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HomeMy WebLinkAboutContract 63111CSC No. 63111 ORT WORTH VENDOR SERVICES AGREEMENT This VENDOR SERVICES AGREEMENT ("Agreement") is made and entered into by and between the CITY OF FORT WORTII ("City"), a Texas home -rule municipal corporation, acting by and through its duly authorized Assistant City Manager, and QS BUILDINGS, LLC ("Vendor"), acting by and through its duly authorized representative, each individually referred to as a "party" and collectively referred to as the "parties." 1. Scope of Services. For the Purchase of a dog kennel with on -site construction services ("Services"), which are set forth in more detail in Exhibit "A" ("Scope of Services"), attached licrcto and incorporated herein for all Purposes. 2. Term. The Iritial Term of this Agreement is for one year(s), beginning on the date that this Agreement is executed by the City's Assistant City Manager ("Effective Date"), unless terminated earlier in accordance with this Agreement. City will have the option, in its sole discretion, to renew this Agreement under the same terms and conditions, for LIP to (4) one-year renewal option(s) (cacti a "Renewal Term"). 3. Compensation. 3.1 Total compensation under this Agreement will not exceed Fifty thousand dollars ($50,000). 3.2 City will pay Vendor in accordance with the Prompt Payment Act (Chapter 2251 of the Texas Government Code) and the provisions of this Agreement, including Exhibit "B" ("Payment Schedule"), which is attached hereto and incorporated herein for all purposes. 3.3 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. 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 at least 30 days' written notice of termination. 4.2 Non-Annronriation of Funds. In the event no fluids or insufficient fluids 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 fiends have been appropriated. OFFICIAL RECORD CITY SECRETARY Vendor Services Agreement FT. WORTH, TX Pngc r of 13 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. S. 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 inunediately 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 documents 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 iminediately 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. Riuht 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. Independent Contractor. It is expressly understood and agreed that Vendor will operate as an independent contractor as to all rights and privileges and work performed under this Agreement and not as an agent, representative, or employee of City. Subject to and in accordance with the conditions and Vendor Services Agreement Page 2 of 13 provisions of this Agreement, Vcnclor will have the exclusive riglit to control the details of its operations wid activities and shall be solely responsible for the acts and omissions of' Its officers, agents, servants, crnployces, vendors, and subcontractors. Vendor aclulowledges that the doctrine of respom-leal superior will not apply as between City, its officers, agents, servants, and employees, and Venclor and Vendor's officers, agents, employees, servants, contractors, and subcontractors. Venclor further agrees that nothing herein will be construed as the creation of a partnership or joint enterprise between City and Venclor. It is hirtller uncicfstood that City will in no way be considered a co -employer ora joint employer of Venclor of any of its officers, agents, servants, employees, contractors, or subcontractors. Neither Venclor, nor any officers, agents, servants, employees, contractors, of subcontractors of Venclor, will be entitled to any employment benefits fioni City. Venclor will be responsible and liable for any and al I 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, FROM AND AGAINST ANY AND ALL CLAIMS OR LATVSUITS OF ANY KIND OR CH11RIICTER, WHETHER REAL OR ASSERTED, FOR PROPERTY DAMAGE OR LOSS (INCLUDING ALLEGED DAIVIAGE OR LOSS TO VENDOR'S BUSINESS AND ANY RESULTING 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, MALFEASANCE, OR INTENTIONAL MISCONDUCT OF VENDOR, ITS OFFICERS, AGENTS, REPRSENTA TI VES, SER VANTS, EMPLOYEES, CONTRA CTORS, OR SUBCONTRACTORS. 8.3 INTELLECTUAL PROPERTY INDEMNIFICATION - VENDOR AGREES TO DEFEND, SETTLE, OR PAY, AT ITS OWN COST AND EXPENSE, ANY CLAIM OR A C77ONA GAINST CITY FOR INFRINGEMENT OF ANY PATENT, COPYRIGHT, TRADE MARK, TRADE SECRE7; OR SIMILAR PROPERTY RIGHT ARISING FROM CITY'S USE OF SOFTWARE OR DOCUMENTA7ION 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 DOCUNIENTATION. SO LONG AS VENDOR BEARS THE COST AND EXPENSE OF PA EVIENT FOR CLAIMS OR ACTIONS AGAINST CITY PURSUANT TO THIS SECTION, VENDOR WILL HAVE THERIGHT TO CONDUCT THE DEFENSE OFANYSUCH CLAIM OR ACTIONAND 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 LA IVSUIT AS NECESSARY TO PROTECT CITY'S INTERESTS, AND CITY AGREES TO COOPERATE WITH VENDOR IN DOING SO. IN THE EVENT CITY, FOR WHATEVER REASON, ASSUMES THE RESPONSIBILITY FOR PAYMENT OF Vendor Services Agreement Page 3 of 13 COSTS AND EXPENSES FOR ANY CLAIM OR ACTIONBROUGHT AGAINST CITYFOR 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. CITYAGREES TO GIVE VENDOR TIMELY WRITTENNOTICE OF ANYSUCH CLAIM OR ACTION, WITH COPIES OF ALL PAPERS CITYMAY 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 RES TRIC TED, VENDOR WILL, AT ITS 0WNEXPENSE: (A) PROCURE FOR CITY THE RIGHT TO CONTINUE TO USE THE SOFTWARE AND/OR DOCUMENTATION, OR (B) MODIFY THE SOFTWARE AND/OR DOCUMENTATION TO MAIZE IT NON -INFRINGING, PROVIDED THAT SUCH MODIFICATION DOES NOT AMTERLILLY ADVERSELY AFFECT CITY`SAUTHORIZED USE OF THE SOFTWARE AND/OR DOCUMENTATION, OR (C) REPLACE THE SOFTWARE AND DOCUMENTATION WITHEQUALLY SUITABLE, COMPATIBLE, AND FUNCTIONALLY EQUIVALENT NON -INFRINGING SOFTWARE AND D 0 C UMENTA TION A T NO ADDITIONAL CHARGE TO CITY, OR (D) IF NONE OF THE FOREGOING ALTERNATIVES IS REASONABLY AVAILABLE TO VENDOR, TERMINATE THISAGREEMENTAND REFUND ALL AMOUNTS PAID TO VENDOR BY CITY, SUBSEQUENT TO WHICH TERMINATION CITY MAY SEEK ANY AND ALL REMEDIES A VAILA BLE TO CITY UNDER LA TV 9. Assienment 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 assigrunent. 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 docutnenting 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 Vendor Services Agreement Page 4 of 13 $2,000,000 Aggregate (b) Automobile Liability: $1,000,000 - Each occurrcncc on a conlbitied single Iii1lit basis Coverage will be on any vehicle used by Vendor, or its employees, agents, or representatives ill the course of providing Services under this Agreement. "Any vehicle" will be any vehicle owned, hired, and non -owned. (c) Workers' Compensation: Statutory limits according to the Texas Workers' COnipensatlon Act or any other state workers' compensation laws where the Services are being performed Employers' liability $100,000 - Bodily Injury by accident; each accident/ $100,000 - occurrence Bodily Injury by disease; each $500,000 - employee Bodily Injury by disease; policy limit (d) ProFcssional Liability (Errors & Omissions): ❑ Applicable ❑ N/A $ 1,000,000 - Each Claini 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 subrliitted to City to evidence coverage. 10.2 General Requirements (a) The commercial general liability and autoniobllc 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 with respect to the contracted services. (b) The workers' compensation policy 111LISt Include a Waiver of Subrogation (Right of Recovery) in favor of City. (c) A niininlunl of thirty (30) clays' notice of cancellation or reduction in limits of coverage must be provided to City. At least ten (10) days' notice will be acceptable in the event of cancellation due to non-payment of premium. Notice must be sent to the Risk Managcr, City of Fort Worth, 200 Texas Street, Fort Worth, Texas 76102, with copies to the Fort Worth City Attorney at the address below. Vendor Services Agreement Page 5 of 13 (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 Ivey 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 detern-lined to have been delivered when (1) hand -delivered to the other party, its agents, employees, servants or representatives, or (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 QS Buildings, LLC Attn: Assistant City Manager Sam Moran, Shed and Cabin Consultant 100 Fort Worth Trail (forinerly Energy Way) 1113 E. Main St. Fort Worth, TX 76102 Itasca, TX 76055 Phone: 254-687-9209 ext. 1004 With a copy to Fort Worth City Attorney's Office at same address 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 terrnination, solicit for employment or employ, whether as employee or independent contractor, any person who is or has been employed by the other during the tern of this Agreement, without the prior written consent of the other party. Notwithstanding the Vendor Services Agreement Page 6 of 13 foregoing, this Provision will not apply to an eiliployee ofeitl►er party who respoii cis to a general solicitation or advertisement of employment by either party. 15. Governmental Powers. It is understood and agreed that, by cxccution 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 lic 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 Venclor will exercise their best efforts to meet their respective duties and obligations as set orth in this Agreement, but will not be held liable for any delay or omission in performance due to.force nmc eure or other causes beyond their reasonable control, including, but not limited to, compliance with any law, ordinance, or regulation; acts of God; acts of the public enemy; fires; strikes; lockouts; natural disasters; wars; riots; epidemics or panclemlcs; government action or inaction; orders of govermuent; material or labor restrictions by any govenunental authority; transportation problems; restraints or prohibitions by any court, board, department, commission, or agency of the United States or of any state; 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 cluring 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. Ileadings and titles used in this Agreement are for reference purposes only, will not be cleemed a part of tills Agreement, and are not intended to define or limittlie scope of any provision of this Agreement. 21. Review of Counsel. The parties acknowledge that each party and its counsel have had the opportunity to review and revise this Agreement and that the normal rule of contract 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. 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 executed by an authorized representative of each party. 23. Entirety of Agreement. This Agreement contains the entire unclerstanding and agreement between City and Vendor, their assigns, and successors in interest as to the matters contained herein. Any Vendor Services Agreement Page 7 of 13 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. 25. Warranty of Services. Vendor warrants that its services will be of a high duality 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 Nationality 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 and 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 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. 28. Signature Authority. The person signing this Agreement hereby warrants that they have the legal authority to execute this Agreement on behalf of the respective party, and that such binding authority has been granted by proper order, resolution, ordinance, or other authorization of the entity. This Agreement, and any amendment hereto, may be executed by any 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 Vendor Services Agreement Page 8 of 13 as an updated W,9, clocuments tiled 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 spcciliccl documentation may adversely impact invoice payments. 30. No Boycott 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 dial it: ( l) does not boycott Israel; and (2) will not boycott Israel during (lie term of the contract. The terms "boycott Israel" and "company" have Ills meanings ascribed to those terms in Section 227 l of the Texas Government Code. To (he extent that Chapter 2271 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 Israel; and (2) will not boycott Israel during the term of the Agreement. 31. Prohibition on BovcottinI4EnerLYy Companies. If Vendor has fewer than 10 employees or this Agreement is for less than $100,000, this section sloes 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 unless (lie contract contains a written veri ficalion from the Vendor that it: ( I ) does not boycott energy companies; and (2) will not boycott energy companies during the term of this Agreement. The terms "boycott energy company" and "company" have the meanings ascribed to those terms in Section 2276 of the Texas Government Code. To the extent that Chapter 2276 of the Govermnent 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 lras 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 2274 of the Texas Government Code, the City is prohibited from entering into a contract for goods or services 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 (lie contract against a firearm entity or firearm trade association. The terms "discriminate," "firearm entity," and "firearm trade association" have the meanings ascribed to those terms in Section 2274 of the Texas Govermnent Code. 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 Siauatures. 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, email, or facsimile transmission) of an original signature, or signatures electronically inserted via software such as Adobe Sign. (signature page follows) Vcndor services Agreement Paee 9 of] 3 IN WITNESS WHEREOF, the parties hereto have executed this Agreement in multiples. CITY OF FORT WORTH: By: William Johnson (A r 16, 202512:55 CDT) Name: William Johnson Title: Assistant City Manager Date: 04/16/2025 QS BUILDINGS, LLC By: 4— Name: Daniel Strite Title: Partner/ Director of Sales, Marketing, & Office Operations Date: FOR CITY OF FORT WORTH INTERNAL PROCESSES: Approval Recommended: By: RobereAlldredge (Apr 15, 202511:47 CDT) Name: Robert A. Alldredge, Jr. Title: Executive Assistant Chief Attest: By: Name: Jannette Goodall Title: City Secretary Contract Authorization: M&C: None Required Date M&C Approved: N/A Form 1295: N/A ovnbq� a° �OF FeRt-Vo. �e Pvo ==0 00 ,� o8°. aaaIIb tEl(pg ap bUnuob 4 Contract Compliance Manager: By signing I acknowledge that I am the person responsible for the monitoring and administration of this contract, including ensuring all performance and reporting requirements. By: Naive: Loraine Coleman Title: Administrative Services Manager Approved as to Form and Legality: By: Name: Jerris Mapes Title: Sr. Assistant City Attorney OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX Vendor Services Agreement Page 10 of I3 EXHIBIT A SCOPE OF SERVICES Venclor will provide the necessary mal.crials/supplies to complete the 011-site build of the clog kennel. The base will be set on concrete blocks at the designated location for the clog kcrviel, cusuriug it is level. Lastly, the kennel will be constructed and painted. The entire process should be completed within one clay. DOG IKE mov 1:11 mr• 4.6 Pressure Treated Skids • 2.4 Pressure Treated Floor Joist • 5*8 BC Plywood Poly 1.4 Deakhig for out dde i im • Walls • 2mWs 16" on center 3/e" LP Smar •t Siding (50 •yr warrant.)) Caulked Nail Holes • Double Coat of Haley Paing (10 gr no fade/25 gr Warranty) • Roof • E■4 Roof Trusses 24" on ► *nter • 7/16 Radiant Barrier Roof Sheathing • Sgnthetic underlagment Felt • 28 gauge Metal roof (40 yr warrant.)) or Dimonslonal Shingles (30 tir warranty) Rent•to Own Options Availablol PreoDelivery within 60 miles 24 or 3e months QUALITY of Dealer or150 miles of Manufnoturer Vendor Services i%greement Page 11 of 13 E Vendor Services Agreement Page 12 of 13 EXtllBIT B PAYNII;NT SCHEDULE Qtiole 477507 Q..asty rdwve Bt�idirxfs UAU !T 1�/ f25di ®7-920u l afo*gsbu®tf111 gs.6 eni iS71ORq � L1]IfJ !! i Order Irdornvatlotr - Store QSO Sa,esCwAer Order 'type Sa7eProduct Sales Person Sam f4rxan t}f2541 327-0032 Type &MrNiq Product artier bale 011142025 Bu1N flrmild loCLder fat. Delivery Period 04104120M - 0411412025 ArilT,. -- _ Skip To Name Fart YYOM Folke Dept K Mille Wt Nae Fort Word% Paifce Dept K Nine Unl1 - 1,honih (217)211b-0791 phmie 491112".0791 FRUAIentall jonihanruadesofor twoomaxeo,9sv Addrm Addrem j coil.: �,. 1 �:rIN 1 Tits 65112 t>w ke�glrl - — — > *fs'sak fl s506.00 6v12x6 %46 Dos Icersne, 1 Indrrded t>!r:pedflE11 1P Snied-Q11c Panel CMw (Siding 1 tuKkoded aM T. "I Unspet,"ed 1PSfaitik�eTAltr Cals[(SkW* 1 Inctxled Metal Ron( =I 1 lackrded calm l afgc DoQgj(❑alx 1 Inc uded 4 J Orraitee4Ad 16% 1 6A ' �81696 Sut)toial $6,322.96 Sare!.Taxi11.25%j s0.00 Order Take 1 $6,322.96 +1Pfs� &ut{letl to ch anpc A.1 quotes a-e vat d fat 7 day3 from rllta ra f quotc. — - - --- — qua to ►Jots -- - - - Nd-w — AtraftwaParthsss maNwds Pare Irase U" bi.LW,Trg us:trag any of 11ae ava IdUe purdrase ntetlro115. Rent -to -Own purdfaar Orftriirid Seturlty s3,161.4© f5096 d of'!n Depesft W.00 Deposit Total? 24 RTO S323.00 36 Montli S254,91 60 Month S203,93 RTO 40 Month RTO S229.42 E Term and Cae►dilip ns _ Bysigrringlldnwyuutwal toQuelityStefegeBu&Ubtjs(Q5B)contractamtermsandcorrc5l1rW.YouarereipofldflfletogetHOA approral, dry, perm As, and to make sitepieparatlons adequate for yaw btaA0kV.wthe w4uke a level area were you plat[ to place the bltl3&bg.0 B the b ut(JMg Is blocked Itigiber !!tart 12" on tie Irigh side there W N be a charge of $51 par block + NJN IN 91 ED DIS l LAII,IER . WF OO NOT B LOC K OB LEVEL Ri1NAM SHEDS- Also, prior to -.,rJw irdetl d"Very drle you wAneed to provid a access space er at least 2' wild r and 2 Hgher Mean lire buiJng to get the trrrifrSneg !olio ynu r location QSB wtr nd be rersportsRile for lance arxf tree removal, er far atfw abstluctinats to delivery. 11 Iat ally reasw%a delivery agents Caowt p!acetlee twildiinq inyaw facadan a $250learn dwige shall be assessed at81g vAh suteetp►mA delivery durges Fu! payment of Die remeirdng bilarlce Is axpeded at the compleGurt of every d tle bui JaV, except kx tlxrse buUngs that are Rent to Onam. If a iefmtd Is regtre&ted prior t0C#MtlnwAcement el ypar bLddlrgi%caistnuclion you v�klI receive a 90% relu nti. Ira reiorxl is iequested after carts LrrKgon pfoc4ss lsegirss, then a 70%reftmed &hail be tenlllted to you. itlis refwed paficy daes root *nli ly kin a 11errt Te Owl% agrataitM. If you signeds rend agreemersl relette thereittslagreemeut ro, catcetatkxr pa@cles. Vendor Services Agreement Page 13 or13