HomeMy WebLinkAboutContract 63597City Secretary Contract No. 63597
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 CYVL
Inc. ("Vendor"), each individually referred to as a "party" and collectively referred to as the "parties."
1. Scope of Services. AI -powered asset data collection and processing on two pilot scans of
10 miles each ("Services"), which are set forth in more detail in Exhibit "A," attached hereto and
incorporated herein for all purposes.
2. Term. This Agreement begins on May 22, 2025 ("Effective Date") and expires on
December 31, 2025 ("Expiration Date"), unless terminated earlier in accordance with this Agreement
("Initial 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 will not exceed Ten Thousand and 00/100 Dollars ($10,000.00).
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.
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-auuromiation of Funds. In the event no funds or insufficient funds are
appropriated by City in any fiscal period for any payments due hereunder, City will notify Vendor
of such occurrence and this Agreement will terminate on the last day of the fiscal period for which
appropriations were received without penalty or expense to City of any kind whatsoever, except as
to the portions of the payments herein agreed upon for which funds have been appropriated.
4.3 Duties and Obligations of the Parties. In the event that this Agreement is
terminated prior to the Expiration Date, City will pay Vendor for services actually rendered up to
the effective date of termination and Vendor will continue to provide City with services requested
by City and in accordance with this Agreement up to the effective date of termination. Upon
termination of this Agreement for any reason, Vendor will provide City with copies of all
completed or partially completed documents prepared under this Agreement. In the event Vendor
has received access to City Information or data as a requirement to perform services hereunder,
Vendor will return all City provided data to City in a machine readable format or other format
deemed acceptable to City.
OFFICIAL RECORD
5. Disclosure of Conflicts and Confidential Information. CITY SECRETARY
FT. WORTH, TX
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5.1 Disclosure of Conflicts. Vendor hereby warrants to City that Vendor has made full
disclosure in writing of any existing or potential conflicts of interest related to Vendor's services
under this Agreement. In the event that any conflicts of interest arise after the Effective Date of this
Agreement, Vendor hereby agrees immediately to make full disclosure to City in writing.
5.2 Confidential Information. Vendor, for itself and its officers, agents and employees,
agrees that it will treat all information provided to it by City ("City Information") as confidential
and will not disclose any such information to a third parry without the prior written approval of
City.
5.3 Public Information Act. City is a government entity under the laws of the State of
Texas and all documents held or maintained by City are subject to disclosure under the Texas Public
Information Act. In the event there is a request for information marked Confidential or Proprietary,
City will promptly notify Vendor. It will be the responsibility of Vendor to submit reasons objecting
to disclosure. A determination on whether such reasons are sufficient will not be decided by City,
but by the Office of the Attorney General of the State of Texas or by a court of competent
jurisdiction.
5.4 Unauthorized Access. Vendor must store and maintain City Information in a secure
manner and will not allow unauthorized users to access, modify, delete or otherwise corrupt City
Information in any way. Vendor must notify City immediately if the security or integrity of any
City Information has been compromised or is believed to have been compromised, in which event,
Vendor will, in good faith, use all commercially reasonable efforts to cooperate with City in
identifying what information has been accessed by unauthorized means and will fully cooperate
with City to protect such City Information from further unauthorized disclosure.
6. Right to Audit. Vendor agrees that City will, until the expiration of three (3) years after
final payment under this Agreement, or the final conclusion of any audit commenced during the said three
years, have access to and the right to examine at reasonable times any directly pertinent books, documents,
papers and records, including, but not limited to, all electronic records, of Vendor involving transactions
relating to this Agreement at no additional cost to City. Vendor agrees that City will have access during
normal working hours to all necessary Vendor facilities and will be provided adequate and appropriate work
space in order to conduct audits in compliance with the provisions of this section. City will give Vendor
reasonable advance notice of intended audits.
7. Indenendent Contractor. It is expressly understood and agreed that Vendor will operate
as an independent contractor as to all rights and privileges and work performed under this Agreement, and
not as agent, representative or employee of City. Subject to and in accordance with the conditions and
provisions of this Agreement, Vendor will have the exclusive right to control the details of its operations
and activities and be solely responsible for the acts and omissions of its officers, agents, servants,
employees, Vendors, and subcontractors. Vendor acknowledges that the doctrine of respondeat superior
will not apply as between City, its officers, agents, servants and employees, and Vendor, its officers, agents,
employees, servants, contractors, and subcontractors. Vendor further agrees that nothing herein will be
construed as the creation of a partnership or joint enterprise between City and Vendor. It is further
understood that City will in no way be considered a Co -employer or a Joint employer of Vendor or any
officers, agents, servants, employees, contractors, or subcontractors. Neither Vendor, nor any officers,
agents, servants, employees, contractors, or subcontractors of Vendor will be entitled to any employment
benefits from City. Vendor will be responsible and liable for any and all payment and reporting of taxes on
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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.
8.2 GENERAL INDEMNIFICATION- VENDOR HEREBY COVENANTS AND
AGREES TO INDEMNIFY, HOLD HARMLESS AND DEFEND CITY, ITS OFFICERS,
AGENTS, SERVANTSAND EMPLOYEES, FROMAND AGAINST ANYAND ALL CLAIMS
OR LAWSUITS OFANYKIND OR CHARACTER, WHETHER REAL OR ASSERTED, FOR
EITHER PROPERTYDAMAGE OR LOSS (INCLUDINGALLEGED DAMAGE OR LOSS TO
VENDOR'S BUSINESS AND ANY RESULTING LOST PROFITS) AND/OR PERSONAL
INJURY, INCLUDING DEATH, TO ANY AND ALL PERSONS, ARISING OUT OF OR IN
CONNECTION WITH THIS AGREEMENT, TO THE EXTENT CAUSED BY THE
NEGLIGENT ACTS OR OMISSIONS OR MALFEASANCE OF VENDOR, ITS OFFICERS,
AGENTS, SERVANTS, 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 action against City for
infringement of any patent, copyright, trade mark, trade secret, or similar property right
arising from City's use of the software and/or documentation in accordance with this
Agreement, it being understood that this agreement to defend, settle or pay will not apply if
City modifies or misuses the software and/or documentation. So long as Vendor bears the
cost and expense of payment for claims or actions against City pursuant to this section,
Vendor will have the right to conduct the defense of any such claim or action and all
negotiations for its settlement or compromise and to settle or compromise any such claim;
however, City will have the right to fully participate in any and all such settlement,
negotiations, or lawsuit as necessary to protect City's interest, and City agrees to cooperate
with Vendor in doing so. In the event City, for whatever reason, assumes the responsibility
for payment of costs and expenses for any claim or action brought against City for
infringement arising under this Agreement, City will have the sole right to conduct the
defense of any such claim or action and all negotiations for its settlement or compromise and
to settle or compromise any such claim; however, Vendor will fully participate and cooperate
with City in defense of such claim or action. City agrees to give Vendor timely written notice
of any such claim or action, with copies of all papers City may receive relating thereto.
Notwithstanding the foregoing, City's assumption of payment of costs or expenses will not
eliminate Vendor's duty to indemnify City under this Agreement. If the software and/or
documentation or any part thereof is held to infringe and the use thereof is enjoined or
restrained or, if as a result of a settlement or compromise, such use is materially adversely
restricted, Vendor will, at its own expense and as City's sole remedy, either: (a) procure for
City the right to continue to use the software and/or documentation; or (b) modify the
software and/or documentation to make it non -infringing, provided that such modification
does not materially adversely affect City's authorized use of the software and/or
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documentation; or (c) replace the software and/or documentation with equally suitable,
compatible, and functionally equivalent non -infringing software and/or documentation at no
additional charge to City; or (d) if none of the foregoing alternatives is reasonably available
to Vendor terminate this Agreement, and refund all amounts paid to Vendor by City,
subsequent to which termination City may seek any and all remedies available to City under
law.
Assignment and Subcontracting.
9.1 Assignment. Vendor will not assign or subcontract any of its duties, obligations
or rights under this Agreement without the prior written consent of City. If City grants consent to
an assignment, the assignee will execute a written agreement with City and Vendor under which
the assignee agrees to be bound by the duties and obligations of Vendor under this Agreement.
Vendor will be liable for all obligations of Vendor under this Agreement prior to the effective date
of the assignment.
9.2 Subcontract. If City grants consent to a subcontract, the subcontractor will execute
a written agreement with Vendor referencing this Agreement under which subcontractor agrees to
be bound by the duties and obligations of Vendor under this Agreement as such duties and
obligations may apply. Vendor must provide City with a fully executed copy of any such
subcontract.
10. Insurance. Vendor must provide City with certificate(s) of insurance documenting
policies of the following types and minimum coverage limits that are to be in effect prior to commencement
of any Services pursuant to this Agreement:
10.1 Coverage and Limits
(a) Commercial General Liability:
$1,000,000 - Each Occurrence
$2,000,000 - Aggregate
(b) Automobile Liability:
$1,000,000 - Each occurrence on a combined single limit basis
Coverage will be on any vehicle used by Vendor, or its employees, agents, or
representatives in the course of providing Services under this Agreement. "Any
vehicle" will be any vehicle owned, hired and non -owned.
(c) Worker's Compensation:
Statutory limits according to the Texas Workers' Compensation Act or any other
state workers' compensation laws where the Services are being performed
Employers' liability
$100,000 - Bodily Injury by accident; each accident/occurrence
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$100,000 - Bodily Injury by disease; each employee
$500,000 - Bodily Injury by disease; policy limit
(d) Professional Liability (Errors & Omissions):
$1,000,000 - Each Claim Limit
$1,000,000 - Aggregate Limit
Professional Liability coverage may be provided through an endorsement to the
Commercial General Liability (CGL) policy, or a separate policy specific to
Professional E&O. Either is acceptable if coverage meets all other requirements.
Coverage must be claims -made, and maintained for the duration of the contractual
agreement and for two (2) years following completion of services provided. An
annual certificate of insurance must be submitted to City to evidence coverage.
10.2 General Reauirements
(a) The commercial general liability and automobile liability policies must
name City as an additional insured thereon, as its interests may appear. The term
City includes its employees, officers, officials, agents, and volunteers in respect to
the contracted services.
(b) The workers' compensation policy must include a Waiver of Subrogation
(Right of Recovery) in favor of City.
(c) A minimum of Thirty (30) days' notice of cancellation or reduction in
limits of coverage must be provided to City. Ten (10) days' notice will be
acceptable in the event of non-payment of premium. Notice must be sent to the
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.
(d) The insurers for all policies must be licensed and/or approved to do
business in the State of Texas. All insurers must have a minimum rating of A- VII
in the current A.M. Best Key Rating Guide, or have reasonably equivalent financial
strength and solvency to the satisfaction of Risk Management. If the rating is
below that required, written approval of Risk Management is required.
(e) Any failure on the part of City to request required insurance
documentation will not constitute a waiver of the insurance requirement.
(f) Certificates of Insurance evidencing that Vendor has obtained all required
insurance will be delivered to the City prior to Vendor proceeding with any work
pursuant to this Agreement.
it. Compliance with Laws, Ordinances, Rules and Reiulations. 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
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Vendor of any violation of such laws, ordinances, rules or regulations, Vendor must immediately desist
from and correct the violation.
12. Non -Discrimination Covenant. Vendor, for itself, its personal representatives, assigns,
contractors, subcontractors, and successors in interest, as part of the consideration herein, agrees that in the
performance of Vendor's duties and obligations hereunder, it will not discriminate in the treatment or
employment of any individual or group of individuals on any basis prohibited by law. IF ANY CLAIM
ARISES FROM AN ALLEGED VIOLATION OF THIS NON-DISCRIMINATION COVENANT
BY VENDOR, ITS PERSONAL REPRESENTATIVES, ASSIGNS, CONTRACTORS,
SUBCONTRACTORS, OR SUCCESSORS IN INTEREST, VENDOR AGREES TO ASSUME
SUCH LIABILITY AND TO INDEMNIFY AND DEFEND CITY AND HOLD CITY HARMLESS
FROM SUCH CLAIM.
13. Notices. Notices required pursuant to the provisions of this Agreement will be
conclusively determined to have been delivered when (1) hand -delivered to the other party, its agents,
employees, servants or representatives, (2) delivered by electronic means with confirmation of the
transmission, or (3) received by the other party by United States Mail, registered, return receipt requested,
addressed as follows:
To CITY:
City of Fort Worth
Attn: Marwan Hafez
100 Fort Worth Trail
Fort Worth, TX 76102
Phone: 817-392-7968
Email Address:
Marwan.Hafez(a,fortworthtexas. 2ov
With copy to Fort Worth City Attorney's Office
at same address
To VENDOR:
CYVL Inc.
Attn: Jacob Moustafa
76 School Street
Somerville, MA 02143
Phone: 617-415-8016
Email Address: iacobacvvl.ai
14. Solicitation of Emnlovees. Neither City nor Vendor will, during the term of this
Agreement and additionally for a period of one year after its termination, solicit for employment or employ,
whether as employee or independent contractor, any person who is or has been employed by the other
during the term of this Agreement, without the prior written consent of the person's employer.
Notwithstanding the foregoing, this provision will not apply to an employee of either party who responds
to a general solicitation of advertisement of employment by either party.
15. Governmental Powers. It is understood and agreed that by execution of this Agreement,
City does not waive or surrender any of its governmental powers or immunities.
16. No Waiver. The failure of City or Vendor to insist upon the performance of any term or
provision of this Agreement or to exercise any right granted herein does not constitute a waiver of City's or
Vendor's respective right to insist upon appropriate performance or to assert any such right on any future
occasion.
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17. Governing Law / Venue. This Agreement will be construed in accordance with the laws
of the State of Texas. If any action, whether real or asserted, at law or in equity, is brought pursuant to this
Agreement, venue for such action will lie in state courts located in Tarrant County, Texas or the United
States District Court for the Northern District of Texas, Fort Worth Division.
18. Severability. If any provision of this Agreement is held to be invalid, illegal or
unenforceable, the validity, legality and enforceability of the remaining provisions will not in any way be
affected or impaired.
19. Force Maieure. City and Vendor will exercise their best efforts to meet their respective
duties and obligations as set forth in this Agreement, but will not be held liable for any delay or omission
in performance due to force majeure or other causes beyond their reasonable control, including, but not
limited to, compliance with any government law, ordinance, or regulation; acts of God; acts of the public
enemy; fires; strikes; lockouts; natural disasters; wars; riots; epidemics or pandemics; government action
or inaction; orders of government; material or labor restrictions by any governmental authority;
transportation problems; restraints or prohibitions by any court, board, department, commission, or agency
of the United States or of any States; civil disturbances; other national or regional emergencies; or any other
similar cause not enumerated herein but which is beyond the reasonable control of the Party whose
performance is affected (collectively, "Force Majeure Event"). The performance of any such obligation is
suspended during the period of, and only to the extent of, such prevention or hindrance, provided the
affected Party provides notice of the Force Majeure Event, and an explanation as to how it prevents or
hinders the Party's performance, as soon as reasonably possible after the occurrence of the Force Majeure
Event, with the reasonableness of such notice to be determined by the City in its sole discretion. The notice
required by this section must be addressed and delivered in accordance with Section 13 of this Agreement.
20. Headings not Controlling. Headings and titles used in this Agreement are for reference
purposes only, will not be deemed a part of this Agreement, and are not intended to define or limit the scope
of any provision of this Agreement.
21. Review of Counsel. The parties acknowledge that each party and its counsel have
reviewed and revised this Agreement and that the normal rules of construction to the effect that any
ambiguities are to be resolved against the drafting party will not be employed in the interpretation of this
Agreement or Exhibits A, B, and C.
22. Amendments / Modifications / Extensions. No amendment, modification, or extension
of this Agreement will be binding upon a party hereto unless set forth in a written instrument, which is
executed by an authorized representative of each party.
23. Counterparts. This Agreement may be executed in one or more counterparts and each
counterpart will, for all purposes, be deemed an original, but all such counterparts will together constitute
one and the same instrument.
24. Warranty of Services. Vendor warrants that its services will be of a high quality and
conform to generally prevailing industry standards. City must give written notice of any breach of this
warranty within thirty (30) days from the date that the services are completed. In such event, at Vendor's
option, Vendor will either (a) use commercially reasonable efforts to re -perform the services in a manner
that conforms with the warranty, or (b) refund the fees paid by City to Vendor for the nonconforming
services.
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25. Immigration Nationalitv Act. Vendor must verify the identity and employment eligibility
of its employees who perform work under this Agreement, including completing the Employment
Eligibility Verification Form (I-9). Upon request by City, Vendor will provide City with copies of all I-9
forms and supporting eligibility documentation for each employee who performs work under this
Agreement. Vendor must adhere to all Federal and State laws as well as establish appropriate procedures
and controls so that no services will be performed by any Vendor employee who is not legally eligible to
perform such services. VENDOR WILL INDEMNIFY CITY AND HOLD CITY HARMLESS FROM
ANY PENALTIES, LIABILITIES, OR LOSSES DUE TO VIOLATIONS OF THIS PARAGRAPH
BY VENDOR, VENDOR'S EMPLOYEES, CONTRACTORS, SUBCONTRACTORS, OR
AGENTS. City, upon written notice to Vendor, will have the right to immediately terminate this Agreement
for violations of this provision by Vendor.
26. Ownership of Work Product. City will be the sole and exclusive owner of all reports,
work papers, procedures, guides, and documentation that are created, published, displayed, or produced in
conjunction with the services provided under this Agreement (collectively, "Work Product"). Further, City
will be the sole and exclusive owner of all copyright, patent, trademark, trade secret and other proprietary
rights in and to the Work Product. Ownership of the Work Product will inure to the benefit of City from
the date of conception, creation or fixation of the Work Product in a tangible medium of expression
(whichever occurs first). Each copyrightable aspect of the Work Product will be considered a "work -made -
for -hire" within the meaning of the Copyright Act of 1976, as amended. If and to the extent such Work
Product, or any part thereof, is not considered a "work -made -for -hire" within the meaning of the Copyright
Act of 1976, as amended, Vendor hereby expressly assigns to City all exclusive right, title and interest in
and to the Work Product, and all copies thereof, and in and to the copyright, patent, trademark, trade secret,
and all other proprietary rights therein, that City may have or obtain, without further consideration, free
from any claim, lien for balance due, or rights of retention thereto on the part of City.
27. Signature Authoritv. The person signing this Agreement hereby warrants that they have
the legal authority to execute this Agreement on behalf of the respective party, and that such binding
authority has been granted by proper order, resolution, ordinance or other authorization of the entity. This
Agreement and any amendment hereto, may be executed by any authorized representative of Vendor. Each
party is fully entitled to rely on these warranties and representations in entering into this Agreement or any
amendment hereto.
28. Change in Companv Name or Ownership. Vendor must notify City's Purchasing
Manager, in writing, of a company name, ownership, or address change for the purpose of maintaining
updated City records. The president of Vendor or authorized official must sign the letter. A letter indicating
changes in a company name or ownership must be accompanied with supporting legal documentation such
as an updated W-9, documents filed with the state indicating such change, copy of the board of director's
resolution approving the action, or an executed merger or acquisition agreement. Failure to provide the
specified documentation so may adversely impact future invoice payments.
29. No Bovcott of Israel. If Vendor has fewer than 10 employees or this Agreement is for
less than $100,000, this section does not apply. Vendor acknowledges that in accordance with Chapter
2271 of the Texas Government Code, the City is prohibited from entering into a contract with a company
for goods or services unless the contract contains a written verification from the company that it: (1) does
not boycott Israel; and (2) will not boycott Israel during the term of the contract. The terms "boycott Israel"
and "company" has the meanings ascribed to those terms in Section 2271 of the Texas Government Code.
By signing this Agreement, Vendor certifies that Vendor's signature provides written verification to
the City that Vendor: (1) does not boycott Israel; and (2) will not boycott Israel during the term of
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the Agreement.
30. Prohibition on Bovcottina Enerav Companies. Vendor acknowledges that in accordance
with Chapter 2276 of the Texas Government Code, the City is prohibited from entering into a contract for
goods or services that has a value of $100,000 or more, which will 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 Consultant's signature provides written verification to the City that
Vendor: (1) does not boycott energy companies; and (2) will not boycott energy companies during
the term of this Agreement.
31. Prohibition on Discrimination Against Firearm and Ammunition Industries. Vendor
acknowledges that except as otherwise provided by Chapter 2274 of the Texas Government Code, the City
is prohibited from entering into a contract for goods or services that has a value of $100,000 or more which
will 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. The terms "discriminate," "firearm entity" and "firearm trade association" have the
meaning ascribed to those terms by Chapter 2274 of the Texas Government Code. To the extent that
Chapter 2274 of the Government Code is applicable to this Agreement, by signing this Agreement,
Vendor certifies that Vendor's signature provides written verification to the City that Vendor: (1)
does not have a practice, policy, guidance, or directive that discriminates against a firearm entity or
firearm trade association; and (2) will not discriminate against a firearm entity or firearm trade
association during the term of this Agreement.
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)
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ACCEPTED AND AGREED:
CITY OF FORT WORTH:
By:
Name: Jesica McEachern
Title: Assistant City Manager
Date: 07/02/25
APPROVAL RECOMMENDED:
By: /111°
Name: Lauren Prieur
Title: Director, Transportation & Public Works
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ATTEST: p ooFART o��d
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By: " nEzasaa�
Name: Jannette Goodall
Title: City Secretary
VENDOR:
CYVL Inc.
By: o-,e[P ffMay16,202-17Eor)
Name: Daniel Pelaez
Title: CEO, CYVL Inc.
Date: May 16 120 25
City of Fort Worth Vendor Services Agreement
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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: Ma�a��`,`'Y22,z 5l116CDT)
Name: Marwan Hafez
Title: Senior Professional Engineer
APPROVED AS TO FORM AND LEGALITY:
QC951r—
By: Douglas Black (Jul 2, 202510:47 CDT)
Name: Douglas W Black
Title: Assistant City Attorney
CONTRACT AUTHORIZATION:
M&C No.: N/A
M&C Date: N/A
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OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
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FORT WORTH:,
EXHIBIT A
SCOPE OF SERVICES
/&CYV L
Cyvl Transportation
Infrastructure Mapping for
City of Fort Worth, Texas
March 6. 2025
Prepared for:
City of Fort Worth
Attn: Mary Hanna
Sr. Capital Projects Officer
100 Fort Worth Trail
Fort Worth, TX 76102
City of Fort Worth Vendor Services Agreement
Updated 12.08.23
Prepared by:
Cyvl, Inc.
Jacob Moustafa
Account Executive
76 School Street
Somerville. MA 02143
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JJJ0YVL
Executive Summary
Cyvl (www.cvvL.corn) is a Boston based technology company that modernizes
infrastructure management by integrating advanced geospatial solutions, artificial
intelligence (Al), and cloud -based technologies. We empower over 300 engineering
firms and government agencies to efficiently manage physical assets, enhancing
efficiency, accuracy, and sustainabitity for their roadway.
The City of Fort Werth manages a vast and rapidly expanding roadway network of
over 3.500 centerline miles, making timely and accurate infrastructure data
collection essential. As new annexations increase the city's footprint, traditional
pavement and asset condition assessments struggle to keep pace. Cyvl's AI -powered
technology offers a faster, more cost-effective, and highly accurate solution to
enhance Fort Worth's infrastructure management.
How Cyvl Works for Fort Worth:
• Efficient Data Collection: Automate asset and pavement assessments to
support infrastructure planning as the city expands.
• AI -Driven Processing: Data is uploaded to cur secure cloud platform, where
automated analysis extracts insights aligned with ASTM D6433 standards,
ensuring consistency with Fort Worth's current methodology.
• Cost and Time Savings: Reduce dependence on manual and costly, survey
methods while receiving faster turnaround times on condition data.
• Seamless Integration: Cyvl's data seamlessly integrates into Esri's ArcI,
Cartegraph. and other city systems, supporting Fort Worth's existing asset
management workflows.
For an investment of $10.000. Fort Worth will receive:
• Two pilot scans of approximately 10 mites each for the price of one,
includi ng bath a near -term pilot (to be completed by April 30th) and a
comparative side -by -side scan with the city's chosen LCMS vendor (to be
completed within this catendar year)
• Complete dataset covering pavement/concrete conditions & ROW assets
(signs. streetlights, pavement markings, sidewalks, curbs, and more).
• Training & support for city staff to use Cyvl's platform for visualization and
analysis.
Dedicated account manager to assist with imptementation and answer any
questions.
2
City of Fort Worth Vendor Services Agreement Al -Powered Asset Survey Pilot
Updated 09.13.23 City Project No. 106172
Page 12 of 19
City Secretary Contract No. 63597
/]]j'CYVL
Overview
The City of Fort Worth is seeking a technology partner to provide a scalable and cost
effective method of iroadway data collection. Cyvl will provide:
Efficient and Comprehensive Infrastructure Digitization
Ability to Extract Conditions, Locations, and Insights
. Integration into Existing Workflows and Softwares
Cyvl will conduct two separate scans of designated roadway segments in Fort Worth.
These scans will utilize cur advanced mobile sensor technology, combining
high -resolution 3600 imagery, UDAR, and AI -powered analytics to generate a detailed
assessment of road conditions and right-of-way assets.
City of Fort Worth's Needs
Based on our meetings, here is what we understand to be your needs:
Need Desired Outcome
Scalable data collection
• Continuous, up to date pavement and concrete
method
condition data with a faster turnaround than
LCMS surveys
• The ability to giulckly and cast -effectively
assess newly annexed roadways
Reliable. Standardized Data
a Accurate PCI scores that maintain consistency
for Decision Making
with historical data
The ability to cross -validate new data with
existing assessments, ensuring changes in
technology do not create data discrepancies
Cost -Effective & More
• Lower overall assessment costs by reducing
Frequent Roadway
reliance on high -cost LCM'S survey vans
Assessments
• Have the capability to scan the entirety of the
city"s road network in under a year
Seamless Integrations • Easy integrations into Esri based softwares,
Cartegraph, and more with custom data
schemas
Eliminating data silos to ensure consistency
across departments
3
City of Fort Worth Vendor Services Agreement AI -Powered Asset Survey Pilot
Updated 09.13.23 City Project No. 106172
Page 13 of 19
City Secretary Contract No. 63597
A` CYV L
Cyvl's Solution
Cyvl's end -to -end solution makes it easy for any user to digitize transportation
infrastructure quickly, safely, and cost effectively.
How It Works
1. You map infrastructure with the Cyvl Sensor
a. LOAR, High -resolution 360 Imagery, GPS + RTK Corrections
b. Plug -and -play with any vehicle
c. No technical experience required to operate
1
Data capture & digitization
2
Data processing & analysis
3
Roadway insights & reports
2. Cyvl extracts infrastructure data with our proprietary Al
a. Imagery is used to classify assets and their attributes
b. LOAR is used to locate assets (latitude, longitude) and perform
measurements (length, width, height. etc.)
c. + / - 2 cm local accuracies for laser scans
F1
City of Fort Worth Vendor Services Agreement AI -Powered Asset Survey Pilot
Updated 09.13.23 City Project No. 106172
Page 14 of 19
City Secretary Contract No. 63597
A
`'CYV L
3. Detiverables are available for download via the Cyvl web platform
a. GIS shapefiles, 3D laser scans, and more can be downloaded and
integrated into existing softwares like Esri and Autodesk.
b. Georeferenced "Street View" Imagery is hosted by Cyvl to allow for
virtual field visits for QA/QC as the project continuos
Pilot Program Pricing
For the S10,000 pilot investment, Gyvl will provide The City of Fort Worth with the
folloo.eineg deliverables, and host said data on our platform for a period of 8 months:
• Pavement Condition Index (PCO Scares - Industry -standard PCI calculations
with AI-drivcri defect detection for Davement and concrete
• High -Resolution 360" Imagery & LiDAR Point Clouds - Visual and
geospatial data for accurate asset analysis.
• Signs & Pavement Markings Inventory - Comprehensive identification and
classification.
• Street Lights & Traffic Signals - Mapped with location and condition
assessments.
• Utility Poles & Storm, Drains - Geospatially tagged' and categorized.
• Sidewalks, Curbs. & Trees - Right-of-way asset mapping for planning and
compliance.
All processed data will be delivered to our web platform, in a format compatible with
Fort Worth's GIS and asset management systems.
5
City of Fort Worth Vendor Services Agreement AI -Powered Asset Survey Pilot
Updated 09.13.23 City Project No. 106172
Page 15 of 19
City Secretary Contract No. 63597
A
jCYV L
On the Cyvl Platform, the City will be able to download the project deliverables in the
agreed -upon data format. The pink -colored links in the image below indicate the
dowrlloadable project deliverables.
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e are excited to begin working with your team as soon as you are ready. Per our
discussions, we believe the following represents the key next steps to moving
forward. At any point in the process, please let us know if any of the dates are
incorrect or seem unreasonable.:
Action Item/Milestone
Appi oval of Proposal by City of Fort Worth
Contract approved and executed
Project kick-off meeting
First data capture of Industry streets with Cyvl
sensor
Delivery of processed data to platform
Data Q&A I Walkthrough Meeting
Second Collection Data Collection
Delivery of 2nd processed collection to platform
2nd Collection Data Q&Al Walkthrough
City of Fort Worth Vendor Services Agreement
Updated 09.13.23
Target Coate
Week of April 28, 2025
Week of May 5r 2025
Week of May 5.2025
Week of May 19, 2025
Week of June 2, 2025
Week of June 2, 2025
TBD
TBD
TBD
6
AI -Powered Asset Survey Pilot
City Project No. 106172
Page 16 of 19
City Secretary Contract No. 63597
FORT WORTH,
EXHIBIT B
COMPENSATION
I. Compensation
A. Vendor shall perform the work enumerated in Exhibit A and be compensated as shown in Section
II — Summary of Total Project Fees.
B. Vendor will issue one invoice to City in the amount payable in one installment payment, payment
terms to be net thirty (30). The invoice date will be on the project kick-off meeting date.
II. Summary of Total Project Fees
Firm Primary Responsibility Fee Amount %
Prime Contractor
CYVL Inc. The described service in Exhibit A. $10,000.00 100
Proposed MWBE Sub -Contractors
N/A
Non-MWBE Sub -Contractors
N/A
TOTAL $ 10,000.00 100%
Project Number & Name Total Fee MWBE Fee MWBE %
CPN 106172 — AI -Powered Asset Survey $_10,000.00 $_N/A —N/A —%
Pilot
City MWBE Goal = _0.0_% Contractor Committed Goal = _0.0_
City of Fort Worth Vendor Services Agreement AI -Powered Asset Survey Pilot
Updated 12.08.23 City Project No. 106172
Page 17 of 19
City Secretary Contract No. 63597
FORT WORTH.
City of Fort Worth Vendor Services Agreement
Updated 12.08.23
EXHIBIT C
I OWN I [MIu El 9
AI -Powered Asset Survey Pilot
City Project No. 106172
Page 18 of 19
City Secretary Contract No. 63597
EXHIBIT D
INSURANCE REOUIREMENTS
THIS PAGE LEFT INTENTIONALLY BLANK
City of Fort Worth Vendor Services Agreement
Updated 09.13.23
AI -Powered Asset Survey Pilot
City Project No. 106172
Page 19 of 19
FORT WORTH.
Routing and Transmittal Slip
Transportation & Public Works
Department
DOCUMENT TITLE: AI -Powered Asset Survey Pilot
M&C: N/A CPN: 106172 CSO: DOC#: I
Date:
To: Name
Department
Initials
Date Out
1. Sophia Flores
TPW - initial
714L
05/16/25
2. CYVL, Inc. Daniel Pelaez
Vendor - Signature
9
05/16/25
3. Marwan Hafez
TPW - Signature
�+—
Mawan HafeE
05/22/25
4. Mary Hanna
TPW -initialer
05/22/25
5. TPW AD, Patricia Wadsack
TPW - initial
p[,'�/
05/23/25
6. Lauren Prieur
TPW - signature
k041
05/23/25
7. Doug Black
Legal - signature
0
Douglas Black
07/02/25
8. Jesica McEachern
CMO - signature
CA
07/02/25
9. Jannette Goodall
CSO -signature
a end
07/03/25
10. Donnette Murphy
Risk
pM 00
05/22/25
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, Jay will review and take the next steps.
NEEDS TO BE NOTARIZED: ❑YES ®No
RUSH: ❑YES ®No SAME DAY: ❑YES ❑No NEXT DAY: ❑YES ❑No
ROUTING TO CSO: ®YES ❑No
Action Required:
❑ As Requested
❑ For Your Information
® Signature/Routing and or Recording
❑ Comment
❑ FileM
❑ Attach Signature, Initial and Notary Tabs
Return To: TPWContracts aFortWorthTexas. wv at ext. 7233 or 8363, for pick up when
completed. Thank you!
Updated 06.21.2023 mdhm