HomeMy WebLinkAbout065030 - General - Contract - Automation Nation, Inc.CSC No. 65030
FORT WORTH 'e
40*11
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, acting by and
through its duly authorized Assistant City Manager, and AUTOMATION NATION, INC. ("Vendor"), a
Texas corporation ("Vendor"). City and Vendor are each individually referred to herein as a "party" and
collectively referred to as the "parties."
WHEREAS, the City operates a biosolids facility at its Village Creek Water Reclamation Facility;
and
WHEREAS, on December 10, 2019, the City executed Fort Worth City Secretary Contract
Number 53332 with Synagro of Texas -CDR, Inc. to operate the City's biosolids facility at the Village Creek
Water Reclamation Facility as City Project No. 101961; and
WHEREAS, on March 29, 2025, the City and Synagro of Texas -CDR, Inc. entered into a
Settlement and Termination Agreement to terminate Fort Worth City Secretary Contract Number 53332;
and
WHEREAS, on April 4, 2025, the City entered into that certain emergency contract known as Fort
Worth City Secretary Contract Number 63055 (the "emergency contract") with Vendor to provide biosolids
processing and disposal services; and
WHEREAS, the emergency contract will expire on April 3, 2026; and
WHEREAS, City and Vendor desire to enter into a new, long-term agreement for biosolids
processing and disposal services.
CONTRACT DOCUMENTS:
The Contract documents shall include the following:
1. This Vendor Services Agreement;
OFFICIAL RECORD
2. Exhibit A — Scope of Work & Technical Specifications;
3. Exhibit B — Payment Schedule;
CITY SECRETARY
4. Exhibit C — Network Access Agreement; and
FT. WORTH, TX
5. Exhibit D — Signature Verification Form
All Exhibits attached hereto are incorporated herein and made a part of this Agreement for all purposes. In
the event of any conflict between the documents, the terms and conditions of this Agreement shall control.
Vendor Services Agreement
Between the City of Fort Worth and
Automation Nation, Inc.
Page 1 of 21
The term "Vendor" or "Contractor" shall include the Vendor or Contractor, and its officers, agents,
employees, representatives, servants, contractors or subcontractors.
The term "City" shall include its officers, employees, agents, and representatives.
1. Scope of Services. Vendor hereby agrees to provide the City with Dryer Automation
Support Services for the Village Creek Biosolids Facility. Specifically, Vendor will perform all duties
outlined and described in the Statement of Work, which is attached hereto as Exhibit "A" and incorporated
herein for all purposes, and further referred to herein as the "Services." Vendor shall perform the Services
in accordance with standards in the industry for the same or similar services. In addition, Vendor shall
perform the Services in accordance with all applicable federal, state, and local laws, rules, and regulations.
If there is any conflict between this Agreement and Exhibit A, the terms and conditions of this Agreement
shall control.
2. Term. This Agreement shall begin on April 4, 2026 ("Effective Date") and shall expire no
later than April 3, 2027 ("Expiration Date"), unless terminated earlier in accordance with the provisions of
this Agreement or otherwise extended by the parties. This Agreement may be renewed for four one-year
renewals at the City's option, each a "Renewal Term." The City shall provide Vendor with written notice
of its intent to renew at least thirty (30) days prior to the end of each term.
3. Compensation.
3.1 Total compensation under this Agreement will not exceed Four Hundred Eighty -
Five Thousand Forty Dollars ($485,040).
3.2 City will pay Vendor in accordance with the Prompt Payment Act (Chapter 2251
of the Texas Government Code) and the provisions of this Agreement, including Exhibit "B"—
Payment Schedule, which is attached hereto and incorporated herein for all purposes.
3.3 Vendor will not perform any additional services or bill for expenses incurred for
City not specified by this Agreement unless City requests and approves in writing the additional
costs for such services. City will not be liable for any additional expenses of Vendor not specified
by this Agreement unless City first approves such expenses in writing.
4. Termination.
4.1. Written Notice. City or Vendor may terminate this Agreement at any time and for
any reason by providing the other party with 30 days' written notice of termination.
4.2 Non -Appropriation of Funds. In the event no funds or insufficient funds are
appropriated by City in any fiscal period for any payments due hereunder, City will notify Vendor
of such occurrence and this Agreement will terminate on the last day of the fiscal period for which
appropriations were received without penalty or expense to City of any kind whatsoever, except as
to the portions of the payments herein agreed upon for which funds have been appropriated.
4.3 Duties and Obligations of the Parties. In the event that this Agreement is
terminated prior to the Expiration Date, City will pay Vendor for services actually rendered up to
the effective date of termination 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
Vendor Services Agreement
Between the City of Fort Worth and
Automation Nation, Inc.
Page 2 of 21
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 records held or maintained for 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 to the Texas Attorney General. 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,
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
Vendor Services Agreement
Between the City of Fort Worth and
Automation Nation, Inc.
Page 3 of 21
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, or contractors.
8. Liability and Indemnification.
8.1 LIABILITY - VENDOR WILL 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 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, REPRESENTATIVES,
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
ACTIONAGAINST CITY FOR INFRINGEMENT OFANYPA TENT, COPYRIGHT, TRADE
MARK, TRADE SECRET, OR SIMILAR PROPERTY RIGHT ARISING FROM CITY'S USE
OF THE SOFTWARE OR DOCUMENTATION IN ACCORDANCE WITH THIS
AGREEMENT, IT BEING UNDERSTOOD THAT THIS AGREEMENT TO DEFEND,
SETTLE OR PAY WILL NOT APPLYIF CITYMODIFIES 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 CITYAGREES TO COOPERATE WITH VENDOR INDOING 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 ACTIONAND ALL NEGOTIATIONS FOR ITS SETTLEMENT OR COMPROMISE AND
TO SETTLE OR COMPROMISE ANY SUCH CLAIM, HOWEVER, VENDOR WILL FULLY
Vendor Services Agreement
Between the City of Fort Worth and
Automation Nation, Inc.
Page 4 of 21
PARTICIPATE AND COOPERATE WITH CITY IN DEFENSE OF SUCH CLAIM OR
ACTION. CITYAGREES TO GIVE VENDOR TIMELY WRITTENNOTICE OFANYSUCH
CLAIM OR ACTION, WITH COPIES OF ALL PAPERS CITY MAY RECEIVE RELATING
THERETO. NOTWITHSTANDING THE FOREGOING, CITY'S ASSUMPTION OF
PAYMENT OF COSTS OR EXPENSES WILL NOT ELIMINATE VENDOR'S DUTY TO
INDEMNIFY CITY UNDER THIS AGREEMENT. IF THE SOFTWARE AND/OR
DOCUMENTATION OR ANY PART THEREOF IS HELD TO INFRINGE AND THE USE
THEREOF IS ENJOINED OR RESTRAINED OR, IF AS A RESULT OF A SETTLEMENT
OR COMPROMISE, SUCH USE IS MA TERIALL Y AD VERSEL Y 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'SAUTHORIZED USE OF THE SOFTWARE
AND/OR DOCUMENTATION; OR (C) REPLACE THE SOFTWARE AND
DOCUMENTATION WITH EQUALL YSUITABLE, COMPATIBLE, AND FUNCTIONALLY
EQUIVALENT NON -INFRINGING SOFTWARE AND 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 MA Y SEEK ANY AND ALL REMEDIES
AVAILABLE TO CITY UNDER LAW.
9. 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 and Assignee will be jointly 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:
Vendor Services Agreement
Between the City of Fort Worth and
Automation Nation, Inc.
Page 5 of 21
$1,000,000 - Each occurrence on a combined single limit basis
Coverage will be on any vehicle used by Vendor, or its employees, agents, or
representatives in the course of providing Services under this Agreement. "Any
vehicle" will be any vehicle owned, hired and non -owned.
(c) Worker's Compensation:
Statutory limits according to the Texas Workers' Compensation Act or any other
state workers' compensation laws where the Services are being performed.
Employers' liability
$100,000 -
Bodily Injury by accident; each accident/occurrence
$100,000 -
Bodily Injury by disease; each employee
$500,000 -
Bodily Injury by disease; policy limit
(d) Professional Liability (Errors & Omissions):
$1,000,000 - Each Claim Limit
$1,000,000 - Aggregate Limit
Professional Liability coverage may be provided through an endorsement to the
Commercial General Liability (CGL) policy, or a separate policy specific to
Professional E&O. Either is acceptable if coverage meets all other requirements.
Coverage must be claims -made, and maintained for the duration of the contractual
agreement and for two (2) years following completion of services provided. An
annual certificate of insurance must be submitted to City to evidence coverage.
10.2 General 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, 100 Fort Worth Trail, 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
Vendor Services Agreement
Between the City of Fort Worth and
Automation Nation, Inc.
Page 6 of 21
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.
11. Compliance with Laws, Ordinances, Rules and Regulations. Vendor agrees that in the
performance of its obligations hereunder, it will comply with all applicable federal, state and local laws,
ordinances, rules and regulations and that any work it produces in connection with this Agreement will also
comply with all applicable federal, state and local laws, ordinances, rules and regulations. If City notifies
Vendor of any violation of such laws, ordinances, rules or regulations, Vendor must immediately desist
from and correct the violation.
12. Non -Discrimination Covenant. Vendor, for itself, its personal representatives, assigns,
contractors, subcontractors, and successors in interest, as part of the consideration herein, agrees that in the
performance of Vendor's duties and obligations hereunder, it will not discriminate in the treatment or
employment of any individual or group of individuals on any basis prohibited by law. IF ANY CLAIM
ARISES FROM AN ALLEGED VIOLATION OF THIS NON-DISCRIMINATION COVENANT
BY VENDOR, ITS PERSONAL REPRESENTATIVES, ASSIGNS, CONTRACTORS,
SUBCONTRACTORS, OR SUCCESSORS IN INTEREST, VENDOR AGREES TO ASSUME
SUCH LIABILITY AND TO INDEMNIFY AND DEFEND CITY AND HOLD CITY HARMLESS
FROM SUCH CLAIM.
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 or (2) 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
To VENDOR:
Automation Nation, Inc.
Richard Kendall, President
1700 Gazin St.
Houston, TX 77220
With copy to the Fort Worth City Attorney's Email: Rich@AutomationNation.net
Office at the same address
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.
Vendor Services Agreement
Between the City of Fort Worth and
Automation Nation, Inc.
Page 7 of 21
15. Governmental Powers. It is understood and agreed that by execution of this Agreement,
City does not waive or surrender any of its governmental powers or immunities.
16. No Waiver. The failure of City or Vendor to insist upon the performance of any term or
provision of this Agreement or to exercise any right granted herein does not constitute a waiver of City's or
Vendor's respective right to insist upon appropriate performance or to assert any such right on any future
occasion.
17. Governing Law / Venue. This Agreement will be construed in accordance with the laws
of the State of Texas. If any action, whether real or asserted, at law or in equity, is brought pursuant to this
Agreement, venue for such action will lie in state courts located in Tarrant County, Texas or the United
States District Court for the Northern District of Texas, Fort Worth Division.
18. Severability. If any provision of this Agreement is held to be invalid, illegal or
unenforceable, the validity, legality and enforceability of the remaining provisions will not in any way be
affected or impaired.
19. Force 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 parry 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 the notice section 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, including the attached 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.
Vendor Services Agreement
Between the City of Fort Worth and
Automation Nation, Inc.
Page 8 of 21
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 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 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. 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 may adversely impact invoice payments.
28. 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 this Agreement. The terms "boycott
Israel" and "company" have the meanings ascribed to those terms in Chapter 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
Between the City of Fort Worth and
Automation Nation, Inc.
Page 9 of 21
29. 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 2276 of the Texas Government Code, the City is prohibited from entering into a
contract for goods or services that has a value of $100,000 or more 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 Vendor that it: (1) does not boycott energy companies; and (2) will not
boycott energy companies during the term of this Agreement. 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 the City that Vendor: (1) does not boycott energy
companies; and (2) will not boycott energy companies during the term of this Agreement.
30. 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 that except as otherwise provided by Chapter 2274 of the Texas Government
Code, the City is prohibited from entering into a contract for goods or services that has a value of $100,000
or more 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 Vendor 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 this Agreement 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 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.
31. 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.
32. Entirety of Agreement. This Agreement, including the attached exhibits, 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)
(remainder of this page intentionally left blank)
Vendor Services Agreement
Between the City of Fort Worth and
Automation Nation, Inc.
Page 10 of 21
IN WITNESS WHEREOF, the parties hereto have executed this Agreement in multiples.
CITY OF FORT WORTH:
AUTOMATION NATION, INC.:
By: cv� By: rV If
Name: Jesica McEachern Name: 4Richarden all
Title: Assistant City Manager Title: President
Date: 04/ 14/2026 Date:
FOR CITY OF FORT WORTH INTERNAL PROCESSES:
By:
Name:
Title:
Attest:
By: U
Name: Jannette Goodall
Title: City Secretary
Contract Authorization:
M&C: 26-0227
Date M&C Approved: 3/3I/2026
Form 1295:2026-1433805
Contract Compliance Manager:
By signing I acknowledge that I am the person
responsible for the monitoring and administration
of this contract, including ensuring all performance
and reporting requirements.
s Z
By:
Name: Steven Nutter
Title: Water Systems Superintendent
Approved as to Form and Legality:
By:
Name
Title:
M.. Kevtipt, Axd &rs', It
M Kevin Anders, II (Apr 13, 20261010'.39 CDT)
M. Kevin Anders, II
Assistant City Attorney
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
Vendor Services Agreement
Between the City of Fort Worth and
Automation Nation, Inc.
Page 1 I of 21
EXHIBIT A
SCOPE OF WORK & TECHNICAL SPECIFICATIONS
1. GENERAL DESCRIPTION OF SERVICES
The City of Fort Worth's Water Department (City) owns and operates an Andritz DDS 140 rotary drum
dryer system at its Village Creek Water Reclamation Facility. This system processes solids generated by
the City's municipal wastewater treatment facility. The DDS 140 system is capable of dewatering solids
using four (4) D7LL high solids centrifuges and then evaporating much of the remaining moisture content
using the DDS 140 triple pass rotary drum dryer. The end product is a pelletized material (Class A
biosolids) that is temporarily stored in onsite silos, after which the pellets are loaded onto trucks and sent
offsite for disposal. The dryer facility utilizes a Zenon based SCADA system to monitor, control, and
manage the various dryer related processes.
This Scope of Work and Technical Specifications defines the services to be provided by the Vendor in
support of dryer facility operations. The Vendor shall furnish professional services to support, maintain,
optimize, and continuously improve the SCADA, automation, instrumentation and control systems
supporting biosolids processing operations, including, but not limited to, dewatering, drying, storage, and
truck loading processes. As directed by the City, the Vendor shall also provide offsite and/or onsite
personnel to support dryer facility operations.
Services under this Agreement include, but are not limited to, ongoing SCADA maintenance, technical and
operational support with targeted continuous improvement initiatives intended to enhance dryer system
reliability, operational efficiency, automation, safety, and data -driven decision -making.
2. PROJECT OBJECTIVES
The project objectives to be achieved through this Scope of Work are to:
• Maintain stable, reliable, and secure operation of the dryer facility's Zenon based SCADA system
• Reduce downtime and operational risk through proactive monitoring and support
• Improve dryer performance, pelletizing efficiency, runtime, and capacity
• Enhance automation, alarm effectiveness, and operator usability
• Improve process data collection, historian functionality, and reporting
• Support regulatory reporting, operational analytics, and continuous improvement
• Extend the useful life of existing SCADA hardware and software assets
• Provide offsite and/or onsite personnel to support dryer facility operations as directed by the City
• Provide training, documentation, and knowledge transfer to City staff
• Provide support services in order to troubleshoot, repair/replace associated Biosolids SCADA
System Equipment & instrumentation
3. SCOPE OF SERVICES
3.1 Continuous Improvement Program — Dryer Operations
The Vendor shall define, implement, and support a continuous improvement program focused on
biosolids dryer operations. Services may include, but are not limited to:
Review and analysis of historical process data to identify limiting factors, process upsets, and
performance constraints
Vendor Services Agreement
Between the City of Fort Worth and
Automation Nation, Inc.
Page 12 of 21
• Remote and/or onsite monitoring of dryer operations with periodic email reporting on daily
performance and operating conditions. Provide onsite and/or offsite personnel to support dryer
operations as directed by the City.
• Refinement of startup and operating procedures and associated control software to support full
automation and maximize pelletizing process performance
• Review and refinement of software logic and operating procedures to improve runtime,
throughput, and system capacity
• Assessment and reporting of equipment -related limiting factors impacting dryer performance
• Updating training procedures and assisting with local and remote training for operations and
maintenance personnel
• Providing remote and onsite support for automation and electrical troubleshooting related to dryer
operations
3.2 Process Data Collection, Historian, and Reporting
The Vendor shall support process data management, historian implementation, and reporting for biosolids
operations, including, but not limited to:
• Identification of biosolids process data points to be archived for historical and records retention
purposes
• Definition of reporting requirements in coordination with City staff
• Purchase, installation, and configuration of Zenon Historian Server and associated software, if
authorized
• Integration and interface support with the City of Fort Worth centralized historian systems
• Assistance with development, validation, and refinement of reports, dashboards, and trends
3.3 PLC and HMI Enhancements
The Vendor shall provide services to expand and enhance instrumentation, Programmable Logic
Controller ("PLC") and Human Machine Interface ("HMI") functionality, including, but not limited to:
• Identification of additional input/output (I/O) points that would improve operational visibility,
automation, or safety
• Identification of required hardware and software modifications
• If authorized by the City, purchase any needed hardware or software from third party vendors.
Provide support as needed to install/implement the hardware and/or software modifications.
• Implementation of approved updates to PLC programs and HMI applications
• Testing, validation, and controlled deployment of changes
3.4 Storage and Truck Loading Operations Upgrade
If authorized by the City, the Vendor shall assess, redesign, and enhance biosolids storage and truck
loading operations, which may include, but is not limited to:
Assessment and redesign of storage and loading operations to enable single -operator truck
loading
Addition of Wi-Fi connectivity and tablet -based interfaces for loading operations
Addition of camera systems to support monitoring and safety during loading
Vendor Services Agreement
Between the City of Fort Worth and
Automation Nation, Inc.
Page 13 of 21
Refinement and enhancement of control software to further automate and improve loading
operations
3.5 Ongoing SCADA Maintenance and Support
The Vendor shall provide ongoing maintenance and technical support services for biosolids SCADA
systems, including, but not limited to:
• On -demand support and troubleshooting for PLC, HMI, data historian, and network -related
issues. Support shall be provided remotely or onsite as needed and appropriate.
• Coordination with City operations, maintenance, and IT personnel
• Periodic system health checks and performance reviews
• Version control, backups, and rollback capability for control system configurations
3.6 Alarm Management and Optimization
The Vendor shall provide alarm management services, including, but not limited to:
• Review and rationalization of biosolids-related alarms
• Reduction of nuisance and non -actionable alarms
• Implementation of alarm priorities, limits, and shelving
• Support for alarm performance monitoring and continuous improvement
3.7 Training and Knowledge Transfer
The Vendor shall provide training and knowledge transfer services as requested, including, but not limited
to:
• Operator, maintenance, and engineering training
• Review of system changes and operational impacts
• Development and updating of training materials and reference documentation
• Remote and on -site support for troubleshooting and skills development
4. TASK ORDERS AND AUTHORIZATION
Specific services shall be authorized by the City through written task orders, retainers, or on -call service
requests. Each authorization shall define scope, schedule, level of effort, and deliverables. The Vendor
shall not perform services outside the authorized scope without written approval from the City.
4.1 Response & Resolution Time Commitments
Priority Definitions
P1— Critical / Emergency: System down, major outage, public safety, regulatory violation
P2 — High: Partial SCADA degradation affecting operations or data integrity
P3 — Routine: Minor alarms, programming support, non -critical events
Response Targets
Priority Acknowledgement Initial Response On -Site Goal (if needed)
Vendor Services Agreement
Between the City of Fort Worth and
Automation Nation, Inc.
Page 14 of 21
P1— Emergency < 30 minutes
P2 — High < 1 hour
P3 — Routine < 4 hours
Engage/support within 1 hour
Engage within 2-4 hours
Response within 1 business day
< 8 hours
Next business day
Scheduled
Acknowledgement is defined as the time when the Vendor confirms receipt of the issue and begins
remoting into the system or dispatching resources. Resolution is defined as the time when Vendor
implements the correction or workaround which restores service.
5. TECHNICAL SPECIFICATIONS
5.1 Supported Platforms
The Vendor shall support the City's existing SCADA environment, which may include, but is not limited
to:
PLC platforms (e.g., Rockwell Automation, Siemens, Schneider Electric, or their equivalent)
HMI/SCADA software (e.g. FactoryTalk View, Ignition, WinCC, Wonderware, Zenon, or their
equivalent)
Historian systems (e.g., Zenon Historian, OSI PI Data Historian, or SQL -based historians).
No platform changes or migrations shall be performed without written City approval.
5.2 Programming, Configuration, and Documentation Standards
All work shall conform to City -approved standards, including, but not limited to:
• Consistent naming conventions and coding practices
• Clear documentation of all changes
• Version -controlled backups of PLC, HMI, and historian configurations
• Maintainable and supportable code suitable for long-term operations
5.3 Testing and Change Management
The Vendor shall follow controlled testing and deployment practices, including, but not limited to:
• Offline or simulated testing when practical
• Coordination of online testing to minimize operational risk
• Site Acceptance Testing with City participation when required
• Ability to restore prior configurations if issues arise
5.4 Cybersecurity and Access Control
All services shall comply with City cybersecurity and IT policies, including, but not limited to:
• Role -based access control
• Secure handling of credentials and system backups
• No unauthorized remote access
• Coordination with City IT and cybersecurity personnel
5.5 Qualifications
Vendor Services Agreement
Between the City of Fort Worth and
Automation Nation, Inc.
Page 15 of 21
Vendor's personnel shall hold any necessary licensing & certifications that are required to perform the
services detailed in this proposal.
6. ASSUMPTIONS AND EXCLUSIONS
• The City will provide reasonable access to systems, documentation, and personnel
• Work will be coordinated to minimize disruption to biosolids operations
• Major capital upgrades or hardware replacements are excluded unless separately authorized
• Emergency response services may be provided if authorized under the Agreement
7. DELIVERABLES
Deliverables under this Scope of Work may include, but are not limited to:
• Updated PLC, HMI, and historian configurations
• System backups and version records
• Technical memoranda, assessments, and recommendations
• Updated documentation and training materials
• Periodic status reports and service activity summaries
Vendor Services Agreement
Between the City of Fort Worth and
Automation Nation, Inc.
Page 16 of 21
EXHIBIT B
PAYMENT SCHEDULE
Automation Nation, Inc. Standard T&M Rates for 2026
Regular Hourly Rate
$
180.00
Regular Day Rate
$
1,440.00
OverTime Hourly Rate
$
200.00
Weekend Day Rate
$
1,600.00
Overnight Expenses per Night (food, lodging, auto, misc)
$
400.00
Airline Estimate (Bill Actual)
$
600.00
Trip Charge IRS Rate $0.725/Mile
$
0.725
Purchase Services and Materials Markup %
10%
Dryer Software, Automation and Operation Support Estimate
$/Unit
Units
Amount
Remote Service Weekly Retainer (10 Hours/week) 24weeks ($/Hour)
$
180.00
240
$
43,200.00
Regular Time On site or Remote $/day per (2 people 6 months)
$
1,440.00
240
$345,600.00
On Site Weekend Day Rate
$
1,600.00
10
$
16,000.00
On Site Overnight Charges
$
400.00
40
$
16,000.00
Trip Charge ($0.725/Mile 550 Miles $385/trip)
$
385.00
24
$
9,240.00
Purchase Services and Materials
$50,000.00
1
$
50,000.00
Purchase Services and Materials Markup %
$50,000.00
10%
$
5,000.00
Total Estimate
$485,040.00
Vendor Services Agreement
Between the City of Fort Worth and
Automation Nation, Inc.
Page 17 of 21
EXHIBIT C
NETWORK ACCESS AGREEMENT
I . The Network. The City owns and operates a computing environment and network (collectively the
"Network"). Vendor wishes to access the City's network in order to provide description of services. In
order to provide the necessary support, Vendor needs access to network and systems to provide Dryer
Automation Support Services for the Village Creek Biosolids Facility.
2. Grant of Limited Access. Vendor is hereby granted a limited right of access to the City's Network
for the sole purpose of providing description of services. Such access is granted subject to the terms and
conditions forth in this Agreement and applicable provisions of the City's Administrative Regulation D-7
(Electronic Communications Resource Use Policy), of which such applicable provisions are hereby
incorporated by reference and made a part of this Agreement for all purposes herein and are available upon
request.
3. Network Credentials. The City will provide Vendor with Network Credentials consisting of user
IDS and passwords unique to each individual requiring Network access on behalf of the Contractor. Access
rights will automatically expire one (1) year from the date of this Agreement. If this access is being granted
for purposes of completing services for the City pursuant to a separate contract, then this Agreement will
expire at the completion of the contracted services, or upon termination of the contracted services,
whichever occurs first. This Agreement will be associated with the Services designated below.
3.1. Services are being provided in accordance with City Secretary Contract No. Contract No.;
3.2. Services are being provided in accordance with City of Fort Worth Purchase Order No. PO No.;
3.3. Services are being provided in accordance with the Agreement to which this Access Agreement is
attached; and
3.4. No services are being provided pursuant to this Agreement.
4. Renewal. At the end of the first year and each year thereafter, this Agreement may be renewed
annually if the following conditions are met:
4.1. Contracted services have not been completed;
4.2. Contracted services have not been terminated; and
4.3. Within the thirty (30) days prior to the scheduled annual expiration of this Agreement, the Vendor
has provided the City with a current list of its officers, agents, servants, employees or
representatives requiring Network credentials.
Notwithstanding the scheduled contract expiration or the status of completion of services, Vendor shall
provide the City with a current list of officers, agents, servants, employees or representatives that require
Network credentials on an annual basis. Failure to adhere to this requirement may result in denial of access
to the Network and/or termination of this Agreement.
5. Network Restrictions. Contractor officers, agents, servants, employees or representatives may not
share the City -assigned user IDS and passwords. Vendor acknowledges, agrees and hereby gives its
authorization to the City to monitor Contractor's use of the City's Network in order to ensure Contractor's
compliance with this Agreement. A breach by Contractor, its officers, agents, servants, employees or
representatives, of this Agreement and any other written instructions or guidelines that the City provides to
Vendor pursuant to this Agreement shall be grounds for the City immediately to deny Vendor access to the
Network and Contractor's Data, terminate the Agreement, and pursue any other remedies that the City may
have under this Agreement or at law or in equity.
Vendor Services Agreement
Between the City of Fort Worth and
Automation Nation, Inc.
Page 18 of 21
5.1. Notice to Vendor Personnel — For purposes of this section, Vendor Personnel shall include all
officers, agents, servants, employees, or representatives of Contractor. Vendor shall be
responsible for specifically notifying all Vendor Personnel who will provide services to the City
under this agreement of the following City requirements and restrictions regarding access to the
City's Network:
5.1.1. Contractor shall be responsible for any City -owned equipment assigned to Vendor
Personnel, and will immediately report the loss or theft of such equipment to the City;
5.1.2. Contractor, and/or Vendor Personnel, shall be prohibited from connecting personally -
owned computer equipment to the City's Network;
5.1.3. Contractor Personnel shall protect City -issued passwords and shall not allow any third
party to utilize their password and/or user ID to gain access to the City's Network;
5.1.4. Contractor Personnel shall not engage in prohibited or inappropriate use of Electronic
Communications Resources as described in the City's Administrative Regulation D7;
5.1.5. Any document created by Vendor Personnel in accordance with this Agreement is
considered the property of the City and is subject to applicable state regulations regarding
public information;
5.1.6. Contractor Personnel shall not copy or duplicate electronic information for use on any
non -City computer except as necessary to provide services pursuant to this Agreement;
5.1.7. All network activity may be monitored for any reason deemed necessary by the City; and
5.1.8. A Network user ID may be deactivated when the responsibilities of the Vendor Personnel
no longer require Network access.
6. Termination. In addition to the other rights of termination set forth herein, the City may
terminate this Agreement at any time and for any reason with or without notice, and without penalty to
the City. Upon termination of this Agreement, Vendor agrees to remove entirely any client or
communications software provided by the City from all computing equipment used and owned by the
Contractor, its officers, agents, servants, employees and/or representatives to access the City's Network.
7. Information Security. Vendor agrees to make every reasonable effort in accordance with
accepted security practices to protect the Network credentials and access methods provided by the City
from unauthorized disclosure and use. Vendor agrees to notify the City immediately upon discovery of a
breach or threat of breach which could compromise the integrity of the City's Network, including but not
limited to, theft of Contractor -owned equipment that contains City -provided access software, termination
or resignation of officers, agents, servants, employees or representatives with access to City -provided
Network credentials, and unauthorized use or sharing of Network credentials.
(signature page follows)
(remainder of this page intentionally left blank)
Vendor Services Agreement
Between the City of Fort Worth and
Automation Nation, Inc.
Page 19 of 21
EXHIBIT C
NETWORK ACCESS AGREEMENT
ACCEPTED AND AGREED:
CITY OF FORT WORTH:
By: ���
Name: Jesica McEachern
Title: Assistant City Manager
Date: 04/14/2026
AUTOMATION NATION, INC.:
<Z�
am: Richard Ke dall
Title: President /
Date:
FOR CITY OF FORT WORTH INTERNAL PROCESSES:
Attest:
By: (J
Name: Jannette Goodall
Title: City Secretary
Approved as to Form and Legality:
By:
Name:
Title:
M, lCwt- v Anu &rk 11
M. Kevin Antlers, II (Apr 13, 2026 10:10:39 CDT)
M. Kevin Anders, H
Assistant City Attorney
Vendor Services Agreement
Between the City of Fort Worth and
Automation Nation, Inc.
Page 20 of 21
EXHIBIT D
VERIFICATION OF SIGNATURE AUTHORITY
Automation Nation, Inc.
1700 Gazin St.
Houston, TX 77220
Execution of this Signature Verification Form ("Form") hereby certifies that the following individuals
and/or positions have the authority to legally bind the Vendor and to execute any agreement, amendment or
change order on behalf of Vendor. Such binding authority has been granted by proper order, resolution,
ordinance or other authorization of Company. The City is fully entitled to rely on the warranty and
representation set forth 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 signatory authority.
The City is entitled to rely on any current executed Form until it receives a revised Form that has been
p75-
SiVendor. e- /
1l<a t t
W �QL&
2. Name: j��
Position: ' "
Signature
Name: IA
Position: Iv
Signature
Na
Signature o dent / CEO
Other Title:��
Date:
Vendor Services Agreement
Between the City of Fort Worth and
Automation Nation, Inc.
Page 21 of 21
ACITY COUNCIL AGEND
Create New From This M&C
DATE: 3/31/2026 REFERENCE **M&C 26- LOG NAME
NO.: 0227
CODE: C TYPE: CONSENT PUBLIC
HEARING:
Official site of the City of Fort Worth, Texas
FoR� H
60BIOSOLIDS_SOFTWARE
NO
SUBJECT. (ALL) Authorize Execution of a Vendor Service Agreement with Automation Nation, Inc. in
an Annual Amount Up to $485,045.00 for Software Licensing, Maintenance, Technical
Support, and Professional Services to Manage the Treatment Process of Sludge in the
Biosolids Operation at the Water Department's Village Creek Reclamation Facility
RECOMMENDATION:
It is recommended that the City Council authorize the execution of a Vendor Service Agreement with
Automation Nation, Inc. in an amount up to $485,045.00 for software licensing, maintenance,
technical support, and professional services of the Zenon Software Platform used to manage the
treatment process of sludge in the biosolids operation at the Water Department's Village Creek
Reclamation Facility.
DISCUSSION:
The purpose of this Mayor & Council Communication (M&C) is to authorize execution of a Vendor
Service Agreement with Automation Nation, Inc. now that Fort Worth is no longer in a transitionary
period for biosolids processing at Village Creek. This agreement will provide software licensing,
technical support, maintenance, and professional services for the Zenon Software Platform used to
operate and control the sludge process in the biosolids operation at the Village Creek Reclamation
Facility. Automation Nation, Inc. is the sole distributor of the Zenon software platform in Texas, and
will deliver essential operations and maintenance services necessary to monitor and control every
aspect of the sludge process to meet and sustain established operating standards. Software control
over biosolids processing is also necessary to prevent a public health hazard caused by a backup of
wastewater sludge.
The City of Fort Worth operates the Village Creek Water Reclamation Facility ("Village Creek") which
converts sewage sludge to biosolids. Sewage sludge is continuously created as part of the
wastewater treatment process. Until April 4, 2025, the City had a contract with Synagro of Texas -
CDR, Inc. to manage the City's biosolids processing and disposal operations at Village Creek.
However, through M&C 25-0281, the Fort Worth City Council authorized the termination of the City's
contract with Synagro of Texas -CDR, Inc.
As part of the transition of biosolids processing to the Fort Worth Water Department, the Water
Department entered into Fort Worth City Secretary Contract 63055, an emergency contract, with
Automation Nation, Inc. to provide its Zenon software platform to operate and control the sludge
process. The term of Fort Worth City Secretary Contract 63055 will expire on April 3, 2026.
Funding is budgeted in the General Operating & Maintenance category in the Water & Sewer Fund
for the Water Department.
PRICE ANALYSIS — The Water Department has reviewed the pricing and determined it fair and
reasonable.
ADMINISTRATIVE CHANGE ORDER - An administrative change order or increase may be made by
the City Manager in the amount up to maximum allowed under state law and the City Code and does
not require specific City Council approval as long as sufficient funds have been appropriated.
AGREEMENT TERMS - Upon City Council approval, the initial term of this Contract will commence
upon the date the City's Vendor Service Agreement is signed by the Assistant City Manager and
expires one year therefrom.
RENEWAL OPTIONS - The City shall be able to renew this agreement at the City's sole discretion for
four (4) additional one-year renewal 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.
This project is located in ALL COUNCIL DISTRICTS.
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 contract. Prior to any expenditure being incurred, the Water
Department has the responsibility to validate the availability of funds.
T
Fund
Department
ID
Account
Project
I ID
Program
Activity
I Budget
Year
Reference #
(Chartfield 2)
Amount
_
FROM
Fund Department
ID
Account
Project
ID
Program
Activity
Budget
Year
Reference #
(Chartfield 2)
Amount
Submitted for City Manager's Office by_
Originating Department Head:
Additional Information Contact:
ATTACHMENTS
Jesica McEachern (5804)
Chris Harder (5020)
Tim Shidal (8527)
60BIOSOLIDS SOFTWARE funds avail.docx (CFW Internal)
FID TABLE.xlsx (CFW Internal)
Form 1295 Automation Nation 03-16-2026 (002),pdf (CFW Internal)
CERTIFICATE OF INTERESTED PARTIES
FORM 1295
1of1
Complete Nos. 1- 4 and 6 if there are interested parties.
Complete Nos. 1, 2, 3, 5, and 6 if there are no interested parties.
OFFICE USE ONLY
CERTIFICATION OF FILING
Certificate Number:
2026-1433805
Date Filed:
03/16/2026
Date Acknowledged:
1
Name of business entity filing form, and the city, state and country of the business entity's place
of business.
Automation Nation, Inc.
Houston, TX United States
2
Name of governmental entity or state agency that is a party to the contract for which the form is
being filed.
City of Fort Worth
3
Provide the identification number used by the governmental entity or state agency to track or identify the contract, and provide a
description of the services, goods, or other property to be provided under the contract.
CSC5332-S1T1
Software and Engineering Automation Service and Support
4
Name of Interested Party
City, State, Country (place of business)
Nature of interest
(check applicable)
Controlling
I Intermediary
5
Check only if there is NO Interested Party.
X
6
UNSWORN DECLARATION
My name is �� Q [ 4n lict �) and my date of birth is
is � �i at4j do Dc, 4bLA. -7 o07
(city) (state) (zip code) (country)
I declare under penalty of perjury that the foregoing is true and correct.
e"I, -11n �J
Executed in � 1�1`+� ` County, of S on the day of P7&rZ/t1-,, 20
(month) (year)
Sig t re of authorized ag nt o ontracting business entity
(Declarant) ,
Forms provided by Texas Ethics Commission www.ethics.state.tx.us Version V4.1.0.b6ef2aab
FORT WORTH.
City Secretary's Office
Contract Routing & Transmittal Slip
Contractor's Name: Automation Nation, Inc.
Subject of the Agreement: Vendor Service Agreement for the Water Department with Automation Nation,
Inc. to provide biosolids processing and disposal services. The term of the agreement begins on April 4, 2026 and
expires on April 3, 2027. This agreement may be renewed for four one-year renewals at the City's option. The contract
spending authority is $485,040.
M&C Approved by the Council? * Yes 0 No ❑
If so, the M&C must be attached to the contract.
Is this an Amendment to an Existing contract? Yes ❑ No 0
If so, provide the original contract number and the amendment number.
Is the Contract "Permanent"? *Yes ❑ No 0
If unsure, see backpage for permanent contract listing.
Is this entire contract Confidential? *Yes ❑ No 0 If only specific information is
Confidential, please list what information is Confidential and the page it is located.
Effective Date: April 4, 2026
If different from the approval date.
Expiration Date: April 3, 2027
If applicable.
Is a 1295 Form required? * Yes 0 No ❑
*If so, please ensure it is attached to the approving M&C or attached to the contract.
Project Number: If applicable. NA
*Did you include a Text field on the contract to add the City Secretary Contract (CSC)
number? Yes 0 No ❑
Contracts need to be routed for CSO processing in the followingorder:
rder:
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.
FORTWORTH.
Water
Routing and Transmittal Slip
DOCUMENT TITLE: Vendor Service Agreement with Automation Nation, Inc.
DOCUMENT OVERVIEW: Vendor Service Agreement for the Water Department with Automation
Nation, Inc., to provide biosolids processing and disposal services. The term of the agreement
begins on April 4, 2026 and expires on April 3, 2027. This agreement may be renewed for four
one-year renewals at the City's option. The contract spending authority is $485,040.
TO
ROLE
APPROVER
INITIALS
Steven Nutter, Water Systems Superintendent
Signer
Richard Kendall, President, Automation Nation, Inc.
Signer
Shannon Dunne, Assistant Director, Water Department
Approver
T
Shannon Din
Jan Hale, Deputy Director, Water Department
Approver
Chris Harder, Director, Water Department
Signer
Kevin Anders, Assistant City Attorney
Signer
Jesica McEachern, Assistant City Manager
Signer
Katherine Cenicola, Assistant City Secretary
Approver
cc
Jannette Goodall, City Secretary
Signer
Allison Tidwell, Lead Admin Assistant, City Secretary's Office
Form Filler
Tim Shidal, Sr. IT Business Planner, Water Department
Acceptor