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HomeMy WebLinkAbout064458 - General - Contract - Estrada Concrete Company, LLCCSC No. 64458 FORT WORTH-, lr000� 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 nile municipal corporation, acting by and through its duly authorized representative, and ESTRADA CONCRETE COMPANY, LLC ("Vendor', a Texas Limited Liability Company and acting by and through its duly authorized representative, each individually referred to w a "Party" and collectively referred to w the "Parties." 1. Scow of Services. For the purchase of ready -mix concrete and flowable fill for the Pad[ & Recreation Department and Transportation & Public Works ("Services % which are set forth in more detail in Exhibit A, attached hereto and incorporated herein for all purposes. 2. Term. The initial term of this Agreementis for one year(s),beginning mthe 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'). The City will have the option, in its sole discretion, to renew this Agreement under the same terms and conditions, for up to 4 (firm) one-year renewal option(s) (each a "Renewal Term"). Compensation. 3.1 Total compensation order this Agreement shall not exceed One Million Dollars and Zero Cents ($1,000,000.00). 3.2 The City will pay Vendor in accordance with the Prompt Payment Act (Chapter 2251 of the Texas Govemment Code) and provisions of this Agreement, including Exhibit B which is attached hereto and incorporated herein for all purposes. 3.3 Vendor shall not perform any additional services or bill for expenses incurred for the City not specified by this Agreement unless the City requests and approves in writing the additional costs forsuch services. The City will not be liable forany additional expenses of Vendor not specified by this Agreement unless the City first approves such expenses in writing. Termination. 4.1. Written Notice. The 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 Nonaoorooriation of Foods. In the event no funds or insufficient funds are appropriated by the City in any fiscal period for any payments due hereunder, the 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 the City of any kind OFFICIAL RECORD Vendor Services Agreement CITYSECRETARY Page 1 of 12 IT. WORTH Tx 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, the City will pay Vendor for services actually rendered up to the effective date of termination and Vendor shall continue to provide the City with services requested by the City and in accordance with this Agreement up to the effective date of termination. Upon termination of this Agreement for any reason, Vendor shall provide the 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 shall return all City provided data to the City in a machine readable format or other format deemed acceptable to the City. 5.Disclosure of Conflicts and Confidential Information. 5 .1 Disclosure of Conflicts. Vendor hereby warrants to the 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 the 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 the City ("City Information") as confidential and will not disclose any such information to a third party without the prior written approval of the City. 5.3 Public Information Act. The City is a government entity under the laws of the State of Texas and all documents held or maintained by the City are subject to disclosure under the Texas Public Information Act. In the event there is a request for information marked Confidential or Proprietary, the 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 the 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 shall not allow unauthorized users to access, modify, delete or otherwise corrupt the City Information in any way. Vendor must notify the 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 shall, in good faith, use all commercially reasonable efforts to cooperate with the City in identifying what information has been accessed by unauthorized means and shall fully cooperate with the City to protect such City Information from further unauthorized disclosure. 6.Right to Audit. Vendor agrees that the 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 the City. Vendor agrees that the 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. The City will give Vendor reasonable advance notice of intended audits. 7.Independent Contractor. It is expressly understood and agreed that Vendor will operate Vendor Services Agreement Page 2 of12 as an independent contractor as to all rights, privileges, and work performed under this Agreement, and not as agent, representative or employee of the 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 shall 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 the City, its officers, agents, servants and employees, and Vendor, its officers, agents, employees, servants, contractors, and subcontractors. Vendor further agrees that nothing herein shall be construed as the creation of a partnership or joint enterprise between the City and Vendor. It is further understood that the 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 the City. Vendor will be responsible and liable for any and all payment and reporting of taxes on behalf of itself, and any of its officers, agents, servants, employees, or contractors. 8.Liability and Indemnification. 8.1 LIABILITY -VENDOR SHALL BE LIABLE AND RESPONSIBLE FOR ANY AND ALL PROPERTY LOSS, PROPERTY DAMAGE AND PERSONAL INJURY, INCLUDING, BUT NOT LIMITED TO, DEATH, TO ANY AND ALL PERSONS, OF ANY KIND OR CHARACTER, WHETHER REAL OR ASSERTED, TO THE EXTENT CAUSED BY THE NEGLIGENT ACT(S) OR OMISSION(S), MALFEASANCE OR INTENTIONAL MISCONDUCT OF VENDOR, ITS OFFICERS, REPRESENTATIVES, AGENTS, SERVANTS, EMPLOYEES, CONTRACTORS, OR SUBCONTRACTORS. 8.2 GENERAL INDEMNIFICATION -VENDOR HEREBY COVENANTS AND AGREES TO INDEMNIFY, HOLD HARMLESS, AND DEFEND THE CITY, ITS OFFICERS, AGENTS, REPRESENTATIVES, SERVANTS, AND EMPLOYEES, FROM AND AGAINST ANY AND ALL CLAIMS OR LAWSUITS OF ANY KIND OR CHARACTER, WHETHER REAL OR ASSERTED, FOR EITHER PROPERTY DAMAGE OR LOSS (INCLUDING ALLEGED DAMAGE OR LOSS TO VENDOR'S BUSINESS AND ANY RESULTING LOST PROFITS) AND PERSONAL INJURY, INCLUDING, BUT NOT LIMITED TO, DEATH, TO ANY AND ALL PERSONS, ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, TO THE EXTENT CAUSED BY THE NEGLIGENT ACTS OR OMISSIONS OR MALFEASANCE OF VENDOR, ITS OFFICERS, AGENTS, REPRSENTATIVES, 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 THE CITY FOR INFRINGEMENT OF ANY PATENT, COPYRIGHT, TRADE MARK, TRADE SECRET, OR SIMILAR PROPERTY RIGHT ARISING FROM THE CITY'S USE OF THE SOFTWARE OR DOCUMENTATION IN ACCORDANCE WITH THIS AGREEMENT, IT BEING UNDERSTOOD THAT TIDS AGREEMENT TO DEFEND, SETTLE OR PAY WILL NOT APPLY IF THE 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 THE CITY PURSUANT TO THIS SECTION, VENDOR WILL HA VE 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, THE CITY SHALL HAVE THE RIGHT TO FULLY PARTICIPATE IN ANY AND ALL SUCH Vendor Services Agreement Page 3 of12 SETTLEMENT, NEGOTIATIONS, OR LAWSUIT AS NECESSARY TO PROTECT THE CITY'S INTEREST, AND THE CITY AGREES TO COOPERATE WITH VENDOR IN DOING SO. IN THE EVENT THE CITY, FOR WHATEVER REASON, ASSUMES THE RESPONSIBILITY FOR PAYMENT OF COSTS AND EXPENSES FOR ANY CLAIM OR ACTION BROUGHT AGAINST THE CITY FOR INFRINGEMENT ARISING UNDER THIS AGREEMENT, THE CITY SHALL HA VE 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 SHALL FULLY PARTICIPATE AND COOPERATE WITH THE CITY IN DEFENSE OF SUCH CLAIM OR ACTION. THE CITY AGREES TO GIVE VENDOR TIMELY WRITTEN NOTICE OF ANY SUCH CLAIM OR ACTION, WITH COPIES OF ALL PAPERS THE CITY MAY RECEIVE RELATING THERETO. NOTWITHSTANDING THE FOREGOING, THE CITY'S ASSUMPTION OF PAYMENT OF COSTS OR EXPENSES WILL NOT ELIMINATE VENDOR'S DUTY TO INDEMNIFY THE 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 SHALL, AT ITS OWN EXPENSE AND AS THE CITY'S SOLE REMEDY, EITHER: (A) PROCURE FOR THE 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 THE CITY'S AUTHORIZED USE OF THE SOFTWARE AND/OR DOCUMENTATION; OR (C)REPLACE THE SOFTWARE AND DOCUMENTATION WITH EQUALLY SUITABLE, COMPATIBLE, AND FUNCTIONALLY EQUIVALENT NON-INFRINGING SOFTWARE AND DOCUMENTATION AT NO ADDITIONAL CHARGE TO THE CITY; OR (D) IF NONE OF THE FOREGOING ALTERNATIVES IS REASONABLY AVAILABLE TO VENDOR TERMINATE TIDS AGREEMENT, AND REFUND ALL AMOUNTS PAID TO VENDOR BY THE CITY, SUBSEQUENT TO WHICH TERMINATION THE CITY MAY SEEK ANY AND ALL REMEDIES AVAILABLE TO THE CITY UNDER LAW. 9.Assignment and Subcontracting. 9 .1 Assignment. Vendor shall not assign or subcontract any of its duties, obligations or rights under this Agreement without the prior written consent of the City. If the City grants consent to an assignment, the assignee shall execute a written agreement with the City and Vendor under which the assignee agrees to be bound by the duties and obligations of Vendor under this Agreement. Vendor shall be liable for all obligations of Vendor under this Agreement prior to the effective date of the assignment. 9 .2 Subcontract. If the City grants consent to a subcontract, the subcontractor shall 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 the City with a fully executed copy of any such subcontract. 10.Insurance. Vendor must provide the 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: Vendor Services Agreement Page 4 of12 10.1 Coverage and Limits (a)Commercial General Liability: $1,000,000 - $2,000,000 - Each Occurrence 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- $100,000- $500,000- Bodily Injury by accident; each accident/occurrence Bodily Injury by disease; each employee Bodily Injury by disease; policy limit ( d)Professional Liability (Errors & Omissions): D Applicable [8J N/ A $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 the City to evidence coverage. 10.2 General Requirements (a)The commercial general liability and automobile liability policies must name the City as an additional insured thereon, as its interests may appear. The term the 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 the City. (c)A minimum of Thirty (30) days' notice of cancellation or reduction in limits of coverage must be provided to the City. Ten (10) days' notice will be Vendor Services Agreement Page 5 of12 acceptable in the event of non-payment of premium. Notice must be sent to the City in accordance with the notice provision of this Agreement. ( 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 the City to request required insurance documentation will not constitute a waiver of the insurance requirement. (f)Certificates of Insurance evidencing that Vendor has obtained all required insurance will be delivered to the City prior to Vendor proceeding with any work pursuant to this Agreement. 11.Compliance with Laws, Ordinances, Rules and Regulations. Vendor agrees that in the performance of its obligations hereunder, it will comply with all applicable federal, state and local laws, ordinances, rules and regulations and that any work it produces in connection with this Agreement will also comply with all applicable federal, state and local laws, ordinances, rules and regulations. If the 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 THE CITY AND HOLD THE CITY HARMLESS FROM SUCH CLAIM. 13.Notices. Notices required pursuant to the prov1S1ons 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 76102-6314 Facsimile: (817) 392-8654 With copy to Fort Worth City Attorney's Office at same address Vendor Services Agreement To VENDOR: Estrada Concrete Company, LLC Attn: Francisco Estrada PO Box 1266 Hutchins, TX. 7 5141 Page 6 of12 14.Solicitation of Employees. Neither the 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, the City does not waive or surrender any of its governmental powers or immunities. 16.No Waiver. The failure of the 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 the 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 shall 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 shall lie in state courts located in Tarrant County, Texas or the United States District Court for the Northern District of Texas, Fort Worth Division. 18.Severability. If any provision of this Agreement is held to be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions will not in any way be affected or impaired. 19.Force Majeure. The 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 and B. 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 Vendor Services Agreement Page 7 of12 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. The 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 the City to Vendor for the nonconforming services. 25.Immigration and Nationality Act. Vendor must verify the identity and employment eligibility of its employees who perform work under this Agreement, including completing the Employment Eligibility Verification Form (I-9). Upon request by the City, Vendor will provide the City with copies of all 1-9 forms and supporting eligibility documentation for each employee who performs work under this Agreement. Vendor must adhere to all federal and state laws and establish appropriate procedures and controls so that no services will be performed by any Vendor employee who is not legally eligible to perform such services. VENDOR WILL INDEMNIFY THE CITY AND HOLD THE CITY HARMLESS FROM ANY PENALTIES, LIABILITIES, OR LOSSES DUE TO VIOLATIONS OF THIS PARAGRAPH BY VENDOR, VENDOR'S EMPLOYEES, CONTRACTORS, SUBCONTRACTORS, OR AGENTS. The 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. The 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, the 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 the 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 the 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 the 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 the 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 the City's Purchasing Manager, in writing, of a company name, ownership, or address change for the purpose of maintaining updated the 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 Vendor Services Agreement Page 8 of12 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 oflsrael. 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. To the extent that Chapter 2271 of the Government Code is applicable to this Agreement, by signing this Agreement, Vendor certifies that Vendor's signature provides written verification to the City that Vendor: (1) does not boycott Israel; and (2) will not boycott Israel during the term of the Agreement. 30.Prohibition on Boycotting Energy Companies. 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 2274 of the Texas Government Code, the City is prohibited from entering into a contract for goods or services unless the contract contains a written verification from the 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 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 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. If Vendor has fewer than 10 employees or this Agreement is for less than $100,000, this section does not apply. Vendor acknowledges in accordance with Chapter 2274 of the Texas Government Code, the City is prohibited from entering into a contract for goods or services unless the contract contains a written verification from the 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 in 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 the 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 of12 IN WITNESS WHEREOF, the parties hereto have executed this Agreement in multiples. City: Dana Bur&*doff By: Dana Burghdo ([ 12,203.?16:2753 CST) Name: Dana Burghdoff Title: Assistant City Manager Date: 12/12/2025 Vendor: cA� By: Name: Francisco Estrada Title: Owner Email: cleacha.estradaconcmte.com FOR CITY OF FORT WORTH INTERNAL PROCESSES Approval Recommended: Contract Compliance Manager: By signing I acknowledge that I am the person responsible for the monitoring and administration of this contract, including ensuring all By: performance and reporting requirements. Name: Dave Lewis Title: Director y--l. _ _ _ Park & Recreation Department b 1aG0"inVLAb� By: Thomas Ea[inger IOe[ 3, 203511:5931 CSrI Name: Thomas Eer O Title: District Superintendent By: Park & Recreation Department Name: Joel McElhany Title: Assistant Director Park & Recreation Department Approveed� as to Form and Legality: City Secretary: ' By: By: o ffOR> 1,➢➢➢ Name: Bye Won Kim Name: Janette S. Goodall °°' 0 Title: Assistant City Attorney Title: City Secretary °a~ sd j�/�7 e ➢➢^°"za o�` Contract Authorization: M&C: 25-1027 Approval Date: 11/11/2025 Form 12"; 2025-1373855 OFFICIAL RECORD Vendor Services Agreement CITY SECRETARY page 10 of 12 FT. WORTH, TX EXHIBIT A SCOPE OF SERVICES Numenc 5,000 PSIQ Sack) Ready Mx Concrete Picked up Success : All values Melded Bid #14 Cuvn 550 S149M Slildi at Vendor's Plant Success : van values pevided Bid s1` Possible Fil No.3, Dismissed tolobla COYa 550 51Nm 519200.00 Success: AS values provided Bid simple Fill No.3, Picked up at Vendors Plant cvm w S12900 $83.85000 3,000 PSI I5 Sack) Ready Mx Concrete with Success : all values provided Bid nt,i cm va Stmoo S37.Soodo Calcium Chi once Additive Cellvered to the Jotlstts 3,0110 PSI S Sack) Ready Mix Concrete with Color success: ml values delude Bid Cvm 250 $tsam $at,000.m Atltlttve Delivered to the Jostle V eodor Services Agreement Page 11 of 112 EXHIBITB PAYMENT SCHEDULE Following delivery, and acceptance of the goods delivered by the City, the Vendor must provide the City with an invoice summarizing (i) the goods delivered, (ii) requesting payment, and (iii) listing the purchase order number on the invoice. If the City requires additional reasonable information, it will request the same promptly after receiving the above information, and the Vendor must provide such additional reasonable information to the extent the same is available. Invoices must be submitted to the City of Fort Worth by email at Supplierinvoices@fortworthtexas.gov or by mail to Attn: Accounts Payable, 100 Fort Worth Trail, Fort Worth, Texas 76102. Vendor Services Agreement Page 12 of12 CERTIFICATE OF INTERESTED PARTIES FORM 1295 l oft Complete Nos. 1-4 and 6 if there are'mterested parties, OFFICE USE ONLY Complete Nos. 1, 2, 3, 5, and 6 if there are an interested parties. CERTIFICATION OF FILING Name of business army filing form, and the city, stare and country M the business entry's place Certificate Number: of business. 2025-1373B55 Estrada Concrete Company Hutchins, TX United States pate Read: Name of governmentat story or store agency that is a parry, to the contract for which me form is .,XUucum being filed. city of Fort Worth Date Acknowledged: 3 Prwidetheidemificarionnumberusedbythegovernmen%lendryormta encytotrackoridenorytheconnact,andprovidea description M the services, goods, or other property fo be provided under the comrWL ITS 25-0231 Ready -Mix Concrete and Plowable Fill 4 Nature M interest Name of Interested Part' Cry, Sure, Comary(place of business) (check applicable) Controlling Intermediary Leach, Chris Hutchins, TX United States X 5 Check only if there is NO Interested Parry. ❑ 6 UNSINORNDECLARATION My name is andmydata0fd1F1s— MM My atlReaae�1��-)- (dpmae) (wuntry) I declare under penally of penury that the foregoing is true and correct. aeMed in L)o. A« County, Stateof 7fY9I ,ontmr7 dayMOcAtie/ May, (m nml (yaer) Signature M authorizetl agentof contracting business entity (Dedaram) Forms provided by Texas Ethics Commission www.emicsstatetx.us Version V4.1.0.f10d0fdB City of Fort Worth, Texas Mayor and Council Communication DATE: 11/11/25 M&C FILE NUMBER: M&C 25-1027 LOG NAME: 13P 1TB 25-0231 READY-MIX CONCRETE PARD JF SUBJECT (ALL) Authorize Execution of an Agreement with Estrada Concrete Company, LLC for the Purchase of Ready-Mix Concrete and Flowable Fill in an Annual Amount Up to $1,000,000.00 for the Initial One Year Term and Authorize Four One-Year Renewal Options for the Same Annual Amount for the Park & Recreation Department and the Transportation & Public Works Department RECOMMENDATION: It is recommended that the City Council authorize the execution of an agreement with Estrada Concrete Company, LLC for the purchase of ready­ mix concrete and flowable fill in an annual amount up to $1,000,000.00 for the initial one year term and authorize four one-year renewal options for the same annual amount for the Park & Recreation Department and the Transportation & Public Works Department. DISCUSSION: The purpose of this Mayor and Council Communication (M&C) is to secure an agreement for ready-mix concrete and flowable fill for the Park & Recreation Department and Transportation & Public Works Department. The items will be utilized to provide concrete for various street repairs, road construction projects, new installations of utilities such as but not limited to manholes, inlets, headwalls, channel structures and repairs for park facilities, trails, playgrounds, sports fields, recreational paths, and other public recreational infrastructure throughout the City. To procure these items, Purchasing issued Invitation to Bid (1TB) Number 25-0231, which outlined detailed specifications describing the required concrete mixes, delivery requirements, concrete additives, and concrete temperatures. The 1TB was advertised in the Fort Worth Star-Telegram on August 27, 2025, September 3, 2025, September 10, 2025, and September 17, 2025. The City received five (5) responses. David-Tehoungue Ltd Co, Greenville Enterprises LLC, Smyrna Ready Mix, and Wildcatter Redimix failed to submit the documentation required under the bid specifications. As a result, the bids were determined to be non-responsive and were not considered for award. Staff evaluated the bid response on lowest responsible bidder criteria and recommends awarding to Estrada Concrete Company, LLC. No guarantee was made that a specific number of items will be purchased. The maximum amount allowed under this agreement will be $1,000,000.00, however, the actual amount used will be based on the need of the departments and the available budget. The annual department allocation for this agreement is: II Department Estimated Annual Amount II $500,000.00 "-- -$500,000.00 I Funding is budgeted in the General Operating & Maintenance category in the General Fund for the Park & Recreation Department and in the Stormwater Utility Fund for Transportation & Public Works Department. SMALL BUSINESS ORDINANCE: This bid was issued before September 1, 2025, preceding the implementation of the Small Business Program. Therefore, a Small Business Goal was not assigned. AGREEMENT TERMS: This agreement shall begin upon execution and expire one year from that date. RENEWAL TERMS: This agreement will renew for four (4) one-year terms. This action does not require specific City Council approval provided that the City Council has appropriated sufficient funds to satisfy the City's obligations during the renewal term. ADMINISTRATIVE CHANGE ORDER: An administrative change order or increase may be made by the City Manager up to the amount allowed by relevant law and the Fort Worth City Code and does not require specific City Council approval as long as sufficient funds have been appropriated. FISCAL INFORMATION/ CERTIFICATION: The Director of Finance certifies that funds are available in the current operating budget, as previously appropriated, in the General Fund and the Stormwater Utility Fund to support the approval of the above recommendation and execution of the agreement. Prior to any expenditure being incurred, the Park & Recreation and Transportation & Public Works Departments have the responsibility to validate the availability of funds. Submitted for City Manager's Office by: Reginald Zeno 8517 Originating Business Unit Head: Additional Information Contact: Dana Burghdoff 8018 Reginald Zeno Dave Lewis Haven Wynne 8517 5717 8825 Jesus Fernandez 6467 FORT WORTH �Ir City Secretary's Office Contract Routing & Transmittal Slip Contractor's Name: Estrada Concrete Company, LLC Subject of the Agreement: Please review and complete the attached Vendor Services Agreement with Estrada Concrete Company, LLC. for the purchase of riedy-mlx concrete and flowable fill for the Park & Recreation Department and Transporation & Public Works. M&C Approved by the Council? * Yes 9 No ❑ Ifso, the M&C must be attached to the contract. Is this an Amendment to an Existing contract? Yes ❑ No 9 Ifso, provide the original contract number and the amendment number. Is the Contract "Permanent"? *Yes ❑ No 9 If unsure, see backpage for permanent contract listing. Is this entire contract Confidential? *Yes ❑ No 9 Ifonly specific information is Confidential, please list what information is Confidential and the page it is located. Effective Date: Expiration Date: onayearfromACM signature If dii ferentfrom the approval date If applicable Is a 1295 Form required? * Yes 9 No ❑ *Ifso, please ensure it is attached to the approving M&C or attached to the contract. Project Number:Ifopplicable. n/a *Did you include a Text field on the contract to add the City Secretary Contract (CSC) number? Yes 9 No ❑ Contracts need to be routed for CSO Drocessing in the following order: 1. Katherine Cenicola (Approver) 2. Janette 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.