HomeMy WebLinkAboutContract 63465City Secretary Contract No. 63465
FORTWORTH,
*Ir
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 Solar
Turbines Incorporated ("Vendor" or "Contractor"), each individually referred to as a "party" and
collectively referred to as the "parties."
1. Scope of Services. Vendor will provide City with a gas turbine engine exchange and/or
overhaul services ("Services"), as set forth in more detail in Exhibit "A," attached hereto and incorporated
herein for all purposes.
2. Term. The term of this Agreement is a 3 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 ("Initial Term"). City will have the option, in its sole discretion, to renew this
Agreement under the same terms and conditions, for up to no one-year renewal option(s) (each a "Renewal
Term").
3. Compensation. City will pay Vendor in accordance with the provisions of this Agreement,
including Exhibit `B," which is attached hereto and incorporated herein for all purposes. Total
compensation under this Agreement in an amount up to Two Million Two Hundred Thousand Dollars
($2,200,000.00). 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. The Texas Prompt Payment Act (Texas Government Code
Ch. 2251) shall apply hereto. City is a tax-exempt governmental entity. City will provide Vendor with a tax-
exempt certificate upon request.
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
appropriated by City in any fiscal period for any payments due hereunder, City will notify Vendor
of such occurrence and this Agreement will terminate on the last day of the fiscal period for which
appropriations were received without penalty or expense to City of any kind whatsoever, except as
to the portions of the payments herein agreed upon for which funds have been appropriated.
4.3 Duties and Obligations of the Parties. In the event that this Agreement is
terminated prior to the Expiration Date, City will pay Vendor for services actually rendered up to
the effective date of termination including the price for any specially procured or fabricated items not
typically stocked by Vendor and Products actually installed in City's equipment and/or Products not
returnable to Vendor's inventory for sale to third parties shall be charged to City's account at the
applicable price. 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
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CITY SECRETARY
FT. WORTH, TX
City Secretary Contract No.
the event Vendor has received access to City Information or data as a requirement to perform
services hereunder, Vendor will return all City provided data to City in a machine-readable format
or other format deemed acceptable to City.
5. Disclosure of Conflicts and Confidential Information.
5.1 Disclosure of Conflicts. Vendor hereby warrants to City that Vendor has made full
disclosure in writing of any existing or potential conflicts of interest related to Vendor's services
under this Agreement. In the event that any conflicts of interest arise after the Effective Date of this
Agreement, Vendor hereby agrees immediately to make full disclosure to City in writing.
5.2 Confidential Information. Vendor, for itself and its officers, agents and employees,
agrees that it will treat all information provided to it by City ("City Information") as confidential
and will not disclose any such information to a third parry without the prior written approval of
City.
5.3 Public Information Act. City is a government entity under the laws of the State of
Texas and all documents held or maintained by City are subject to disclosure under the Texas Public
Information Act. In the event there is a request for information marked Confidential or Proprietary,
City will promptly notify Vendor. It will be the responsibility of Vendor to submit reasons objecting
to disclosure. A determination on whether such reasons are sufficient will not be decided by City,
but by the Office of the Attorney General of the State of Texas or by a court of competent
jurisdiction.
5.4 Unauthorized Access. Vendor must store and maintain City Information in a secure
manner and will not allow unauthorized users to access, modify, delete or otherwise corrupt City
Information in any way. Vendor must notify City immediately if the security or integrity of any
City Information has been compromised or is believed to have been compromised, in which event,
Vendor will, in good faith, use all commercially reasonable efforts to cooperate with City in
identifying what information has been accessed by unauthorized means and will fully cooperate
with City to protect such City Information from further unauthorized disclosure.
6. Right to Audit. Vendor agrees that City will, until the expiration of three (3) years
after final payment under this Agreement, or the final conclusion of any audit commenced during
the said three years,. In the event that services is to be performed at hourly rates and/or costs are to
be reimbursed under this Agreement, City or its representative may, during such period and with
reasonable notice, audit all pertinent books, documents, papers and records, including, but not
limited to, all electronic records, of Vendor involving transactions relating to this Agreement and
relative to such hourly work and reimbursable costs for the sole purpose of verifying hourly
amounts and reimbursable charges invoiced to City, 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. In
no event shall City or its representative be granted access to any financial records relating to the
profitability or price build-up of products or services sold on a lump -sum or fixed price basis.
7. Indeuendent Contractor. It is expressly understood and agreed that Vendor will operate
as an independent contractor as to all rights and privileges and work performed under this
Agreement, and not as agent, representative or employee of City. Subject to and in accordance with
the conditions and provisions of this Agreement, Vendor will have the exclusive right to control
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the details of its operations and activities and be solely responsible for the acts and omissions of its
officers, agents, servants, employees, Vendors, and subcontractors. Vendor acknowledges that the
doctrine of respondeat superior will not apply as between City, its officers, agents, servants and
employees, and Vendor, its officers, agents, employees, servants, contractors, and subcontractors.
Vendor further agrees that nothing herein will be construed as the creation of a partnership or joint
enterprise between City and Vendor. It is further understood that City will in no way be considered
a Co -employer or a Joint employer of Vendor or any officers, agents, servants, employees,
contractors, or subcontractors. Neither Vendor, nor any officers, agents, servants, employees,
contractors, or subcontractors of Vendor will be entitled to any employment benefits from City.
Vendor will be responsible and liable for any and all payment and reporting of taxes on behalf of
itself, and any of its officers, agents, servants, employees, contractors, or contractors.
8. Liability and Indemnification.
8.1 LIABILITY - VENDOR WILL BE LIABLE AND RESPONSIBLE FOR ANY
AND ALL PROPERTY LOSS, PROPERTY DAMAGE AND/OR PERSONAL INJURY,
INCLUDING 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, AGENTS, SERVANTS, EMPLOYEES, CONTRACTORS, OR
SUBCONTRACTORS.
8.1.1 TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER
CITY NOR VENDOR OR THEIR AFFILIATES, SUBCONTRACTORS, AGENTS AND/OR
EMPLOYEES SHALL BE LIABLE FOR ANY LOSS OF USE, LOSS OF PROFIT, LOSSES
RESULTING FROM OR RELATED TO DOWNTIME OR THE COST OF REPLACEMENT
POWER OR COMPRESSION, SPECIAL, INDIRECT, PUNITIVE, EXEMPLARY,
INCIDENTAL OR CONSEQUENTIAL LOSS OR DAMAGES OF ANY NATURE,
HOWSOEVER CAUSED, AND WHETHER BASED ON WARRANTY, CONTRACT, TORT
(INCLUDING NEGLIGENCE) STRICT LIABILITY OR ANY OTHER THEORY OF THE
LAW REGARDLESS OF WHETHER A PARTY HAD ADVANCE NOTICE OF THE
POTENTIAL OFANYSUCHDAMAGES.
8.1.2 To the maximum extent permitted by law, the total liability of Vendor,
its affiliates, subcontractors, agents and employees arising out of the performance or
nonperformance of the Agreement or any of its obligations in providing Products (including,
without limitation, obligations in connection with the design, manufacture, sale, delivery,
storage, erection or use of the Products) and/or the rendition of any services in connection
with this Agreement, whether based on warranty, contract, tort (including negligence), strict
liability or any other theory of the law, shall not exceed in the aggregate a sum equal to two
times the Order price of the discrete Product involved in the applicable claim. City shall not
institute any suit or action regarding the Order against Vendor or any of Vendor's
subsidiaries, agents or employees unless filed within one (1) year of the event giving rise to
the claim.
8.1.3 The limitations of liability set forth in Articles 8.1.1 and 8.1.2 shall
prevail over any conflicting or inconsistent provisions contained in any
documents comprising the Order.
8.2 GENERAL INDEMNIFICATION - VENDOR HEREBY COVENANTS AND
AGREES TO INDEMNIFY, HOLD HARMLESS AND DEFEND CITY, ITS OFFICERS,
AGENTS, SERVANTS AND EMPLOYEES, FROMAAD AGAINST ANYAND ALL CLAIMS
OR LAWSUITS OF ANY KIND OR CHARACTER, WHETHER REAL OR ASSERTED,
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BROUGHT BY THIRD PARTIES THAT RESULT 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 SOLE NEGLIGENCE, GROSS
NEGLIGENCE, OR WILLFUL MISCONDUCTNOF VENDOR, ITS OFFICERS, AGENTS,
SERVANTS, EMPLOYEES, CONTRACTORS, OR SUBCONTRACTORS DURING THE
PERFORMANCE OF THE ORDER OR THE WORK PERFORMED THEREUNDER.
8.3 INTELLECTUAL PROPERTYINDEMNIFICATION— Vendor will
defend, indemnify and hold City harmless from any claim that the Products infringe upon a
third party's rights in a registered United States patent or trademark, provided (i) City
promptly notifies Vendor in writing of any such claim, (ii) City gives Vendor the sole right to
defend, settle and control the defense of the suit or proceeding, (iii) City provides all necessary
information and assistance for such defense or settlement, and (iv) City takes no position that
is material and adverse to Vendor's defense of such claim. In the event Vendor is obligated to
defend such suit or proceeding, Vendor will pay costs and damages finally awarded or agreed
upon by Vendor that are directly related thereto. Vendor may, at Vendor's own discretion
and expense: (i) procure for City the right to continue using the Products, (ii) replace the
Products with non -infringing Products, or (iii) modify the Products to make them non -
infringing. Vendor will have no liability or obligation to defend if the claim, suit or proceeding
is based on or arises out of a configuration, modification or change to the Products that is
made, specified or requested by City. The foregoing indemnity constitutes Vendor's sole
responsibility for infringement claims. Notwithstanding the above, City agrees to defend,
indemnify and hold Vendor harmless from any claim of infringement for Products designed
or manufactured to City's specifications if such design, manufacture or specification
constitutes the basis for such actual or alleged infringement claim.
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 except in the case of
assignment to Vendor's affiliated or subsidiary companies, which will not require prior consent
from City. If City grants consent to an assignment, the assignee will execute a written agreement
with City and Vendor under which the assignee agrees to be bound by the duties and obligations of
Vendor under this Agreement. Vendor will be liable for all obligations of Vendor under this
Agreement prior to the effective date of the assignment. Any assignment of City's rights or
obligations under the Agreement shall be null and void unless Vendor consents in writing.
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 shall obtain and maintain the following insurance to cover all its
operations hereunder. Vendor must provide City with current dated insurance documents (certificate(s) of
insurance on industry standard ACORD or equivalent forms) documenting policies/coverage of the
following types and limits that arein effect prior to commencement of any Services pursuant to this
Agreement:
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10.1 Coverase and Limits
(a) Commercial General Liability:
$4,000,000 - Each Occurrence
$4,000,000 - Aggregate
(b) rker's Compensation:
Statutory limits according to the Texas Workers' Compensation Act or any other
state workers' compensation laws where the Services are being performed or the
applicable laws of the jurisdiction where contracts of employment for any
Vendor's employees are made or expressed to be made.
Employers' liability
$2,000,000 -
Bodily Injury by accident; each accident/occurrence
$2,000,000 -
Bodily Injury by disease; each employee
$2,000,000 -
Bodily Injury by disease; policy limit
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 up to the
extent of the liabilities assumed underwritten Agreement. The term City includes
its employees, officers, officials, agents, and volunteers in respect to the
contracted services.
(b) The workers' compensation policy must include a Waiver of Subrogation
(Right of Recovery) in favor of City.
(c) The Vendor shall provide a minimum of Thirty (30) days' prior written
notice to City in the event of cancellation or material change that would negatively
affect City. Notice must be sent to the Risk Manager, City of Fort Worth, 200
Texas Street, Fort Worth, Texas 76102, with copies to the Fort Worth City
Attorney at the same address.
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(d) The insurers for all policies must be licensed and/or approved to do
business in the State of Texas. All third -party insurance policies provided by
Vendor shall be placed with financially sound insurers with a minimum rating of
A- VII in the current A.M. Best Key Rating Guide, or otherwise acceptable to City.
(e) Any failure on the part of City to request required insurance
documentation will not constitute a waiver of the insurance.
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 to the extent caused by the
sole negligence, gross negligence, or willful misconduct of vendor, its personal representatives,
assigns, contractors, subcontractors, or successors in interest during the performance of the order or
the work performed thereunder.
13. Notices. Notices required pursuant to the provisions of this Agreement will be
conclusively determined to have been delivered when (1) hand -delivered to the other party, its agents,
employees, servants or representatives, (2) delivered by facsimile with electronic confirmation of the
transmission, or (3) received by the other parry 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
Facsimile: (817) 392-8654
With copy to Fort Worth City Attorney's Office at
same address
To VENDOR:
Solar Turbine Incorporated
Beau Gray, North American Field Ops Director
2200 Pacific Highway
San Diego, CA 92101
Facsimile:
14. Solicitation of EmDlovees. Neither City nor Vendor will, during the term of this
Agreement and additionally for a period of one year after its termination, solicit for employment or employ,
whether as employee or independent contractor, any person who is or has been employed by the other
during the term of this Agreement, without the prior written consent of the person's employer.
Notwithstanding the foregoing, this provision will not apply to an employee of either party who responds
to a general solicitation of advertisement of employment by either party.
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15. Governmental Powers. It is understood and agreed that by execution of this Agreement,
City does not waive or surrender any of its governmental powers or immunities.
16. No Waiver. The failure of City or Vendor to insist upon the performance of any term or
provision of this Agreement or to exercise any right granted herein does not constitute a waiver of City's or
Vendor's respective right to insist upon appropriate performance or to assert any such right on any future
occasion.
17. Governing Law / Venue. This Agreement will be construed in accordance with the laws
of the State of Texas. If any action, whether real or asserted, at law or in equity, is brought pursuant to this
Agreement, venue for such action will lie in state courts located in Tarrant County, Texas or the United
States District Court for the Northern District of Texas, Fort Worth Division.
18. Severability. If any provision of this Agreement is held to be invalid, illegal or
unenforceable, the validity, legality and enforceability of the remaining provisions will not in any way be
affected or impaired.
19. Force Maieure. City and Vendor will exercise their best efforts to meet their respective
duties and obligations as set forth in this Agreement, but will not be held liable for any delay or omission
in performance due to force majeure or other causes beyond their reasonable control, including, but not
limited to, compliance with any government law, ordinance, or regulation; acts of God; acts of the public
enemy; fires; strikes; lockouts; natural disasters; wars; riots; epidemics or pandemics; government action
or inaction; orders of government; material or labor restrictions by any governmental authority;
transportation problems; restraints or prohibitions by any court, board, department, commission, or agency
of the United States or of any States; civil disturbances; other national or regional emergencies; or any other
similar cause not enumerated herein but which is beyond the reasonable control of the Party whose
performance is affected (collectively, "Force Majeure Event"). The performance of any such obligation is
suspended during the period of, and only to the extent of, such prevention or hindrance, provided the
affected Party provides notice of the Force Majeure Event, and an explanation as to how it prevents or
hinders the Party's performance, as soon as reasonably possible after the occurrence of the Force Majeure
Event, with the reasonableness of such notice to be determined by the City in its sole discretion. The notice
required by this section must be addressed and delivered in accordance with Section 13 of this Agreement.
20. Headings not Controlling. Headings and titles used in this Agreement are for reference
purposes only, will not be deemed a part of this Agreement, and are not intended to define or limit the scope
of any provision of this Agreement.
21. Review of Counsel. The parties acknowledge that each party and its counsel have
reviewed and revised this Agreement and that the normal rules of construction to the effect that any
ambiguities are to be resolved against the drafting party will not be employed in the interpretation of this
Agreement or its 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. Counteruarts. This Agreement may be executed in one or more counterparts and each
counterpart will, for all purposes, be deemed an original, but all such counterparts will together constitute
one and the same instrument.
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24. Warranty of Services. Vendor warrants that its services will be free from defects in
workmanship and materials rendered or used by Vendor in the performance of the Order. City must give
written notice of any breach of this warranty within thirty (30) days from the date of discovery of the
confirmed defective parts, in any event, before the expiration of the warranty period. In such event, at
Vendor's option, Vendor will either repair or replacement of the confirmed defective part(s), free of charge
at Vendor's place of business or repair center; and excluding freight and site labor costs to remove, repair
or replace such part(s). All replacement parts and repaired parts are warranted through, but not beyond, the
original warranty period.
24.1 Period of Warranty. The warranty period shall be twelve (12) months from the
date of delivery in accordance applicable delivery term.
24.2 Terms of Warranty. The foregoing warranty coverage shall be subject to the
following conditions, qualifications, remedies and exclusions: (i) a warranty claim submitted in
accordance with Vendor's warranty claim procedures; (ii) the Products are stored, installed,
operated, used and maintained in accordance with good engineering practices and any applicable
industry standards, and Vendor's recommended practices, procedures and specifications (including,
without limitation, the applicable operation and maintenance manual(s) for the unit(s) and any
applicable fuel, air, water, packaging or preservation specifications or recommendations
communicated or otherwise made available to City in writing); (iii) any failed Products are
promptly returned to Vendor's repair center in accordance with Vendor's standard claim
instructions, transportation charges prepaid; (iv) Vendor's examination of any failed Products
confirms the existence of a warranted defect.
24.3 Vendor's Obligations. (a) The above warranty shall not apply to or include: (i)
normal maintenance services or adjustments; (ii) the removal or reinstallation of warranted
Products or the costs associated therewith; (iii) any Products that have been repaired or altered,
other than by Vendor, in any way so as to adversely affect their operation or reliability in Vendor's
judgment; or (iv) the effects of corrosion, erosion, degradation, wear and tear, or failure occasioned
by operation, condition of service more severe than specified in the Order or otherwise not in
accordance with Vendor's written recommendations; and (b) Construction works, fabrications,
major off -package accessories, ancillary equipment, and driven equipment not of Vendor's
manufacture are warranted only to the extent of the original manufacturer's or supplier's warranty,
copies of which shall be made available upon request.
24.4 Additional Oualifications and Limitations to Warranty. (a) Vendor warrants
that the Products and any Services will conform only to those national, federal, state or local laws,
ordinances, regulations, codes and standards, as specifically stated in this Agreement; (b) THE
ABOVE WARRANTIES ARE IN LIEU OF ALL WARRANTIES, EXPRESS OR IMPLIED,
INCLUDING WITHOUT LIMITATION, WARRANTIES OF MERCHANTABILITY AND
FITNESS FOR APARTICULAR PURPOSE, all other representations to the original City, and all
other obligations or liabilities, including liability for incidental or consequential damages. No
person is authorized to give any other warranties or to assume any other liability on Vendor's behalf
unless agreed to in writing by Vendor. (c) Vendor's sole liability and responsibility, and City's sole
and exclusive remedy, with respect to any and all warranties shall be limited to the respective
remedies set forth above. All such remedies will be subject to the limitations of Articles 8.1.1 and
8.1.2.
25. Immigration Nationalitv Act. Vendor must verify the identity and employment eligibility
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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, subject at all time to Vendor's confidentiality and non -disclosure policies and any other
restrictions applicable to Vendor's disclosure of such information. Vendor must adhere to all Federal
and State laws as well as establish appropriate procedures and controls so that no services will be
performed by any Vendor employee who is not legally eligible to perform such services. IF ANY
CLAIM ARISES FROM AN ALLEGED VIOLATION OF THIS PARAGRAPH BY VENDOR,
VENDOR'S EMPLOYEES, CONTRACTORS, SUBCONTRACTORS, OR AGENTS, OR IF
CITY RECEIVES NOTIFICATION FROM A GOVERNMENT AUTHORITY HAVING
JURISDICTION OVER THE WORK SITE, THAT THE CITY MAY BE SUBJECT TO ANY FINES OR
PENALTIES AS A RESULT OF VENDOR'S FAILURE TO COMPLY WITH THIS REQUIREMENT
FOR I-9 DOCUMENTATION, AND THE CITY PROMPTLY NOTIFIES THE VENDOR OF SUCH
NOTIFICATION, THEN VENDOR WILL INDEMNIFY CITY AND HOLD CITY HARMLESS
FROM SUCH CLAIMS. CITY, UPON WRITTEN NOTICE TO VENDOR, WILL HAVE THE
RIGHT TO IMMEDIATELY TERMINATE THIS AGREEMENT FOR VIOLATIONS OF THIS
PROVISION BY VENDOR.
26. Ownership of Work Product. City will be the sole and exclusive owner of all reports,
work papers, procedures, guides, and documentation that are created, published, displayed, or produced in
conjunction with the services provided under this Agreement (collectively, "Work Product"). Further, City
will be the sole and exclusive owner of all copyright, patent, trademark, 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 non-exclusive right, title and interest in and to the Work
Product, and in and to the copyright, patent, trademark, and all other proprietary rights therein, that City may
have or obtain, without further consideration, free from any claim, lien for balance due, or rights of retention
thereto on the part of City.
27. Signature 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.
28. 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. The president of Vendor or authorized official must sign the letter. A letter indicating
changes in a company name or ownership must be accompanied with supporting legal documentation such
as an updated W-9, documents filed with the state indicating such change, copy of the board of director's
resolution approving the action, or an executed merger or acquisition agreement. Failure to provide the
specified documentation so may adversely impact future invoice payments.
29. No 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 the contract. The terms "boycott
1F g r g�ovicreg M' ei�lt s the meanings ascribed to those terms in Section 2271 of the Te Agf�nent
Code.
City Secretary Contract No.
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 the term of the Agreement in
accordance with state and federal law.
30. Prohibition on Boycotting Energy 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. The terms "boycott energy company" and
"company" have the meaning ascribed to those terms by Chapter 2276 of the Texas Government Code. 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 City that
Vendor: (1) does not boycott energy companies; and (2) will not boycott energy companies during
the term of this Agreement.
31. Prohibition on Discrimination Against Firearm and Ammunition Industries. Vendor
acknowledges that except as otherwise provided by Chapter 2274 of the Texas Government Code, 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
practice, policy, guidance, or directive that discriminates against a firearm entity or firearm trade
association; and (2) will not discriminate during the term of the contract against a firearm entity or firearm
trade association. To the extent that Chapter 2274 of the Government Code is applicable to this
Agreement, by signing this Agreement, Vendor certifies that Vendor's signature provides written
verification to City that Vendor: (1) does not have a practice, policy, guidance, or directive that
discriminates against a firearm entity or firearm trade association; and (2) will not discriminate
against a firearm entity or firearm trade association during the term of this Agreement.
32. Electronic Signatures. This Agreement may be executed by electronic signature, which
will be considered as an original signature for all purposes and have the same force and effect as an original
signature. For these purposes, "electronic signature" means electronically scanned and transmitted versions
(e.g. via pdf file or facsimile transmission) of an original signature, or signatures electronically inserted via
software such as Adobe Sign.
33. Entirety of Agreement. This Agreement contains the entire understanding and agreement
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.
(signature page follows)
Vendor Services Agreement Page 10 of 13
City Secretary Contract No.
ACCEPTED AND AGREED:
CITY OF FORT WORTH:
By:
Name. ac ern
Title: Assistant City Manager
Date: 06/17/2025
APPROVAL RECOMMENDED:
By: C&tlk' f- a'rA&'
Name:ClCht4p der (Jun 6, 2025 12:22 CDT)
Title: Water Director
ATTEST:
By: /�
Name:tetteodall
Title: City Secretary
VENDOR:
Solar Turbine Incorporated
9 �nnb
p� pORt�y�9d0
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dVS °=0
3a°° bEooS�ba
By.
Beau Gray
Name:
&A4'
Title:
Director, North America Field Operations
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: Q E'er..,,.
Name:SlAd eBkpgAfidjn 6, 2025 12:15 CDT)
Title: Sr. Contract Compliance Specialist
APPROVED AS TO FORM AND LEGALITY:
By:
4a4zor,
NameDopW,fttEMqtQun 6, 2025 12:30 CDT)
Title: Sr. Assistant City Attorney
CONTRACT AUTHORIZATION:
M&C: 24-0707
Form 1295: N/A
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
Vendor Services Agreement Page 11 of 13
City Secretary Contract No.
EXHIBIT A
SCOPE OF SERVICES
See next page.
Vendor Services Agreement Page 12 of 13
SCOPE OF SERVICES
Contractor will provide Solar Taurus 60 Gas Turbine Engine Exchange and/or
Overhaul Services for the Water Department per the specifications listed below.
1.0 BACKGROUND
1.1 Currently two Taurus 60 (5.2 Megawatt (MW) International
Organization for Standardization (ISO) rated), low British Thermal
Unit (BTU), turbine engines are onsite at Village Creek Water
Reclamation Facility (VCWRF) located at 4500 Wilma Lane,
Arlington, Texas 76012 for power generation. These turbines were
originally fueled with a biogas mixture consisting of anaerobic
digester gas produced onsite and landfill gas. A small amount of
natural gas was sometimes added to the mixture when needed to
maintain the load set -point of the turbines. Gas Turbine No. 1 (TG1)
was exchanged for a natural gas fuel only unit and Gas Turbine No. 2
(TG2) was modified on site to be fueled with natural gas only.
1.2 One turbine is in use at all times with the second one on standby in
case of need.
1.3 Gas Turbine No. 1 was exchanged on April 17, 2019 and Gas Turbine
No. 2 was modified for natural gas fuel only on October 22, 2020.
1.4 Based on the runtime of both of the gas turbines, both engines will
need to be exchanged or overhauled in the next two to three years.
The decision of which engine will be exchanged or overhauled first
will depend on the condition of the gas turbine and the runtime hours
logged. The decision whether to exchange or overhaul the turbine will
depend on the Contractor's availability of an engine to exchange with
the existing engine.
2.0 EQUIPMENT INFORMATION
2.1 Gas Turbine No. 1 (TG1):
2.1.1 Engine Model Number: Taurus 60
2.1.2 Engine Serial Number: OHG 11-T 1999
2.1.3 Gear Unit OEM Assembly Number: 196800-206
2.1.4 Gear Unit Serial Number: MAR09-60061
Page 1 of 11
2.1.5 Runtime Hours Logged as of April 25, 2024: 29,526 hours
2.2 Gas Turbine No. 2 (TG2):
2.2.1 Engine Model Number: Taurus 60
2.2.2 Engine Serial Number: OHK13-TO275
2.2.3 Gear Unit OEM Assembly Number: 196800-206
2.2.4 Gear Unit Serial Number: GBK13-78723
2.2.5 Runtime Hours Logged as of April 25, 2024: 30,852 hours
3.0 GAS TURBINE EXCHANGE AND OVERHAUL REQUIREMENTS —
The Contractor shall:
3.1 Provide engine exchanges that will replace one or both of the Solar
Taurus 60 Gas Turbine Engines, including the reduction gearbox with
a new or certified rebuilt engine. If engine exchanges are not available
at the time of the City's request, the existing engines may be
overhauled. The exchanged or overhauled engines shall run on natural
gas fuel only.
3.2 If your company is able to exchange both turbine engines, please
complete Line 2 the Bid Table.
3.3 If your company is able to overhaul both turbine engines, please
complete Line 4 of the Bid Table.
3.4 If your company is able to exchange one turbine and overhaul the
other engine, please complete Lines 1 and 3 of the Bid Table.
3.5 Provide all necessary removal, transportation, loading, unloading, and
installation services associated with the engine exchange or overhaul.
It is the objective of the City to have the engines exchanged or
overhauled as a turnkey operation inclusive of all steps from removal
to reinstallation.
3.6 Exchange or overhaul the current gas turbine and its gearbox with a
natural gas -fueled engine in a condition that meets or exceeds the
original performance characteristics.
3.6.1 Original performance characteristics are to be defined by the
information (speed, temperature, vibration, horsepower, and
Page 2 of 11
efficiency) based on state testing per OEM specifications.
3.7 Indicate the schedule for the removal of the existing turbine, the
overhaul or exchange of the existing turbine, witness factory testing of
the exchange or overhauled unit, installation and commissioning of
the exchange or overhauled unit, and any retrofits or modifications
necessary in their proposal, after the service request is issued to the
Contractor.
3.8 Provide all necessary services and parts to adapt existing ancillary
equipment for the exchanged or overhauled turbine for operation.
3.9 Prior to incurring any billable services, a Purchase Order shall be
issued to the Contractor from the City.
3.10 Be required to attend a short safety training/evacuation program
before any work begins. The 15 to 20-minute training will be
scheduled by a Water Department Representative with the Water
Safety Team. If the training has been completed previously, the
Contractor will not need to be completed again, unless otherwise
required.
3.11 Inspection and Removal of existing engine —The Contractor shall:
3.11.1 Inspect and review the existing engines and their systems on -
site prior to their shutdown and removal to ensure successful
exchange with natural gas only fuel engine.
3.11.2 Remove the engine and gearbox and prepare them for shipment
after the shutdown of the engine.
3.11.2.1 The Contractor shall provide all labor for teardown,
removal and preparation for shipment.
3.11.2.2 Care must be taken to not damage any equipment left
behind or the gas turbine remaining in service.
3.12 Transportation of existing engine— The Contractor shall:
3.12.1 Prepare for safe transportation as required for critical machinery
hauling, loading and delivery to the Contractor's shop for the
commencement of the exchange or overhauled engine to the
original equipment manufacturer (OEM) specifications or
Page 3 of 11
better.
3.12.1.1 The City will make available a 15-ton overhead track
crane and 120V /240V electrical power onsite.
3.12.1.2 The City will also make available the proprietary
lifting mechanism from the manufacturer.
3.12.1.3 The Contractor shall provide all other labor, crating,
loading and unloading, transportation, tools,
equipment, supplies and incidentals necessary to
remove the engine from the turbine assembly, and
install exchanged or overhauled engine.
3.12.2 Teardown inspection report on the removed unit shall be
provided to the City by the Contractor upon completion of the
teardown and removal process.
3.13 Engine Exchange — The Contractor shall:
3.13.1 Prepare an exchanged engine to operate on natural gas fuel
only to replace the removed engine.
3.13.2 Modify or replace parts for turbine upgrades in accordance
with the City's turbine specifications.
3.13.3 Assemble the components into modules.
3.13.4 Assemble and adjust compressor and turbine rotors.
3.13.5 Apply protective coating according to OEM's and shops
recommendations.
3.13.6 Balance each rotor.
3.13.7 Assemble the modules into a complete unit.
3.14 Engine Overhaul — The Contractor shall:
3.14.1 Perform overhaul on the existing engine.
3.14.2 Modify or replace parts for turbine upgrades in accordance
with the City's turbine specifications.
Page 4 of 11
3.14.3
Assemble the components into modules.
3.14.4
Assemble and adjust compressor and turbine rotors.
3.14.5
Apply protective coating according to OEM's and shops
recommendations.
3.14.6
Balance each rotor.
3.14.7
Assemble the modules into a complete unit.
3.15 Testing
— The Contractor shall:
3.15.1
Perform testing at their facility; the engines and any additional
components shall not be shipped to a third -party facility for
testing.
3.15.2
Allow City representatives to witness in -shop testing of the
exchange engine for emissions and efficiency. Proper notice of
at least fifteen (15) days must be given to allow time for travel
if desired by City personnel to observe.
3.15.3
Perform a standard acceptance test. At a minimum, the testing
shall include:
3.15.3.1 Final balancing and mechanical test at in-house test
cell
3.15.3.2 Run-in procedure
3.15.3.3 Full speed test
3.15.3.4 Vibration survey
3.15.3.5 Full load test up to 5 MW with a hydraulic brake
3.15.4 Provide all necessary calibration and tuning to make the
exchanged or overhauled engine operable at manufacturer -
specified efficiencies on natural gas fuel.
3.15.5 Provide a test report to the City for review.
3.15.5.1 When the test report has been reviewed and accepted
by City, a Notice -to -Proceed will be issued to the
Contractor for the approved installation and ancillary
equipment modifications.
Page 5 of 11
3.16 Delivery— The Contractor shall:
3.16.1 Provide all labor for teardown, removal and preparation for
shipment. Transportation, loading, and unloading will be
provided by Contractor to guarantee safe arrival of exchanged
or overhauled engine from Contractor's workshop.
3.16.2 Provide insurance to cover any damage or replacement of the
turbine should any damage occur during transportation,
loading, or unloading.
3.17 Re -installation of exchanged or overhauled engine — The
Contractor shall:
3.17.1 Inspect the engine for shipping damage at offload.
3.17.1.1 The City will make available a 15-ton overhead track
crane and 120V/240V electrical power onsite.
3.17.2 Perform the re -installation of the engine into the turbine
housing along with any of their crew or personnel. The
contractor shall be required to provide all other labor,
transportation, tools, equipment, supplies and incidentals
necessary to reinstall the engine into the turbine assembly.
3.17.3 Perform commissioning and startup tests using their field
service personnel which shall include a full performance test
and issue a test report that certifies the speed, temperature,
vibration, horsepower, and efficiency. The results of the final
test report shall meet or exceed the test report that was
provided to the City following the testing at the Contractor's
facility. If the results, don't meet or exceed the test report that
was provided to the City following the testing at the
Contractor's facility, calibration and tuning of the engine
exchange or overhauled engine shall be completed.
3.17.4 Verify engine controls are tuned for natural gas operation.
Other City of Fort Worth contractors will perform any
modifications to the Programmable Logic Controller (PLC)
controls with the Contractor's guidance.
3.17.5 Be required to immediately remove personnel and equipment
from the work area at any time while on City property, when
VCWRF operational conditions require it.
Page 6 of 11
3.17.6 Be responsible for lock-out/tag-out of equipment. City of Fort
Worth Water Department personnel will assist in designating
which equipment will need to be locked-out/tagged-out.
3.18 Inspections and Preventative maintenance services
3.18.1 Inspections and any preventative maintenance are expected to
be completed during the warranty period to maintain the
warranty.
4.0 SUBCONTRACTING
4.1 The City reserves the right at its sole discretion to accept or reject any
proposal that includes subcontractors. City reserves the right to pre -
approve use of any and all subcontractors.
5.0 LOCATION AND PERFORMANCE OF SERVICES
5.1 Services shall be performed at the following locations:
5.1.1 Village Creek Water Reclamation Facility (VCWRF)
4500 Wilma Lane
Arlington, TX 76012
5.1.2 Additional Water Treatment Plants, upon request.
5.2 Scheduled services shall be performed between normal business
hours: 6:30 a.m. to 5:00 p.m., Monday through Friday.
5.3 The Contractor shall not perform services on City -observed holidays.
5.3.1 City observed holidays
5.3.2 New Year's Day
Page 7 of 11
5.3.3 Martin Luther King Jr. Day
5.3.4 Memorial Day
5.3.5 Juneteenth
5.3.6 July 4ch
5.3.7 Labor Day
5.3.8 Thanksgiving Thursday and the following Friday
5.3.9 Christmas Day
5.4 The Contractor shall respond to a call or email from the City of Fort
Worth Water Department within 24 hours after receipt.
6.0 WARRANTY
6.1 The Contractor shall provide, at minimum, a 12-month warranty on
quality and product issues starting on the date of delivery.
6.2 Warranty shall be full compensating for labor and materials to address
the warranty repair.
7.0 INVOICE AND PAYMENTS
7.1 Registration:
Contractor is required to register for direct deposit payments prior to
providing goods and/or services using the forms posted on the City's
website at
https://www.fortworthtexas.gov/departments/finance/purchasing/
register
7.2 Invoice:
The Contractor shall send invoices electronically to our centralized
Accounts Payable department invoice email address:
supplierinvoices(&,,fortworthtexas.gov. This email address is not
monitored so please do not send correspondence to this email address.
The sole purpose of the supplier invoices email address is to receipt
and process supplier invoices.
Please include the following on the subject line of your e-mail:
Contractor name, invoice number, and PO number, separated by an
underscore (ex: Example, Inc._123456_FW013-0000001234)
Page 8 of 11
To ensure the system can successfully process your invoice in an
expedient manner, please adhere to the following requirements:
i. All invoices must be either a PDF or TIFF format.
ii. Image quality must be at least 300 DPI (dots per inch).
iii. Invoices must be sent as an attachment (i.e. no invoice in the
body of the email).
iv. One invoice per attachment (includes PDFs). Multiple
attachments per email is acceptable but each invoice must be a
separate attachment.
v. Please do not send handwritten invoices or invoices that contain
handwritten notes.
vi. Dot matrix invoice format is not accepted.
vii. The invoice must contain the following information:
a. Supplier's Legal Name and Address;
b. Remit to Supplier Name and Address, if different;
c. Applicable City Department business unit# (i.e. FW013)
d. Complete City of Fort Worth PO number (i.e. the PO
number must contain all preceding zeros);
e. Invoice number;
f. Invoice date; and
viii. Invoices should be submitted after delivery of the goods or
services.
To prevent invoice processing delays, please do not send invoices by
mail and email and please do not send the same invoice more than
once by email to sugglierinvoices(a fortworthtexas.2ov. To check on
the status of an invoice, please contact the City Department ordering
the goods/services or the Central Accounts Payable Department by
email at: ZZ FIN AccountsPavable a( ,,fortworthtexas.2ov.
If you are unable to send your invoice as outlined above at this time,
please send your invoice to our centralized Accounts Payable
Page 9 of 11
department instead of directly to the individual city department. This
will allow the city staff to digitize the invoice for faster processing.
If electronic invoicing is not possible, you may send your paper
invoice to:
City of Fort Worth
Attn: FMS Central Accounts Payable
200 Texas Street
Fort Worth, Texas, 76102
The City's goal is to receive 100% of invoices electronically so that
all supplier payments are processed efficiently. To achieve this goal,
we need the Contractor's support.
If Contractor has any questions, please contact the Accounts Payable
team at (817) 392-2451 or by email to
ZZ FIN AccountsPavable it fortworthtexas.gov.
Contractor shall not include Federal, State of City sales tax in its
invoices. City shall furnish a tax exemption certificate upon
Contractor's request.
7.3 Payment:
All payment terms shall be "Net 30 Days" unless specified in the bid.
8.0 UNIT PRICE ADJUSTMENT
Contractors may require that unit prices be adjusted for increases or
decreases in Contractor's cost during the contract period using the following
procedure:
i. The Contractor must submit its price adjustment request in writing at
least 30 days before the requested effective period. The Contractor
shall provide written proof of cost increases with the price adjustment
request.
ii. If the City concludes that the rate increase being requested is
unacceptable, the City reserves the right to adjust the rate request, or
reject the rate request in its entirety and allow the contract to expire at
the end of the contract term. If the City elects not to exercise the
renewal option, the Purchasing Division reserves the right to issue a
new solicitation or procure the goods or services by any other
allowable means.
Page 10 of 11
iii. Prices bid shall remain firm for the term of the Agreement and shall
include all associated freight and delivery costs, unless otherwise
specifically stated and agreed to by City.
iv. Upon expiration of the Agreement term, Contractor agrees to hold
over under the same terms and conditions of the executed Agreement
for a reasonable period of time to allow the city to re -bid an
agreement, not to exceed ninety (90) days.
v. The provision of goods and/or services shall not be suspended by the
Contractor except as expressly allowed by the contract's terms and
conditions.
Page 11 of 11
City Secretary Contract No.
EXHIBIT B
PAYMENT SCHEDULE
See next page.
Vendor Services Agreement Page 12 of 12
Primary Responses
Success: All data is valid!
RFP 24-0239 Solar Taurus 60 Gas Turbine- Engine Exchange and/or Overhaul
Engine Exchange, Solar Taurus 60 Gas
Turbine -driven Generator set, including the
Success: All values provided Bid
#1-1 reduction gearbox. This should include factory
testing. The engine exchange must be designed
to run on natural gas only.
Engine Exchange, Solar Taurus 60 Gas
Turbine -driven Generator set, including the
Success: All values provided Bid
#1-2 reduction gearbox. This should include factory
testing. The engine exchange must be designed
to run on natural gas only.
Engine Overhaul, Solar Taurus 60 Gas
Turbine -driven Generator set, including the
Not Bidding No Bid
#1-3 reduction gearbox. This should include factory
testing. The overhauled engine must be designed
to run on natural gas only.
Engine Overhaul, Solar Taurus 60 Gas
TNoid
Turbine -driven Generator set, including the
Not Bidding
#1-4 reduction gearbox. This should include factory
testing. The overhauled engine must be designed
to run on natural gas only.
Services, Removal of existing engine,
Success: All values provided Bid
#1-5 transportation, and re -installation of exchanged
engine or overhaul engine, including shipping
and delivery.
Services, Calibration and tuning of engine
Success: All values provided Bid
#1-6 exchange or overhauled engine following the re-
installation
Numeric
EA 1 $ 700,000.00 $ 700,000.00
EA 2 $ 700,000.00 $ 1,400,000.00
EA 1
EA 2
EA 2 $ 40,000.00 $ 80,000.00
EA 2 $ 10,000.00 $ 20,000.00
$ 2,200,000.00
$ 2,200,000.00
C terpflbr Confidential Green
FEES AND PAYMENTS
Fees. Unless otherwise specifically stated in an Order, all fees are in U.S. dollars. Fees do not
include sales, use or excise taxes, import or export duties, special financing fees, value added
taxes, income or royalty taxes, consular fees, special permits or licenses or similar charges
(collectively, "taxes") (however, Solar shall be responsible for its own corporate income taxes
and taxes related to its employees' work hereunder). Customer shall either pay any and all such
taxes and charges or Customer shall provide Solar with acceptable exemption certificates. If
Customer fails to provide such certificates at least sixty (60) days prior to the scheduled ready -
to -ship date, Solar shall invoice Customer for such taxes and it shall be Customer's responsibility
to pay these taxes to Solar. Customer shall be responsible to recover any overpayment of such
taxes directly from the appropriate taxing jurisdiction when allowed by law. All prices are based
on delivery in accordance with the delivery term specified in the Order, and do not include any
charges for services such as preservation packaging, insurance, brokerage fees, marine survey,
load -out and tie -down, site installation, or equipment start-up, unless such delivery term provides
for such services under Incoterms 2020, or as otherwise agreed in writing by Solar.
Customer warrants that the Products are purchased for installation and use at the location
identified in the Order and will be shipped to that location. Customer shall instruct Solar to
release the Products only to a carrier, customs broker or forwarding agent for shipment to the
location stated in the Order. Orders for Parts are subject to a minimum of US Dollars $500.00.
Disputed Invoices. In the event Customer disputes any portion of an invoice, Customer shall
immediately notify Solar in writing of such dispute. Solar and Customer shall use reasonable
efforts to resolve such dispute within the thirty (30) day period prior to the payment due date. If
such dispute is resolved by the payment due date, then Customer shall pay the entire invoice
by the payment due date. If the dispute is unresolved as of the payment due date, Customer
shall pay all undisputed items by the payment due date. When disputes are resolved, Customer
shall pay the resolved disputed items fifteen (15) days from the date of resolution that will
be mutually defined by the Parties.
Security Interest. Customer grants Solar a security interest in all Products identified to or
delivered under an applicable Order until Solar receives payment of the total fees under the
Order. For example, in an Exchange, Solar retains a security interest in the Exchange Unit
provided in exchange for the Customer's assembly until full payment has been received by
Solar. Customer shall, at the request of Solar, execute and deliver to Solar any instruments
(including Uniform Commercial Code Financing Statements) that Solar may deem necessary to
protect its security interest in the Products. Vendor shall file any termination statement(s)
without demand and sooner than the 20 days required under the UCC.
City of Fort Worth, Texas
Mayor and Council Communication
DATE: 08/27/24 M&C FILE NUMBER: M&C 24-0707
LOG NAME: 13P RFP 24-0239 GAS TURBINE ENGINE EXCHANGE AND/OR OVERHAUL AW
SUBJECT
(ALL) Authorize Execution of Agreement with Solar Turbines Incorporated for the Gas Turbine Engine Exchange and/or Overhaul Services for the
Water Department for a Contract Amount Up to $2,200,000.00 for a Three -Year Agreement Term and Adopt Appropriation Ordinance to Effect a
Portion of Water's Contributions to Fiscal Years 2024-2028 Capital Improvements Program
RECOMMENDATION:
It is recommended that the City Council:
1. Authorize execution of an agreement with Solar Turbines Incorporated for gas turbine engine exchange and/or overhaul services for the
Water Department for a contract amount up to $2,200,000.00 for a three-year agreement term; and
2. Adopt the attached appropriation ordinance increasing estimated receipts and appropriations in the Water and Sewer Capital Projects Fund
in the amount of $2,200,000.00, transferred from available PayGo funds within the Water and Sewer Fund, for the purpose of funding the
Water and Sewer Outlay project (City Project No. P00087) to fund the Gas Turbine Engine Exchange and/or Overhaul Services within the
Water FY24 Non -Fleet Equipment project (City Project No. 105699) and to effect a portion of Water's Contribution to the Fiscal Years 2024-
2028 Capital Improvement Program.
DISCUSSION:
The Water Department approached the Purchasing Division for assistance with securing an agreement for the purchase of gas turbine engine
exchanges and/or overhaul services for the two Solar Taurus 60 gas turbines located at Village Creek Water Reclamation Facility. The two gas
turbines that provide electricity for Village Creek Water Reclamation Facility are in need of their engines to be exchanged or overhaul services to
be completed on the existing engines as they have both exceeded the recommended runtime for the engine. Purchasing issued a Request for
Proposal (RFP) that consisted of the service requirements to ensure the engines are properly exchanged or overhauled, tested, and re-
installed, and the warranty requirements to ensure if the exchanged or overhauled engines have any defects in materials or workmanship, the
vendor will remedy these issues.
The RFP was advertised in the Fort Worth Star -Telegram on June 26, 2024, July 3, 2024, July 10, 2024, and July 17, 2024. The City received two
responses.
An evaluation panel consisting of representatives from the Water and Transportation and Public Works Departments reviewed and scored the
proposals using Best Value criteria. The individual scores were averaged for each of the criteria and the final scores are listed in the table below.
Proposer
Evaluation Factors
a b c d Total score
EthosEnergy Light Turbines, LLCII16.00II16.50II16.50II25.05II 74.05
Solar Turbines Incorporated Ill 6.50II15.50II16.50II40.00II 88.50
Best Value Criteria:
a. Contractor's experience and availability of a testing facility to complete the turbine exchanges and/or overhauls
b. Contractor's timeframe for exchange or overhaul to be completed
c. Contractor's ability to meet the City's needs
d. Cost of services
After evaluation, the panel concluded that Solar Turbines Incorporated presented the best value. Therefore, the panel recommends that Council
authorize an agreement with Solar Turbines Incorporated. No guarantee was made that a specific amount of services would be purchased. Staff
certifies that the recommended vendor's proposal met specifications.
It is the practice of the Water Department to appropriate its Capital Improvement Plan (CIP) throughout the Fiscal Year (FY), instead of within the
annual budget ordinance, as projects commence, additional funding needs are identified, and to comply with bond covenants. The actions in the
Mayor & Council Communication will appropriate funds in support of the Water's portion of the City of Fort Worth's Fiscal Years 2024-2028 Capital
Improvement Program, as follows:
13P RFP 24-0239 GAS TURBINE ENGINE EXCHANGE AND OR OVERHAUL AW
Capital
BudgetRevised
Fund
Project
FY2024CIP Change
Authority FY2024
Name
Name
Appropriations (Increase/ Budget
g
Decrease)
Fund
105699 —
56002 -
FY24Non-
W&S
Fleet
$0.00 This M&C $2,200,000.00 $2,200,000.00
Capital
Equipment
Projects
Funding is budgeted in the Transfer to Water/Sewer account of the Water operating budget for the purpose of purchasing the Gas Turbine Engine
Exchange and/or Overhaul Services within FY24 Non -Fleet Equipment project in the Water & Sewer Capital Projects Fund.
FY2024 — Water PAYGO Appropriations per City Ordinance 26453-09-2023
FY2024
Amended
FY2024 PayGo
YTD PayGo
FY2024
(Includes any
Original Adopted
Approved
This M&C
Remaining
council actions
PayGo
for/Moved to
PayGo
subsequent to
Capital Projects
Balance
budget
adoption)
$84,505,035.00 $143,330,035.00 $(83,167,969.38) $(2,200,000.00) $57,962,065.62
Note: there may be other pending actions or recently approved actions that are not reflected in the table due to timing
DVIN-BE: This solicitation was reviewed by The Business Equity Division for available business equity prospects according to the City's Business
Equity Ordinance. There were limited business equity opportunities available for the services/goods requested, therefore, no business equity goal
was established.
AGREEMENT TERMS: Upon City Council approval, this agreement shall begin upon execution and expire three years from that date.
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.
A Form 1295 is not required because: This contract will be with a publicly -traded business entity or a wholly -owned subsidiary of a publicly -traded
business entity: Caterpillar Inc.
FISCAL INFORMATION / CERTIFICATION:
The Director of Finance certifies that funds are currently available in the Water & Sewer Fund and upon approval of the above recommendations
and adoption of the attached appropriation ordinance, funds will be available in the W&S Capital Projects Fund for the FY24 Non -Fleet Eqmt
project to support the above recommendations and award of the contract. Prior to any expenditure being incurred, the Water Department has the
responsibility to validate the availability of funds.
Submitted for Citv Manaaer's Office bv: Reginald Zeno
8517
Fernando Costa
6122
Oriainatina Business Unit Head: Reginald Zeno
8517
Christopher Harder
5020
Additional Information Contact: Jo Ann Gunn
8525
Alyssa Wilkerson
8357