HomeMy WebLinkAbout064228 - General - Contract - TK Elevator CorporationDocusign Envelope ID: D1D895D1-OD14-4DE5-99D4-62E710D50C61
64228
City Secretary Contract No.
ORT WORTH k
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V�NDOR SCRVIC�S AGR�EMCNT
This VENDOR SERVICES AGR�EMENT ("Agreement") is made and entered into by and
between the CITY OF F'ORT WORTH ("City"), a Texas home rule municipal co�poration and TK
ELEVATOR CORPORATION ("Vendor"), a Texas corporation, each individually referred to as a
"party" and collectively referred to as the "parties."
AGREEMENT DOCUMENTS:
The Agreement documents shall include the following:
1. This Vendor Services Agreement;
2. Exhibit A— Price Schedule and Vendor Amendment;
3. Exhibit B— Scope of Services; and
4. Exhibit C— Verification of Signature Authority Form.
Exhibits A, B and C, which are attached hereto and incorporated herein, are made a pa�rt of this Agceement
for all purposes. In the event of any conflict between the terms and conditions of Exhibits A, B or C and
the terms and conditions set forth in the body of this Agreement, the terms and conditions of this Agceement
shall control. In the event of conflict between any agreements or attachments the vendeis service agreement
shall prevail.
1. Scope of Services. Elevator Repairs Exhibit "A," - Scope of Services more specifically
describes the seivices to be provided hei•eunder.
2. Term. This Agreement shall begin on the date signed by the Assistant City Manager below
("Effective Date") and shall expire one yeai• after ("Expiration Date"), unless terminated eai•lier in
accordance with this Agreement ("Initial Term"). City shall have the option, in its sole discretion, to renew
this Agi•eement under the same terms and conditions, for up to foui• (4) one-year renewal options.
3. Compensation. City shall pay Vendor an amount not to exceed fifty thousand dollars and
zeco cents ($50,000.00) in accordance with the provisions of this Agi•eement and Exhibit "B," Payment
Schedule, which is attached hereto and incorporated herein for all purposes. Vendor shall not perform any
additional services for the City not specified by this Agreement unless the City requests and approves in
writing the additional costs for such services. City shall not be liable for any additional expenses of Vendor
not specified by this Agi•eement unless City first approves such expenses in wi•iting. City agrees to pay all
invoices of Vendor within thirty (30) days of receipt of such invoice.
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.
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OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
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4.2 Non-appropriation of Funds. ]n the event no funds or insuffcient funds are
appropriated by City in any fiscal period for any payments due hereunder, City will notify Vendoc
of such occ�u•rence and this Agi•eement shall terminate on the last day of the fiscal pei•iod for which
appropi•iations were i•eceived without penalty or expense to City of any kind wllatsoever, except as
to the portions of the payments herein agreed upon for which funds have been appi•opriated.
4.3 Duties and Obli�ations of the Parties. In the event that this Agreement is
tei•minated prior to the Expii•ation Date, City shall pay Vendoi• for services actually rendered up to
the effective date of termination and Vendor shall 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, Vendoi• shall provide City with copies of all
completed or pa�•tially completed documents prepared under this Agreement. In the event Vendor
has received access to City Information or data as a requirement to perform sei•vices hereunder,
Vendor shall return all City provided data to City in a machine-readable format or other format
deemed acceptable to City.
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
se►vices under this Agi•eement. In the event that any conflicts of interest arise aftei• the Effective
Date of this Ag►•eement, Vendoi• llereby agi•ees immediately to make full disclosui•e to City in
writing.
5.2 Confidential Information. Vendor, for itself and its officers, agents and employees,
agrees that it shall treat all infoi•mation provided to it by City ("City Information") as confidential
and shall not disclose any such information to a third party without the prior written approval of
City.
5.3 Public Infoi•mation 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 shall pi•omptly notify Seller. It will be the responsibility of Seller 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 Genera] of the State of Texas or by a court of competent
jurisdiction.
5.3 Unautl�orized Access. Vendoi• shall stol•e and maintain City Information in a secl�re
manner and shall not allow unauthorized users to access, modify, delete or otherwise corrupt City
Information in any way. Vendor shall notify City immediately if the security or integrity of any
City Information has been compi•omised ol• is believed to have been compi•omised, in which event,
Vendor shall, in good faith, use all commercially reasonable efforts to cooperate with City in
identifying what information has been accessed by tmauthorized means and shall fully cooperate
with City to protect such City Information from further unauthoi•ized disclosure.
6. Right to Audit Vendor agrees that City shall, 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 i•ight to examine at i•easonable times any dii•ectly pei•tinent books, documents,
papers and records, including, but not limited to, all e(ectronic records, of Vendor involving transactions
relating to this Agreement at no additional cost to City. Vendor agrees that City shall have access during
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normal wocking hours to all necessary Vendor facilities and shall be provided adequate and appropriate
work space in order to conduct audits in compliance with the pcovisions of this section. City shall give
Vendoi• ►•easonable advance notice of intended audits.
7. Indenendent Contractor. It is expressly understood and agreed that Vendor shall operate
as an independent contractor as to all rights and pi•ivileges and woi•k pe1•formed unde�• this Agreement, and
not as agent, representative or employee of City. Subject to and in accordance with the conditions and
provisions of tllis Agreement, Vendor shall have the exclusive �•ight to control tlle details of its operations
and activities and be solely responsible for t]Ze acts and omissions of its officers, agents, servants,
employees, Vendors and si�b-Vendors. Vendor acknowledges that the doctrine of respo»deat superior shall
not apply as between City, its officei•s, agents, sei•vants and employees, and Vendoi•, its officei•s, agents,
employees, servants, Vendois and sub-Vendors. Vendor further agrees that nothing herein shall be
consti•ued as the creation of a partnei•ship oi• joint enterpi•ise between City and Vendor. It is fui•thei•
understood that City shall in no way be considered a Co-employer or a Joint employer of Vendor or any
officers, agents, servants, employees or sub Vendor of Vendor. Neither Vendor, nor any officers, agents,
servants, employees or sub-Vendor of Vendor shal] be entitled to any employment benefits fi�om City.
Vendor shall be responsible and liable for any and all payment and reporting of taxes on behalf of itself,
and any of its officers, agents, seivants, employees or sub-Vendor.
8. Liabilitv and Indemni�cation.
8.1 LIABILITY - i�ENDOR SHALL 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 OMISSIDN(S), MALFEASANCE OR INTENTIONAL MISCONDUCT OF
VENDOR, ITS OFFICERS, AGENTS, SERI�ANTS OR EMPLOYEES.
8.2 GENERAL INDEMNIFICATION - i�ENDOR HEREBY COVENANTS AND
AGREES TO INDEMNIFY, HOLD HARMLESS AND DEFEND CITY, ITS OFFICERS,
AGENTS, SERVANTSAND EMPLOYEES, FROMANDAGAINSTANYANDALL CLAIMS
OR LAWSUITS OFANYKIND OR CHARACTER, WHETHER REAL OR ASSERTED, FOR
EITHER PROPERTY DAMAGE OR LOSS AND/OR PERSONAL INJURY, INCLUDING
DEATH, TO ANYAND 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
OR EMPLOYEES.
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 sofnvare and/or documentation in accordance with this
Agreement, it being understood that this agi•eement to defend, settle or pay shall not apply if
City modi�es or misuses the software and/or documentation. So long as Vendor bears the
cost and expense of payment for claims oi• actions against City pursuant to this section,
Vendor shall have tlie 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 sucl� claim;
howevei•, City shall have the right to fully participate in any and all such settlement,
negotiations, oi• lawsuit as necessary to p►•otect City's interest, and City agrees to cooperate
with Vendor in doing so. In the event City, for whatever reason, assumes the responsibility
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for payment of costs and expenses for any claim or action brought against City for
infi•ingement arising under this Agreement, City shall have the sole right to conduct ti�e
defense of any such claim or action and all �iegotiations for its settlement or compromise and
to settle or compromise any such claim; however, Vendor shall fully participate and
coopei•ate with City in defense of sucl� 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
shall not eliminate Vendoi•'s duty to indemnify City undei• tliis Agreement. If the software
and/or documentation oi• any part thei•eof is held to infi�inge and tlie use thereof is enjoined
or restrained oi•, if as a result of a settlement or compromise, such use is materially adversely
��est►•icted, Vendor shal(, at its own expense and as City's sole i•emedy, eithei :(a) pi•ocure for
City the right to continue to use the software and/or documentation; oi• (b) modify the
software and/or documentation to malce it non-inf►•inging, provided that such modification
does not matei•ially adversely affect City's authorized use of the software and/or
documentation; or (c) replace the software and/or documentation with equally st►itable,
compatible, and functionally equivalent non-infringing software and/or documentation at no
additional charge to City; or (d) if none of the foi•egoing alternatives is reasonably available
to Vendor terminate this Agreement, and refund all amounts paid to Vendor by City,
subsequent to which termination City may seelc any and all remedies available to City under
law.
9. Assignment and Subcontractin�.
9.1 Assi�nment. Vendoi• shall not assign or subcontract any of its duties, obligations
oi• rights under this Agreement without the pt•ior wi•itten consent of City. If City gi•ants consent to
an assignment, the assignee shall execute a written agreement with City and Vendor under which
the assignee agrees to be bound by the duties and obligations of Vendoi• under this Agreement.
Vendor and Assignee shall be jointly liable for all obligations of Vendor under this Agceement
prior to the effective date of the assignment.
9.2 Subcontract. If City grants consent to a subcontract, sub Vendor shall execute a
wi•itten agreement with Vendoi• referencing this Agreement undei• which sub Vendor shall agi•ee to
be bound by the duties and obligations of Vendor under this Agreement as such duties and
obligations may apply. Vendor shall provide City with a fiilly executed copy of any such
subcontract.
10. Insurance. Vendor shall provide City with certifcate(s) of insurance documenting
policies ofthe following types and minimum coverage limits that are to be in effect prior to commencement
of any work pursuant to this Agreement:
10.1 Covera�e and Limits
(a) Commercial General Liability:
$1,000,000 - Each Occtn•rence
$2,000,000 - Aggregate
(b) Automobile Liability:
$1,000,000 - Each occurrence on a combined single limit basis
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Coverage shall be on any vehicle used by Vendor, its employees, agents,
�•epresentatives in the course of providing services under this Agreement. "Any
vehicle" shall be any vehicle owned, hired and non-owned.
(c) Woi•kei•'s Compensation:
Statutory limits according to the Texas Workers' Compensation Act or any other
state workers' compensation laws where the work is being performed
Employei•s' liability
$100,000 - Bodily Injuiy 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.
Goverage shall be claims-made, and maintained for the dui•ation of the contractual
agreement and for two (2) years following completion of seivices provided. An
annual cetrtificate of insurance shall be submitted to City to evidence coverage.
10.2 General Reauirements
(a) The commercial general liability and automobile liability policies shall
name City as an additional insured thereon, as its interests may appear. The term
City shall include its employees, officers, officials, agents, and volunteers in
respect to the contracted services.
(b) The workers' compensation policy shall 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 shall be provided to City. Ten (10) days' notice shall be
acceptable in the event of non-payment of premium. Notice shall 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/oi• appi•oved 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
sti•ength and solvency to the satisfaction of Risk Management. If the rating is
below that required, written approval of Risk Management is requii•ed.
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(e) Any failure on the part of City to request required insurance
doculnentation shall not constitute a waiver of the insurance requirement.
(fl Certificates of Insurance evidencing that Vendoc has obtained all required
insurance shall be delivered to the City prior to Vendor proceeding with any work
pui•suant to this Agreement.
11. Com�liance with Laws, Ordinances, Rules and Re�ulations. Vendor agrees tilat in the
performance of its obligations hereunder, it shall comply with all applicable federal, state and local ]aws,
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 ]aws, ordinances, i•ules oi• i•egulations, Vendor shall immediately desist
from and coi•�•ect the violation.
12. Non-Discrimination Covenant. Vendor, for itself, its personal i•epresentatives, assigns,
subVendors and successors in interest, as part of the consideration herein, agrees that in the pet•formance
of Vendor's duties and obligations hei•eunder, it shall not discriminate in the treatment or employment of
any individual oi• group of individuals on any basis prohibited by law. IF ANY CLAIM ARISES FROM
AN ALLEG�D VIOLATION OF THIS NON-DISCRIMINATION COVENANT BY VENDOR, ITS
PERSONAL REPRESENTATIVES, ASSIGNS, SUBVENDORSS OR SUCC�SSORS IN
INT�R�ST, V�NDOR AGRE�S TO ASSUME SUCH LIABILITY AND TO IND�MNIFY AND
DEFEND CITY AND HOLD CITY HARMLE5S FROM SUCH CLAIM.
13. Notices. Notices required puisuant to the provisions of this Agceement shall be
conclusively detei•mined to have been delivei•ed when (1) hand-delivered to the othei• pai•ty, its agents,
employees, sei•vants or i•epresentatives, (2) i•eceived by the other party by United States Mail, registered,
i•eturn receipt i•equested, addi•essed as follows:
To CITY:
City of Fot�t Worth
Attn: Assistant City Manager for Aviation
100 Fort Worth Trail
Fort Worth, TX 76102
To VENDOR:
TIC Elevator Corporation
Attn: Lance Wilson
7425 Pebble Dr
Fort Worth TX 76118
With copy to Fort Woi�th City Attorney's Office at
same address
14. Solicitation of Employees. Neithei• City noi• Vendor shall, dut•ing 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 pecson's employer.
Notwithstanding the foregoing, this provision shall not apply to an employee of either party who responds
to a general solicitation of advertisement of employment by either party.
I5. Governmental Powers. It is understood and agreed that by execution of this Agreement,
City does not waive or suri•ender any of its governmental powei•s oi• immunities.
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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 shall 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
occas�on.
17. Governine Law / Venue. This Agreement shall be construed in accoi•dance with the laws
of the State of Texas. If any action, whethei• real or assei•ted, at law oi• in equity, is bi•ought p�u�suant to this
Agceement, venue foi• such action shall lie in state courts located in Tari•ant County, Texas or the United
States District Court for the Noi�thern District of Texas, Fort Worth Division.
18. Sevei•abilitv. If any pi•ovision of this Agceement is held to be invalid, illegal or
unenforceable, the validity, legality and enforceability of the remaining provisions shall not in any way be
affected or impaired.
19. Force Maieure. City and Vendor shall exei•cise their best efforts to meet their respective
duties and obligations as set forth in this Agi•eement, but shall not be held liable for any delay oi- 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 oi• i•egulation, acts of God, acts of the public
enemy, fires, strikes, lockouts, natural disasters, wars, riots, material or labor restrictions by any
goveinmental authority, transportation problems and/or any other similar causes.
20. Headin�s not Controllin�. Headings and titles used in this Agreement are for reference
put•poses only, shall not be deemed a part of this Agceement, and are not intended to deiine or ]imit the
scope of any provision of this Agreement.
21. Review of Counsel. The pat�ties acknowledge that each pai�ty 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 i•esolved against the drafting party shall not be employed in the interpi•etation of this
Agreement or Exhibits A, B, and C.
22. Amendments / Modifications / Extensions. No amendment, modification, ot• extension
of this Agreement shall be binding upon a party hereto unless set forth in a written instrument, which is
executed by an authorized representative of each party.
23. Entiretv of A�reement. This Agreement, including Exhibits A, B and C, contains the
entii•e 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.
24. Counterparts. This Agreement may be executed in one or more counterparts and each
co�mterpart shall, for all purposes, be deemed an original, but all such counterpai�ts shall together constitute
one and the same instrument.
25. Warrantv of Services. Vendor warrants that its services will be of a high quality and
conform to generally prevailing indushy standards. City must give written notice of any breach of this
warcanty within thirty (30) days fi•om the date that the serviees al•e completed. In such event, at Vendor's
option, Vendor shall either (a) use commercially reasonable efforts to re-perfocm the services in a manner
that confoi•ms with the wa►•ranty, or (b) refund the fees paid by City to Vendor for the nonconforming
services.
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26. Immi�ration Nationalitv Act. Vendor shall verify the identity and employment eligibility
of its employees who perfo►•m woi•k under this Agreement, including completing the Employment
Eligibility Verification Form (I-9). Upon request by City, Vendor shall provide City with copies of all I-9
forms and supporting eligibility documentation for• each employee who performs work under this
Agreement. Vendor shall adhere to all Federal and State ]aws as well as establish appropriate pi•ocedures
and controls so that no services will be perfoimed by any Vendor employee who is not legally eligible to
perform such seivices. VENDOR SHALL INDEMNIFY CITY AND HOLD CITY HARMLESS
FROM ANY PENALTIE5, LIABILITIES, OR LOSSES DUE TO VIOLATIONS OF THIS
PARAGRAPH BY VENDOR, VENDOR'S EMPLOYEES, SUBCONTRACTORS, AGENTS, OR
LICENSEES. City, upon written notice to Vendor, shall have the right to immediately tei•minate this
Agi•eement foi• violations of this provision by Vendor.
27. Ownershiq of Work Product. City shall be the sole and exclusive owner of all reports,
work papers, pi•ocedures, guides, and documentation, created, published, displayed, and/or produced in
conjunction with the se�vices provided under this Agreement (collectively, "Work Product"). Further, City
shall 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 shall inui•e 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 iirst). Eacll copyrightable aspect of the Work Product shall 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, ti•ademark, trade secret,
and all other proprietary rights therein, that City may have or obtain, without further consideration, fi•ee
from any claim, lien for balance due, or rights of retention thereto on the part of City.
28. Si�nature Authoritv. The person signing this Agreement hereby war►•ants that he/she has
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 whose
name, title and signature is affixed on the Ver•ification of Signatui•e Authority Form, which is attached
hereto as E�ibit "C". Each party is fully entitled to rely on these warranties and representations in entering
into this Agreement or any amendment hereto.
29. Chan�e in Companv Name or Ownership. Vendor shall 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 adveisely impact future invoice payments.
30. 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 Chaptei•
2270 of the Texas Government Code, the City is prohibited fi•om entering into a contract with a company
for goods or services unless the contract contains a written verification fi•om 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" shall have the meanings ascribed to those terms in Section 808.001 of the Texas
Govei•nment Code. By signing this contract, 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
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tlie tei•m of tlie contract.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement in inultiples.
(signatrn•e pnge follo►vs)
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ACCEPTED AND AGREED:
CITY OF FORT WORTH:
l�i.'�.�i.o. /A/i.'��/i�� rf
By: .�����.�a, „�,�o�4z��s�434��s�;
Name: Valerie Washington
Title: Assistant City Manager
Date: 11/04/2025
APPROVAL RECOMMENDED:
By: -��
Name: Roger Venables
Title: Aviation Director
ATTEST: poF FOR>°�a�
v°� °9°d
c�o -i0
Pvo �=d
�°a* °�o o° *�
��. � � d�a� TEXA`�.o4
� bnaaoa4 p
By: �
Name: Jannette Goodall
Title: City Secretary
VENDOR:
TK Elevator Corporation
q..aW
By: �-_
Name: Lance Wilson
Title: General Manager
Date: 11 /4/2025
CONTRACT COMPLIANC� MANAG�R:
By signing I acknowledge that I am the person
responsible for the monitoring and administration of
this contract, including ensuring all performance and
��eporting requirements.
K ���
By: �
Name: Katya Flores
Title: Sr. Contract Compliance Specialist
APPROVED AS TO FORM AND LEGALITY:
canda�e Pactliara
B�; Canda�FPaaliara(Nov4,20J_S141��.31�T;
Name: Candace Pagliara
Title: Assistant City Attorney
CONTRACT AUTHORIZATION:
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
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City Secretary Contract No.
Time and Material
PRICE SCH�DUL� AND V�NDOR AMENDMENT
�
Work �rder
MEACHAM A�RPflRT #1
Purch�cer: City of Fort Worth Meacham
Airport Avfation
Addrec�: 201 American Concourse
Suite 330
Fart Worth, TX 76106
Diog Labor
�XHIBIT A
Location: MEACHAP�t AIRPORT #1
Address: q201 N Main St
Fort Worth, TX 76106-2736
�
Octaber 13, 2025
In exchange for TK Elevator� agreement to pertorm the work described in this Work Order (the'Work Order'),
Purcha�er agree,^, to pay TK Elevator for that work and all travel time at the hourly rate described below, reiml�urss
TK Elevator any additional applicable cums that TK Etevator is obligated to pay its techniciane in accordance with the
collective bargaining agreemeni, reimhurse TK Elevator all parking and toil charges it incurs in connection with that
work and travel, and pay TK Elevator's charge for the materiais it u�es to complete that work.
Summary:
US318983 Time and Ma.er'a!
For further information, piease see a detailed Scope of Work on the pages that follow.
Team Rate: One Thousand Fifty Eight �nd O/100 Doilars $1;058.00 per hour
Proactive
In the event you have �ny que,tions rectar�ing the content af this Work Order plea�e contact me at +1 817 2669058.
V'Je appreciate your consideration.
Regards,
Daniel Metzier
TK Elevator Corporation
7425 Pebble Dr
Ft. UYorth TX 76118
daniei.metrler@tketevator.com I+1 B17 26fi9058
Notice:
No parmrts or inspections by others are inclucled in this work, uNess othenvise indicated herein. Delivery and
�hipping is included. AI! work is to be pertormed during regular woricing days and hours as defined in this Work
Order unlees otheni+ise indicated herein.
2025-2-1987449 I ACIA-2QE033F I October 13, 2025
1
Vendo►• Services Agreement — Exhibit C Page 11 of 14
Docusign Envelope ID: D1D895D1-OD14-4DE5-99D4-62E710D50C61
Job t�'une: VSA TK Llrvator Corp�ration � `-
}'rojecl Tumhcr SSC�5293F'RJPR TK Elevator Corporation
,�ncndmcnt No.l
This tUncndmcnl Vo. t sh:dl bc ntatic a p�d ul'tLis Agrccmcnl, in �hu c��cnl ol'conlliol ���ith ulhcr rirticics, Icmis, conJitiuna or conlraut
documcnLs. lhis f\mundincnt �lo.l sludl bc finfd. ilmcud so in no cvcnl sliall Voudor bc: liablc for imy indiicct, spccinl, liquiclt�tcd.
incidentnl, esempin�y oruonsequentiat damngev, orfor lovs of use, lovs of income, loss of opportunitt•, or oiliersimilnrremote
dam:�gcx.
Po��t ��'orfl� Vcndur Scrvicc Agrcemcni
Seation 3: Amend sn tlie O�tivier norees to pay Vendor tift}� percent (50"u) of the ca�traet ��ntue uprni the exeeution of this cm�trncl.
Q���ner ftuiher ngrees [o pay \'endor the remaining tifh' parcent (SQ".�) upon the Vendor's completion of tiro �vork.
Seetion 4.1: :lnwnd so in tho cvcut of terminntion for miy reason, On�nor ngreee to pny Vendor thc proporlionnl contrnet value of
�cork perfonnad includins contract value of m9tziielv in process of fahricntirn�; in trensit, stm�d st jobvitz or in Vandor's posvaysion.
Vendnr iigrees to limil ��osse.ssion to �eork fmd mnteriids prc:vi�msly� paid liir by O�vncr to \�endor.
Scctions 6: Amcnd �;o Ihat uudi4w shiill bc mi�<Ic upvn rc:�uvnablc n:qucxt in �criling, on an occurtoncu basis, :md Iimilcd to �vork
perlomicd on a liruc and mntcriids basis.
Section R: \'endor'v obligationv to indemnifc, dnfend nnd hold h�imless vhalt he limitad lo pmpe�ty d�mnge and bodily' injur}' ol9ims
only, and thcn, unlp lv Ihc cxtcnt of �'cndor's own auts, vmixsiuns, or ncgGgcncc, �md ahall in no ��ay incluJc 1'or Ihc �wts, omihsiuns,
or ncoligenee of a pnrty indemniFicd luretmder, or for hnrc �Ilegnlions.
Section 10: Not�iithstnnJins nnp other proviaion of thiv Agreement, Vendora sh�ll not he reyuired to maintain Protevnional I,iaUility
(Errorr, and Omisyionr, ) Insurancc a�s part of Ihcir contmcliu�l obligutions widcr Ihis Agrccmcnl. �lmcnd r,o �'cndor sludl li�mish its
stnndard manuscript endorsemant. Amei�d so YroduaLYrCompleted Uperations coverege sltall estend aie (1) yesr frotn det� of
vubstantial completion of Vendor's work. Amend so tlia iequired p�iiies shfll) be added to \'endor's general liability insurance policy
as :m additionul inxurcd. Such addilion��l insurcd uovcrngc shall unl� upplp to Ihc c�tcnl �my clam�igc� co��ctc;d by llic poliup ar;
detennined to I�e wusnd by \'endor's nct4, autions, omisxions or negleuts and not to the estent cnuxed by the additirnial inxured'x o��ri
:�cts, :wtions, umissiuns, or ncglccls or 1'or b:�rc a�llcgi�tions. tlmcnd so Ihc �v;iivcr of subcvgtdion ah:dl bc limitui lo Ihc c�lcnl any
elnim is onused by Veudor.
Scclion 25: :Uncnd so Ihal Gunr.mtcc/�V:�rrmity wvering purts only shidl commcncc upon ucccplanuc oC Vcndor'y �voric bp \'cndor
Fmd sh;dl continuc 1'or a period of onc (1) yu�r, providal Ihat t� m.�uufaclurcr+�pprovcd prc�•cnli�tivu mt�inlcn:uicc prograai is in clTccl
durins the C;unrantaz''\1'nrcnnh• period.
CfTY OF FORT WaRTH Tl( DevaWr Corporatlon
Slgnature: Slgnature:
Name:
Name:
Title/ Date: Title/Date:
Amenduiant No. 1 (I U?27i25)
Pagv 1 of 1
J:1liomtrni
Vendor Services Agreement — M&C Page 12 of 14
Docusign Envelope ID: D1D895D1-OD14-4DE5-99D4-62E710D50C61
EXHIBIT B
SCOPE OF WORK
Time and Material
Work 4rder
Scope of Work
�
TK Elev�tor will provide labor and matenal to perform the following work on the elevator{�) referenced above.
• Provide a team of qualified technicians to diagno�e the cau�e of thE elevator outage.
• Review and document any exicting damage related to previou� power i�uec.
• Inspect and te�t the control cystam, inciuding all repiaced boards and associated cornponents.
• Verify earrect installation and a�eroGon of a16 replaced part�.
• Identify and report any additionai cornpoerenEs or repairc req+�ired to restere the elevator to full �ervice.
• Provide recommendations and a proposal for corrective repairs if necec�ary.
This Work Order assumes a continu�suy work cchedule. Any interruptions to thic s�hedula will incur addiQtonai charge�.
Unless otherwise agreed, it ic underctood that the tivork described above will 6e �erformed during regular working
days and hours which are defined as Monday through Friday, 7:00 AM to 3:30 PM (except scheduled union holidays).
If overtime i� mutually agreed upon, on addiifonal charge at TK Elevator's �tandard rates for such work chali be added
to the price of this Work Order.
2025-2-19B7d44 I ACIA-2DE033F I October 13, 2025
Vendor Services Agi•eement — M&C Page 13 of 14
Docusign Envelope ID: D1D895D1-OD14-4DE5-99D4-62E710D50C61
�XHIBIT C
V�RIFICATION OF SIGNATURE AUTHORITY FORM
TI< Elevator Corpo�•ation
7425 Pebble Dr
Fort Worth TX 76118
Execution of this Signature Verification Form ("Form") hereby certifies that the following
individuals and/or positions have the authority to legally bind Vendot� and to execute any agreement,
amendment or change order on behalf of Vendor. Such binding authority has been granted by proper
oi•dei•, resolution, ordinance or othei• authoi•ization of Vendoi•. City is fully entitled to rely on the wai•i•anty
and representation set foirth in this Form in entering into any agreement or amendment with Vendor.
Vendor will submit an updated Form within ten (10) business days if there are any changes to the
signatoi•y authority. City is entitled to i•ely on any cw•i•ent executed Foi•m until it receives a revised Form
that has been properly executed by Vendor.
Natne: Lance Wilson
Position: General manage � ,�,,,
� ignatw�e �S�u�°°'BB�^�
Name:
Position:
5ignatui•e
Name:
Position:
�ignature
Name: Lance Wilson
�..,-
�ignatuie�b�"U't�rter I Lr,u
Othei• Title: General manager
Date: 11 /4/2025
Vendoi• Services Agi•eement — M&C Page 14 of 14
F�RT��RTHo
City Secretary's Office
Contract Routing & Transmittal Slip
Contractor's Name: TK ELEVATOR CORPORATION
Subject of the Agreement: vSA for Elevator Repair
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 "PermanenY'? *Yes ❑ No 0
If �unsure, see back page for permanent contract listing.
Is this entire contract Confidential? *Yes ❑ No ❑✓ If only specific information is
Confidential, please list what information is Confidential and the page it is located.
Effective Date: Expiration Date:
If different 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.
Proj ect 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 processin� in the followin� 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.