HomeMy WebLinkAboutContract 62867City Secretary Contract No. 62867
FORT WORTH®
VENDOR SERVICES AGREEMENT
This VENDOR SERVICES AGREEMENT ("Agreement") is made and entered into by and
between the CITY OF FORT WORTH ("City"), a Texas home-rule municipal corporation, and THE
UNIVERSITY OF TEXAS AT ARLINGTON ("Vendor"), through its Division for Enterprise
Development, each individually referred to as a "Party" and collectively referred to as the "Parties."
AGREEMENT DOCUMENTS:
The Agreement documents shall include the following:
1.This Vendor Services Agreement;
2.Exhibit A -Scope of Services; and
3.Exhibit B -Payment Schedule.
Exhibits A and B, which are attached hereto and incorporated herein, are made a part of this Agreement for
all purposes. In the event of any conflict between the terms and conditions of the exhibits and the terms and
conditions set forth in the body of this Agreement, the terms and conditions of this Agreement shall control.
1.Scope of Services. Vendor will provide Digger Derrick training and certification to the City, as
described in more detail in Exhibit "A," -attached hereto and incorporated herein for all purposes.
2.Term. This Agreement shall begin on the date signed by the Assistant City Manager
("Effective Date") and shall expire one year later ("Expiration Date"), unless terminated earlier in
accordance with this Agreement ("Initial Term"). City shall 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 options.
3.Compensation. City shall pay Vendor in accordance with the provisions of this
Agreement, Exhibit "B," and the Prompt Payment Act (Chapter 2251 of the Texas Government Code).
Total annual payment made under this Agreement by City shall be in an amount up to twenty
thousand two hundred and fifty dollars ($20,250.00).
Vendor shall 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
shall 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.
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42 Non-Appropriation of Funds. In the event no funds or insufficient fimds are
appropriated by City in any fiscal period for any payments due hereunder, City will notify Vendor
of such occurrence and this Agreement shall 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.
43 Duties and Obligations of the Parties. In the event that this Agreement is
terminated prior to the Expiration Date, City shall pay Vendor far services actually rendered up to
the effective date of termination and Vendor shall 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, Vendar shall provide City with copies of all
completed ar 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 shall return all City provided data to City in a machine readable format or other format
deemed acceptable to City.
5. Disclosure of Conflicts and Confdential 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 shall treat all information provided to it by City ("City Information") as confidential
and shall not disclose any such information to a third party without the prior written approval of
City.
53 Public Information Act. City is a government entity under the laws of the State of
TeYas 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 shall promptly notify Seller. It will be the responsibility of Seller 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 TeYas or by a court of competent
jurisdiction.
53 Unauthorized Access. Vendor shall stare and maintain City Information in a secure
manner and shall not allow unauthorized users to access, modify, delete or otherwise corrupt City
Information in any way. Vendor shall notify City immediately if the security or inteb ity of any
City Information has been compromised or is believed to have been compromised, in which event,
Vendor shall, in good faith, use all commercially reasonable efforts to cooperate with City in
identifying what information has been accessed by unauthorized means and shall fully cooperate
with City to protect such City Information from further unauthorized disclosure.
6. RiQht to Audit. Vendor agrees that City shall, until the expiration of three (3) years after
final payment under this contract, 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 shall have access during
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normal working hours to all necessary Vendor facilities and shall be provided adequate and appropriate
work space in order to conduct audits in compliance with the provisions of this section. City shall give
Vendor reasonable advance notice of intended audits.
7. Independent Contractor. It is expressly understood and agreed that Vendor shall 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 Ab eement, Vendor shall 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 sub-vendors. Vendor acknowledges that the doctrine of respondeat superior shall
not apply as between City, its officers, agents, servants and employees, and Vendor, its officers, agents,
employees, servants, Vendors and Subvendors. Vendor further agrees that nothing herein shall be construed
as the creation of a partnership or joint enterprise between City and Vendor. It is further understood that
City shall in no way be considered a Co-employer or a Joint employer of Vendor or any officers, agents,
servants, employees or Subvendor of Vendor. Neither Vendor, nor any officers, agents, servants,
employees or Subvendor of Vendor shall be entitled to any employment benefits from City. Vendor shall
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 Subvendor.
Liabilitv and Indemnification.
8.1 LIABILITY — TO THE EXTENT PERMITTED BY APPLICABLE LAW,
VENDOR SHALL BE LIABLEAND RESPONSIBLE FOR ANYAND ALL PROPERTYLOSS,
PROPERTYDAMAGEAND/OR PERSONAL INJURY, INCLUDINGDEATH, TOANYAND
ALL PERSONS, OF ANY KIND OR CHARACTER, WHETHER REAL OR ASSERTED, TO
THE EXTENT CAUSED BY THE NEGLIGENT ACT(S) OR OMISSION(S),
MALFEASANCE OR INTENTIONAL MISCONDUCT OF VENDOR, ITS OFFICERS,
AGENTS, SERVANTS OR EMPLOYEES.
8.2 GENEIZAL INDEMNIFICATION — TO THE EXTENT PERMITTED BY
APPLICABLE LAW, VENDOR HEREBY COVENANTS AND AGREES TO INDEMIVIFY,
HOLD HARMLESS AND DEFEND CITY, ITS OFFICERS, AGENTS, SERVANTS A1VD
EMPLOYEES, FROM AND 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 ANY RESULTING LOST PROFITS) AND/OR PERSONAL INJURY,
INCLUDING DEATH, TO ANY AND ALL PERSONS, ARISING OUT OF OR IN
CONNECTION WITH THIS AGREEMENT, TO THE EXTENT CAUSED BY THE
NEGLIGENT ACTS OR OMISSIONS OR MALFEASANCE OF VENDOR, ITS OFFICERS,
AGENTS, SERVANTS OR EMPLOYEES.
83 INTELLECTUAL PROPERTY INDEMIVIFICATION — TO THE EXTENT
PERMITTED BYAPPLICABLE LAW, VENDOR AGREES TO DEFEND, SETTLE, OR PAY,
AT ITS OWN COST AND EXPENSE, ANY CLAIM OR ACTION AGAINST CITYFOR
INFRINGEMENT OF ANY PATENT, COPYRIGHT, TRADE MA.RK, TRADE SECRET, OR
SIMILAR PROPERTY RIGHT ARISING FROM CITY'S USE OF THE SOFTWARF.
AND/OR DOCUMENTATION IN ACCORDANCE WITH THIS AGREEMENT, IT BEING
UNDERSTOOD THAT THIS AGREEMENT TO DEFEND, SETTLE OR PAY SHALL NOT
APPLY IF CITY MODIFIES OR MISUSES THE SOFTWARE AND/OR
DOCUMENTATION. SO LONG AS VENDOR BEARS THE COST AND EXPENSE OF
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PAYMENT FOR CLAIMS OR ACTIONS AGAINST CITY PURSUANT TO THIS SECTION,
VENDOR SHALL 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 SHALL 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. INTHE
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
SHALL HAVE THE SOLE RIGHT TO CONDUCT THE DEFENSE OF ANY SUCH CLAIM
OR ACTIONAND ALL NEGOTIATIONS FOR ITS SETTLEMENT OR COMPROMISEA.ND
TO SETTLE OR COMPROMISE ANY SUCH CLAIM; HOWEVER, VENDOR SHALL
FULLY PARTICIPATE AND COOPERATE WITH CITY IN DEFENSE OF SUCH CLAIM
OR ACTION. CITYAGREES TO GIVE VENDOR TIMELY WRITTEN NOTICE OF ANY
SUCH CLAIM OR ACTION, WITH COPIES OF ALL PAPERS CITYMAY RECEIVE
RELATING THERETO. NOTWITHSTANDING THE FOREGOING, CITY'S ASSUMPTION
OF PAYMENT OF COSTS OR EXPENSES SHALL NOT ELIMINATE VENDOR'S DUTY
TO INDEMIVIFY 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 MATERIALLYADVERSELYRESTRICTED, VENDOR
SHALL, AT ITS OWNEXPENSEAND AS CITY'S SOLE REMEDY, EITHER: (A) PROCURE
FOR CITY THE RIGHT TO CONTINUE TO USE THE SOFTWA.R.E AND/OR
DOCUMENTATION; OR (B) MODIFY THE SOFTWARE AND/OR DOCUMENTATION TO
MAKE IT NON-INFRINGING, PROVIDED THAT SUCH MODIFICATION DOES NOT
MATERIALL Y AD VERSEL Y AFFECT CITY'S A UTHORIZED USE OF THE SOFTWARE
AND/OR DOCUMENTATION; OR (C) REPLACE THE SOFTWARE AND/OR
DOCUMENTATIONWITHEQUALLYSUITABLE, COMPATIBLE,ANDFUNCTIONALLY
EQUIVALENT NON-INFRINGING SOFTWARE AND/OR DOCUMENTATION AT NO
ADDITIONAL CHARGE TO CITY; OR (D) IF NONE OF THE FOREGOING
ALTERNATIVES IS REASONABLY AVAILABLE TO VENDOR TERMINATE THIS
AGREEMENT, AND REFUND ALL AMOUNTS PAID TO VENDOR BY CITY,
SUBSEQUENT TO WHICH TERMINATION CITYMAYSEEKANYANDALL REMEDIES
AVAILABLE TO CITY UNDER LAW.
9. Assi�nment and Subcontractina.
9.1 Assi�nment. Vendor shall 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 shall 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 shall 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, sub Vendor shall execute a
written agreement with Vendor referencing this Agreement under which sub Vendor shall agree to
be bound by the duties and obligations of Vendor under this Agreement as such duties and
obligations may apply. Vendor shall provide City with a fully executed copy of any such
subcontract.
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10. Insurance. Vendor shall provide City with a letter of self-insured status.
11. ComAliance with Laws, Ordinances, Rules and Reaulations. Vendor agrees that in the
performance of its obligations hereunder, it shall 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, ardinances, rules or regulations, Vendor shall immediately desist
from and correct the violation.
11.1 Federal Compliance: Vendor ab ees to comply with all federal statutes relating to
nondiscrimination, labor standards, domestic preference and environmental compliance. Additionally, for
work to be performed under the Agreement or subcontract thereof, including procurement of materials ar
leases of equipment, Vendor shall notify each potential subcontractor ar supplier of the Vendor's federal
compliance obligations. These may include, but are not limited to: (a) Title VI of the Civil Rights Act of
1964 (P.L. 88-352) which prohibits discrimination on the basis of race, color or national origin; (b) Title
IX of the Education Amendments of 1972, as amended (20 U.S.C. �� 1681-1683, and 1685-1686), which
prohibits discrimination on the basis of sex; (c) the Fair Labor Standards Act of 1938 (29 USC 676 et. seq.),
(d) Section 504 of the Rehabilitation Act of 1973, as amended (29 U.S.C. 5 794), which prohibits
discrimination on the basis of handicaps and the Americans with Disabilities Act of 1990; (e) the Age
Discrimination in Employment Act of 1967 (29 USC 621 et. seq.) and the Age Discrimination Act of 1974,
as amended (42 U.S.C. 5� 6101-6107), which prohibits discrimination on the basis of age; (fl any other
nondiscrimination provisions in any specific statute(s) applicable to any Federal funding for this
Agreement; (g) the requirements of any other nondiscrimination statute(s) which may apply to this
Agreement; (h) applicable provisions of the Davis-Bacon Act under 40 USC � 3141 — 3148, and the
Contract Work Hours and Safety Standards Act under 40 USC � 3701 — 3708; (i) applicable provisions of
the Rights to Invention Made Under Contract or Agreement Act under 37 CFR Part 401; (j) applicable
provisions of the Clean Air Act under 42 USC � 7401 — 7671, the Energy Federal Water Pollution Control
Act 33 USC § 1251 —1387, and the Energy Policy Conservation Act under 42 USC � 6201; (k) compliance
with all Buy America requirements under 23 USC 313 and 23 CFR 635.410, which require a domestic
manufacturing process for any steel or iron products; (1) Compliance with Prohibition on Certain
Telecommunications and Video Surveillance Services or Equipment under 2 CFR �200.216 and §200.471;
(m) compliance with federal assistance programs under EYecutive Order 12549, Debarment and
Suspension, which prohibit participation of debarred or suspended or otherwise excluded from or ineligible
vendor ar its suppliers using federal funds; (n) compliance with federal restriction on lobbying expenditures
under 2 CFR 200 clauses: (o) consistent with Domestic preferences for procurements under 2 CFR
5200322, which provide a preference for the purchase, acquisition, or use of goods, products, or materials
produced in the United States as appropriate and to the greatest eYtent practicable.
12. Non-Discrimination Covenant. Vendor, for itself, its personal representatives, assigns,
sub-vendors and successors in interest, as part of the consideration herein, agrees that in the performance
of Vendor's duties and obligations hereunder, it shall not discriminate in the treatment or employment of
any individual or b oup 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, SUSVENDORS OR SUCCESSORS IN
INTEREST, VENDOR AGREES TO ASSUME SUCFI LIABILITY AND TO INDEMNIFY AND
DEFEND CITY AND HOLD CITY HARMLESS FROM SUCH CLAIM.
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13. Notices. Notices required pursuant to the provisions of this Agreement shall 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: Jesica McEachern, Assistant City Manager
100 Fort Worth Trail
Fort Worth, TX 76102
• ►1� � :
The University of TeYas at Arlington, Division for
Enterprise Development
140 West Mitchell Street, BoY 19197
Arlinb on, TX 76019
With copy to Fort Worth City Attorney's Office at
the same address.
14. Solicitation of Emplovees. Neither City nor Vendor shall, during the term of this
Agreement and additionally for a period of one year after its termination, solicit far 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 shall 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 ab eed that by eYecution of this Agreement,
neither party waives or surrenders any of their 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 Ab eement or to exercise any right granted herein shall 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. Governin� Law / Venue. This Ab eement shall 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 shall 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. Severabilitv. If any provision of this Agreement is held to be invalid, illegal or
unenforceable, the validity, legality and enforceability of the remaining provisions shall 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
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suspended during the period of, and only to the e�tent 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. Headinas Not Controllina. Headings and titles used in this Agreement are for reference
purposes only, shall 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 shall not be employed in the interpretation of this
Agreement or its Exhibits.
22. Amendments / Modifications / Extensions. No amendment, modification, ar extension
of this Agreement shall be binding upon a party hereto unless set forth in a written instrument, which is
executed by an authorized representative of each party.
23. , Entiretv of Aareement. This Agreement, including its 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 shall, for all purposes, be deemed an original, but all such counterparts shall together constitute
one and the same instrument.
25. Warrantv 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 shall 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. ImmiQration and Nationalitv Act. Vendor shall verify the identity and employment
eligibility of its employees who perform work under this Agreement, including completingthe Employment
Eligibility Verification Form (I-9). Upon request by City, Vendor shall provide City with copies of all I-9
forms and supporting eligibility documentation for each employee who performs work under this
Agreement. Vendor shall 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 SHALL INDEMNIFY CITY AND AOLD CITY HARMLESS
FROM ANY PENALTIES, LIABILITIES, OR LOSSES DUE TO VIOLATIONS OF THIS
PARAGRAPH BY VENDOR, VENDOR'S EMPLOYEES, SUBCONTRACTORS, AGENTS, OR
LICENSEES. City, upon written notice to Vendor, shall have the right to immediately terminate this
Agreement for violations ofthis provision by Vendor.
27. Ownershia of Work Product. City shall be the sole and exclusive owner of all reports,
work papers, procedures, guides, and documentation, created, published, displayed, and/or produced in
conjunction with the services provided underthis Agreement (collectively, "Work Product"). Further, City
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shall 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 shall 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 ofthe Wark Product shall be considered a"work-made-
for-hire" within the meaning of the Copyright Act of 1976, as amended. If and to the extent such Wark
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 eYpressly assib s to City all eYclusive ri�ht, 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. Si�nature Authoritv. The person signing this Agreement hereby warrants that he/she has
the legal authority to execute this Ab eement 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. Each
pariy is fully entitled to rely on these warranties and representations in entering into this Agreement or any
amendment hereto.
29. ChanQe in Companv Name or Ownership. Vendor shall 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 ar authorized official must sib the letter. A letter indicating
changes in a company name or ownership must be accompanied with supporting legal documentation such
as an updated W-9, documents filed with the state indicating such change, copy of the board of director's
resolution approving the action, or an executed merger or acquisition agreement. Failure to provide the
specified documentation so may adversely impact future invoice payments.
30. No Bovcott of Israel. If Vendor has fewer than 10 employees or this Agreement is for
less than $100,000, this section does not apply. Vendor acknowledges that in accordance with Chapter
2271 of the Texas Government Code, the City is prohibited from entering into a contract with a company
for goods or services unless the contract contains a written verification from the company that it: (1) does
not boycott Israel; and (2) will not boycott Israel during the term of the contract. The terms "boycott Israel"
and "company" shall have the meanings ascribed to those terms in Chapter 2271 of the Texas Government
Code. By signing this contract, 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 contract.
31. Prohibition on BovcottinQ Ener�v Companies. Vendor acknowledges that in
accordance with Chapter 2276 of the Texas Government Code, City is prohibited from entering into a
contract for goods or services that has a value of $100,000 or more that is to be paid wholly or partly from
public funds of the City with a company with 10 or more full-time employees unless the contract contains
a written verification from the company that it: (1) does not boycott energy companies; and (2) will not
boycott energy companies during the term of the contract. To the extent that Chapter 2276 of the
Government Code is applicable to this Agreement, by signing this Agreement, Vendar certifies that
Vendor's signature provides written verification to 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 Aaainst Firearm and Ammunition Industries. Vendor
acknowledges that except as otherwise provided by Chapter 2274 of the Texas Govemment Code, City is
prohibited from entering into a contract for goods or services that has a value of $100,000 or more that is
to be paid wholly or partly from public funds of the City with a company with 10 or more full-time
employees unless the contract contains a written verification from the company that it: (1) does not have a
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practice, policy, guidance, or directive that discriminates against a firearm entity ar 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 sib ature provides written verification to City
that Vendor: (1) does not have a practice, policy, guidance, or directive that discriminates against a firearm
entity ar firearm trade association; and (2) will not discriminate against a firearm entity or firearm trade
association during the term of this Agreement.
33. Electronic Sianatures. 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 ariginal
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 pa; e follows)
Vendor Services Agreement
ACCEPTED AND AGREED:
CITY OF FORT WORTH:
By: �
Name: Jesica McEachern
Title: Assistant City Manager
Date: Feb 10, 2 025
APPROVAL RECOMMENDED:
By:
Name: Lauren Prieur
Title: Director-Transportation & Public Works
ATTEST:
By:
Name: Jannette Goodall
Title: City Secretary
VENDOR:
The University of Texas at Arlington, Division for
Enterprise Development
By: Name: Teresea Madden
Title: Vice President of EEC
Date: 01/16/2025
CONTRACT COMPLIANCE MANAGER: By signing I acknowledge that I am the person responsible for the monitoring and administration ofthis contract, including ensuring all performance and reporting requirements.
By:
Name: Garry Brandenburg Title: Safety Coordinator, Transportation and
Public Works
APPROVED AS TO FORM AND LEGALITY:
By:
Name: Andrea Phillips
Title: Assistant City Attorney
CONTRACT AUTHORIZATION:
M&C: NIA (RFQt)
Form 1295: NA
City Secretary Contract No.
EXHIBIT A
SCOPE OF SERVICES
Vendor will provide Digger Derrick Operator Qualification Training and
Certi�ication for the City of Fort Worth
This series of 4-hour courses would be delivered to up to 30 employees in a combination of
classroom instruction and practical examination. The classroom segment would cover setup, hand
signals and load charts. Then participants will do a pre-operational inspection and set the machine
up.
Participants will perform the following operational tasks:
• Elevate, rotate and extend the boom to a drilling position
• Deploy the drilling auger and dig a shallow hole
• Stow the auger
• Demonstrate the ability to respond to hand sib als
• Lower the hook and rig a pole to be lifted
• Raise the pole, secure the pole claws and position the pole over the hole
• Set the pole back on the ground, stow the hook and claws and,
• Stow the boom back in the rack
UTA/DED will select qualified instructors and provide related course materials. Upon completion of
the courses, UTA/DED will provide prob am completion certificates for the students.
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City Secretary Contr-actNo.
�'� I�. ::
k'Es�'MENT SCHEI)ULE
Class Dates: To be determined by parties
Location: 5001 James Avenue, Fort Worth, TX 76I 15
Time: 3:OOAM-S:OOPM
Total number of participants: Ma�cimum of 30 in the course of 3S days
Program Fee: $6,750 (includes travel eYpenses for the instructor)
This proposal will be effective for 180 days.
Should it be acceptable, please email your PO number to jwillinaham(c�uta.edu
140 West Mitchell Street, Box 19197
Arlinb on, TX 76019
1-866-906-9190 www.uta.edu/ded
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Vendor Services A�reement
FoRT �a�THa
Routing and Transmittal Slip
Transnortation & Public Works Denartment
DOCUMENT TITLE: The University of Texas at Arlington
For: Department RFQT for Digger Derrick equipment training
M&C: NA CPN: CSO: NA DOC#:
Date:
To: Name Department Initials Date Out
1. Garry Brandenburg TPW- Sib ature �
2. Anna Benavides TPW — Initials "�
�s
3. Martin Phillips TPW- Initials —��
i�nr
4. Lauren Prieur TPW- Sib ature �/Vl�
5. Andrea Phillips Legal- Sib ature ,,,Tw
6. Jesica McEachern ACM- Sib ature ,a`
7. Ronald Gonzales CSO — Initial F�
8. Jannette Goodall CSO-Sib ature ,,�7G
9. Allison Tidwell CSO-Assib CSC �
10. Tabitha Giddings TPW-Admin
11.
10.
DOCUMENTS FOR CITY MANAGER'S SIGNATURE: All documents received from any and all
City Departments requestin� City Manager's si�nature for approval MUST BE ROUTED TO THE
APPROPRIATE ACM for approval first. Once the ACM has signed the routin� slip, David will review
and talce the next steps.
NEEDS TO BE NOTARIZED: ❑YES �No
RUSH: ❑YES �No SAME DAY: ❑YES �No NEXT DAY: ❑YES �No
ROUTING TO CSO: �YES ❑No
Action Required:
❑ As Requested
❑ For Your Information
� Sib ature/Routing and or Recording
❑ Comment
❑ File
❑ Attach Signature, Initial and Notary Tabs