HomeMy WebLinkAboutContract 62445CSC No. 62445
FORT WORTH.
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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 Caliber Bodyworks
of Texas, LLC dba Caliber Collision ("Vendor") each individually referred to as a "party" and collectively
referred to as the "parties."
1. Scone of Services. Vendor will provide fleet vehicle services including repairs, maintenance,
and parts for light duty, heavy duty, turf, marine, trailer, electric, and hybrid type vehicles and
equipment. The City will purchase these services on an "as needed basis" for the Property Management
Department ("Services"), as set forth in more detail in Exhibit "A," attached hereto and incorporated
herein for all purposes.
2. Term. This Agreement will begin on the date signed by the Assistant City Manager below
("Effective Date") and expires three years later ("Expiration Date"), unless terminated earlier
according to this Agreement ("Initial Term"). The City will have the option, in its sole discretion, to
renew this Agreement under the same terms and conditions for one (1) two-year renewal option
("Renewal Term").
3. Comnensation.
3.1 The Vendor acknowledges that this is a non-exclusive agreement and there is no
guarantee of any specific amount of work. Further, Vendor recognizes that the amount
stated below in Section 3.2 is the total amount of funds available, collectively, for any
Vendor that enters into an agreement with the City under the relevant Mayor and
Council ("M&C") Communication and that once the full amount has been exhausted,
whether individually or collectively, 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.
3.2 The maximum compensation amount allowed under this non-exclusive Agreement
will be up to $10,000,000.00 for Year 1 of the Initial Term, up to $11,500,000.00 for
Year 2 of the Initial Term, and up to $13,225,000.00 for Year 3 of the Initial Term. In
the event City opts to renew the Agreement, the maximum compensation amount
allowed is up to $15,208,750.00 for Year 1 of the Renewal Term, and up to
$17,490,062.50 for Year 2 of the Renewal Term.
3.3 Following the award of this Agreement, additional products and services of the same
general category that could have been encompassed in the award, and that are not
already made a part of the Agreement, may be added based on the discount provided
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
on Vendor's bid response (if applicable) and price sheet provided with Vendor's bid
response or a current quote provided from the Vendor.
3.4 The Parties may engage in multiple transactions under this Agreement. For each
purchase made pursuant to this Agreement, Vendor must supply a quote and the quote must
conform with the then -current pricing under the agreement or the discount provided on the
Vendor's bid response if it is for an additional product and service of the same general
category, as described above. If the City accepts the quote and places the order, that quote will
be considered an addendum to this agreement but is not required to be filed in the City records.
The Parties will maintain all quotes for the 3-year Audit period included herein.
3.5 City will pay Vendor in accordance with the Prompt Payment Act (Chapter 2251 of
the Texas Government Code) and provisions of this Agreement, including Exhibit `B," which
is attached hereto and incorporated herein for all purposes.
3.6 Vendor will not perform any additional services or bill for expenses incurred for City
not specified by this Agreement unless City requests and approves in writing the additional
costs for such services. City will not be liable for any additional expenses of Vendor not
specified by this Agreement unless City first approves such expenses in writing.
4. Termination.
4.1. Written Notice. City or Vendor may terminate this Agreement at any time and for
any reason by providing the other party with 30 days' written notice of termination.
4.2 Non-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 ("City Information") as confidential and
will not disclose any such information to a third parry without the prior written approval of City.
5.3 Public Information Act. City is a government entity under the laws of the State of
Texas and all documents held or maintained by City are subject to disclosure under the Texas Public
Information Act. In the event there is a request for information marked Confidential or Proprietary,
City will promptly notify Vendor. It will be the responsibility of Vendor to submit reasons objecting
to disclosure. A determination on whether such reasons are sufficient will not be decided by City, but
by the Office of the Attorney General of the State of Texas or by a court of competent jurisdiction.
5.4 Unauthorized Access. Vendor must store and maintain City Information in a secure
manner and will not allow unauthorized users to access, modify, delete or otherwise corrupt City
Information in any way. Vendor must notify City immediately if the security or integrity of any City
Information has been compromised or is believed to have been compromised, in which event, Vendor
will, in good faith, use all commercially reasonable efforts to cooperate with City in identifying what
information has been accessed by unauthorized means and will fully cooperate with City to protect
such City Information from further unauthorized disclosure.
6. Right to Audit. Vendor agrees that City will, until the expiration of three (3) years after final
payment under this Agreement, or the final conclusion of any audit commenced during the said three years,
have access to and the right to examine at reasonable times any directly pertinent books, documents, papers
and records, including, but not limited to, all electronic records, of Vendor involving transactions relating to
this Agreement at no additional cost to City. Vendor agrees that City will have access during normal working
hours to all necessary Vendor facilities and will be provided adequate and appropriate work space in order to
conduct audits in compliance with the provisions of this section. City will give Vendor reasonable advance
notice of intended audits.
7. 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 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 ANYAND
ALL PROPER TY L OSS, PROPER TY DAMA GE 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 CA USED 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 AGAINSTANY
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 BUSINESSAND ANYRESUL TING 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 PROPER TYINDEMNIFICA TION— Vendor agrees to defend,
settle, or pay, at its own cost and expense, any claim or action against City for infringement of
any patent, copyright, trade mark, trade secret, or similar property right arising from City's use
of the software or documentation in accordance with this Agreement, it being understood that
this agreement to defend, settle or pay will not apply if City modifies or misuses the software
and/or documentation. So long as Vendor bears the cost and expense of payment for claims or
actions against City pursuant to this section, Vendor will have the right to conduct the defense
of any such claim or action and all negotiations for its settlement or compromise and to settle or
compromise any such claim; however, City will have the right to fully participate in any and all
such settlement, negotiations, or lawsuit as necessary to protect City's interest, and City agrees
to cooperate with Vendor in doing so. In the event City, for whatever reason, assumes the
responsibility for payment of costs and expenses for any claim or action brought against City
for infringement arising under this Agreement, City will have the sole right to conduct the
defense of any such claim or action and all negotiations for its settlement or compromise and to
settle or compromise any such claim; however, Vendor will fully participate and cooperate with
City in defense of such claim or action. City agrees to give Vendor timely written notice of any
such claim or action, with copies of all papers City may receive relating thereto. Notwithstanding
the foregoing, City's assumption of payment of costs or expenses will not eliminate Vendor's
duty to indemnify City under this Agreement. If the software and/or documentation or any part
thereof is held to infringe and the use thereof is enjoined or restrained or, if as a result of a
settlement or compromise, such use is materially adversely restricted, Vendor will, at its own
expense and as City's sole remedy, either: (a) procure for City the right to continue to use the
software and/or documentation; or (b) modify the software and/or documentation to make it
non -infringing, provided that such modification does not materially adversely affect
City's authorized use of the software and/or documentation; or (c) replace the software and
documentation with equally 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 City may seek any and 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
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 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 City in accordance with
the notice provision of this Agreement.
(d) The insurers for all policies must be licensed and/or approved to do business
in the State of Texas. All insurers must have a minimum rating of A- VII in the current
A.M. Best Key Rating Guide, or have reasonably equivalent financial strength and
solvency to the satisfaction of Risk Management. If the rating is below that required,
written approval of Risk Management is required.
(e) Any failure on the part of City to request required insurance documentation
will not constitute a waiver of the insurance requirement.
(f) Certificates of Insurance evidencing that Vendor has obtained all required
insurance will be delivered to the City prior to Vendor proceeding with any work
pursuant to this Agreement.
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 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 Caliber Bodyworks of Texas,
Attn: Assistant City Manager LLC dba Caliber Collision
100 Fort Worth Trail Austin Herriott, General Manager
Fort Worth, TX 76102 3936 Flory St.
Facsimile: (817) 392-8654 North Richland Hills, Texas 76180
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. Severability. If any provision of this Agreement is held to be invalid, illegal or unenforceable,
the validity, legality and enforceability of the remaining provisions will not in any way be affected or impaired.
19. Force Maieure. City and Vendor will exercise their best efforts to meet their respective
duties and obligations as set forth in this Agreement, but will not be held liable for any delay or omission in
performance due to force majeure or other causes beyond their reasonable control, including, but not limited
to, compliance with any government law, ordinance, or regulation; acts of God; acts of the public enemy; fires;
strikes; lockouts; natural disasters; wars; riots; epidemics or pandemics; government action or inaction; orders
of government; material or labor restrictions by any governmental authority; transportation problems;
restraints or prohibitions by any court, board, department, commission, or agency of the United States or of
any States; civil disturbances; other national or regional emergencies; or any other similar cause not
enumerated herein but which is beyond the reasonable control of the Party whose performance is affected
(collectively, "Force Majeure Event"). The performance of any such obligation is suspended during the period
of, and only to the extent of, such prevention or hindrance, provided the affected 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 and B.
22. Amendments / Modifications / Extensions. No amendment, modification, or extension of
this Agreement will be binding upon a party hereto unless set forth in a written instrument, which is executed
by an authorized representative of each party.
23. Counterparts. This Agreement may be executed in one or more counterparts and each
counterpart will, for all purposes, be deemed an original, but all such counterparts will together constitute one
and the same instrument.
24. Warranty of Services. Vendor warrants that its services will be of a high quality and conform
to generally prevailing industry standards. City must give written notice of any breach of this warranty within
thirty (30) days from the date that the services are completed. In such event, at Vendor's option, Vendor will
either (a) use commercially reasonable efforts to re -perform the services in a manner that conforms with the
warranty, or (b) refund the fees paid by City to Vendor for the nonconforming services.
25. Immigration 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.
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 Authoritv. The person signing this Agreement hereby warrants that they have the
legal authority to execute this Agreement on behalf of the respective party, and that such binding authority has
been granted by proper order, resolution, ordinance or other authorization of the entity. This Agreement and
any amendment hereto, may be executed by any authorized representative of Vendor. Each party is fully
entitled to rely on these warranties and representations in entering into this Agreement or any amendment
hereto.
28. Change in Comuanv Name or Ownershiu. Vendor must notify City's Purchasing Manager,
in writing, of a company name, ownership, or address change for the purpose of maintaining updated City
records. The president of Vendor or authorized official must sign the letter. A letter indicating changes in a
company name or ownership must be accompanied with supporting legal documentation such as an updated
W-9, documents filed with the state indicating such change, copy of the board of director's resolution
approving the action, or an executed merger or acquisition agreement. Failure to provide the specified
documentation so may adversely impact future invoice payments.
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 Bovcottina Ener2v Companies. 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.
31. Prohibition on Discrimination Against Firearm and Ammunition Industries. 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 the contract 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.
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 contains the entire understanding and agreement
etween City and Vendor, their assigns and successors in interest, as to the matters contained herein. Any prior
or contemporaneous oral or written agreement is hereby declared null and void to the extent in conflict with
any provision of this Agreement.
(signature page follows)
IN WITNESS WHEREOF, the parties hereto have executed this Agreement in multiples.
City:
Vendor: Caliber Bodyworks of Texas, LLC dba
Caliber Collision
By:
Dana Burghdoff (Dec 2024 CST)
ARS tt ` &rn
Name:
Dana Burghdoff
Austin Herriott (Dec 11, 2024 09:58 CST)
By:
Title:
Assistant City Manager
Name: Austin Herriott
12/16/2024
Title: General Manager
Date:
12/11 /2024
Date:
FOR CITY OF FORT WORTH INTERNAL PROCESSES:
Approval Recommended:
By: � �—
Name: Marilyn Marvin
Title: Property Management Department Director
Approved as to Form and Legality:
uJ
By:
Name: Jessika J. Williams
Title: Assistant City Attorney
Contract Authorization:
M&C: 24-1016
M&C Approved: 11/19/2024
Form 1295 Certification No.: 2024-1209772
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.
Denise aarna
Denise Garcia (Dec 12, 202412:43 CST)
By:
Name: Denise Garcia
Title: Purchasing Manager
City Secretary:
By:
Name: Jannette Goodall
Title: City Secretary
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OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
EXHIBIT A
SCOPE OF SERVICES
1.0 INTENT
1.1 Vendor will provide service, repairs, maintenance, and parts for light duty, heavy duty, turf,
marine, trailer, electric, and hybrid type vehicles and equipment as listed, but not limited to the
scope of work described herein. The City will purchase these products and services on an "as
needed basis" for the Property Management Department.
2.0 DEFINITIONS
2.1 The City: The City of Fort Worth
2.2 Vendor: Successful Vendor(s) awarded an agreement
2.3 First Responder Vehicle/Equipment: Any type of vehicle/equipment utilized by the City of Fort
Worth's Police or Fire Department. These vehicle(s)/equipment require immediate attention by
Vendor and require their own response times.
2.4 PMD Fleet: The City of Fort Worth's Property Management Department Fleet Division
2.5 Light Duty Vehicles: Vehicles with a Gross Vehicle Weight under 10,000 pounds. National
Association Fleet Administrators (NAFA) Class codes 8,500 (1000-2999).
2.6 Medium/Heavy Duty Vehicles: Vehicles with a Gross Vehicle Weight over 10,000 pounds.
NAFA Class codes (3,000-8999).
2.7 NAFA Class Codes: Standard vehicle and equipment classification system created and
maintained by National Association of Fleet Administrators Fleet Management Association.
2.8 OEM: Original Equipment Manufacturer (OEM) — is a company that supplies equipment to other
companies to resell or incorporate into another product using the Manufacturer's brand name. It
also may be used to refer to the company that acquires a product or component and reuses or
incorporates it into a new product with its own brand name.
2.9 Specialty/Off-road Equipment: A piece of equipment with unique or specialized performance
capabilities that allow it to perform prescribed task. NAFA Class Codes (000-0999 & 9000-9999)
2.10 PO: Purchase Order
2.11 EV: Electric Vehicle
2.12 Flat Travel Rate: This is a rate the Vendor will use to come out to work on a request from the
City and will go in tandem with the field hourly charge. The Vendor will not be allowed to charge
mileage since there is a flat travel rate offered.
2.13 Transport Fee: This fee will be charged to the City from the Vendor to pick up and/or deliver the
asset to the City.
3.0 DELIVERY OF SERVICES
3.1 Upon arrival at each facility the vendor will contact the PMD Fleet on -site supervisor prior to
performing any work, as well as, signing out with said supervisor upon completion of duties.
3.2 The vendor agrees to perform all work between the hours of 7:00 am and 4:00 pm Monday
through Friday.
3.2.1 This excludes all observed City holidays; New Year's Day, Martin Luther King Day,
Memorial Day, Juneteenth, Independence Day, Labor Day, Thanksgiving Day (Thurs and
Fri) and Christmas day.
3.3 Vendors will provide the City an acceptable level of service in terms of cost, time and
workmanship. Upon return and inspection of services completed, PMD Fleet personnel will
notify the Vendor if any issues regarding the services or parts are found to be unsatisfactory.
3.4 Vendor(s) will be given opportunity to correct any unacceptable levels of service. Failure of
Vendor to correct services or parts to a satisfactory condition will be considered grounds for
terminating the agreement.
3.5 Vendors will be required to perform the work using the most up to date and appropriate methods
available from the Original Equipment Manufacturer (OEM) or equivalent OEM standards. This
includes, but is not limitedto, all suitable repair equipment and parts to insure the satisfactory
execution of any repair or installation.
3.6 Vendor will have the ability to look up OEM parts based on vehicle identification number, serial
number, or engine number.
3.7 The Vendor will have and operate a full-time, permanent business address with the ability to be
reached by email and telephone.
3.8 The Vendor will have a minimum of five people available to provide the services as outlined in
the scope of work.
3.9 The Vendor will possess all needed diagnostic equipment and tools to support the service and
product the Vendor is bidding on.
3.10 At the City's request the Vendor will be required to provide industry training and certification
documentation on their personnel.
3.10.1 Certifications could include, the National Institute for Automotive Service Excellence
(ASE) or Manufacturer required training, which qualifies the vendor to perform said
work.
3.11 Vendors will provide the City priority service, as many City vehicles are utilized forpublic safety
and emergency response. Expeditious turn -around is critical to City operations. However,
additional fees for priority services are prohibited.
3.12 The City will ensure that vehicles and equipment will have a minimum of a quarter (1/4) tank of
fuel when dropped off for service.
3.13 Vendor will provide a minimum of one-year warranty on all parts and repairs. The warranty will
begin upon installation and final acceptance by the City of provided products.
4.0 RESPONSE TIMES & LOCATIONS
4.1 Vendor will respond/acknowledge to emails and calls from the PMD Fleet within 24 - 48 hours.
4.2 Vendors, which provide delivery service, will return completed vehicles to the Fleet Service
Center, Monday through Friday between 7:00 a.m.— 4:00 p.m. unless expressly authorized by the
Fleet Service Center Supervisor(s) or their designee. Any deviation from this timeframe will
require written approval from the Fleet Service Center Supervisor(s) or their designee.
4.3 After hours are considered from Friday at 4:01 p.m. through Monday at 6:59 a.m.
4.4 Fleet Service Center locations:
Service Center Location
Brennan Body Shop 2500 Brennan Street
Fort Worth, TX 76106
James Avenue Service Center 5021 James Avenue
Fort Worth, TX 76115
Northside Service Center 317 Hillshire Drive
Fort Worth, TX 76131
Water Service Center 2222 West Daggett
Fort Worth, TX 76102
5.0 PARTS
5.1 All parts utilized in repairs, replacements or installations on City vehicles and equipment must
be new unless otherwise requested in writing by PMD Fleet personnel.
5.1.1 Any rebuilt or remanufactured parts can be considered but must be approved in writing
by City PMD Fleet personnel prior to being utilized by a vendor.
5.2 Vendor will warranty all work and products supplied under this Agreement against any defects
in design, workmanship, materials and failure to operate satisfactorily.
5.2.1 Each product will be constructed to the highest industry standards. Products manufactured
of poor workmanship will not be accepted.
5.3 The City reserves the right to supply parts as the City determines is necessary.
5.4 Vendor may charge a list less (-) for parts, unless otherwise approved by the City. The list less
pricing should be submitted with the Vendor's bid response and updated lists should be made
available for review by the City as requested.
5.5 All parts used for repair will meet the strict OEM standards and specifications.
5.6 There are no guarantees the City will accept or be held financially liable for costs outside of labor
and materials/parts if the submitted pricing is deemed excessive and not included in Exhibit B,
Payment Schedule.
5.7 The Vendor will provide a point of contact for parts and service repairs.
6.0 ESTIMATES
6.1 Vendor will be required to provide written or electronically produced estimates to PMD Fleet
personnel before the start of any work. The estimates must be emailed to the PMD Fleet
employee(s) and/or PMD Fleet facility location who requested the services to be completed.
6.2 Estimates will be approved and authorized by PMD Fleet personnel in writing via email with
purchase order number prior to work being performed. Verbal approvals should not be
considered.
6.2.1 Fleet will create necessary work order for tracking.
6.2.2 Vendor will be notified, via email, of repairs needed and/or diagnosis from PMD Fleet.
6.2.3 Vendor will identify the repair direction and will email an estimate with specific details
of the repairs needed regardless of warranty or non -warranty.
6.2.4 Warranty and billable repairs will be on separate estimate(s) / invoicing in ALL cases.
6.2.5 Fleet will document the approval and will update the work order detailing all
communications and repairs with denial or approval information.
6.2.6 PMD Fleet will issue a purchase order for billable repairs via email. Repairs are NOT to
be performed until a purchase order has been issued and provided to the Vendor by PMD
Fleet Division. This ensures proper tracking and documentation are in place for the
Vendor and the City.
6.3 Final submitted invoices submitted to the City for work performed should always match the final
estimate received by the City. All revised estimates must be approved in writing prior to billing.
6.3.1 All provided estimates must match contract pricing, specifications, and standards.
6.4 If City vehicle or equipment is serviced by a Vendor for warranty work, the estimate provided
by the Vendor to the City will state `Warranty Service'.
6.5 All estimates provided by Vendors will be quoted on a `time and materials' basis, adherence to
the agreed upon contract rate(s) and itemized to illustrate the cost of each of the following, if
applicable, to the service or work performed:
6.5.1 Estimates will include number of and cost of each part(s) to be installed.
6.5.2 Estimates will include cost of labor to perform repair and/or installation; itemized
by number of labor hours per labor line and labor rate per hour.
6.5.4 Transportation fees, if any, Pick-up & Delivery Inclusive.
6.5.5 Sublet charges, if any.
6.5.6 Shon fees will not be allowed. These costs should be broken down in labor, parts, or
established fees defined in the bid lines. This should be considered when bidding
applicable costs in the other time and materials categories.
6.5.7 Travel charges for mobile services will be considered at a standard flat rate.
7.0 INVOICES
7.1 All invoices must include the vehicle VIN#, Unit #, mileage, labor hours, and Purchase Order #.
7.2 If the final invoice needs to be updated for any reason (i.e. charges, unit number, etc.) the date
on the final invoice must be updated to match the date the revised invoice was submitted for
processing.
7.2.1 All invoices must match prior City approved estimates or payment may be delayed.
7.3 INVOICE SUPPORTING DOCUMENTATION
7.3.1 Supporting Documentation for Labor charges must include, at a minimum: 1) the total
number of labor hours performed; and 2) the labor rate. Vendor must provide the City
with documentation which identifies the per hour labor rate.
7.3.2 Supporting Documentation for Parts charges must include, at a minimum: 1) a short and
plain description of the part; 2) the vendor part number; and 3) the vendor's cost for the
part and any markups.
7.3.3 Supporting Documentation for Chemicals must include, at a minimum: 1) the amount and
name of chemicals used; and 2) the cost of for each chemical used.
7.3.4 Supporting Documentation for Sublet charges must include, at a minimum: 1) a short and
plain statement of the parts and services provided by sublet providers; 2) the cost for each
of the parts and services provided by sublet providers; and 3) documentation from the
sublet provider establishing the vendor's authorization of the sublet provider to provide
parts and services.
7.3.5 Vendor must obtain a Purchase Order number before performing any services.
7.3.6 Vendor must itemize all charges on the Vendor's invoice billing statement, and provide
documentation establishing the charges on the Vendor's invoice billing statement.
Line
E
7
16
17
IN
19
20
22
23
EXHIBIT B
PAYMENT SCHEDULE
Description
LIGHT DUTY- Transportation Fee (Pick-up
& Delivery Inclusive) If applicable, Round
Trip
Flat Travel Rate, to and return trip from:
Brennan Body Shop, 2500 Brennan Street,
Fort Worth, 76106
Freight, Cost Plus Percentage Markup.
Example: If your markup is 5%, 1000 X .05
= 50. Unit Cost would be $0.05, Total Cost
would be $1050.00. Leaving this blank will
be considered a $0.00 mark up. The City
must approve in writing the products to be
shipped incurring freight prior to the Vendor
shipping the products.
Subcontracting, Cost Plus Percentage
Markup. Example: If your markup is 5%.
Unit Cost is $0.05, Total Cost is $1050.00,
Leaving this blank will be considered a
$0.00 mark up.
Parts, List Less (-) Percentage Discount.
Example: If you are offering a discount of
5%, 1000 x.05 = 50, Unit Cost would be
$0.95, Total Cost would be $950.00.
Leaving this blank will be considered a
$0.00 discount.
Flat Travel Rate, to and return trip from:
James Ave Service Center, 5021 James Ave,
Fort Worth, 76115
Flat Travel Rate, to and return trip from:
Northside Service Center, 317 Hillshire
Drive, Fort Worth, 76131
Flat Travel Rate, to and return trip from:
Water Service Center, 2222 West Daggett
Fort Worth, 76102
Exterior Body Repair Rate, Light Duty
Vehicles, Per Hour
UOM Unit Brand and Make, if
Price applicable
Cost + 0% markup. Cost is
just passed through to the
DO $0.00 City.
No travel charges on drivable
EA NO BID vehicles
Cost is just passed through to
DO $0.00 the City
Cost + 25% markup for
subcontracting. Not to exceed
DO $0.25 $200.00 per invoice
List less 0% discount for parts;
Cost is just passed through to
DO $0.00 the City
No travel charges on drivable
EA NO BID vehicles
No travel charges on drivable
EA NO BID vehicles
No travel charges on drivable
EA NO BID vehicles
All repairs to the exterior body
HR $50.00 of the vehicle
24 Paint Labor Services, Light Duty Vehicles,
Per Hour
HR $42.00
25 Paint Materials Rate, Light Duty Vehicles,
Per Hour HR $42.00
26 Mechanical Services Rate, Light Duty
Vehicles, Per Hour
HR $75.00
27 Alignment, Light Duty Vehicles, Flat Fee EA $79.99
For every hour of paint
services, a paint labor services
hourly rate and paint materials
hourly rate will be charged.
Includes all materials needed
to provide paint services
Services may include repairs
to the Suspension, Air
Conditioning, and all
Electrical Work, etc.
Flat Rate Fee
City of Fort Worth, Texas
Mayor and Council Communication
DATE: 11/19/24 M&C FILE NUMBER: M&C 24-1016
LOG NAME: 13P RFP 24-0209 FLEET VEHICLE REPAIR SERVICES AND PARTS EC PMD
SUBJECT
(ALL) Authorize Execution of Non -Exclusive Agreements with Multiple Vendors for Fleet Vehicle Services and Parts for an Initial Three -Year Term
in a Combined Amount Up to $10,000,000.00 for Year One of the Initial Term, $11,500,000.00 for Year Two of the Initial Term, and $13,225,000.00
for Year Three of the Initial Term and Authorize One Two -Year Renewal Option in a Combined Amount Up to $15,208,750.00 for Renewal Year One
and $17,490,062.50 for Renewal Year Two for the Property Management Department
RECOMMENDATION:
It is recommended that the City Council authorize execution of non-exclusive agreements with multiple vendors for fleet vehicle services and parts
for an initial three-year term in a combined amount up to $10,000,000.00 for year one of the initial term, $11,500,000.00 for year two of the initial
term, $13,225,000.00 for year three of the initial term, and authorize one two-year renewal option in a combined amount up to $15,208,750.00 for
renewal year one and $17,490,062.50 for renewal year two for the Property Management Department.
DISCUSSION:
The purpose of this M&C is to authorize the execution of non-exclusive agreements with multiple vendors for fleet vehicle services and parts for the
Property Management Department. To procure these services, Purchasing staff issued Request for Proposal (RFP) No. 24-0209. The RFP
consisted of detailed specifications needed to maintain all of the vehicles in the City's fleet inventory and all manner of equipment attached to the
Fleet Division including, but not limited to, turf equipment, compressors, man -lifts, etc.
The Property Management Department, in anticipation of future needs, such as the transition of Emergency Medical Services (EMS) from
MedStar to the City, has requested an annual increase of fifteen percent (15%). The maximum amount allowed under this agreement will be up to
$10,000,000.00 for year one of the initial term, up to $11,500,000.00 for year two of the initial term, up to $13,225,000.00 for year three of the
initial term, up to $15,208,750.00 for renewal year one, and up to $17,490,062.50 for renewal year two for the Property Management Department.
The RFP was advertised in the Fort Worth Star -Telegram on May 22, 2024, May 29, 2024, June 5, 2024, and June 12, 2024. The City received
twenty-one (21) responses.
An evaluation panel consisting of representatives from the Property Management Department, Transportation and Public Works Department, and
Public Events Department 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:
Proposer
Magneto & Diesel Injector
Service, Inc. dba M&D
Distributors, Inc.
Trailer Doctor, Inc. dba TDI
Fleet Services
Texas Kenworth Company,
LLC dba MHC Kenworth
Fort Worth
Penske Commercial
Vehicles US, LLC dba
Premier Truck Group
Evaluation Factors
I
22.00 2.67 3.00 17.50
25.00 4.33 4.17 21.67
25.00 4.17 4.17 21.67
24.00 4.17 4.00 20.83
0.00 30.00 75.17 1.00
4.17 0.01 59.34 2.00
4.17
0.08
59.24
3.00
4.17
0.08
1
57.25
4.00
Siddons-Martin Emergency 26.00
3.50
3.33
20.00
4.17
0.07
57.07
5.00
Group, LLC
Southwest International 25.00
4.17
3.83
20.00
3.17
0.04
56.21
6.00
Trucks, Inc.
Industrial Disposal Supply 24.00
3.33
3.50
20.83
3.67
0.04
55.38
7.00
Company, LLC
Fort Worth Motors, LLC 23.00
4.17
3.83
�20.83
3.33
�0.112
55.29
8.00
Custom Truck One Source 23.00
4.00
3.83
20.00
3.50
�0.03
54.36
9.00
Crafco, Inc. 24.00
3.17
3.17
18.33
4.00
0.19
52.86
10.00
Texan Waste Equipment, Inc. 24.00
3.50
3.33
I19.17
0.50
�0.03
50.53
11.00
Buck's Wheel 24.00
4.00
3.50
16.67
1.83
0.10
50.10
12.00
and Equipment Company
Kirby -Smith Machinery, Inc. 21.00
4.00
3.83
17.50
3.50
�0.03
49.86
13.00
�Terex Utilities, Inc. 22.00
2.33
2.67
15.83
3.67
�0.115
46.65
14.00
Fastlap, LLC dba Blagg Tire 20.00
3.50
3.50
16.67
1.33
0.07
45.07
15.00
& Service, Inc.
I
Elite Material Handling, LLC 22.00
3.67
3.33
12.50
3.50
�0.03
45.03
16.00
(Advance Autoparts, LLC 17.00
3.83
3.17
15.83
3.67
�0.05
43.55
17.00
Family Auto Repair, Inc. 18.00
�2.50
3.83
15.00
2.00
�0.20
41.53
18.00
Texas Underground, Inc. 21.00
�2.50
2.83
13.33
0.50
�0.09
40.25
19.00
Kinloch Equipment & Supply, 18.00
2.50
2.67
I
15.83
0.00
0.03
39.03
20.00
Inc.
Caliber Bodyworks of Texas, 1 6 00
3 6 7
3 33
1 3 33
1. 50
0 8
38 3 1
21. 00
LLC dba Caliber Collision
.4
Evaluation Criteria:
a) Qualifications and Experience
b) Resources (Personnel)
c) Resources (Equipment & Facilities)
d) Ability to Meet the Needs of the City
e) Sample Invoice & Documentation
f) Cost
After evaluation, the panel concluded that an award to all Proposers presented the best value to the City to ensure capacity and coverage for the
various manufacturers needed, including specialized equipment for which limited vendors are available in the market. Therefore, the panel
recommends that the City Council authorize non-exclusive agreements with Magneto & Diesel Injector Service, Inc. (M&D Distributors, Inc.), Trailer
Doctor Inc. (TDI Fleet Services), Texas Kenworth Company, LLC (MHC Kenworth Fort Worth), Penske Commercial Vehicles US, LLC (Premier
Truck Group), Siddons Martin Emergency Group, LLC, Southwest International Trucks, Inc., Industrial Disposal Supply Company, LLC, Fort Worth
Motors, LLC, Custom Truck One Source, Crafco, Inc., Texan Waste Equipment, Inc., Buck's Wheel and Equipment Company., Kirby -Smith
Machinery, Inc., Terex Utilities, Inc., Fastlap, LLC dba Blagg Tire & Service, Inc., Elite Material Handling, LLC, Advance Autoparts, Inc., Family Auto
Repair, Inc., Texas Underground, Inc., Kinloch Equipment & Supply, Inc., Caliber Bodyworks of Texas, LLC (Caliber Collision). No guarantee was
made that a specific amount of services would be purchased. Staff certifies that the recommended vendors' bids met specifications.
FUNDING: The maximum amount allowed under this agreement will be up to $10,000,000.00 for year one of the initial term, up to $11,500,000.00
for year two of the initial term, up to $13,225,000.00 for year three of the initial term, up to $15,208,750.00 for renewal year one, and up to
$17,490,062.50 for renewal year two; however, the actual amount used will be based on the need of the department and available budget. Funding
is budgeted in the Fleet Srvc Outside Rep & Maint account within the Fleet & Equipment Sery Fund for the Property Management Department.
DVIN-BE: This solicitation was reviewed by The Business Equity Division for available business equity prospects according to the City's Business
Equity Ordinance. There were limited business equity opportunities available for the services/goods requested, therefore, no business equity goal
was established.
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.
AGREEMENT TERMS: Upon City Council approval the non-exclusive agreements will begin upon execution and shall expire three years from that
date.
RENEWAL TERMS: The non-exclusive agreements may be renewed for up to one two-year renewal option.
FISCAL INFORMATION / CERTIFICATION:
The Director of Finance certifies that upon approval of the recommendation, funds are available in the current operating budget, as previously
appropriated, in the Fleet & Equipment Sery Fund. Prior to an expenditure being incurred, the Property Management Department has the
responsibility to validate the availability of funds.
Submitted for Citv Manaaer's Office bv: Reginald Zeno 8517
Oriainatina Business Unit Head
Additional Information Contact:
Dana Burghdoff
8018
Reginald Zeno
8517
Marilyn Marvin
7708
Jo Ann Gunn
8525
Eugene Chandler
2025