28. Signature Authoritv. The person signing this Agreement hereby warrants that they have
the legal authority to execute this Agreement on behalf of the respective party, and that such binding
authority has been granted by proper order, resolution, ordinance or other authorization of the entity. This
Agreement and any amendment hereto, may be executed by any authorized representative of Vendor. Each
party is fully entitled to rely on these warranties and representations in entering into this Agreement or any
amendment hereto.
29. Change in Companv Name or Ownership. Vendor must notify City's Purchasing
Manager, in writing, of a company name, ownership, or address change for the purpose of maintaining
updated City records. The president of Vendor or authorized official must sign the letter. A letter indicating
changes in a company name or ownership must be accompanied with supporting legal documentation such
as an updated W-9, documents filed with the state indicating such change, copy of the board of director's
resolution approving the action, or an executed merger or acquisition agreement. Failure to provide the
specified documentation may adversely impact invoice payments.
30. No Bovcott of Israel. If Vendor has fewer than 10 employees or this Agreement is for
less than $100,000, this section does not apply. Vendor acknowledges that in accordance with Chapter
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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 this Agreement. The terms "boycott
Israel" and "company" have the meanings ascribed to those terms in Chapter 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.
31. Prohibition on Bovcotting Energv Companies. 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 2276 of the Texas Government Code, 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 Vendor that it: (1) does not boycott energy companies; and (2) will not
boycott energy companies during the term of this Agreement. To the extent that Chapter 2276 of the
Government Code is applicable to this Agreement, by signing this Agreement, Vendor certifies that
Vendor's signature provides written verification to the City that Vendor: (1) does not boycott energy
companies; and (2) will not boycott energy companies during the term of this Agreement.
32. Prohibition on Discrimination Against Firearm and Ammunition Industries. If
Vendor has fewer than 10 employees or this Agreement is for less than $100,000, this section does not
apply. Vendor acknowledges that except as otherwise provided by Chapter 2274 of the Texas Government
Code, 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 Vendor 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 this Agreement against a firearm entity or
firearm trade association. To the extent that Chapter 2274 of the Government Code is applicable to
this Agreement, by signing this Agreement, Vendor certifies that Vendor's signature provides written
verification to the City that Vendor: (1) does not have a practice, policy, guidance, or directive that
discriminates against a firearm entity or firearm trade association; and (2) will not discriminate
against a firearm entity or firearm trade association during the term of this Agreement.
33. Electronic Signatures. This Agreement may be executed by electronic signature, which
will be considered as an original signature for all purposes and have the same force and effect as an original
signature. For these purposes, "electronic signature" means electronically scanned and transmitted versions
(e.g. via pdf file or facsimile transmission) of an original signature, or signatures electronically inserted via
software such as Adobe Sign.
(signature page follows)
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IN WITNESS WHEREOF, the parties hereto have executed this Agreement in multiples.
[aYr'LI7a9CI]:711 A11113:41:91
By Wil
Name:
:26GMT+11
William Johnson
Title:
Assistant City Manager
Date:
VENDOR:
EnviroH2O, LLC
By:
Name: Jesse Arciba
Title: Managing Partner
Date: 10/31 /2024
FOR CITY OF FORT WORTH INTERNAL PROCESSES:
Approval Recommended: Contract Compliance Manager:
By signing I acknowledge that I am the person
responsible for the monitoring and administration
eltlr;y H"Ar of this contract, including ensuring all performance
By: Chris Harder (Nov 6, 2024 11:53 CST) and reporting requirements.
Name: Christopher Harder, P.E.
Title: Water Department Director /
Attest: Pd By:
°` Name: Patty
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W /?�
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°awe °oZ Title: Contract Services Administrator
RLt (ayn&Uw O�B� nEoag4p
By:
Name: Jannette S. Goodall Approved as to Form and Legality:
Title: City Secretary
Contract Authorization: By:
M&C: Not required. Name: Jessika Williams
Date M&C Approved: N/A Title: Assistant City Attorney
Form 1295:N/A
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
Vendor Services Agreement Page 10 of 19
EXHIBIT A
SCOPE OF SERVICES
Vendor will provided deionized water services on an "as needed" basis to ensure equipment is clean and
remains operable for the City of Fort Worth per description and specifications listed below:
1.0 HIGH PURITY WATER SYSTEM MAINTENANCE SPECIFICATIONS
1.1 All items supplied under this Agreement shall be of recent production, unused, and
suitable for their intended purpose.
1.2 City of Fort Worth
Equipment Information:
Equipment
Equipment Name
Equipment Description
Model #
Ultra AN MK2
PURELAB ULTRA
SERIAL#UAA257695
ANALYTIC
E2-1125- DLX,
E2 GE Power and Water
SERIAL#16-06-1226262- H-03
115,6
Process Technologies
Purelab Ultra
PURELAB ULTRA
SERIAL#ULT00001855
ANALYTIC
Purelab Ultra
PURELAB ULTRA
SERIAL#UB235860
ANALYTIC
Cougar pump/UV light SN 10-010369-located at the Crime
DLC873PIL14043 (main box) Lab
MP22A Ultra Violet Light Located at the Crime Lab
5KH36MNA445A Pump A-C Motor — located at the Crime Lab
X
1.3 Quarterly and Monthly Deionized Water Services
1.3.1 Inspect and Record — Contractor shall inspect and give a record of equipment
operation during scheduled service call.
1.3.1.1 During the inspection, immediate notification to the City of Fort Worth
if the equipment falls outside the engineered limits.
1.3.1.2 A Field Service Report shall be provided to the City designated
personnel and signed off on by said personnel after the services are
performed.
1.3.2 Mechanical Function Check — equivalent to a startup function check for the
system acceptance (not validation).
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1.3.2.1 Equipment shall be given a thorough functionality test and the
Contractor's technician shall record the results on the Field Test Report
and indicate pass/fail or present/not present.
1.3.2.2 A Mechanical Function Check shall include, but is not limited to:
chemical removal, bleeding any air from system, and leak check.
1.3.3 System Sanitization — Contractor shall sanitize each system completely during
any scheduled service call that requests these services.
1.3.4 Parts Replacement— The materials listed below shall be provided as part of the
quarterly routine services:
Item Quantity
Village Creek Water Reclamation Facility
1
5 Micron Filter, 10"
0
0.25 CFt Carbon (6" Diameter x 18"
Height)
2
0.45 CFt Mixed Bed DI (8" Diameter x
18" Height)
2
0.2 Micron Filter, 10 inch
Rolling Hills Water Treatment Plant
2
1.2 CFt Mixed Bed DI (9" Diameter x 44"
Height)
UI
1.2 CFt Carbon (9" Diameter x 44"
Height)
11
5 Micron Filter, 10"
Vendor Services Agreement Page 12 of 19
Pretreatment Services
1
5 Micron Filter, 10"
1
0.25 CFt Carbon (6" Diameter x 18"
Height)
2
0.45 CFt Mixed Bed DI (8" Diameter x
18" Height)
North Holly Water Treatment Plant
0i)
1.2 CFt Mixed Bed DI (9" Diameter x 44"
Height)
1
1.2 CFt Carbon (9" Diameter x 44"
Height)
1
5 Micron Filter, 10"
South Holly Water Treatment Plant
2
1.2 CFt Mixed Bed DI (9" Diameter x 44"
Height)
1.2 CFt Carbon (9" Diameter x 44"
Height)
5 Micron Filter, 10"
Eagle Mountain Water Treatment Plant
1
1
0a
Vendor Services Agreement Page 13 of 19
1.2 CFt Mixed Bed DI (9" Diameter x 44"
Height)
1
1.2 CFt Carbon (9" Diameter x 44"
Height)
2
5 Micron Filter, 10"
1
0.25 CFt Carbon (6" Diameter x 18"
Height)
2
0.45 CFt Mixed Bed DI (8" Diameter x
18" Height)
Westside Water Treatment Plant
1
5 Micron Filter, 10"
1
0.25 CFt Carbon (6" Diameter x 18"
Height)
2
0.45 CFt Mixed Bed DI (8" Diameter x
18" Height)
1.3.5 Parts Replacement— The materials listed below shall be provided as part of the
monthly routine services:
Central Water Laboratory
1
5 Micron Filter, 10"
N
1.2 CFt Carbon (9" Diameter x 44" Height)
Vendor Services Agreement Page 14 of 19
1
0.2 Micron Filter, 20 inches
1
3.6 CFt Mixed Bed DI (14" Diameter x 47"
Height)
1
5 Micron Filter, 20 inches
Salt, 40 lb. Bag 5
Police Department- Crime Laboratory
1.2 CFt Mixed Bed DI (9" Diameter 1
x 44" Height)
1.2 CFt Carbon (9" Diameter x 44" Height) 1
5 Micron Filter, 10" 1
Reverse Osmosis Services 1
1.3.6 Analytical Testing - system shall be double checked in the field as scheduled.
1.3.7 Additional emergency service visits may include, but are not limited to: unit
inspection services, or replacement of cartridges or appurtenances.
2.0 REQUIRED EQUIPMENT
2.1 The Contractor's equipment shall be in good repair and regularly maintained to ensure no
damage occurs at Water or Police Department Facilities.
2.2 The Contractor shall maintain sufficient equipment and labor to perform the services
specified by the contract.
3.0 PERFORMANCE OF SERVICES
3.1 Services shall be performed at the following Water Department locations:
3.1.1 Village Creek Water Reclamation Facility (VCWRF), 4500 Wilma Lane
Arlington, TX 76012
Vendor Services Agreement Page 15 of 19
3.1.2 Rolling Hills Water Treatment Plant (RHWTP), 2500 SE Loop 820 Fort Worth,
TX 76140
3.1.3 Pretreatment Services, 920 Fournier St Fort Worth, TX 76012
3.1.4 North Holly Water Treatment Plant, 1500 l lth Ave Fort Worth, TX 76102
3.1.5 South Holly Water Treatment Plant, 1500 11th Ave Fort Worth, TX 76102
3.1.6 Eagle Mountain Water Treatment Plant, 6801 Bowman Roberts Rd. Fort Worth,
TX 76179
3.1.7 Westside Water Treatment Plant, 12200 Old Weatherford Rd Fort Worth, TX
76008
3.1.8 Centralized Water Laboratory, 2600 SE Loop 820 Fort Worth, TX 76140
3.2 To access all Water Department locations, the technician in charge of servicing the
equipment shall have a valid driver's license and check in at the security gate upon
arrival.
3.3 Services shall be performed at the following Police Department location:
3.3.1 Crime Laboratory, 3616 East Lancaster Ave. Fort Worth, TX 76103
3.4 To access the Police Department Crime Laboratory and ensure work can be completed,
the technician servicing the equipment shall review the Criminal Justice Information
Services (CJIS) Security Awareness material and sign a document acknowledging their
receipt of training every two (2) years, or the vendor can start a CJIS online account and
have their employees train online. Additionally, all technicians shall be fingerprinted by
the Fort Worth Police ID/Warrants Section at 350 W Belknap Fort Worth, TX 76102
before they can access the Police Department Crime Laboratory. All individuals who
have a criminal history, shall be restricted from access according to CJIS rules.
3.5 Vendors/technicians needing physical access to a facility with CJIS must sign in and out
of the facility on a log upon entry and exit. The vendor/ technician must present a valid
photo ID when signing in the facility. The technician shall be escorted by authorized
personnel at all times.
3.6 The following information will be collected upon each service call:
3.6.1 Name and agency of visitor,
3.6.2 Birthdate or Driver License/ID of visitor,
3.6.3 Signature of visitor,
3.6.4 Form of identification presented,
3.6.5 Date of access,
3.6.6 Time of entry and departure,
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3.6.7 Purpose of visit, and
3.6.8 Name and agency of person visited.
3.7 Technicians shall have a valid driver's license, be certified by CJIS, and get fingerprinted
before services can begin.
3.8 Routine deionized water services shall be performed between regular business hours:
8:00 a.m. to 5:00 p.m., Monday through Friday, unless otherwise specified by the City of
Fort Worth.
3.9 The Contractor shall perform emergency service requests within a maximum of 24 hours
after receipt of a service request.
3.10 The Contractor shall not perform routine services on City -observed holidays including:
3.10.1
New Year's Day
3.10.2
Martin Luther King Jr. Day
3.10.3
Memorial Day
3.10.4
Juneteenth
3.10.5 July 4'
3.10.6 Labor Day
3.10.7 Thanksgiving Thursday and the following Friday
3.10.8 Christmas Day
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EXHIBIT B
PAYMENT SCHEDULE
1
HR 10
$135.00
$1,350.00
Emergency Service Rate, Additional Services,
Business Hours, Monday -Friday 8AM-5PM
2
HR 5
$202.50
$1,012.50
Emergency Service Rate, Additional Services,
After Hours, Monday -Friday 5:01PM-
7:59AM, and all day Saturday and Sunday
3
EA 4
$535.00
$2,140.00
Deionized Water Services, Village Creek
Water Reclamation Facility, Quarterly
4
EA 4
$502.00
$2,008.00
Deionized Water Services, Rolling Hills Water
Treatment Plant, Quarterly
5
EA 4
$367.00
$1,468.00
Deionized Water Services, Pretreatment
Services, Quarterly
6
EA 4
$502.00
$2,008.00
Deionized Water Services, North Holly Water
Treatment Plant, Quarterly
7
EA 4
$502.00
$2,008.00
Deionized Water Services, South Holly Water
Treatment Plant, Quarterly
8
EA 4
$720.00
$2,880.00
Deionized Water Services, Eagle Mountain
Water Treatment Plant, Quarterly
9 EA 4 $367.00 $1,468.00
Deionized Water Services, Westside Water
Treatment Plant, Quarterly
10 EA 12 $881.00 $10,578.00
Deionized Water Services, Centralized Water
Laboratory, Monthly
11 EA 4 $632.00 $2,528.00
Deionized Water Services, Crime Laboratory,
Quarterly
J
Vendor Services Agreement Page 18 of 19
12
System Sanitization Services, Quarterly,
Central Water Laboratory
13
System Sanitization Services, Annually, Crime
Laboratory
14
5 Micron Filter, 10"
15
0.25 CFt Carbon (6" Diameter x 18" Height)
16
0.45 CFt Mixed Bed DI (8" Diameter x 18"
Height)
17
0.2 Micron Filter, 10 inch
18
1.2 CFt Mixed Bed DI (9" Diameter x 44"
Height)
19
1.2 CFt Carbon (9" Diameter x 44" Height)
20
0.2 Micron Filter, 20 inches
21
3.6 CFt Mixed Bed DI (14" Diameter x 47"
Height)
22
5 Micron Filter, 20 inches
23
Salt, 40 lb. Bag
24
Maintenance Kit, UV Lamp
EA 4 $1,200.00 $4,800.00
EA
1
$1,200.00
EA
2
$7.00
EA
2
$45.00
EA
2
$90.00
EA 2 $84.00
EA 2 $120.00
EA 2 $120.00
EA 2 $168.00
EA 2 $265.00
EA
EA
EA
2
2
1
$9.00
$11.50
$350.00
$1,200.00
$14.00
$90.00
$180.00
$168.00
$240.00
$240.00
$336.00
$530.00
$18.00
$23.00
$350.00
Vendor Services Agreement Page 19 of 19