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HomeMy WebLinkAboutContract 63425CSC No. 63425 FORTWORTH. VENDOR SERVICES AGREEMENT This VENDOR SERVICES AGREEMENT ("Agreement") is made and entered into by and between theCITY OF FORT WORTH ("City"), a Texas home -rule municipal corporation, actingby and through its duly authorized Assistant City Manager, and Bean Electrical, LLC. ("Vendor"), an entity authorized to preform work in Texas, 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. Flood Warning Miscellaneous Utility Contract ("Services'), which are set forth in more detail in Exhibit "A"— Scope of Services, attached hereto and incorporated herein for all purposes. 2. Term. The term of this Agreement is for one (1) year, 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 up to four (4) on�year renewal option(s) (each a "Renewal Term"). 3. Compensation. 3.1 Total compensation underthis Agreement will not exceed two hundred thousand dollars and zero cents ($200,000.00). 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. 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 -Appropriation of Funds. In the event no funds or insufficient funds are appropriatedby City in any fiscal period for any payments duehereunder, 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. Vendor Services Agreement Page 1 of 17 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 ofConflicts. 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 afterthe Effective Date of this Agreement, Vendor hereby agrees immediately to make full disclosure to City in writing. 5.2 Confidential Information. Vendor, foritselfand its officers, agents andemployees, agrees that it will treat all information provided to it by City ("City Information") as confidential and will not disclose any such information to a third party without the prior written approval of City. 5.3 Public Information Act. City is a government entity under the laws of the State of Texas and all records held or maintained for City are subject to disclosure under the Texas Public InformationAct. In the event there is a request forinformation marked Confidential or Proprietary, City will promptly notifyVendor. Itwillbe the responsibilityof Vendorto submit reasons objecting to disclosure to the Texas Attorney General. A determination on whethersuch 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., Vendormust storeand maintain City Informationin 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 informationhas 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 pertinentbooks, 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 andwill be providedadequateand 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 performedunder 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 respondeatsuperior Vendor Services Agreement Page 2 of 17 will not apply as between City, its officers, agents, servants andemployees, and Vendor, its officers, agents, employees, servants, contractors, and subcontractors. Vendor further agrees that nothing herein will be construed as the creation of a partnership or joint enterprise between City and Vendor. It is further understood that City will in no way be considered a co -employer or a joint employer of Vendor or any officers, agents, servants, employees, contractors, or subcontractors. Neither Vendor, nor any officers, agents, servants, employees, contractors, or subcontractors of Vendor will be entitled to any employment benefits from City. Vendor will be responsible and liable for any and all payment and reporting of taxes on behalf of itself, and any of its officers, agents, servants, employees, or contractors. 8. Liability and Indemnification. 8.1 LIABILITY- VENDOR WILL BE LIABLE AND RESPONSIBLE FOR ANY AND ALL PROPERTY LOSS, PROPERTY DAMAGE AND PERSONAL INJURY, INCLUDING, BUT NOT LIMITED TO, DEATH, TO ANYAND ALL PERSONS, OF ANY KIND OR CHARACTER, WHETHER REAL OR ASSERTED, TO THE EXTENT CA USED BY THE NEGLIGENT ACTS) OR OMISSION(S), MALFEASANCE OR INTENTIONAL MISCONDUCT OF VENDOR, ITS OFFICERS, REPRESENTATIVES, AGENTS, SERVANTS, EMPLOYEES, CONTRACTORS, OR SUBCONTRACTORS. 8.2 GENERAL INDEMNIFICATION- VENDOR HEREBYCOVENANTSAND AGREES TO INDEMNIFY, HOLD HARMLESS, AND DEFEND CITY, ITS OFFICERS, AGENTS, REPRESENTATIVES, SERVANTS, AND EMPLOYEES, FROMAND AGAINST ANY AND ALL CLAIMS OR LA WSUITS OF ANY KIND OR CHARACTER, WHETHER REAL OR ASSERTED, FOR EITHER PROPERTY DAMAGE OR LOSS (INCLUDING ALLEGED DAMAGE OR LOSS TO VENDOR'SBUSINESSANDANYRESULTINGLOST PROFITS) AND PERSONAL INJURY, INCLUDING, BUT NOT LIMITED 7O, DEAIM,, TO ANY AND ALL PERSONS, ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, TO THE EXTENT CA USED BY THE NEGLIGENT ACTS OR OMISSIONS OR MALFEASANCE OF VENDOR, ITS OFFICERS, AGENTS, REPRSENTATIVF.S, SERVANTS, EMPLOYEES, CONTRACTORS, OR SUBCONTRACTORS. 8.3 INTELLECTUAL PROPERTY INDEMNIFICATION— VENDOR AGREES TO DEFEND, SETTLE, OR PAY, AT ITS OWN COST AND EXPENSE, ANY CLAIM OR ACTIONAGAINSTCITYFOR INFRINGEMENTOFANYPA TENT, COPYRIGHT, TRADE MARK, TRADE SECRET, OR SIMILAR PROPER TYRIGHTARISING 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 NOTAPPLYIF CITYMODIFIES OR MISUSES THE SOFTWARE AND/OR DOCUMENTATION. SO LONG AS VENDOR BEARS THE COST AND EXPENSE OF PAYMENT FOR CLAIMS OR ACTIONS AGAINST CITY PURSUANT TO THIS SECTION, VENDOR WILL HAVE THE RIGHT TO CONDUCT THE DEFENSE OF ANY SUCH CLAIM OR ACTION AND ALL NEGOTIATIONS FOR ITS SETTLEMENT OR COMPROMISE AND 70 SETTLE OR COMPROMISE ANY SUCH CLAIM; HOWEVER, CITY WILL HAVE THE RIGHT TO FULLY PARTICIPATE IN ANY AND ALL SUCH SETTLEMENT, NEGOTIATIONS, OR LAWSUITAS NECESSARY TO PROTECT CITY'S INTEREST, AND CITYAGREESTO COOPERATE WITH VENDOR INDOINGSO. 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 ORACTIONANDALL NEGOTIATIONSFORITSSETTLEMENTOR COMPROMISEAND TO SETTLE OR COMPROMISEANYSUCH CLAIM; HOWEVER, VENDOR WILL FULLY PARTICIPATE AND COOPERATE WITH CITY IN DEFENSE OF SUCH CLAIM OR Vendor Services Agreement Page 3 of 17 ACTION. CITYAGREES TO GIVE VENDOR TIMELY RWTTENNOTICE OFANYSUCH CLAIM OR ACTION, WITH COPIES OF ALL PAPERS CITYMAYRECEIVERELATING THERETO. NOTWITHSTANDING THE FOREGOING, CITY'S ASSUMPTION OF PAYMENT OF COSTS OR EXPENSES WILL NOT ELIMINATE VEND OR'SDUTY TO INDEMNIFY CITY UNDER THIS AGREEMENT. IF THE SOFTWARE AND11OR DOCUMENTATION ORANYPART THEREOFISHELD TOINFRINGEAND THE USE THEREOF IS ENJOINED OR RESTRAINED OR, IF AS A RESULT OF A SETTLEMENT OR COMPROMISE, SUCH USE IS MATERIALLYADVERSELYRESTRICTED, VENDOR WILL, AT ITS 0WNEXPENSE AND AS CITY'S SOLE REMEDY, EITHER: (A) PROCURE FOR CITY THE RIGHT TO CONTINUE TO USE THE SOFTWARE ANDIOR DOCUMENTATION; OR (B) MODIFY THE SOFTWARE AND/OR DOCUMENTATION TO MAKE IT NON -INFRINGING, PROVIDED THAT SUCH MODIFICATIONDOES NOT MATERIALLYADVERSELYAFFECT CITY'SAUTHORIZED USE OF THE SOFTWARE AND/OR DOCUMENTATION, OR (C) REPLACE THE SOFTWARE AND DOCUMENTATION WITHEQUALLYSUITABLE, COMPATIBLE, AND FUNCTIONALLY EQUIVALENT NON -INFRINGING SOFTWARE AND DOCUMENTATION AT NO ADDITIONAL CHARGE TO CITY, OR (D) IF NONE OF THE FOREGOING ALTERNATIVES IS REASONABLY AVAILABLE TO VENDOR TERMINATE THIS AGREEMENT, AND REFUND ALL AMOUNTS PAID TO VENDOR BY CITY, SUBSEQUENT TO WHICH TERMINATION CITYMAYSEEKANYAND ALL REMEDIES AVAILABLE TO CITY UNDER LAW. 9. Assignment and Subcontracting. 9.1 Assignment. Vendor will not assign or subcontract any of its duties, obligations or rights under this Agreement without the prior written consent of City. If City grants consent to an assignment, the assignee will execute a written agreement with City and Vendor under which the assignee agrees to be bound by the duties and obligations of Vendor under this Agreement Vendor and Assignee will be jointlyliable for all obligations of Vendor under this Agreement prior to the effective date of the assignment. 9.2 Subcontract. If City grants consentto a subcontract, the subcontractor will execute a written agreement with Vendor referencing this Agreement underwhich 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 thatare to be in effectpriorto 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 Vendor Services Agreement Page 4 of 17 Coverage will be on any vehicle used by Vendor, or its employees, agents, or representatives in the course of providing Services under this A ement "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 - A gregate 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 teen City includes its employees, officers, officials, agents, and volunteers in respect to the contracted services. (b) The workers' compensationpolicy must include a Waiver of Subrogation (Right of Recovery) in favor of City. (c) A minimum of Thirty (30) days' notice of cancellation or reduction in limits of coverage must be provided to City. Ten (10) days' notice will be acceptable in the event of non-payment of premium. Notice must be sent to the Risk Manager, City of FortWorth,100 FortWorth Trail, FortWorth, Texas 76102, with copies to the Fort Worth City Attorney at the same address. (d) The insurers for all policies must be licensed and/or approved to do business in the State of Texas. All insurers must have a minimum rating of A VU in the current A.M. Best Key Rating Guide,orhavereasonablyequivalent 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) A y failure on the part of City to request required insurance documentation will not constitute a waiver of the insurance requirement. Vendor Services Agreement Page 5 of 17 (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 Repaulations. 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, foritself, 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 or (2) received by the other party by United States Mail, registered, return receipt requested, addressed as follows: To CITY: City of Fort Worth Attn: Assistant City Manager 100 Fort Worth Trail Fort Worth, TX 76102 With copy to the Fort Worth City Attorney's Office at the same address To VENDOR: Bean Electrical LLC. Bobby Webb, VP 821 E. Enon Fort Worth, Texas 76140 14. Solicitation of Employees. Neither City nor Vendor will, during the term of this Agreement and additionally fora 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 CiVs or Vendor's respective right to insist upon appropriate performance or to assert any such right on any future occasion. Vendor Services Agreement Page 6 of 17 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 inequity, is brought pursuant to this Agreement, venue for such action will lie in state courts located in Tarrant County, Texas or the United States District Court for the Northern District of Texas, Fort Worth Division. 18. Severability. If any provision of this Agreement is held to be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions will not in any way be affected or impaired. 19. Force Majeure. City and Vendor will exercise their best efforts to meet their respective duties and obligations as set forth in this Agreement, but will not be held liable for any delay or omission in performance due to force majeure or other causes beyond their reasonable control, including, but not limited to, compliance with any government law, ordinance, or regulation; acts of God; acts of the public enemy; fires; strikes; lockouts; natural disasters; wars; riots; epidemics or pandemics; government action or inaction; orders of government; material or labor restrictions by any governmental authority; transportation problems; restraints or prohibitions by any court, board, department, commission, or agency of the United States or of any States; civil disturbances; other national or regional emergencies; or any other similar cause not enumerated herein but which is beyond the reasonable control of the party whose performance is affected (collectively, "Force Majeure Event'). The performance of any such obligation is suspended during the period of, and only to the extent of, such prevention or hindrance, provided the affectedparty providesnotice 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 suchnoticeto be determined by the City in its sole discretion. The notice required bythis section must beaddressedanddelivered in accordance the notice section of this Agreement 20. Headings Not Controlling. Headings and titles used in this Agreement are for reference purposes only, will notbe deemed a part of this Agreement, and are not intendedto define or limit the scope of any provision of this Agreement 21. Review of Counsel. The parties acknowledge that each party and its counsel have reviewed and revised this Agreement and that the normal rules of construction to the effect that any ambiguities are to be resolved against the drafting party will not be employed in the interpretation of this Agreement, including the attached exhibits. 22. Amendments / Modifications / Extensions. No amendment, modification, or extension of this Agreement will be binding upon a party hereto unless set forth in a written instrument, which is executed by an authorized representative of each party. 23. Entirety of Agreement. This Agreement, including the attached exhibits, contains the entire understanding and agreement between City and Vendor, their assigns and successors in interest, as lo 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 maybe executed in one or more counterparts and each counterpart will, for all purposes, be deemed an original, but all such counterparts will together constitale one and the same instrument. 25. Warranty of Services. Vendor warrants that its services will be of a high quality and conform to generally prevailing industry standards. City must give written notice of any breach of this warranty within thirty (30) days from the date that the services are completed. In such event, at Vendor's option, Vendor will either (a) use commercially reasonable efforts to re -perform the services in a manner that conforms with the warranty, or (b) refund the fees paid by City to Vendor for the nonconforming services. Vendor Services Agreement Page 7 of 17 26. Immigration and Nationality Act. Vendor must verify the identity and employment eligibility of its employeeswho perform work underthis Agreement, includingcompleting the Employment Eligibility Verification Form (I-9). Upon request by City, Vendor will provide City with copies of all 1-9 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 Vendoremployee who is not legally eligible to perform such services. VENDOR WILL INDEMNIFYCITY AND HOLDCITY HARMLESS FROM ANY PENALTIES, LIABILITIES, OR LOSSES DUE TO VIOLATIONS OF THIS PARAGRAPH BY VENDOR, VENDOR'S EMPLOYEES, CONTRACTORS, SUBCONTRACTORS, OR AGENTS. City, upon writtennoticeto Vendor, will havethe right to immediatelyterminatethis Agreement for violations of this provision by Vendor. 27. Ownership of Work Product. City will be the sole and exclusive owner of all reports, work papers, procedures, guides, and documentation that are created, published, displayed, or produced in conjunction with the services provided under this Agreement (collectively, "Work Product"). Further, City will be the sole and exclusive owner of all copyright, patent, trademark, trade secret and other proprietary rights in and to the Work Product. Ownership of the Work Product will inure to the benefit of City from the date of conception, creation or fixation of the Work Product in a tangible medium of expression (whichever occurs first). Each copyrightable aspect of the Work Product will be considered a "work -made - for -hire" within the meaning of the Copyright Act of 1976, as amended. If and to the extent such Work Product, or any part thereof, is not considered a "work -made -for -hire" within the meaning of the Copyright Act of 1976, as amended, Vendor hereby expressly assigns to City all exclusive right, title and interest in and to the Work Product, and all copies thereof, and in and to the copyright, patent, trademark, trade secret, and all other proprietary rights therein, that City may have or obtain, without further consideration, free from any claim, lien for balance due, or rights of retention thereto on the part of City. 28. Signature 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 Company 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. Thepresident of Vendor orauthorized official must sign the letter. A letter indicating changes in a company name orownership must be accompanied with supporting legal documentation such as an updated W-9, documents filed with the state indicating such change, copy of the board of director's resolution approving the action, or an executed merger or acquisition agreement. Failure to provide the specified documentation may adversely impact invoice payments. 30. No 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 that it: (1) does not boycott Israel; and (2) will not boycott Israel during the term of this Agreement. The terms "boycott Israel" and "company" have the meanings ascribed to those terms in Chapter 2271 of the Texas Government Code. By signing this Agreement, Vendor certifies that Vendor's signature provides written verification to the City that Vendor: (1) does not boycott Israel; and (2) will not boycottIsrael during the term of the Agreement. 31. Prohibition on Boycotting Energy Companies. UVendor has fewer than 10 employees Vendor Services Agreement Page 8 of 17 or this Agreement is for less than $100,000, this section does not apply. Vendor acknowledges that in accordance with Chapter 2276 of the Texas Government Code, the City is prohibited from entering into a contract for goods or services that has a value of $100,000 or more that is to be paid wholly or partly from public funds of the City with a company with 10 or more full-time employees unless the contract contains a written verification from the Vendor that it: (1) does not boycott energy companies; and (2) will not boycott energy companies during the term of this Agreement. To the extent that Chapter 2276 of the Government Code is applicable to this Agreement, by signing this Agreement, Vendor certifies that Vendor's signature provides written verification to the City that Vendor: (1) does not boycott energy companies; and (2) will not boycott energy companies during the term of this Agreement. 32. Prohibition on Discrimination Against Firearm and Ammunition Industries. If Vendor has fewer than 10 employees or this Agreement is for less than $100,000, this section does not apply. Vendor acknowledges that except as otherwise provided by Chapter 2274 of the Texas Government Code, the City is prohibited from entering into a contract for goods or services that has a value of $100,000 or more that is to be paid wholly or partly from public funds of the City with a company with 10 or more full-time employees unless the contract contains a written verification from the Vendor that it: (1) does not have a practice, policy, guidance, or directive that discriminates against a firearm entity or firearm trade association; and (2) will not discriminate during the term of this Agreement against a firearm entity or firearm trade association. To the extent that Chapter 2274 of the Government Code is applicable to this Agreement, by signing this Agreement, Vendorcertifies that Vendor's signatureprovides written verification to the City that Vendor: (1) does not have a practice, policy, guidance, or directive that discriminates against a firearm entity or firearm trade association; and (2) will not discriminate against a firearm entity or firearm trade association during the term of this Agreement. 33. Electronic Signatures. This Agreement may be executed by electronic signature, which will be considered as an original signature for all purposes and have the same force and effect as an original signature. For these purposes, "electronic signature" means electronically scanned and transmitted versions (e.g. via pdf file or facsimile transmission) of an original signature, or signatures electronically inserted via software such as Adobe Sign. (signature page follows) (remainder of this page intentionally left blank) Vendor Services Agreement Page 9 of 17 IN WITNESS WHEREOF, the parties hereto have executed this Agreement in multiples. CITY OF FORT WORTH: By: cp� Name: Jesica McEachern Title: Assistant City Manager Date: 06/12/2025 VENDOR: Bean Electrical LLC: B b b (Jun 1, 2025 18:29 CDT) By: Name: Bobby Webb Title: VP Date: 06/01 /2025 FOR CITY OF FORT WORTH INTERNAL PROCESSES: Approval Recommended: 'A...,.?�.:..,,. By: Lauren Prieur(Jun 2,202509:19 CDT) Name: Lauren Prieur Title: Transportation and Public Works Director Attest: By: Name: Jannette Goodall Title: City Secretary Contract Authorization: M&C: 25-0346 Date M&C Approved: 4/22/2025 Form 1295: 25-0074 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. Y Name: Fordham McElroy Title: Management Analyst II Approved as to Form and Legality: By: Douglas Black(Jun 5,202517:12 CDT) Name: Douglas W. Black Title: Assistant City Attorney Vendor Services Agreement Page 10 of 17 EXHIBIT A SCOPE OF SERVICES The types of installations contemplated are shown in Figures1-4, below. The electronics runs on low voltage (12V) DC batteries charged by solar panels. Layout of the conduits (typically 1 1/2" d.) of rigid aluminum above ground are laid for the placement of sensors and cables for a range of distances from the master gauge station, typically within 25 feet of the gauging station. Costing for this shall be provided by Bid Tab Line Item 1. Laying of schedule-40 conduit (typically 1 '/2" d.) trenched to a depth of not more than 2 feet for enclosure of electronic cables (typically'/4" diameter) for distances from the gauging station of typically less than 25 feet. Refer to Bid Tab Line Item 2. Re -sodding with Bermudagrass and irrigation of grass disturbed area until establishment to City requirements. Refer to bid tab Bid Tab Line Item 3. Installation of conduit with manhole access to the storm drain infrastructure to a depth typically not more than 10' from the top of the curb. Conduit will need to be sent from the master gauge station through a manhole and to the top (Culvert) of the storm drainpipe. This type of work will require the contractor to be familiar with trench and trenchless tunneling, confined entry requirements, OSHA standards, and drilling techniques. Refer to Figure 3. The contractor should be qualified to perform confined space entry. Hubs (LB joints) will be placed at specified points along the conduit for access to the electronic cables. Refer to Bid tab Line item 1. Demolition and removal of concrete pad foundation (typ. 2' diameter by 6' depth concrete foundation with steel reinforcement). Re-establishment of disturbed area (concrete or asphalt surrounding, or grassed area). Bid Tab Line Item 4. Installation of concrete foundation, pole with mount, and cabinet box. The foundation could be installed on level bare ground, within ditches, and next to the curb on concrete in ROW. Bid Tab Line Item 4. Installation of conduit and catch basin (concrete box to temporarily collect stormwater connected to existing inlet vault). Bidder should have the capability to work with pre -cast fabricators for special designs and be able to make cast -in -place construction for the catch basin. See Figure 4. Temporary removal, storage, and reinstallation of flasher assembly. This bid item will be used when equipment from a knock -down can be reused as determined by the city. The distance of installation from the city facility will be within a 30-mile radius. Bid Tab Line Item 5. Installation and reinstallation of flasher / master -Assemblies and mount from a city storage facility. The distance of installation from the city facility will be within a 30-mile radius. This bid item will be used when the flasher pole and assembly have been previously moved for temporary storage to a City Facility. The contractor should have the capability of lowering and elevating the flasher beacons which will require drilling of access ports into the aluminum pole. Bid Tab Line Item 6. Site preparation and maintenance of vegetation. Site installation may require removing trees, Vendor Services Agreement Page of shrubs, and tall grasses. Maintenance of installed locations may require tree trimming around solar panels and street signs Bid Tab Line Item 7. Site preparation and maintenance of vegetation. Site installation may require removing trees, shrubs, and tall grasses. Maintenance of installed locations may require tree trimming around solar panels and street signs Bid Tab Line Item 7. Assembly of master and flashers from all components as shown in Figures 1 —4. All required parts are to be supplied by the vendor including beacons. All other electronic components are supplied by the city. Taske orders will be issued for each bid item as required. Vendor Services Agreement Page of EXHIBIT B PAYMENT SCHEDULE Primary Responses Success: All data is valldl Rom .101111 Numeric Unit Price Text Brand and Make Total Cost ro Decision RFP 25-0074 Flood Warning System Maintenance Required Success: All values provided Bid #11_1 Aluminum conduit 1 1W Installation braced to LF 200 $ 81.00 Westland $16,200.00 storm drain Infrastructure Success: All values provided Bid #1.2 Aluminum conduit 11/2" installation with LF 100 $354.00 Westland $35,400.00 junction boxes and LB joints Success: All values provided Bid #1.3 Schedule-40 conduit below ground installation LF 100 $ 56.00 Centex $ 5,600.00 Schedule-40 conduit, 1112" below ground Success: All values provided Bid #1-4 installation to junction boxes and within LF 100 $ 295.00 CanteX Old Castle $ 29,500.00 manholes with reestablishment of above ground concrete Success: All values provided Bid #1-5 Re -sodding damaged turf from installation or SO FT 100 $ 20.00 Bu nuda $ 2,000.00 maintenance Success: All values provided Bid #1.6 Disposal of concrete pad foundation with re- I EA 2 $ 3,294.00 I i Dirt Tech I $ 6,588.00 establishment Success: All values provided Bid #1-7 Concrete foundation with grounding rod to EA 2 $ 3,589.00 SMR $ 7,178.00 comply with TXDCIT TS-FD-12/ TS-FD-99 Success: All values provided Bid #1.8 Schedule-40 conduit, 1 1/2" below ground LF 25 $ 549.0o Cantex, Old Castle $13,725.00 —I Installation to junction box and catch basin L Success: All values provided Bid #1.9 Transport, storage, and installation 1 re- EA 4 $ 2,810.00 COFW $ 11,240.00 installation of flasher/master assembly Success: All values provided Bid #1-10 Assembly of master from all components / (see EA 2 .oC 520.00 Figures 2-4) Success: All values provided Bid #1-11 Assembly of flashers from all components /(see EA 4 $ 4,075.00 COFW $ 16,300.00 Figure 1) Success: All values provided Bid #1-12 Site work and maintenance Labor HR 200 $429.00 Bean $ 85,800.00 $ 236,051.00 $ 236,051.00 Vendor Services Agreement Page of T— N d r LOCKABL E TRWIC CABINET 0*44� BOTTOM ENTRYWITH 1.1 1,r X 1- ALW INUU NPPLE 1.1 IZ X C ALLAAINUM DAPPLE } 1.11ZLB r a r i H 11 _ � �i 0P113L CLAD (Ram Rm 6 DEP H N. GPoOUW7a� SOLAR PANE. EDFLAS�H=_R Ylt:7 ABOVE Ar.H GRADE CONCRETE FOOTING PER TOOT STM DARD TS-FD•12 ,TYPE14dq SIDE ELEVATION ALEART II FLASHER )0 N01 ENTER WHEN SPREADSPECrRJU ANTENNA APPROX 15ABOYE FINISH GRADE TRAFFICSIGN GRAHIC SPECIFIED SYO►IINER 30' X 30- STANDARD YUPCD WAR- NG SIGN BREAKAWAYBASEPER 00- CALUMINLIV POLE ASHTO STANDARDS - MAX t ABOVE GRADE FRONT ELEVATION ALEART II FLASHER Vendor Services Agreement Page 14 of 17 OMN1 DIRECTIONRLANTENNA APP FM g ABOVE FINSH GRADE. WrrH 1 1-n 18' NIPPLE. 1 I�TX 4' NPPLE 1- 1r17' ELBOW XC(ASLETRAFIC CABINET BOTTOfd ENTRYWIfH 1.1 1f1• X 2- ALUM -NUM NIPPLE 1.1 V r X 4-ALUU:I LIM NIPPLE 1. 1 1)2- LB O l_ u a r N J 03ISI CLAD (ROM RM 5 DERH GFt= CONCRETE FOOTING a'RTTAOT STANIXRD TS-FD•- 2 -YP'e 24-A) SIDE ELEVATION MASTER SPREAD SPE CTRUV ANTE'..A APPROX TZABOVE R'.ISHGRADE N SOLAR PAWL �u BREAK AWAY BASE PER 4' ALUOI`L U POLE ASHTO STAN DARDS - VAX : ABOVE GRADE 11Z GALV?%IZEDCO`CUIT FRONT ELEVATION MASTER Vendor Services Agreement Page 15 of 17 CUM DIRECTIONA4LANTENNA APPROX $ABOVE RNSH GRADE. WITH 1 IV ,8' NIPPLE.1 UrX 4'NPPLE 1•,i1rEL n H SOLAR PANEL —A—J OMM DRECTIOWL ANTE" AP?ROX 24 ABOVE RNSH GUM LOCKABLE TRAFIC CABINET — BOTTOM ENTRYYNTH 1.1 IZ X rALUMIN IM NPPLE 1•, td' X 4'ALUMINAI NPPLE BREAK AWAY BASEPER _ 4"ALULIINULI~ekE AS r TANDkIRDS MAX ; SABC* GRADE e //DFILN�IOtSV/AY CON RCLAOGROUHJROD 6 DEPTH IH Gt"D 1112"LOIGLIT WLfALWNIM CO+:CRETE FOOTING ND PERTxDOTSTAARD TS-FD' 2 (TYPE 2") 0004 IKM SIDE ELEVATION MASTER MANHOLE FRONT ELEVATION MASTER MANHOLE frPHAxHtu „r2" alWUT uu4NLt1 Vendor Services Agreement Page 16 of 17 OMNI OIRECTIONALANTENNA APPROX 8 ABOVE FINISH GRACE. WITH 11,2"X 18' NIPPLE, I li7X C NPPLE I• ll12' ELBOW a L=ABJETRAFIC -- CABINET ~� BOTTOM ENTRYWTTH I.1 17 X 2"ALUMIN UM NIPPLE M 12'X CALLIMINUM NIPPLE i• 1 1f! LBO a N SPREAD SPECTRUM ANTENNA APPROX 16ABOVE FINISH GWE SOLARR%EL BREAKAVWIYBASE PER �- 4"ALUVIN1.10y;{E ASHTO STkNDARDS MAX 2 ABOVE GRADE ./ Oti11Sg15Vu1Y� COMSCLADGROUND 4OD I WCONDUIT 6' DEPTH 14 GROUND ND FETE FOOTING PER TxOOT STANCtM 7S-FO-12 (TYPE 24,A) lW094 W SIDE ELEVATION MASTER ROADSIDE FRONT ELEVATION MASTER ROADSIDE TYWAL INt(r 11/2"CONDUIT Vendor Services Agreement Page 17 of 17 M&C Review Pagel of 3 CITY COUNCIL AGENDA Create New From This M&C DATE: 4/22/2025 REFERENCE **M&C 25- N O.: 0346 LOG NAME CODE: G TYPE: CONSENT PUBLIC HEARING: Official site of the City of Fort Worth, Texas FSRT� ORTII 13P RFP 25-0074 FLOOD WARNING SYSTEM MAINTENANCE GN TPW SUBJECT: (ALL) Authorize Execution of Agreement with Bean Electrical, LLC for Flood Warning System Maintenance in an Annual Amount Up to $200,000.00 for the Initial Term and Authorize Four One -Year Renewal Options for the Same Annual Amount for the Transportation & Public Works Department RECOMMENDATION: It is recommended that the City Council authorize execution of an agreement with Bean Electrical, LLC for Flood Warning System Maintenance in an annual amount up to $200,000.00 for the initial term and authorize four one-year renewal options for the same annual amount for the Transportation & Public Works Department. DISCUSSION: The Transportation & Public Works Department approached the Purchasing Division to authorize the execution of an agreement with Bean Electrical, LLC for flood warning system maintenance. Purchasing Staff issued Request for Proposal (RFP) Number 25-0074. The RFP consisted of detailed specifications describing the responsibilities and requirements to provide these services. The RFP was advertised in the Fort Worth Star -Telegram on February 5, 2025, February 14, 2025, February 19, 2025, February 26, 2025, and March 5, 2025. The City received one (1) response. An evaluation panel consisting of representatives from the Transportation & Public Works Department and Water Department reviewed and scored the submittal using Best Value criteria. The individual scores were averaged for each of the criteria and the final scores are listed in the table below. Vendor Evaluation Factors a b j` c �� d �� e 1� Total Score Bean Electrical, LLC 16.00 16.0011 17.33 8.001 30.0011 87.33I Best Value Criteria " I a. Qualifications and Experience b. Capabilities of Personnel c. Available Supplies and Equipment d. Ability to meet the City's needs e. Cost After evaluation, the panel concluded that Bean Electrical, LLC presents both the best value and the necessary experience for the flood warning system maintenance; therefore, the panel recommends that Council authorize an agreement with Bean Electrical, LLC. No guarantee was made that a specific amount of services would be purchased. Staff certifies that the recommended vendor's bid met specifications. FUNDING: The maximum annual amount allowed under this agreement will be $200,000.00; however, http://apps.cfwnet.org/council packet/mc review. asp?ID=3 3 2 09&councildate=4/22/202 5 5/28/2025 M&C Review Page 2 of 3 the actual amount used will be based on the needs of the department and available budget. Funding is budgeted in the Utility-Adv Flood Warning project within the Stormwater Capital Projects Fund. BUSINESS EQUITY - 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. AGREEMENT TERMS: This agreement shall begin upon execution and expire one year from that date. RENEWAL TERMS: This Agreement may be renewed at the City's option for four one-year terms. This action does not require City Council approval provided that the City Council has appropriated sufficient funds to satisfy the City's obligations during the renewal terms. ADMINISTRATIVE CHANGE ORDER: An administrative change order or increase may be made by the City Manager up to the amount allowed by relevant law and the Fort Worth City Code and does not require specific City Council approval as long as sufficient funds have been appropriated. FISCAL INFORMATION/CERTIFICATION: The Director of Finance certifies that funds are available in the current capital budget, as previously appropriated, in the Stormwater Capital Projects Fund for the Utility-Adv Flood Warning project to support the approval of the above recommendation and execution of the agreement. Prior to any expenditure being incurred, the Transportation and Public Works Department has the responsibility to validate the availability of funds. BQN\\ TO Fund Department ' Account ' Project Program Activity ID ID FROM Fund Department Account Project Program Activity ID ID Submitted for Citv Manager's Office bv: Oriqinatinq Department Head: Additional Information Contact: ATTACHMENTS Budget ' Reference # Amount Year (Chartfield 2) Budget Reference # Amount Year (Chartfield 2) Reginald Zeno (8517) Jesica McEachern (6618) Reginald Zeno (8517) Lauren Prieur (5100) Brandy Hazel (8087) Grace Nguyen (8516) 1295 Form Bean Electrical.Ddf (CFW Internal) 13P RFP 25-0074 FLOOD WARNING SYSTEM MAINTENANCE GN TPW funds availabilitv.odf (CFW Internal) Bid Table RFP 25-0074 Flood Warnino Svstem Maintenance (BT-89FU) Bean Electrical LLC.xlsx (CFW Internal) FID TABLE SW.xlsx (CFW Internal) MBE Approved Form.pdf (CFW Internal) http://apps.cfwnet.org/council packet/mc review.asp?ID=33209&councildate=4/22/2025 5/28/2025 M&C Review Page 3 of 3 SAMs 3.18.25.pdf (CFW Internal) SOS 3.18.25.pdf (CFW Internal) http://apps.cfwnet.org/council packet/mc review.asp?ID=33209&councildate=4/22/2025 5/28/2025 FORT WORTH Routing and Transmittal Slip TPW Stormwater Management DOCUMENT TITLE: Flood Warning Miscellaneous Utility Contract M&C: 25-0346 CPN CSO DOC Remarks: This Vendor Service Agreement between the City of Fort Worth and Bean Electrical, LLC. The purpose of this contract is to support the Flood Warning System with repairs and installation. 1. Bean Electrical, LLC / Bobby Webb bobby.webb(cDlumin8.com 12. Stephen Nichols-SWM Prog Mgr. 1 3. Jennifer M. Dyke, Asst. Dir 1 4. Lauren Prieur, Dir. 5. Douq Black 6. Jesica McEachern 7. Ron Gonzales 18. Jannette Goodall 9. Allison Tidwell DEPARTMENT INITIALS DATE Contractor- Signature 06/01/2025 TPW- Initial 06/02/2025 TPW- Initial 06/02/2025 TPW- Signature - 06/02/2025 Legal- Signature �� 06/05/2025 CMO- Signature 06/12/2025 Approver y 06/12/2025 CSO-Signature` 06/12/2025 Form Filler J— 06/12/2025 DOCUMENTS FOR CITY MANAGER'S SIGNATURE: All documents received from any and all City Departments requesting City Manager's signature for approval MUST BE ROUTED TO THE APPROPRIATE ACM for approval first. Once the ACM has signed the routing slip, David will review and take the next steps. NEEDS TO BE NOTARIZED: ❑ Yes X No RUSH: ❑ Yes X No SAME DAY: ❑ Yes X No NEXT DAY: ❑ Yes X No ROUTING TO CSO: X Yes ❑ No Action Required: ❑ As Requested ❑ For Your Information X Signature/Routing and or Recording ❑ Comment ❑ File ❑ Attach Signature, Initial and Notary Tabs Return to: Please call Fordham McElroy at ext. 6547 for pick up when completed. Thank you.