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HomeMy WebLinkAbout064375 - General - Contract - Smith Pump Company, Inc.City Secretary Contact No. 64375 FORT WORTH.) lr`00`1� 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 SMITH PUMP COMPANY, INC. ("Vendor" or `Contractor"), each individually referred to as a "party" and collectively referred to as the "parties." 1. Scope of Services. Vertical and centrifugal pumps, parts and repairs ("Services"), as set forth in more detail in Exhibit "A," attached hereto and incorporated herein for all purposes. 2. Term. The initial tam of this Agreement is for 1 year, beginning on the date that this Agreement is executed by the City's Assistant City Manager ("Effective Date', unless terminated earlier in accordance with this Agreement ("Initial Term"). City will have the option, in its sole discretion, to renew this Agreement automatically under the same terms and conditions, for up to four (4) one-year renewal option(s) (each a "Renewal Term"). 3. Compensation. City will pay Vendor in accordance with theprovisions of this Agreement, including Exhibit "B," which is attached hereto and incorporated herein for all purposes. Total compensation under this Agreement will not exceed Two Million Dollars ($2,000,000.00) in the initial year. The Vendor acknowledges that this is a non-exclusive agreement and there is no guarantee of any specific amount of purchase. Further, Vendor recognizes that the amount stated above is the total amount of funds available, collectively, for any Vendor that entea into an agreement with the City under the relevant M&C or cooperative agreement and that once the full amount has been exhausted, whether individually or collectively, funds have therefore been exhausted under this Agreement as well. Vendor will not perform any additional services or bill for expenses incurred for City not specified by this Agreement unless City requests and approves in writing the additional costs for such services. City will not be liable for any additional expenses of Vendor not specified by this Agreement unless City first approves such expenses in writing. Termination. 4.1. Written Notice. City or Vendor may terminate this Agreement at any time and for any reason by providing the other party with 30 days' written notice of termination. 42 Non-woromiation 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 OFFICIAL RECORD Vendor Services Agreement CITYSECRETARY Page 1 of 12 FT. WORTH, Tx City Secretary Contract No. the effective date of termination and Vendor will continue to provide City with services requested by City and in accordance with this Agreement up to the effective date of termination. Upon termination of this Agreement for any reason, Vendor will provide City with copies of all completed or partially completed documents prepared under this Agreement. In the event Vendor has received access to City Information or data as a requirement to perform services hereunder, Vendor will return all City provided data to City in a machine-readable format or other format deemed acceptable to City. 5. Disclosure of Conflicts and Confidential Information. 5.1 Disclosure 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 party without the prior written approval of City. 5.3 Public Information Act. City is a government entity under the laws of the State of Texas and all documents held or maintained 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. Independent Contractor. It is expressly understood and agreed that Vendor will operate as an independent contractor as to all rights and privileges and work performed under this Agreement, and not as 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, Vendor Services Agreement Page 2 of 12 City Secretary Contract No. 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. 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 AGAINSTANYAND ALL CLAIMS OR LAWSUITS OFANYKIND OR CHARACTER, WHETHER REAL OR ASSERTED, FOR EITHER PROPERTYDAMAGE OR LOSS (INCL UDINGALLEGED 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 Vendor Services Agreement Page 3 of 12 City Secretary Contract No. 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 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: Vendor Services Agreement Page 4 of 12 City Secretary Contract No. 10.2 Statutory limits according to the Texas Workers' Compensation Act or any other state workers' compensation laws where the Services are being performed Employers' liability $100,000 - Bodily Injury by accident; each accident/occurrence $100,000 - Bodily Injury by disease; each employee $500,000 - Bodily Injury by disease; policy limit (d) Professional Liability (Errors & Omissions): $1,000,000 - Each Claim Limit $1,000,000 - 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. General Requirements (a) The commercial general liability and automobile liability policies must name City as an additional insured thereon, as its interests may appear. The 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. Vendor Services Agreement Page 5 of 12 City Secretary Contract No. 11. Compliance with Lawn Ordinances, Rules and Regulations. Vendor agrees that in the performance of its obligations hereunder, it will comply with all applicable federal, state and local laws, ordinances, rules and regulations and that any work it produces in connection with this Agreement will also comply with all applicable federal, state and local laws, ordinances, rules and regulations. If City notifies Vendor of any violation of such laws, ordinances, rules or regulations, Vendor must immediately desist from and correct the violation. 12. Non -Discrimination Covenant. Vendor, for itself, its personal representatives, assigns, contractors, subcontractors, and successors in interest, as part of the consideration herein, agrees that in the performance of Vendor's duties and obligations hereunder, it will not discriminate in the treatment or employment of any individual or group of individuals on any basis prohibited by law. IF ANY CLAIM ARISES FROM AN ALLEGED VIOLATION OF THIS NON-DISCRIMINATION COVENANT BY VENDOR, ITS PERSONAL REPRESENTATIVES, ASSIGNS, CONTRACTORS, SUBCONTRACTORS, OR SUCCESSORS IN INTEREST, VENDOR AGREES TO ASSUME SUCH LIABILITY AND TO INDEMNIFY AND DEFEND CITY AND HOLD CITY HARMLESS FROM SUCH CLAIM. 13. Notices. Notices required pursuant to the provisions of this Agreement will be conclusively 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 party by United States Mail, registered, return receipt requested, addressed as follows: To CITY: City of Fort Worth Attn: Assistant City Manager 100 Fort Worth Trail Fort Worth, TX 76102 Facsimile: (817) 392-8654 With copy to Fort Worth City Attorney's Office at same address To VENDOR: Smith Pump Company, Inc. Eduardo Garcia, Texas NW Sales Engineer 4624 Martin Luther King Jr. Fwy Fort Worth, TX 76119 Facsimile: 14. Solicitation of Employees. 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. Vendor Services Agreement Page 6 of 12 City Secretary Contract No. 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. Severabilitt. If any provision of this Agreement is held to be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions will not in any way be affected or impaired. 19. Force Majeure. City and Vendor will exercise their best efforts to meet their respective duties and obligations as set forth in this Agreement, but will not be held liable for any delay or omission in performance due to force majeure or other causes beyond their reasonable control, including, but not limited to, compliance with any government law, ordinance, or regulation; acts of God; acts of the public enemy; fires; strikes; lockouts; natural disasters; wars; riots; epidemics or pandemics; government action or inaction; orders of government; material or labor restrictions by any governmental authority; transportation problems; restraints or prohibitions by any court, board, department, commission, or agency of the United States or of any States; civil disturbances; other national or regional emergencies; or any other similar cause not enumerated herein but which is beyond the reasonable control of the Party whose performance is affected (collectively, "Force Majeure Event"). The performance of any such obligation is suspended during the period of, and only to the extent of, such prevention or hindrance, provided the 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. 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. 25. Immigration Nationality Act. Vendor must verify the identity and employment eligibility Vendor Services Agreement Page 7 of 12 City Secretary Contract No. 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 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 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 the Agreement. Vendor Services Agreement Page 8 of 12 City Secretary Contract No. 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. 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 9 of 12 City Secretary Contract No. ACCEPTED AND AGREED: 1 Na ne:�lesi7a'McE*Mem Title: Assistant City Manager Date: 11/22/2025 APPROVAL RECOMMENDED: By: !sear NancW q� n ors,mwmS 3 .: can Title: Water Director ATTEST: By: mQy,�t.w>� d e ..iia'O Nae: Goodall e,xn Title: City Secretary g. ---f- Snd& PuM Confany, Inc. By: Name: Sa.SeS SC�r Title: 1na.0rj^ AA&I n c CONTRACT COMPLIANCE MANAGER: By signing I acknowledge that I sun the person responsible for the monitoring and administration of this contract, including ensuring all performance and reporting requirements. a !. By: hgitY+ MIamSmssrzm:sscsrl Name: Shatabya Bergland Title: Sr. Contract Compliance Specialist APPROVED AS TO FORM AND LEGALITY: By: w- Name:1D00W9flI00i' (Nov 11, 202517:02.28 CST) Title: Sr. Assistant City Attorney CONTRACT AUTHORIZATION: M&C: 25-0923 Form 1295: 2025-1337474 OFFICIAL RECORD Vendor Services Agreement CITY SECRETARY Page 10 of 12 FT. WORTH, T% City Secretary Contract No. EXHIBIT A SCOPE OF SERVICES See next page. Vendor Services Agreement Page 11 of 12 SCOPE OF SERVICES Vendor will provide vertical turbine and centrifugal pumps, parts and repair services which are located at various Water and Wastewater facilities throughout the City for the Water Department per descriptions and specifications listed in this below. 1.0 VENDOR RESPONSIBILITIES 1.1 Vendor shall provide vertical turbine and centrifugal pumps, repair services, replacement parts and components. 1.2 Vendor shall provide proof that company is authorized to sell and repair these types of pumps. 1.3 Vendor's Point of Contact shall respond to calls, voicemails and emails within one (1) hour for emergency requests and twenty-four (24) hours for non -emergency during normal business hours (Monday -Friday, 7am-4pm). 1.4 Vendor shall designate at least one (1) person as Point of Contact with office phone or cell phone number and email for accessibility. 1.5 Vendor shall provide a quote for repairs before proceeding with any repair work. 1.5.1 If repair costs exceed the cost of a new pump, the City should be notified and sent quote for a new pump. 1.5.2 All repairs must meet or exceed the manufacturer's original specifications and comply with appropriate hydraulic institute standards. 1.6 A scope of work shall be submitted within 10 business days of receiving the pump at the Vendor's repair facility. 1.6.1 The scope of work should include the work to be performed with pictures detailing the current condition of the pump with pictures; the expected repair time; and the estimated cost to make the repairs. The work shall only proceed upon written approval from the City. 2.0 Rates 2.1 Due to the wide range of work to be performed with this agreement, compensation to the Vendor shall be broken into regular hourly, overtime and weekend/holiday rates with regular time being defined as Monday through Friday, 7:00 AM to 4:00 PM and overtime being defined as any time outside of those times, including weekends and holidays. 2.2 The unit prices for hourly rates shall be full compensation for all salaries, benefits, transportation costs, overhead, and profits. No additional compensation will be provided for tools, testing equipment, or software necessary to perform the work. 2.3 Labor hours shall be invoiced to the nearest 1 hour. 3.0 Vertical Pumps General Requirements 3.1 All work, equipment, and materials shall be in accordance with the following applicable codes and standards except as provided below. 3.1.1 National Electrical Manufacturer's Association (NEMA) 3.1.2 American Society for Testing and Materials (ASTM) 3.1.3 Underwriters Laboratories (UL) 3.1.4 Hydraulics Institute (HI) 3.1.5 American Water Works Association (AWWA) E103-15 4.0 Shop Description & Requirements 4.1 Vendor shall have a vibration analysis technician and at least three (3) qualified service technicians on staff. 4.2 Vendor shall be capable of machining up to and including a 78-inch diameter and 10-foot-long part. 4.3 Vendor shall have lathes, boring mills, and other equipment that is able to accommodate large pumps, including pumps up to 80,000 Gallons Per Minute(GPM). 4.4 Vendor shall be capable of providing dynamically balanced parts and impellers, and shall be capable of restoring wear ring back to factory specified clearances . 4.5 Vendor shall be able to reproduce or replace impellers on split case centrifugal pumps and end suction centrifugal pumps. 4.6 Vendor shall be capable of engineering, manufacturing, or supplying original equipment manufacturer parts for various models of vertical turbine and centrifugal pumps. 4.7 Vendor shall be capable of lifting and hauling pumps of various sizes. 4.8 All pumps shall be checked for proper alignment after repairs are made. If the pump is re -installed and not properly aligned, the vendor shall make adjustments to bring the pump back into alignment at the Vendor's cost. 4.9 Shafts shall be straightened to .0005-in/foot. 4.10 Vendor shall get coating specifications from the City before applying a coating. 4.11 All inspections, tests and troubleshooting shall follow manufacturer's recommendations and Hydraulic Institute Standards. 5.0 Field Capabilities and Requirements 5.1 Upon request, Vendor shall provide a field service representative for pump installation and start-up or troubleshooting. 5.2 Upon request, Vendor shall provide a field service laser alignment with soft foot correction and report as requested 5.3 Upon request, Vendor shall provide a field vibration test and report as requested. 5.4 Vendor shall be capable of performing sole plate repair/inspection, anchoring, and grouting as requested. 5.5 Vendor shall provide their staff with all personal protective equipment associated with the job requirements. 5.6 Vendor shall coordinate with City staff to de -energize equipment prior to initiating field work activities. 5.6.1 The City will supply the successful bidder with point of contact names and numbers for all facilities. 6.0 Deliveries 6.1 Deliveries will be made to the various facilities throughout the term of the contract. Included but not limited to the below: 6.1.1 Facility Address Village Creek Treatment Plant 4500 Wilma Lane, Arlington, TX 76012 Rolling Hills Water Treatment 2500 SE Loop 820, Fort Worth, Plant TX 76140 Eagle Mountain Treatment Plant 6801 Bowman Roberts Road, Fort Worth, TX 76179 North/South Holly Treatment 1500 1 lt' Ave, Fort Worth, TX Plant 76102 Westside Treatment Plant 12200 Old Weatherford Rd, Aledo, TX 76008 6.2 Equipment requiring shop work shall be delivered and picked up by the Vendor unless otherwise requested by the City. Pickup and delivery of equipment shall be billed as labor hours. The time should start when the vendor leaves their facility and proceed until the vendor makes it back to their facility. 6.3 All deliveries to be scheduled at least 48 hours prior to arrival to ensure adequate lifting devices are available on the plant site. 6.3.1 The delivery schedule for all facilities shall be between the hours of 6:30am and 3:00pm only, Monday through Friday, unless otherwise arranged by a plant superintendent. 7.0 Price Adjustments 7.1 At the time the City exercises the renewal options, the Vendor may request a rate adjustment in an amount not to exceed the current Producer Price Index (PPI) rate of the original contract rate price or subsequent renewal rate price. City Secretary Contract No. EXHIBIT B PAYMENT SCHEDULE See next page. Vendor Services Agreement Page 12 of 12 Primary Responses Project Ref r 254127; Vertical and Centrifugal Pumps pads anif Repir Yr®u. Al vlu®P.,dw Bid n-1 LaPor, RglW Nauo YF, YMpn Xur t 1&dA Aw Pill, slim Yvr®u.Nl vlu®pmiaef Bid n3 ImnoOMaNa�n eq XdMryn Xwr —slim RrW {MSOO Paris limil1R am Spipmes a Washout XnfinddN mi ust P&G Em Pnb, YdaWReN Epipmeo®WnWtluw {Osamu, Bitl m� py (Ces9d1wWP {llYcwt No Bid na PunpSWgJoMtm Punp� 1WG� 3SYpe 6T seesser No Bid d PsrrpMBGYAXPurnpl5"0Y6VIB ad sn J pWXInp,WXP,dW V,]PIGmSONZ RmR nld W 1qa nJa.lr4 G ru W w. Yalal pwWp No Bid M 6T Less Yob,N Mat mWr PumRlMu Vsum,S s03,GssmaM IY PYYs No Bid ena 1SXP,316dddmsMsMn Mmo as Em W �du0 ]OdM Power oor6 ql Nero ed wM .wnYdml..pMes MO.at. 10/2/25, 9:39 AM M&C Review Official site of the City of Fort Worth, Texas CITY COUNCIL AGENDA FiRTTII Create New From This M&C REFERENCE **M&C 25- 13PRFP25-0127 VERTICAL DATE: 9/30/2025 NO.: 0923 LOG NAME: AND CENTRIFUGAL PUMP PARTS AND REPAIR AO CODE: P TYPE: CONSENT PUBLIC NO HEARING: SUBJECT: (ALL) Authorize Execution of Non -Exclusive Agreements with Anytime Pump Service Company d/b/a CIE, Odessa Pumps and Equipment, Inc., and Smith Pump Company, Inc., for Vertical and Centrifugal Pump Parts and Repair in an Annual Amount Up to $2,000,000.00 for the First Year and Authorize Four One -Year Renewal Options for the Same Amount for the Water Department RECOMMENDATION: It is recommended that the City Council authorize execution of non-exclusive agreements with Pump Service Company d/b/a CIE, Odessa Pumps and Equipment, Inc, and Smith Pump Company, Inc., for vertical and centrifugal pump parts and repair in an annual amount up to $2,000,000.00 for the initial term and authorize four one-year renewal options for the same amount for the Water Department. DISCUSSION: The Water Department approached the Purchasing Division to secure an agreement for vertical and centrifugal pump parts and repair services located at various Water and Wastewater facilities. Purchasing Staff issued Request for Proposal (RFP) Number 25-0127. The RFP consisted of detailed specifications describing the responsibilities and requirements to provide these services. The RFP was advertised in the Fort Worth Star -Telegram on April 30, 2025, May 14, 2025, and May 21, 2025. The City received four (4) responses. Edison Machine was deemed non -responsive. An evaluation panel consisting of representatives from the Water Department reviewed and scored the submittal using Best Value criteria. The individual scores were averaged for each of the criteria, and the final scores are listed in the table below. Proposers Evaluation Factors Fa. lb. `c. Id. ITotal Odessa Pumps 0.33 14 14 14.67 42.99 Anytime Pump Service Company 0.05 16 16[16 148.05 Smith Pump Company '40 ' 16.67116116 88.67 The RFP document specified the use of the following Best Value Criteria: a. Cost b. Qualifications and Experience c. Approach to perform services d. Ability to meet the City's needs After evaluation, the panel concluded that Anytime Pump Service Company d.b.a CIE, Odessa Pumps, and Smith Pump Company presented the best value for the City. Therefore, the panel recommends that City Council authorize the execution of non-exclusive agreements with Anytime Pump Service Company d.b.a CIE, Odessa Pumps, and Smith Pump Company. No guarantee was made that a specific amount of services would be purchased. apps.cfwnet.org/council_packet/me review.asp?ID=33783&councildate=9/30/2025 1/3 10/2/25, 9:39 AM M&C Review FUNDING: The maximum annual amount allowed under this agreement will be $2,000,000.00; however, the actual amount used will be based on the needs of the department and available budget. AGREEMENT TERMS: Upon City Council approval, this agreement shall begin upon execution and expire one (1) year from that date. RENEWAL TERMS: This Agreement may be renewed at the City's option for four additional, one-year terms. This action does not require City Council approval provided that the City Council has appropriated sufficient funds to satisfy the City's obligations during the renewal terms. ADMINISTRATIVE CHANGE ORDER: An administrative change order or increase may be made by the City Manager up to the amount allowed by relevant law and the Fort Worth City Code and does not require specific City Council approval as long as sufficient funds have been appropriated. The bid was issued before September 1st, preceding the implementation of the Small Business Goal. FISCAL INFORMATION/CERTIFICATION: The Director of Finance certifies that funds are available in the current operating budget, as previously appropriated, in the Water & Sewer Fund to support the approval of the above recommendation and execution of the agreement. Prior to any expenditure being incurred, the Water Department has the responsibility to validate the availability of funds. BQN\\ TO Fund Department Account Project ID ID FROM Fund Department Account Project ID ID Submitted for Cif Manager's Office by:. Originating Department Head: Additional Information Contact: ATTACHMENTS Program Activity Budget Year Program Activity Budget Year Reference # Amount (Chartfield 2) Reference # Amount (Chartfield 2) Reginald Zeno (8517) Jesica McEachern (5804) Reginald Zeno (8517) Christopher Harder (5020) Haven Wynne (8525) Aiyanna Owens (8317) 1295-Anytime Pump.pdf (CFW Internal) 1295-Odessa.pdf (CFW Internal) 13PRFP25-0127 VERTICALAND CENTRIFUGAL PUMP PARTS AND REPAIR AO funds avail.docx (CFW Internal) Form 1295 - Smith Pump Companypdf (CFW Internal) SAM-Anytime.pdf (CFW Internal) SAM-Odessa.pdf (CFW Internal) SAM-Smith.pdf (CFW Internal) SOS -Anytime Pump.pdf (CFW Internal) SOS-Odessa.pdf (CFW Internal) SOS -Smith Pump.pdf (CFW Internal) apps.cfwnet.org/counciI_packet/mc review.asp?ID=33783&councildate=9/30/2025 2/3 10/2/25, 9:39 AM Vert. Cent. Pump Parts Repair FID.xlsx (CFW Internal) M&C Review apps.cfwnet.org/council_packet/mc review.asp?ID=33783&councildate=9/30/2025 3/3 FORT WORTH. City Secretary's Office Contract Routing & Transmittal Slip Contractor's Name: Smith Pump Company, Inc. Subject of the Agreement: Vertical and centrifugal pumps, parts and repairs M&C Approved by the Council? * Yes ® No ❑ If so, the M&C must be attached to the contract. Is this an Amendment to an Existing contract? Yes ❑ No If so, provide the original contract number and the amendment number. Is the Contract "Permanent"? *Yes ❑ No If unsure, see backpage for permanent contract listing. Is this entire contract Confidential? *Yes ❑ No ® Ifonly speck information is Confidential, please list what information is Confidential and the page it is located. Effective Date: 11/22/2025 Expiration Date: 11/21/2026 If diereni from the approval date. If applicable. Is a 1295 Form required? * Yes ® No ❑ *If so, please ensure it is attached to the approving M&C or attached to the contract. Project Number: If applicable. *Did you include a Text field on the contract to add the City Secretary Contract (CSC) number? Yes ❑ No ❑ Contracts need to be routed for CSO processing in the following order: 1. Katherine Cenicola (Approver) 2. Jannette S. Goodall (Signer) 3. Allison Tidwell (Form Filler) *Indicates the information is required and if the information is not provided, the contract will be returned to the department.