Loading...
HomeMy WebLinkAbout065386 - Construction-Related - Contract - TRAINFO Corp.CITY OF FORT WORTH, TEXAS STANDARD AGREEMENT FOR GENERAL PROFESSIONAL SERVICES This agreement ("Agreement") is between the City of Fort Worth, a Texas home -rule municipality ("City"), and TRAINFO Corp., a Canadian corporation ("Consultant"), for a project generally described as: TRAINFO Mobility Phase 1 On Call Professional Railroad Services ("Project"). Article I Scope of Services (1) Consultant hereby agrees to perform professional services as set forth in this Agreement and the Scope of Services, attached hereto as Attachment "A" ("Services"). These Services shall be performed in connection with the Project. (2) Additional services, if any, will be memorialized by an amendment to this Agreement. (3) All reports, whether partial or complete, prepared under this Agreement, including any original drawings or documents, whether furnished by City, its officers, agents, employees, consultants, or contractors, or prepared by Consultant, shall be or become the property of City, and shall be furnished to the City, prior to or at the time such services are completed, or upon termination or expiration of Agreement. Article II Compensation Consultant shall be compensated an amount up to $46,590.00 (U.S. Funds) ("Contract Amount") in accordance with the Fee Schedule shown in Attachment "B". Payment shall be considered full compensation for all labor (including all benefits, overhead, and markups), materials, supplies, and equipment necessary to complete the Services. Consultant shall provide monthly invoices to City. Payments for services rendered shall be made in accordance with the Texas Prompt Payment Act (Texas Government Code Ch. 2251). Acceptance by Consultant of said payment shall release City from all claims or liabilities under this Agreement for anything related to, performed, or furnished in connection with the Services for which payment is made, including any act or omission of City in connection with such Services. Article III Term Time is of the essence. The term of this Agreement shall commence on the Effective Date and shall continue until the expiration of the funds or completion of the subject matter pursuant to City of Fort Worth, Texas OFFICIAL RECORD Standard Agreement for Professional Services Revision Date: August 18, 2025 (Modified by Parties 6.03.26) CITY SECRETARY Page 1 of 9 FT. WORTH, TX the schedule, whichever occurs first, unless terminated in accordance with the terms of this Agreement. Unless specifically otherwise amended, the original term shall not exceed five years from the original effective date. Article IV Independent Contractor Consultant shall operate hereunder as an independent contractor and not as an officer, agent, servant, or employee of City. Consultant shall have exclusive control of and the exclusive right to control the details of the work to be performed hereunder and of all persons performing same and shall be solely responsible for the acts and omissions of its officers, agents, employees, contractors and subcontractors. The doctrine of respondent superior shall not apply as between City and Consultant, its officers, agents, employees, contractors, and subcontractors, and nothing herein shall be construed as creating a partnership or joint venture between City and Consultant. Article V Professional Competence Work performed by Consultant shall comply in all aspects with all applicable local, state/province, and federal laws and with all applicable, standards, codes, rules and/or regulations promulgated by local, state/province, and national boards, bureaus and agencies. City's approval of Consultant's work or work product and any associated notice(s) to proceed shall not constitute or be deemed to be a release of the responsibility and liability of Consultant or its officers, agents, employees, contractors and subcontractors for the accuracy and competency of its performance of the Services. Article VI Indemnification CONSULTANT, AT NO COST TO THE CITY, AGREES TO INDEMNIFYAND HOLD CITY, ITS OFFICERS, AGENTS, SERVANTS AND EMPLOYEES, HARMLESS AGAINST ANY AND ALL CLAIMS, LAWSUITS, ACTIONS, COSTS AND EXPENSES OF ANY KIND, INCLUDING, BUT NOT LIMITED TO, THOSE FOR PROPERTY DAMAGE OR LOSS (INCLUDING ALLEGED DAMAGE OR LOSS TO CONSULTANT'S BUSINESS AND ANY RESULTING LOST PROFITS) AND/OR PERSONAL INJURY, INCLUDING DEATH, THAT MAY RELATE TO, ARISE OUT OF OR BE OCCASIONED BY CONSULTANT'S BREACH OF (i) ANY OF THE TERMS OR PROVISIONS OF THIS AGREEMENT OR (ii) ANY NEGLIGENT ACT OR OMISSION OR INTENTIONAL MISCONDUCT OF CONSULTANT, ITS OFFICERS, AGENTS, ASSOCIATES, EMPLOYEES, CONTRACTORS (OTHER THAN THE CITY) OR SUBCONTRACTORS RELATED TO THE PERFORMANCE OR NON-PERFORMANCE OF THIS AGREEMENT. THIS SECTION SHALL SURVIVE ANY rr�:�► �►err_-rrr•�►�r•�:»:r�►:�rrr•�►�r•»►r:I��-r�:»�� �►�rrrl City of Fort Worth, Texas Standard Agreement for Professional Services Revision Date: August 18, 2025 (Modified by Parties 6.03.26) Page 2 of 9 Article Vll Insurance Consultant shall not commence work under this Agreement until it has obtained all insurance required under Attachment F and City has approved such insurance. Article VIII Force Majeure City and Consultant shall exercise their best efforts to meet their respective duties and obligations as set forth in this Agreement, but shall 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: acts of the public enemy, fires, strikes, lockouts, natural disasters, epidemics/pandemics, wars, riots, material or labor restrictions by any governmental authority and/or any other similar causes. Article IX Transfer or Assignment Consultant, its lawful successors and assigns, shall not assign, sublet or transfer any interest in this Agreement without prior written consent of City. Article X Termination of Contract (1) City may terminate this Agreement for convenience by providing written notice to Consultant at least 30-days prior to the date of termination, unless Consultant agrees in writing to an earlier termination date. (2) Either City or Consultant may terminate this Agreement for cause if either party fails to substantially perform, through no fault of the other and the nonperforming party does not commence correction of such nonperformance within 5 days after receipt of written notice or thereafter fails to diligently pursue the correction to completion. (3) If City chooses to terminate this Agreement, upon receipt of notice of termination by Consultant, Consultant shall discontinue Services on the date such termination is effective. City shall compensate Consultant for such services rendered based upon Article II of this Agreement and in accordance with Exhibit "B". Article XI Right to Audit (1) Consultant agrees that City shall, until the expiration of three (3) years after final payment under Agreement, have access to and the right to examine any directly pertinent books, documents, papers and records of Consultant involving transactions relating to Agreement. Consultant agrees that City shall have access during normal City of Fort Worth, Texas Standard Agreement for Professional Services Revision Date: August 18, 2025 (Modified by Parties 6.03.26) Page 3 of 9 working hours to all necessary facilities and shall be provided adequate and appropriate workspace in order to conduct audits in compliance with the provisions of this section. City shall give Consultant reasonable advance notice of intended audits. (2) Consultant further agrees to include in all its subcontracts hereunder, a provision to the effect that the subcontractor agrees that City shall, until the expiration of three (3) years after final payment under the subcontract, have access to and the right to examine any directly pertinent books, documents, papers and records of such subcontractor(s), involving transactions to the subcontract, and further, that City shall have access during normal working hours to all subcontractor facilities, and shall be provided adequate and appropriate work space in order to conduct audits in compliance with the provisions of this article. City shall give Consultant and any subcontractor reasonable advance notice of intended audit. (3) Consultant and subcontractor(s) agree to photocopy such documents as may be requested by City. City agrees to reimburse Consultant for the cost of copies at the rate published in the Texas Administrative Code in effect as of the time copying is performed. Article XII Observe and Comply Consultant shall at all times observe and comply with all federal, state, and local laws and regulations and with all City ordinances and regulations which in any way affect Agreement and the work hereunder, and shall observe and comply with all orders, laws ordinances and regulations which may exist or may be enacted later by governing bodies having jurisdiction or authority for such enactment. No plea of misunderstanding or ignorance thereof shall be considered. Consultant agrees to defend, indemnify and hold harmless City and all of its officers, agents and employees from and against all claims or liability arising out of the violation of any such order, law, ordinance, or regulation, whether it be by itself or its employees or its subcontractor(s). Article XIII United States Immigration Nationality Act To the extent applicable, Consultant shall verify the identity and employment eligibility of its employees and employees of all subcontractor(s) who perform work under Agreement, including completing the U.S. Employment Eligibility Verification Form (1-9). Upon request by City, Consultant shall provide City with copies of all 1-9 forms and supporting eligibility documentation for each employee who performs work under Agreement. Consultant shall adhere to all U.S. Federal and Texas State laws as well as establish appropriate procedures and controls so that no services will be performed by any Consultant employee who is not legally eligible to perform such services. CONSULTANT SHALL INDEMNIFY CITY AND HOLD CITY HARMLESS FROM ANY PENALTIES, LIABILITIES, OR LOSSES DUE TO VIOLATIONS OF THIS PARAGRAPH BY CONSULTANT, CONSULTANT'S City of Fort Worth, Texas Standard Agreement for Professional Services Revision Date: August 18, 2025 (Modified by Parties 6.03.26) Page 4 of 9 EMPLOYEES, SUBCONTRACTORS, AGENTS, OR LICENSEES. City, upon written notice to Consultant, shall have the right to immediately terminate Agreement for violations of this provision by Consultant. Article XIV Venue and Jurisdiction If any action, whether real or asserted, at law or in equity, arises on the basis of any provision of this Agreement, venue for such action shall lie in state courts located in Tarrant County, Texas or the United States District Court for the Northern District of Texas — Fort Worth Division. This Agreement shall be construed in accordance with the laws of the State of Texas. Article XV Contract Construction/No Waiver The parties acknowledge that each Party and, if it so chooses, its counsel, have reviewed and revised Agreement and that the normal rule of contract construction, to the effect that any ambiguities are to be resolved against the drafting party, must not be employed in the interpretation of Agreement or any amendments or exhibits hereto. The failure of City or Consultant 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 Consultant's respective right to insist upon appropriate performance or to assert any such right on any future occasion. Article XVI Severability The provisions of Agreement are severable, and if any word, phrase, clause, sentence, paragraph, section or other part of Agreement or the application thereof to any person or circumstance shall ever be held by any court of competent jurisdiction to be invalid or unconstitutional for any reason, the remainder of Agreement and the application of such word, phrase, clause, sentence, paragraph, section, or other part of Agreement to other persons or circumstances shall not be affected thereby and Agreement shall be construed as if such invalid or unconstitutional portion had never been contained therein. Article XVII Notices Notices regarding Articles IX or X are to be provided to the other Party by hand -delivery or via the party's official Postal Service sent certified mail return receipt requested, postage prepaid (or equivalent), to the address of the other Party shown below: City of Fort Worth, Texas Standard Agreement for Professional Services Revision Date: August 18, 2025 (Modified by Parties 6.03.26) Page 5 of 9 City of Fort Worth Attn: Kelly Porter Transportation Public Works 100 Fort Worth Trail Fort Worth, Texas 76102 Consultant: TRAI N FO Corp. Attn: Neil Ternowetsky 1465 Buffalo Place Winnipeg, Manitoba, Canada R3T 1 L8 All other notices may be provided as described above or via electronic means. Article XVIII Prohibition On Contracts With Companies Boycotting Israel Consultant, unless a sole proprietor, acknowledges that in accordance with Chapter 2271 of the Texas Government Code, if Consultant has 10 or more full time -employees and the contract value is $100,000 or more, the City is prohibited from entering into a contract with a company for goods or services unless the contract contains a written verification from the company that it: (1) does not boycott Israel; and (2) will not boycott Israel during the term of the contract. The terms "boycott Israel" and "company" shall have the meanings ascribed to those terms in Section 808.001 of the Texas Government Code. By signing this contract, Consultant certifies that Consultant's signature provides written verification to the City that if Chapter 2271, Texas Government Code applies, Consultant: (1) does not boycott Israel; and (2) will not boycott Israel during the term of the contract. City of Fort Worth, Texas Standard Agreement for Professional Services Revision Date: August 18, 2025 (Modified by Parties 6.03.26) Page 6 of 9 Article XIX Prohibition on Boycotting Energy Companies Consultant acknowledges that in accordance with Chapter 2276 of the Texas Government Code, the City is prohibited from entering into a contract for goods or services that has a value of $100,000 or more, which will be paid wholly or partly from public funds of the City, with a company (with 10 or more full-time employees) unless the contract contains a written verification from the company that it: (1) does not boycott energy companies; and (2) will not boycott energy companies during the term of the contract. The terms "boycott energy company" and "company" have the meaning ascribed to those terms by Chapter 2276 of the Texas Government Code. To the extent that Chapter 2276 of the Government Code is applicable to this Agreement, by signing this Agreement, Consultant certifies that Consultant's signature provides written verification to the City that Consultant: (1) does not boycott energy companies; and (2) will not boycott energy companies during the term of this Agreement. Article XX Prohibition on Discrimination Against Firearm and Ammunition Industries Consultant acknowledges that except as otherwise provided by Chapter 2274 of the Texas Government Code, the City is prohibited from entering into a contract for goods or services that has a value of $100,000 or more which will be paid wholly or partly from public funds of the City, with a company (with 10 or more full-time employees) unless the contract contains a written verification from the company that it: (1) does not have a practice, policy, guidance, or directive that discriminates against a firearm entity or firearm trade association; and (2) will not discriminate during the term of the contract against a firearm entity or firearm trade association. The terms "discriminate," "firearm entity" and "firearm trade association" have the meaning ascribed to those terms by Chapter 2274 of the Texas Government Code. To the extent that Chapter 2274 of the Government Code is applicable to this Agreement, by signing this Agreement, Consultant certifies that Consultant's signature provides written verification to the City that Consultant: (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. Article XXI Headings The headings contained herein are for the convenience in reference and are not intended to define or limit the scope of any provision of Agreement. City of Fort Worth, Texas Standard Agreement for Professional Services Revision Date: August 18, 2025 (Modified by Parties 6.03.26) Page 7 of 9 Article XXI Attachments, Schedules and Counterparts This Agreement may be executed in one or more counterparts and each counterpart shall, for all purposes, be deemed an original, but all such counterparts shall together constitute but one and the same instrument. The following attachments and schedules are hereby made a part of Agreement: Attachment A - Scope of Services Attachment B — Compensation Attachment C - Changes to Agreement Attachment D - Project Schedule Attachment E - Location Map Attachment F — Insurance Requirements Duly executed by each party's designated representative to be effective on the date subscribed by the City's designated Assistant City Manager. BY: CITY OF FORT WORTH op�l __ _-) Jesica McEachern Assistant City Manager Date: 06/17/2026 ATTEST: nn doF�fONT �QA ,00 y'aa C4, e C) 11 a ode° aan4nezasa4 Jannette Goodall City Secretary APPROVAL RECOMMENDED: By: Lauren Prieur (Jun 4, 2026 13:02:29 CDT) Lauren Prieur Director, Transportation Public Works City of Fort Worth, Texas Standard Agreement for Professional Services Revision Date: August 18, 2025 (Modified by Parties 6.03.26) Page 8 of 9 BY: CONSULTANT TRAIN FO Corp. Neil Ternowetsky Chief Technology Officer and Product Manager Date: 6-3-26 OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX APPROVED AS TO FORM AND LEGALITY By: Douglas Black (Jun 4, 2026 17:14:58 CDT) Douglas W Black Sr. Assistant City Attorney Contract Compliance Manager: M&C No.: N/A M&C Date: N/A 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. &G ri Kelly Poi ,n (J. i 3. 2026 13:53:57 CDT) Kelly Porter Assistant Director, Transportation Public Works City of Fort Worth, Texas Standard Agreement for Professional Services Revision Date: August 18, 2025 (Modified by Parties 6.03.26) Page 9 of 9 ATTACHMENTS "A", "B", "D", "E" Scope for On -Call Railroad Professional Services, Time and Materials with Rate Schedule Project, Project Schedule, Project Location Map TRAINF( Proposal for City of Fort Worth 0 �? OE-0 • O 0 TRAINFO Proposal Title TRAINFO Mobility Submitted To City of Fort Worth, TX Submission Date February 24, 2026 Submission By TRAINFO Corp. 1465 Buffalo Place Winnipeg MB — R3T 11-8 Ph. 1-888-572-7746 Confidential © 2026 TRAINFO Corporation —All Rights Reserved TRAINF: Proposal for City of Fort Worth CONTENTS Introduction...................................................................................................................................................................3 Background& Need.......................................................................................................................................................3 ProposedSolution..........................................................................................................................................................4 Deliverables...................................................................................................................................................................8 Projectand Fee Schedule..............................................................................................................................................8 AppendixA: Definitions...............................................................................................................................................10 Appendix B: Service Level Agreement.........................................................................................................................12 AgreementOverview...............................................................................................................................................12 Objective& Goals....................................................................................................................................................12 PeriodicReview........................................................................................................................................................12 ServiceAgreement...................................................................................................................................................12 ServiceScope...........................................................................................................................................................12 CustomerRequirements......................................................................................................................................13 TRAINFORequirements.......................................................................................................................................14 ChangeManagement..........................................................................................................................................14 ServiceManagement...............................................................................................................................................15 ServiceAvailability...............................................................................................................................................15 ServiceResponse Times.......................................................................................................................................15 ServiceTargets and Reporting.............................................................................................................................16 Appendix C: TRAINFO Sensor Warranty.......................................................................................................................17 AppendixD: Price Summary........................................................................................................................................19 CONFIDENTIALITY STATEMENT This proposal contains information that is proprietary to, and is the property of, TRAINFO Corporation and/or its subcontractors. This proposal and its contents are confidential and shall not be transferred or communicated to any third partiers without the prior written consent of TRAINFO Corporation. Confidential © 2026 TRAINFO Corporation —All Rights Reserved TRAINF: Proposal for City of Fort Worth INTRODUCTION This document summarizes the proposed approach for the City of Fort Worth to deploy TRAINFO Mobility. Upon acceptance of the proposal, it will serve as the general terms for the TRAINFO deployment between Fort Worth and TRAINFO. BACKGROUND & NEED The City of Fort Worth experiences significant and recurring impacts from rail grade crossings across the community. As summarized in Figure 1, the city has 164 public crossings that collectively generate approximately 4,600 train -related blockages per day, affecting nearly 103,000 vehicles daily. These events result in an estimated 5,150 cumulative vehicle -hours of delay each day. 164 Total Number of Crossings 4,572 Avg. Blockages per Clay 102,976 Avg. Vehicles Impacted per Clay 5,149 Avg. Vehicle Delay per Day (hrs) 30 Accidents Over the Last 5 Years 3 Fatalities Over the Last r Years Figure 1: Summary of grade crossing issues in City of Fort Worth, TX The scale of daily disruption indicates sustained impacts on corridor performance, travel time reliability, and overall network efficiency. With thousands of daily blockages distributed across the city, motorists frequently encounter unpredictable closures that contribute to congestion, rerouting, and reduced reliability for both passenger and freight movement. The accumulation of more than 5,000 vehicle -hours of delay per day represents a substantial productivity and mobility impact at the citywide level (see Figure 1). Safety impacts are also evident. Over the last five years, Fort Worth has experienced 30 reported accidents at grade crossings, including 3 fatalities. These incidents, combined with the high frequency of crossing activations, underscore the ongoing exposure of motorists and pedestrians to rail -related conflicts and highlight the importance of improved situational awareness around crossing activity. Collectively, the frequency of blockages, the magnitude of daily vehicle impacts, and documented safety outcomes demonstrate the need for enhanced visibility into grade crossing activity and improved tools to better understand and manage the operational and safety effects of rail crossings throughout Fort Worth (Figure 1). Confidential © 2026 TRAINFO Corporation —All Rights Reserved TRAI'' Proposal for City of Fort Worth PROPOSED SOLUTION With an unprecedented ability to quantify the impact grade crossings, TRAINFO is proposing its Mobility solution. The Mobility solution comes with the following analytical tools to help the coalition members understand the issues surrounding crossings and best strategize investments to reduce the impact: • Congestion Analytics — summarizes the impact the grade crossing has on traffic (see Figure 2) • Blockage Insights — summarizes the activity at the crossing, and trespass interactions by mode (i.e., pedestrian or vehicle) (see Figure 3) • Response Intelligence — summarizes where responders are most frequently delayed at crossings and what origin destination paths are most impacted (see figure 4) TRAIN FO C-9—Eimn. Analytic, Spalml ■ f �IRIIu�AI'INeH�I.►1..[Is.l'IM11::L ...".. 9 ) Figure 2: TRAINFO Congestion Analytics Confidential © 2026 TRAINFO Corporation —All Rights Reserved TRAIN( Proposal for City of Fort Worth TRAINFO Blockage Insights • Crossing Activity lul »�z u.to 0o tam "`—• �nr� BMMrs�Yws�rYweOr,W osaA�YMUIMeMw � ��L__ �I 66aes.6er�I� (rME TFpe n1r HOuslr Figure 3: TRAINFO Blockage Insights TRAINFO Response Intelligence Fitter by Origin Responder Trips by Origin endAr Destination �� 148.28 2.30K 426 a D •pf ReryDndvY Yol RnyarRiR, YDE Crossings—ponders Dal YWWWeak 1nMYMlons W WWr ETNR_l wish per Week Fitter by Des inakon AcHo tiers Deleyad And hrwFwdens by born, Responders Delayed Crossing Street Responder Interactions v J '• 758137U HOUSTON AVENUE 11.91 filter by Crossing 758610E US 59 EASTBOUND 7128 • - ,♦ FRONTAGE ROADS - - -- I,""' AD 7sa289M GREGG STREET 1707 - C --J- 75561e FONDIIENROAD 2123 .. •. C _fir„6• 758611L US 59 WESTBOUND 13.81 `_ \ • HIM Cl-- by Respg I— Delaye0 FRONTAGE ROAD aao rqa 758193X BURNETT 21 ]8 /O_pl-','• . ns ` * 0 ' •i _ M 52H POST OAR SB FRONT 19 a3 r' "' ,., 7 • -� - 1111111 POST OAKNORINBOUND 19 a5 FRONTAGE Responders Deily NI e W -,talon, by Ongin end Deadnaoon RaapwAm DNryM. 7 number or 755621G CHIMNEY ROCK ROAD Ia 51 Origin Destination CEDssir, Sbeer C—i19 lD Responders Delayed Responder IaeraTdom esrespondersarcerpenM to 023212E DWI[ DR I]86 Nadsseb NpriASEde GREW STREET tsg2 — s5 sE dewed as an An Kmssirlg per week, RaaperWF tA6rKttorre tha r IR, 912020E 610 FRONTAGE EASTBOUND t613 NorEnvae NNEAwe GREwsT. 7556rK_ ,.3q t1. 't does a—PorMern a —d Eo 47WFIT HOUSTON AVE 47.9t Me,lnriv ^ .—ETT 758ro3x■ ,1e 829 OFTing regarONsS Gr 2W12aT CANAL 1619 uwsmn rsoss,rg stalUs per week. snn.n sne n,xlE a73217T E.1 l>t _ 5970a5E WIrtTLE YORK 2350 No,n�on ■ _ - 597075Y ELLA BLVD 22 E,svrEr.ae*x, i,a T ITrmE. „a 1619 R^usic^ saoln>°ee MADEptl 28a M COMMERCE ST 1679 — 75875DC. TIDWELL ROAD 211 Nainwr aytNtrt ]saa7u, - 7551 SAM HOUSTON i011 IB.AB 562 2879"N 11-1 AVENUE I d] men,c,i,.d Pais Figure 4: TRAINFO Response Intelligence The initial phase will include the deployment of two (2) TRAINFO Train Detection Sensors. Both sensors will be solar -powered. If, following contract execution, direct power is confirmed to be available at either location, no additional charge will be applied. The sensors will be installed on existing poles at each crossing, and a qualified contractor will be provided to complete installation of the two units. Confidential © 2026 TRAINFO Corporation —All Rights Reserved - TRA,I' Proposal for City of Fort Worth KANUM VILLAGES OF WOODLAND SPRINGS I CRAWFORD FARMS 78.E I 0 r 0 ,1 WAMO L I I 17t \0 Fro Worth v O STOP !!POLY OVERSIGHT LIN ea� k Tr 4 Ter �k. I• WEDGWOOD i CANDLEAIDGF0 0- SUMYER CREEK RANC•4 A I} 13 SOUTNWi'. • TRAINFO Sensors — Phase 1 • TRAINFO Sensors — Phase 2 rl Figure 5: Solution option for City of Fort Worth Confidential © 2026 TRAINFO Corporation -All Rights Reserved TRAIN Proposal for City of Fort Worth Each crossing will produce crossing prediction information, the details of which are outlined in Table 1. CAD integration will not be a primary focus of phase 1, but will be at the customer's request. The deployment will generate crossing activity data, including blockage frequency and duration, to quantify operational impacts at each site. Data collected from the two pilot crossings will support the City's evaluation process and provide documented performance metrics to inform potential expansion to an additional eleven (11) crossings identified in the broader network shown in Figure 5. While future expansion to eleven additional crossings has been identified for long-term planning purposes, Phase 2 is not being formally scoped or priced within this proposal and is included for reference only. Table 1: Information Produced Crossing Information Integrations Notes N Main St Crossing Prediction W 7th St Crossing Prediction Waze and Google No Prediction lead time will be produced for train Maps movements from the south. Prediction lead times for continuous trains approaching form the north is expected to be 2-minutes. Due to the presence of siding and a junction near the crossing, there is a ligh likelihood of non -continuous movements. These movements will be identified, but not predicted. Waze and Google No Prediction lead time will be produced for train Maps movements from the north. Prediction lead times for continuous trains approaching form the south is expected to be 2-minutes. Due to the presence of siding and a junction near the crossing, there is a ligh likelihood of non -continuous movements. These movements will be identified, but not predicted. Confidential © 2026 TRAINFO Corporation —All Rights Reserved TRAIN Proposal for City of Fort Worth DELIVERABLES To provide the solution detailed in Figure 2, TRAINFO will supply the deliverables detailed in Table 2. Table 2: TRAINFO Deliverables Item Description Quantity TRAINFO Sensor- TRAINFO sensor to collect rail crossing activity data with solar capabilities. 2 sensors Solar w/ Camera Camera module to capture crossing activation when the crossing warning Module system has a quiet order (See Figure 2 for locations), and ground truth for further crossing analysis (i.e., near miss analysis, ped trespassing, and so on). Installation Installation of TRAINFO sensors. 2 locations Services Data Plans Data Plans for TRAINFO Sensors 2 plans for 1-year Field On -call field maintenance to service sensors NA Maintenance Tier-2 County Tier-2 (2 to 5 crossings)- City/County License 1-year License Data can be shared through TRAINFO's API with any agency within geographical county. Provides a base integration into Waze, supported 911 and DMS systems. The license will allow the city to share the produced data with any agency within the county. SUDDOrt Services Calibration and installation su000rt for TRAINFO sensors. 2 units PROJECT AND FEE SCHEDULE TRAINFO will implement and calibrate the system according to the schedule detailed in Table 33. Table 4 details the fee schedule required to deliver the project. Table 3: Deployment Schedule Task Description Owner Start Week Durations (weeks) 1 Contract Initiated City of Fort Worth 0 1 2 Kick -Off Meeting TRAINFO and City of Fort 1 1 Worth 3 Technical Install Meeting TRAINFO 2 1 4 Deliver Sensors TRAINFO 1 4 5 Install Sensors TRAINFO 5 1 6 System Calibration TRAINFO 6 5 7 System Integration TRAINFO 8 4 8 Activate System TRAINFO, and City of Fort 12 13 Worth Confidential © 2026 TRAINFO Corporation —All Rights Reserved TRAINI Proposal for City of Fort Worth Table 4: Fee and Payment Schedule Milestone Description Amount Due Week 1 Deliver Sensors $23,590 2 Installation of Sensors $11,600 3 Activation of System $11,400 13 4 Renewal* $ 7, 700 65 *Renewal reflect 50% discount on license renewal in year 2. Renewal or implementation of phase 2 needs to be finalized by March of 2027 for discount to be honored. **Total Project fee for milestones 1, 2 and 3 is $46,590 ***Field maintenance is only eligible after milestone 3. Any site visits prior to milestone 3 are included in TRAINFO's base installation fees. Confidential © 2026 TRAINFO Corporation —All Rights Reserved TRAINF, Proposal for City of Fort Worth APPENDIX A: DEFINITIONS Blockage Insights —TRAINFO proprietary methods for summarizing Rail Crossing Blockages. Bluetooth Sensor — this is a sensor that is installed along a roadway to uniquely identify Bluetooth devices and determine the time that the device passed the sensor. When multiple sensors are installed along a roadway the travel time between sensors can be calculated. Continuous Movements - A train traveling at a relatively continuous velocity near the max speed who is likely moving through a crossing. Data Plan — a cellular data plan including a SIM card that is used to wirelessly transmit data from Train Detection Sensors and Bluetooth Sensors. Data Portal —this is a website hosted by TRAINFO which provides the results of the Traffic Delay Study, including data and information about Rail Crossing Blockages and Travel Time Delays. Information —the type of information produced in real-time that will be produced for a given crossing. Three classes of information exist: • Crossing Status —the status of the crossing (i.e., active, or clear). • Crossing Prediction — the information included in Crossing Status, but also includes predictions for when the crossing is expected to be occupied and for how long. Predictions only apply for trains with Continuous Movements. • Congestion Analytics -the information included in Crossing Status, but also includes detail statistics on vehicle delay • Traffic Prediction —the information included in Crossing Prediction, but also includes predictions on the travel time vehicles will expect to experience from a train with Continuous Movements until the queue recovers from the event. Integrations —the integration of the data produced of by TRAINFO into external systems. Classes of integrations can include: • ATMS — integration into automated traffic management systems for the purposes of managing traffic signal response plans • EMS — integration into a system used by emergency (i.e. Computer Aided Dispatch software and tactical map) to provide situational awareness in the emergency response process. • DMS — Broad term to describe the integration into a sign (i.e., beacons and dynamic message signs) management system. Non -Continuous Movements — A train whose movement is unpredictable and there is little certainty of it moving with any continuity through the crossing. Trains exhibiting non -continuous movements are typically one performing switching, stopping, and shunting movements. Rail Crossing Blockage — anytime it is illegal for a vehicle to traverse a rail crossing. This includes instances when flashing lights, bells, and gates are activated or when a rail vehicle is occupying the rail crossing. Rail Crossing Location — the point where a roadway and railway intersect as uniquely identified by the Federal Rail Crossing Inventory Database. System Maintenance and Support —Service provided by TRAINFO to support and maintain the deployments for a given customer. Confidential © 2026 TRAINFO Corporation —All Rights Reserved TRAIN Proposal for City of Fort Worth Train Detection Sensor —this is TRAINFO's proprietary device that is installed next to rail crossings to determine when the crossing is blocked. TRAINFO City/County License — an annual subscription for all departments within an agency to use TRAINFO's in accordance with the integrations purchased. The licensed has a tiered cost structure dependant on the number of TRAINFO sensors being deployed; the tiers are as follows: Tier Min # of Sensors Max # of Sensors Annual Cost 1 1 1 $9,000 2 2 5 $13,000 3 6 10 $16,000 4 11 15 $19,000 5 16 20 $22,000 6 1 21 1 Unlimited $30,000 Travel Time Data — data sets that show the travel -time between a predefined origin and destination at a per - vehicles trip level. Confidential © 2026 TRAINFO Corporation —All Rights Reserved TRAINF, Proposal for City of Fort Worth APPENDIX B: SERVICE LEVEL AGREEMENT Agreement Overview This Agreement outlines the parameters of all services covered as they are mutually understood by the stakeholders. This Agreement does not supersede current processes and procedures unless explicitly stated herein. This Agreement remains valid until superseded by a revised agreement mutually endorsed by the stakeholders, or until the customer no longer holds a valid TRAINFO license. Objective & Goals The objective of this Agreement is to ensure that the proper elements and commitments are in place to provide consistent delivery of information. The goals of this Agreement are to: • Provide clear reference to service ownership, accountability, roles and/or responsibilities. • Present a clear, concise, and measurable description of service provision to the customer. • Match perceptions of expected service provision with actual service support & delivery. Periodic Review This Agreement is valid from the contract execution date and is valid while the customer has an active TRAINFO license. This Agreement should be reviewed at a minimum once per year; however, in lieu of a review during any period specified, the current SLA will remain in effect. The TRAINFO Account Manager ("Document Owner") is responsible for facilitating regular reviews of this document. Contents of this document may be amended as required, provided mutual agreement is obtained from the primary stakeholders and communicated to all affected parties. The Document Owner will incorporate all subsequent revisions and obtain mutual agreements / approvals as required. Service Agreement The following detailed service parameters are the responsibility of the Service Provider in the ongoing support of this Agreement. Service Scope The following describes the services provided for each product category TRAINFO Corp. provides. Please note, some services may be limited if the customers have opted out of any standard service item. Any items the customer has opted out of are noted in the Deliverables section of this proposal. In addition, service is limited to the following items and does not include third -party components sourced for the customer (i.e., Bluetooth sensors and DMS boards): • TRAINFO Sensors • TRAINFO County License • TRAINFO software integrations Confidential © 2026 TRAINFO Corporation —All Rights Reserved TRAIN: Proposal for City of Fort Worth TRAINFO County License License for use of the TRAINFO System to process sensor (train detection and Bluetooth) data to produce the following predictions: • Predicted arrival time of a blockage at a crossing • Predicted duration of a blockage at a crossing • Predicted impact of blockages to traffic Information produced is dependant on the availability of data to produce the information as dictated by the sensors installed and/or data provided by the Customer. In addition, the license includes: • Access to the TRAINFO data portal to review all data analysis. • System configuration and remote deployment support for local installation. • Cloud hosting of data for local installation (GovCloud (US -West) Region and backup running in GovCloud (US -East) Region). • Implementation of sensor and server software version updates. • Access to all API's and integrations developed by TRAINFO, as noted in the Deliverables section of the proposal. • The ability to cost share a license between any agency within a geographical county at no additional cost so long as any additional crossings don't exceed the license tier detailed in the Deliverables section of this proposal. Customer Requirements Customer responsibilities and/or requirements in support of this Agreement include: • Payment for all support costs at the agreed interval • Allow TRAINFO the use of customer corporate logos in TRAINFO content (i.e., press releases, websites, and case studies) for the purpose of announcing contracts, presenting benefits of the TRAINFO solution and other like cases. • Provision of necessary traffic count data • Reasonable availability of customer representative(s) when resolving a service -related incident or request. • Provision of Tier 1 support. Tier 1 support is defined as the local support of all physical system equipment. Support items include, but are not limited to the following: • Installing equipment • Providing onsite support to troubleshoot hardware issues with a remote TRAINFO Tier 2 support representative. • Replacing equipment when necessary Confidential © 2026 TRAINFO Corporation —All Rights Reserved TRAINF Proposal for City of Fort Worth TRAINFO Requirements TRAINFO's responsibilities and/or requirements in support of this Agreement include: • Meet response times associated with service -related incidents. • Provide appropriate notification to Customer for all scheduled maintenance. Appropriate notification is detailed in Table 4. • Remote management and monitoring of the TRAINFO system (i.e., sensors and servers) • Monitor and approve machine learning generated profiles • System configuration and remote deployment support for local installation • Provide Tier 2 support. Tier 2 support is defined as the remote support and response to all incidents causing service disruptions and degradation. Tier 2 support consists of remotely resolving Incidents and coordinating Tier 1 support to resolve Incidents. Change Management TRAINFO Corp will implement system changes as required to ensure the provision of service for the duration of the engagement with the Customer. System changes are those items that require updates to the system infrastructure as a result of identified system Problems, definition of new requirements, and necessary maintenance. A description of the category of changes to expect as well as the associated scheduling and communication are outlined within Table 4. Table 4: Description, Scheduling, and Communication of Expected Change Categories Description Schedule Communication Regular Regular system upgrades and Friday evenings through to 48 hours in advance of change. Change maintenance (i.e., patch Saturday mornings from updates to sensors and 11:00pm to 5:00am CDT/CST. server). Coordinated Changes that require Tier 1 Coordinated with the 2 weeks in advance of change. Change support. Customer. Emergency Emergency Changes to resolve Implemented at TRAINFO's Communicated to the Changes imminent system failures. discretion. Customer upon completion. Confidential © 2026 TRAINFO Corporation —All Rights Reserved TRAINF: Proposal for City of Fort Worth Service Management Effective support of in -scope services is a result of maintaining consistent service levels. The following sections provide relevant details on service availability and service response times. Service Availability Service availability identifies those periods where TRAINFO support is available to provide service. Table 5 describes the availability periods and the means to contact support. Table 5: Service Availability Details Service Availability Telephone Support Email Support Monday to Friday (does not include Canadian holidays) 1-888-572-7746 ext. 1 support@trainfo.ca 8:00am CDT/CST — 6:00pm CDT/CST Service Response Times TRAINFO's service response times outline targets TRAINFO strives to achieve in terms of its response times to the reporting of Incident from customers and the submission of their requests. Incidents are identified as unexpected events causing degradation or disruption to service. Requests inquiries for non -failure related items, i.e., training requests, addition of new users to the data portal, and so on. Table 6 outlines TRAINFO's service response times. Table 6: Service Response Times by Priority Priority Response Time (During Service Availability Definition Periods) High Less than 8 Hours* Incidents that are causing disruption to services. Medium Less than 48 Hours** Incidents that are causing degradation to services. Low Less than 4 Days** Service requests. *During service availability hours **Business days occurring during service availabilitv hours Confidential © 2026 TRAINFO Corporation —All Rights Reserved T R A I N F Proposal for City of Fort Worth Service Targets and Reporting TRAINFO's service targets and the reporting of its performance against those targets is done to ensure customer needs are being met. Performance reporting is conducted on an annual basis during the SLA annual review. TRAINFO's service targets and penalties associated to not achieving those targets are outlined in Table 7. Table 7: Service Performance Targets and Associated Penalties Support Type Priority Performance Target Penalties Incidents High Respond to all support inquiries within noted 10% discount on annual response time 95% of the time for no less than license fee or future 10 months of the year. software purchases. Medium Respond to all support inquiries within noted 5% discount on annual response time 90% of the time for no less than license fee or future 10 months of the year. software purchases. Requests Low Respond to all support inquiries within noted 5% discount on annual response time 90% of the time for no less than license fee or future 10 months of the year. software purchases. Confidential © 2026 TRAINFO Corporation —All Rights Reserved TRAINF: Proposal for City of Fort Worth APPENDIX C: TRAINFO SENSOR WARRANTY Every TRAINFOT" Sensor purchased comes with the TRAINFOT" standard limited warranty, which warrants that products will be free from defects and fully functional for the first year. Features: Standard warranty: For one years, product materials and workmanship are warranted to be free from defect; they will also function properly under normal use. If a product fails or has a defect not caused by normal wear and tear, misuse and neglect, or an act of God, it can be returned and TRAINFOT" will repair or replace the product. Specifications: TRAINFOTM Sensor Standard Limited Warranty covers all TRAINFOT" Sensor products manufactured and sold by TRAINFOT"° Corp. ("TRAINFOTM") and paid for in full by the Purchaser are backed by the following limited warranty: 1. For the benefit of the original Purchaser only, TRAINFOT" warrants that all new TRAINFOTM Sensor products manufactured by TRAINFOTM shall for a period of one (1) year from the date the Product is shipped to Purchaser (the "Warranty Period") (a) be free from defects in the materials and workmanship and (b) conform to and function in accordance with TRAINFOT"' written specifications under normal use, subject to the conditions and exceptions set forth below. If any TRAINFOT" Sensor Product fails to conform to this Standard Limited Warranty, as further explained below, TRAINFOT"° shall, in its sole discretion, and as Purchaser's sole remedy for any breach of this limited warranty, either repair or replace such substandard Product free of charge, except as noted below. 2. Purchaser shall promptly notify TRAINFOT", or the authorized TRAINFOTm representative, in writing of the Product's defect or failure no later than the last day of the Warranty Period. Upon delivery of such notice, Purchaser shall obtain a return authorization from TRAINFOT"°, and Purchaser shall then ship the Product to TRAINFOTm at the address indicated on the return authorization. 3. For any returned Product which, upon TRAINFOTM' evaluation, reveals significant (i.e., neither trivial nor superficial, nor the result of normal wear and tear) defects or failure that were not caused by any accident, misuse, neglect, alteration, improper installation, repair or testing by Purchaser or any third party or by any act of God, and which occurred under normal use and service by the Purchaser, within one (1) year following shipment, the Product will be repaired or replaced free of charge. TRAINFOT" shall not be responsible for any data loss incurred prior to or during its replacement or repair of any TRAINFOT" Sensor product(s). TRAINFOT" reserves the right to send the Purchaser fully tested, refurbished TRAINFOT" Sensor product(s) in the event of any total or partial failure of the TRAINFOTM Sensor product(s) previously sold to the Purchaser. Only authorized TRAINFOT" technicians may perform warranty work. Any work on TRAINFOTM Product(s) outside TRAINFOTm automatically voids this Standard Limited Warranty. 4. THIS LIMITED WARRANTY IS GRANTED BY COMPANY TO THE PRODUCT PURCHASER, AND ACCEPTED BY THE PURCHASER, IN LIEU OF ANY AND ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, ORAL OR WRITTEN OR STATUTORY, INCLUDING WITHOUT LIMITATION THE EXCLUDED IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. TRAINFOT" EXPRESSLY DISCLAIMS ANY WARRANTY THAT THE OPERATION OF THE PRODUCT WILL BE UNINTERRUPTED OR ERROR -FREE. TRAINFOTm NEITHER GRANTS NOR ASSUMES, NOR AUTHORIZES ANY OTHER PERSON TO GRANT OR ASSUME, ANY OTHER WARRANTIES OR LIABILITIES IN CONNECTION WITH THE SALE OR USE OF ANY TRAINFOT" PRODUCT. THE FORGOING LIMITED WARRANTY IS LIMITED TO MANUFACTURING DEFECTS THAT EXIST WITHIN THE PRODUCT AT THE TIME THE PRODUCT IS TRANSFERRED FROM TRAINFOTM. THE FOREGOING LIMITED WARRANTY EXPRESSLY EXCLUDES ALL INDIRECT, INCIDENTAL, CONSEQUENTIAL AND PUNITIVE DAMAGES AND ANY EXPENSES RELATED TO ANY PARTIAL OR COMPLETE INOPERABILITY OF THE PRODUCT THAT MAY ARISE AS A RESULT OF SUCH DEFECTS, OR FOR ANY OTHER REASON, EVEN IF TRAINFOT- AND/OR PURCHASER ARE AWARE OF THE POSSIBILITY THEREOF. THE LIMITED WARRANTY SHALL NOT APPLY IF THE PRODUCT (A) HAS BEEN ALTERED OR ABUSED IN ANY WAY BY PURCHASER OR ANY THIRD PARTY, (B) HAS NOT BEEN PROPERLY INSTALLED, OPERATED, REPAIRED, SERVICED OR MAINTAINED IN Confidential © 2026 TRAINFO Corporation —All Rights Reserved �= TRAIiv Proposal for City of Fort Worth ACCORDANCE WITH TRAINFO'sT" INSTRUCTIONS, POLICIES AND PROCEDURES, (C) HAS BEEN SUBJECTED TO ABNORMAL PHYSICAL, ELECTRICAL OR ENVIRONMENTAL STRESS (SUCH AS SURGES), OR ANY MISUSE, WILLFUL ABUSE, NEGLIGENCE, ACCIDENT OR ACT OF GOD; OR (D) IS SOLD OR LICENSED FOR BETA -EVALUATION, TESTING, OR DEMONSTRATION PURPOSES FOR WHICH TRAINFOTm DOES NOT RECEIVE PAYMENT OF A PURCHASE PRICE OR LICENSE FEE. 5. TRAINFOTM makes no warranty with respect to any equipment, parts, accessories, or components (a) manufactured or sold by others or (b) the subject of any alterations, repairs or other services provided by others. The only warranties that may apply to such items shall be the warranties offered by such third parties, if any. 6. TRAINFOTm reserves the right, without assuming any duty, to review the Purchaser's installation design in order to ensure performance maximization and protection from environmental or other risks. The product must be installed according to the installation instructions provided by TRAINFOT". If the instructions have not been followed, and problems arise, this warranty will be null and void. Confidential © 2026 TRAINFO Corporation —All Rights Reserved . �.-- TRAIr, Proposal for City of Fort Worth APPENDIX D: PRICE SUMMARY Fort Worth TX - 2 TPAINFO Sensors (Solar) - Phase 1 Kelly PwLer 5uPpwt rma contract value $rass@.o@ cammenss Confidential @ 2026 TRAINFO Corporation —All Rights Reserved ATTACHMENT "C" CHANGES AND AMENDMENTS TO STANDARD AGREEMENT Professional Services for TRAINFO Mobility Phase 1 On -Call Railroad Professional Services • Article II Compensation, Page 1, 2nd Paragraph: "Consultant shall provide mont-hly yearly invoices to City." FORT WORTH. CITY OF FORT WORTH CHAPTER 252 EXEMPTION FORM Instructions: Fill out the entire form with detailed information. Once you have completed this form, provide it to the Purchasing attorneys for review. The attorneys will review the information you have provided to determine whether an exemption to Chapter 252's bidding requirements is defensible. Failure to provide sufficient information may result in follow up questions and cause a delay in the attorney's determination. Section 1: General Information Requesting Department: Transportation and Public Works Name of Contract Manager: Kelly Porter, AICP Departmental Attorney: Douglas Black Item or Service sought: Deployment of Railroad Crossing Monitoring Sensors and Technology for Improved Public Health and Safety Goods: ❑x Service: FZ Anticipated Amount: $250,000.00 one-time plus $28,000 Annual Fee Vendor: TRAINFO Corp. Current/Prior Agreement for item/service: Yes ❑ No CSC or Purchase Order #: [N/A] Amount: [N/A] Projected M&C Date: [N/A] How will this item or service be used? Sensors and Cameras to be placed near railroad crossings in public right-of-way to monitor train movements and alert travellers in real time of blocked railroad crossings. This will reduce traffic congestion, improve air quality and enhance emergency response times. Has your department started a requisition or otherwise contacted the Purchasing Division related to obtaining this good/service? Yes ❑ No Page 1 of 7 If yes, please provide requisition number or brief explanation of contact with Purchasing Division: [N/A] Section 2: Claimed Exemption and Justification (Other than sole source) NOTE: For sole -source exemption requests, complete Section 3. Please indicate the non -sole -source exemption you believe applies to the purchase and provide information to support its applicability. Please refer to the Exemption Primer (starting on page 5) for detailed information about common exemptions: © A procurement necessary to preserve or protect the public health or safety of the City of Fort Worth's residents; ❑ A procurement necessary because of unforeseen damage to public machinery, equipment, or other property; ❑ A procurement for personal, professional, or planning services; ❑ A procurement for work that is performed and paid for by the day as the work progresses; ❑ A purchase of land or a right-of-way; ❑ Paving drainage, street widening, and other public improvements, or related matters, if at least one-third of the cost is to be paid by or through special assessments levied on property that will benefit from the improvements; ❑ A public improvement project, already in progress, authorized by the voters of the municipality, for which there is a deficiency of funds for completing the project in accordance with the plans and purposes authorized by the voters; ❑ A payment under a contract by which a developer participates in the construction of a public improvement as provided by Subchapter C, Chapter 212; ❑ Personal property sold: • at an auction by a state licensed auctioneer; • at a going out of business sale held in compliance with Subchapter F, Chapter 17, Business & Commerce Code; • by a political subdivision of this state, a state agency of this state, or an entity of the federal government; or • under an interlocal contract for cooperative purchasing administered by a regional planning commission established under Chapter 391; Page 2 of 7 ❑ Services performed by blind or severely disabled persons; ❑ Goods purchased by a municipality for subsequent retail sale by the municipality; ❑ Electricity; or ❑ Advertising, other than legal notices. Please provide details and facts to explain why you believe the exemption applies to the purchase. You may also attach documentation to this form. N/A Section 3: Claimed Sole -Source Exemption and Justification NOTE: For all non -sole -source exemption requests, complete Section 2. Please indicate the sole -source exemption you believe applies to the purchase and provide information to support its applicability. Please refer to the Exemption Primer (starting on page 5) for detailed information about common exemptions: 0 items that are available from only one source because of patents, copyrights, secret processes, or natural monopolies; ❑ films, manuscripts, or books; ❑ gas, water, and other utility services; ❑ captive replacement parts or components for equipment; ❑ books, papers, and other library materials for a public library that are available only from the persons holding exclusive distribution rights to the materials; and ❑ management services provided by a nonprofit organization to a municipal museum, park, zoo, or other facility to which the organization has provided significant financial or other benefits; How did you determine that the item or service is only available from one source? TRAINFO certifies and warrants that it is the only vendor or supplier of this unique service related to the intended purpose, use and performance sought by City of Fort Worth. This certification has been explored and supported by both TRANFO Corp. and City staff due to the following criteria: Page 3 of 7 - Ability to detect >99.99% of railroad crossing activations without false positives - Accuracy of measured railroad crossings activation within 5 seconds of actual duration - Ability to classify movements as continuous or non -continuous in real time - Detection and accuracy performance thresholds are met in less than two days after equipment is installed and powered on - Active integration into more than ten traffic management systems (i.e WAZE, DMS Boards, 911 tactical maps, 911 dispatch systems, ATMS platforms and more) - In compliance with US patent 10648827132, TRAINFO is the only solution able to predict train movements using sensors installed off the railroad's right-of-way - Developed with federal regulators and researchers, the Federal Railroad Authority (FRA) and the Transportation Research Board (TRB), TRAINFO Mobility's Congestion Analytics and Risk Intelligence provide accurate, trusted and validated analysis on the resulting impacts of active railroad crossings to Emergency Responders and the travelers SEE ATTACHED FILES Attach screenshots and provide an explanation of any independent research you conducted, through internet searches, searching cooperatives, or discussions with others knowledgeable on the subject matter that corroborate that the item is available only from a single source. Click or tap here to enter text. Did you attach a sole source justification letter? N Yes ❑ No Describe the uniqueness of the item or service (e.g. compatibility or patent issues, etc.). [SEE CRITERIA DETAILS PROVIDED ABOVE] Section 4: Attorney Determination With the facts provided by the department, is the use of the claimed exemption defensible if the City were to be challenged on this purchase? NYes ❑No. Was there anything attached to this form that was relied on in making this determination? NYes ❑No. If yes, please explain: See attached TRAINFO sole source letter dated 01/12/2026 and Sole Source Justification Form dated 06/10/2025 which detail the reasons for sole source justification. Was there anything not included on this form or attached hereto that was relied on in making this determination? ❑Yes NNo. If yes, please explain: [EXPLAIN OUTSIDE SOURCE OF INFORMATION] Page 4 of 7 Approved By: 7Ak4,� Date: 01/21/2026 Amarna Muhammad / Jordan Alvarez Assistant City Attorney Page 5 of 7 EXEMPTION FORM PRIMER Below are explanations and examples of common exemptions that could apply to City purchases. If you have questions about the information provided or need additional information, please contact your department's assigned attorney or the appropriate purchasing attorney. • PUBLIC HEALTH & SAFETY - A procurement necessary to preserve or protect the public health or safety of the municipality's residents; Examples of activities that have been found to fall within this exception include ambulance services; solid waste collection and disposal; and first -responder safety equipment such as breathing apparatus for firefighters and bullet-proof vests for police officers. • UNFORESEEN DAMAGES - A procurement necessary because of unforeseen damage to public machinery, equipment, or other property; Examples of this type of procurement would include repairing or replacing roofs and windows damaged by hail or a tornado. But parts and services for routine maintenance or replacement of old, worn out roofs or windows would not meet this exception. • PERSONAL, PROFESSIONAL, OR PLANNING SERVICES Personal services are ones that are unique to the individual providing them. Therefore, personal services contract cannot generally be subcontracted or assigned. Professional services are not defined under Chapter 252, so there is no precise definition to follow. While there is no universal definition of this term, "several cases suggest that [these types of services are] `predominately mental or intellectual, rather than physical or manual."' Tex. Atty Gen Op. JM-940 (1988) (quoting Maryland Casualty Co. v. Cray Water Co., 160 S.W. 2d 102 (Tex. Civ. App.—Eastland 1942, no writ). The Texas Attorney General has also opined that "professional services" no longer includes only the services of lawyers, physicians, or theologians, but also those members of disciplines requiring special knowledge or attainment and a high order of learning, skill, and intelligence. Id. Facts needed to support a professional service exemption include the specialized requirements of that profession and the mental and intellectual skill required by the person while performing the service. Purchases of goods are not professional services. • SOLE SOURCE — A procurement for items available only from one source This exemption is commonly referred to as the sole source exemption. The fact that the vendor in question has the best price or can meet our timing needs does not make a purchase of a good or service available from only one source. A sole source does not exist solely on the basis of personal or departmental preference or a desire to keep all units the same brand or make. The information needed to support this exemption is documentation showing that Page 6 of 7 no other provider can provide the service or category of good except for the vendor you are proposing. Some examples of sole source purchases include (i) service agreements when only one vendor is authorized to work on the equipment by the manufacturer and allowing another vendor would void the warranty and (ii) purchase of a good that is copyrighted or trademarked and only provided by one vendor. Page 7 of 7 TRAIR' TRAINFO Sole Source Justification January 12, 2026 Attn: Mr. Kelly Porter City of Fort Worth, TX Re: Sole Source Justification Thank you for your interest in TRAINFO Mobility to reduce traffic congestion and first responder delays at rail crossings. TRAINFO certifies and warrants that it is the only vendor or supplier of these unique goods and/or services, the uniqueness is substantially related to the intended purpose, use and performance of the goods or services sought by the City, and other similar goods or services cannot perform the desired objectives of the City. The certification is based on the following criteria: • Detection - Ability to detect >99.99% of crossing activations without false positives. Crossing activations include when a crossing is activated by a train, maintenance car or other event; it is anytime it is illegal for a vehicle to interact with a crossing. • Accuracy - Measured crossing activation within +/- 5 seconds of actual duration. Actual duration is defined as the time between warning system activation to warning system deactivation. • Classification - Ability to classify movements as continuous or non -continuous in real- time. Non -continuous movements are those unpredictable movements where there is little certainty of a train moving with any continuity through the crossing. Trains exhibiting non - continuous movements are typically one performing switching, stopping, and shunting types of movements. • Time to Calibrate - Detection and accuracy performance thresholds are met in less than 2-days after equipment is installed and powered on. • Integrations - Active integrations into more than 10 traffic management systems (i.e. WAZE, DMS boards, 911 tactical maps, 911 dispatch systems, ATMS platforms and so on), with more than 20 new integrations currently being developed. • Predict Train Movements -In compliance with US patent US10648827132, TRAINFO is the only solution able to predict train movements using sensors installed off the railroad's right-of-way. • Analytics - Developed with federal regulators and researchers, the Federal Railroad Authority (FRA) and the Transportation Research Board (TRB), TRAINFO Mobility's Congestion Analytics and Risk Intelligence provide accurate, trusted and validated analysis on the resulting impacts of active rail crossings to First Responders, and Traffic (passenger and trucks). TRAINFO's certification of these items is based on independent third -party tests, customer public notices of intent to sole source and our own market research. We look forward to working with you in this important traffic and public safety initiative. If you have any additional questions or comments, do not hesitate to contact me at neil.ternowetsky@trainfocorp.com or (204) 479-8908. Thank you for your consideration. Sincerely, //�� 1��� Neil Ternowetsky CTO and Product Manager TRAINFO Corp. Sole Source/Sole Brand/Proprietary Purchase Justification Goods or Services Being Requested: Rail Crossing Information System Dollar Amount: $ 350,000 Sole Source Purchase — A product exceeds $5,000 and its purchase is available from one manufacturer or service provider. ❑ Sole Brand Purchase — A product exceeds $5,000 and its purchase is available from only one known brand or the only reasonable brand capable of fulfilling the needs of the City. ❑Proprietary Purchase — A product or service exceeds $5,000 and its purchase is available from multiple providers; however, a particular vendor must be used to satisfy the City's requirements. A Sole Source or Proprietary Purchase must meet at least one of the following criteria: One -of -a -kind: The commodity or service has no competitive product alternatives available. ❑ Compatibility: The commodity or service must match existing brand of equipment for compatibility. Replacement Part: The commodity is a replacement part for a specific brand of existing equipment. Operational Continuity: The commodity or service is needed to maintain operational continuity (not due to improper planning). ❑ Standards/Standardization: The commodity or service must comply with established a level of standards. aUnique Design: The commodity or service must meet physical design or quality requirements ❑ Delivery Date: Only one supplier can meet necessary delivery requirements. ❑ Other: There are extenuating circumstances regarding this purchase. Justification: Explain the unique factors that restricts this purchase to only this one product or service and the reason that this product's unique features are indispensable to your operation: City staff have determined that it would be necessary to contract in a noncompetitive manner because of (1) the unique technology required for this study, (2) the expertise of the proposed vendor, and (3) the proposed schedule. (1) The main project objective is to accurately and reliably predict closures at rail crossings. The City has multiple use cases for this information which include providing train blockage alerts to first responders, residents, and other users to help them re-route and predict the duration of when the tracks will be blocked. The proposed vendor, TRAINFO, provides a Train Detection System that can accurately detect a train's arrival, develop historical trends to predict train arrival, provide historical analytics, and interface with existing systems like traffic management centers, roadside signs, and emergency dispatchers. (2) Agency partners have completed planning studies similar to this project. The Florida Department of Transportation (FDOT) District 2 has tested the proposed vendor's technology. During testing, the detection was 100% accurate in providing train presence information and alerts as per required FDOT specifications. In addition, the system was deemed compatible with many, if not all the existing and planned infrastructure, systems, and networks used by the Department. As a result, FDOT determined that TRAINFO is the only vendor that can accurately detect the train using the acoustic features which includes the horn, the bells, and the track vibrations as the train approaches. The FDOT single source purchase approval is attached for reference. (3) The current project schedule was slightly delayed from the onset and in an effort to reduce any further delays, a sole source procurement would be the preferred option. The average time required by the City's Procurement Department to procure consultant services for a planning study is four to six months. This would eliminate the need to add a minimum of four months to the overall project Page 2 of 3 Was the proposed price compared to those previously paid, those listed in currently listed catalogs, or those deemed reasonable by knowledge of the market or personal experience? F./I Yes ❑ No Please attach supporting documentation to justify the market research, including proposed price comparison. *Florida Statute: I have thoroughly researched the sole source or sole brand justification and fully understand the implications of Section 838.22 of the Florida Statutes: (2) "It is unlawful for a public servant, with corrupt intent to obtain a benefit for any person or to cause unlawful harm to another, to circumvent a competitive bidding process required by law or rule by using a sole source contract for commodities or services. " (5) "Any person who violates this section commits a felony of the second degree, punishable as provided in s. 775.082, s. 775.083, or s. 75.084" Department Director/Designee Approval and Certification*: Digitally signed by Milos Name: Milos Majstorovic Signature: Milos MajstorovlC Majstorovio Date: 2025.06,10 09:14:15 -04'00' PROCUREMENT SPECIALIST ANALYSIS ❑ Approve ❑ Disapprove Comment: APPROVAL AUTHORITY REASON/SUGGESTED ACTION (IF DISAPPROVED) ® Approve ❑ Disapprove Comment: Name: Signature: Page 3 of 3 Q U.S. Department of Transportation Federal Railroad Administration May 20, 2025 Ekaete Ekwere City of Fort Lauderdale, FL Transportation Division Manager Transportation and Mobility Department 290 NE 3`a Avenue, Fort Lauderdale, Florida 33301 Dear Ekaete Ekwere, 1200 New Jersey Avenue, SE Washington, DC 20590 This letter is in response to the City of Fort Lauderdale, FL ("The City") letter dated April 10, 2025, requesting FRA concurrence to utilize the sole source procurement method as part of FRA's Grant Agreement [FAIN # 69A36525420230RCEFL] with TRAINFO, via a Non -Competitive exemption as defined in 2 CFR 200.320(c)(3). The request is related to the City of Fort Lauderdale, FL, Fiscal Year (FY) 2022 Railroad Crossing Elimination (RCE) "City of Fort Lauderdale Railroad Safety and Congestion Analysis" project. In accordance with 2 CFR 200.320 and FRA's guidance, FRA will only concur with sole source procurements when one or more of the following circumstances apply: (1) The item is available only from a single source; (2) The public exigency or emergency for the requirement will not permit a delay resulting from competitive solicitation; or (3) After solicitation of a number of sources, competition is determined inadequate. FRA has reviewed The City's request and concurs with the City that in the City's situation, circumstance (1) applies ("The item is available only from a single source"). This sole source procurement is still subject to all other terms of FRA's grant agreement. If you have any questions, please contact Elena Gonzalez at Elena.Gonzalez(c_,dot.gov. Sincerely, ROBERT YUNG-SHIN CHAO Digitally signed by ROBERTYUNG-SHIN CHAO Date: 2025.05.20 12:52:47-04'00' Robert Chao Division Chief Grants & Loan Program Development Office of Railroad Development, Federal Railroad Administration cc: Marjorie Hilaire Chouloute, FRA Project Manager Elena Gonzalez, FRA Grant Manager Docusign Envelope ID: C9657112-440D-4D33-B391-FF3632C059DA STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION 375-040-53 FDOT DESCRIPTION OF INTENDED PROCUREMENT 03/19 SINGLE SOURCE PURCHASE (PUR 7776) AGENCY: DEPARTMENT OF TRANSPORTATION TITLE: Rail Crossing Information Systems with Predictive Analytics Short description of the commodity or service desired: Scalable advanced rail detection system that uses acoustic sensors to detect train presence, direction, speed, etc along at -grade rail crossings on arterials. CONTACT Name: Jake Boozer Address: 1109 S Marion Ave Telephone: 3 86-758-3 756 Email: jake.boozergdot.state.fl.us Internal tracking number, if any: DOT-SS-26-2017-JB Date posted: 12/2/2025 Last day for receipt of information: 12/23/2025 This description of commodities or contractual services intended for purchase from a single source is posted in accordance with section 287.057(3)(c), Florida Statutes and will remain posted for a period of at least 7 business days. Commodity or Service Required (commodity class and group, manufacturer, model, and description, as appropriate): 46161500 Traffic Control. 80111614 - Temporary engineering services Quantity or Term (as appropriate): 250 TRAINFO Sensors with accessories; 250 TRAINFO solar kits; 500 1-year extended warranty terms; 9,000 cellular data monthly terms; 500 hours of engineering and integration; 500 hours of system support, 36 software license monthly terms. Re uq estor (division, bureau, office, individual, as appropriate): FDOT D2 - Traffic Operations - ITS - Adam Storm Performance and/or Design Requirements (intended use, function or application, compatibility etc. requirements; reference to policy, rule, statute or other act of the Legislature, etc., as appropriate): To be used for highly accurate train detection with attributes like presence, speed, length, direction, etc. which will assist first responders to elan for alternative routes in case of blockage by train. The train presence data and nredicted arrival time may be made available to all road users through FL511 app and other dissemination means. Intended source (vendor, contractor): TRAINFO Corporation Estimated Dollar Amount: $4,360,000.00 Justification for single source acquisition (what is necessary and unique about the product, service or source; steps taken to confirm unavailability of competition, as appropriate): As described above, the product must be able to provide real-time and historical train presence, direction, and speed data based on detection by traditional and innovative sensors. The market for such systems based on TERL-approved detection devices is very narrow and no other systems have been introduced to District Two with such accuracy. Using acoustic sensor solves the problem of false positives and false negatives that could exist with camera -based detections. District Two has been actively involved in the development of this solution to meet the Department's current and future needs. This solution has the potential to be a fully scalable and efficiently deployable system along interconnected arterials affected by at -grade rail operations. Approved By: (names & titles, as appropriate to Post on Vendor Bid System (VBS), e.g., requestor, requestor management, � Wstems, budget, purchasing): Ds F:- n.+ Procurement Services Manager wift&iature Title PUR 7776 (rev.10/14) Page 1 of 2 60A-1.010, F.A.C. Docusign Envelope ID: C9657112-440D-4D33-B391-FF3632C059DA 11 , %'Legal Review: GiSeUe JJ3� �i I ftnature STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION FDOT DESCRIPTION OF INTENDED SINGLE SOURCE PURCHASE (PUR 7776) Assistant General Counsel Title 375-040-53 PROCUREMENT 03/19 Legal review by the Office of General Counsel is required prior to posting. Please coordinate with District Legal Counsel prior to submission to the Office of General Counsel, MS-58. Prospective vendors are requested to provide information regarding their ability to supply the commodities or contractual services described. If it is determined in writing by the agency, after reviewing any information received from prospective vendors, that the commodities or contractual services are available only from a single source, the agency shall: Provide notice of its intended decision to enter a single -source purchase contract in the manner specified in s.120.57 (3) F.S. PUR 7776 (rev.10/14) Page 2 of 2 60A-1.010, F.A.C. Li TRAINFO- FEATURES �� Installed without coordination with rail companies Supports real-time applications Compliant with Patent US1064827B2 Compatible with standard DSRC RSUs 100 ft detection radius Self -calibration enables easy installation 1-year warranty Detects using acoustic Video camera module upon request (sensor processes video stream on the edge) SPECIFICATIONS POWER SPECIFICATION: • POE Output:17W @ 48V • Nominal Power Consumption: <3W @ 12V Max Power Consumption: 7W @ 12V DIRECT POWER OPTION Power Input: 120-240VAC Wire: 3 conductor copper multi -conductor cable 18 AWG, annealed stranded Connector:15 AMP, 125 V 3-wire plug, male connector, industrial graded, PVC Battery: 12VDC @ 14Ah Enclosure Weight: 30 Ibs (incl. battery) Dimensions 14in x 12in x 6in V Reliable V Accurate */ Installed Off Rail Property V Low -Cost TRAINFO sensors collect train movement data including movements other data sources neglect. SOLAR POWERED OPTION • Panel Rating:175w @ 17.95 VMP Panel Dimensions: 49.7in. x 27.5in. x 1.4in. • Enclosure Weight:90 Ibs (incl. battery) • Battery:12VDC @ 75Ah '0> m _= o 0 100 ft. j COMMUNICATION Connectivity: 4G LTE External integration Interface: 10/100 Gigabit Ethernet with static or dynamic addressing Location service: GPS/GLONASS/BeiDou/ Galileo/QZSS CCU AMBIENT OPERATING TEMP: • -40"C to 74'C CERTIFICATIONS: • CSA and FCC 10 ft. / See Mounting 1 1 Guidelines / UPDATES: Firmware updated remotely byTRAINFO at controlled crossings under normal conditions VIDEO CAMERA REQUIREMENTS: • Power over Ethernet • Max nominal power consumption:7W • RTSP stream over static Ethernet interface TRAINFC Response Intelligence Version: 1.1 Date: Dec 31, 2023 Data Input Requirements Description This document outlines the data required from emergency responder agencies to run TRAINFO's Response Intelligence risk model. The risk model quantifies the number of responder trips impacted by blocked rail crossings. Data Requirements Field Name Definition Data Format Mandatory Origin Latitude Latitude of the responding unit when they are Decimal degrees (i.e, Yes dispatched. 50.1522203) Origin Longitude Longitude of the responding unit when they are Decimal degrees (i.e, - Yes dispatched. 96.8735337) Destination Latitude of the call location the unit is dispatched to. Decimal degrees (i.e, Yes Latitude 50.1522203) Destination Longitude of the call location the unit is dispatched to. Decimal degrees (i.e, - Yes Longitude 96.8735337) Incident ID* A unique identification of the incident. Alphanumeric character Yes string Unit ID* A unique identification of the responding apparatus. Alphanumeric character Yes string A description of the type of responding apparatus (i.e, Alphanumeric character Apparatus Type Fire, Paramedic, Supervisor). string Yes Departure Time The time the responder left the origin. Datetime (i.e, yyyy-MM-dd Yes HH:mm:ss) Arrival Time The time the responder arrived at the destination. Datetime (i.e, yyyy-MM-dd Yes HH:mm:ss) Latitude of the hospital the responder went to. Decimal degrees (i.e, Hospital Latitude 50.1522203) No Not a required field when the Unit Type is a Fire apparatus. Hospital Longitude of the hospital the responder went to. Decimal degrees (i.e, - Longitude 96.8735337) No Not a required field when the Unit Type is a Fire apparatus. Scene Departure The time the responder left the scene of the incident. Datetime (i.e, yyyy-MM-dd Time HH:mm:ss) No Not a required field when the Unit Type is a Fire apparatus. Hospital Arrival The time the responder arrived at the hospital. Datetime (Le, yyyy-MM-dd Time HH:mm:ss) No Not a required field when the Unit Type is a Fire apparatus. Station A unique identifier of the station the responding Alphanumeric character No apparatus is assigned to. string • The combination of a Unit ID and an Incident ID will result in a unique row in this table. Additionally, if AVL ping data is available, it is requested to be in the format shown in the following table. Field Name Definition Data Format Mandatory Ping Location Latitude of the AVL ping. Decimal degrees (i.e, 50.1522203) Yes Latitude Ping Location Longitude of the AVL ping. Decimal degrees (i.e, - Yes Longitude 96.8735337) Incident ID A unique identification of the incident. Alphanumeric character string Yes Unit ID A unique identification of the responding Alphanumeric character string Yes apparatus. Ping Timestamp The time of the AVL ping. Datetime (i.e, yyyy-MM-dd Yes HH:mm:ss) EXHIBIT F CITY OF FORT WORTH STANDARD INSURANCE REQUIREMENTS (1) INSURANCE LIMITS a. Commercial General Liability — Insured shall maintain commercial general liability (CGL) and, if necessary, commercial umbrella insurance as follows: $1,000,000 each occurrence $2,000,000 aggregate If such Commercial General Liability insurance contains a general aggregate limit, it shall apply separately to this Project or location. City shall be included as an additional insured with all rights of defense under the CGL, using ISO additional insured endorsement or a substitute providing equivalent coverage, and under the commercial umbrella, if any. This insurance shall apply as primary insurance with respect to any other insurance or self-insurance programs afforded to City. The Commercial General Liability insurance policy shall have no exclusions or endorsements that would alter or nullify: premises/operations, products/completed operations, contractual, personal injury, or advertising injury, which are normally contained within the policy, unless City specifically approves such exclusions in writing. ii. Insured waives all rights against City and its agents, officers, directors and employees for recovery of damages to the extent these damages are covered by the commercial general liability or commercial umbrella liability insurance maintained in accordance with Agreement. b. Business Auto — Insured shall maintain business auto liability and, if necessary, commercial umbrella liability insurance as follows: $1,000,000 each accident (or reasonably equivalent limits of coverage if written on a split limits basis). Such insurance shall cover liability arising out of "any auto", including owned, hired, and non -owned autos, when said vehicle is used in the course of Insured's business and/or the Project. If Insured owns no vehicles, coverage for hired or non -owned autos is acceptable. Insured waives all rightsagainst City and its agents, officers, directors and employees for recovery of damages to the extent these damages are covered by the business auto liability or commercial umbrella liability insurance obtained by Insured pursuant to this Agreement or under any applicable auto physical damage coverage. CFW Standard Insurance Requirements Page 1 of 3 Rev. 5.04.21 c. Workers' Compensation — Insured shall maintain workers compensation and employer's liability insurance and, if necessary, commercial umbrella liability insurance as follows: Coverage A: statutory limits Coverage B: $100,000 each accident $500,000 disease - policy limit $100,000 disease - each employee Insured waives all rights against City and its agents, officers, directors and employees for recovery of damages to the extent these damages are covered by workers compensation and employer's liability or commercial umbrella insurance obtained by Insured pursuant to this Agreement. d. Professional Liability (Errors & Omissions) — Insured shall maintain professional liability insurance as follows: $1,000,000 - Each Claim Limit $2,000,000 - Aggregate Limit Professional Liability coverage may be provided through an endorsement to the Commercial General Liability policy, or a separate policy specific to Professional E&O. Either is acceptable if coverage meets all other requirements. Coverage shall be written on a claims -made basis, and maintained for the duration of the contractual agreement and for five (5) years following completion of services provided. The policy shall contain a retroactive date prior or equal to the Effective Date of the Agreement or the first date of services to be performed, whichever is earlier. An annual certificate of insurance shall be submitted to City to evidence coverage. (2) GENERAL INSURANCE REQUIREMENTS a. Certificates of insurance evidencing that Insured has obtained all required insurance shall be attached to Agreement concurrent with its execution. Any failure to attach the required insurance documentation hereto shall not constitute a waiver of the insurance requirements. b. Applicable policies shall be endorsed to name City as an Additional Insured, as its interests may appear, and must afford the City the benefit of any defense provided by the policy. The term City shall include its employees, officers, officials, and agents as respects the contracted services. Applicable policies shall each be endorsed with a waiver of subrogation in favor of City with respect to the Project. c. Certificate(s) of insurance shall document that insurance coverage limits specified in this Agreement are provided under applicable policies documented thereon. Insured's insurance policy(s) shall be endorsed to provide that said insurance is primary protection and any self -funded or CFW Standard Insurance Requirements Page 2 of 3 Rev. 5.04.21 commercial coverage maintained by City shall not be called upon to contribute to loss recovery. Insured's liability shall not be limited to the specified amounts of insurance required herein. d. Other than worker's compensation insurance, in lieu of traditional insurance, City may consider alternative coverage or risk treatment measures through insurance pools or risk retention groups. City must approve in writing any alternative coverage for it to be accepted. e. A minimum of thirty (30) days' notice of cancellation or material change in coverage shall be provided to City. A ten (10) days' notice shall be acceptable in the event of non-payment of premium. f. Insurers must be authorized to do business in the State of Texas and have a current A.M. Best rating of A:VII or equivalent measure of financial strength and solvency as determined by the City's Risk Management division. g. Any deductible or self -insured retention in excess of $25,000 that would change or alter the requirements herein is subject to approval in writing by City, if coverage is not provided on a first -dollar basis. City, at its sole discretion, may consentto alternative coverage maintained through insurance pools or risk retention groups. Dedicated financial resources or letters of credit may also be acceptable to City. h. In the course of the Agreement, Insured shall report, in a timely manner, to City's Risk Management Department with additional notice to the Contract Compliance Manager, any known loss or occurrence which could give rise to a liability claim or lawsuit against City or which could result in a property loss. City shall be entitled, upon its request and without incurring expense, to review Insured's insurance policies including endorsements thereto and, at City's discretion, Insured may be required to provide proof of insurance premium payments. Lines of coverage, other than Professional Liability, underwritten on a claims - made basis, shall contain a retroactive date coincidentwith or priorto the date of this Agreement. The certificate of insurance shall state both the retroactive date and that the coverage is claims -made. k. Coverages, whether written on an occurrence or claims -made basis, shall be maintained without interruption nor restrictive modification or changes from date of commencement of the Project until final payment and termination of any coverage required to be maintained after final payments. City shall not be responsible for the direct payment of any insurance premiums required by Agreement. m. Subcontractors of Insured shall be required by Insured to maintain the same or reasonably equivalent insurance coverage as required for Insured. Upon City's request, Insured shall provide City with documentation thereof. CFW Standard Insurance Requirements Page 3 of 3 Rev. 5.04.21 Form W-NEWE Certificate of Status of Beneficial Owner for United States Tax Withholding and Reporting (Entities) (Rev. October 2021) OMB No. 1545-1621 ► For use by entities. Individuals must use Form W-8BEN. ► Section references are to the Internal Revenue Code. Department of the Treasury ► Go to www.irs.gov/FormW8BENE for instructions and the latest information. Internal Revenue Service ► Give this form to the withholding agent or payer. Do not send to the IRS. Do NOT use this form for: Instead use Form: • U.S. entity or U.S. citizen or resident . . . . . . . . . . . . . . . . . . . . . . . . . . . W-9 • A foreign individual . . . W-8BEN (Individual) or Form 8233 • A foreign individual or entity claiming that income is effectively connected with the conduct of trade or business within the United States (unless claiming treaty benefits) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . W-8ECI • A foreign partnership, a foreign simple trust, or a foreign grantor trust (unless claiming treaty benefits) (see instructions for exceptions) . . W-81MY • A foreign government, international organization, foreign central bank of issue, foreign tax-exempt organization, foreign private foundation, or government of a U.S. possession claiming that income is effectively connected U.S. income or that is claiming the applicability of section(s) 115(2), 501(c), 892, 895, or 1443(b) (unless claiming treaty benefits) (see instructions for other exceptions) . . . . . . . . . W-8ECI or W-8EXP • Any person acting as an intermediary (including a qualified intermediary acting as a qualified derivatives dealer) . . . . . . . . . W-81MY j ] j� Identification of Beneficial Owner 1 Name of organization that is the beneficial owner 3 Name of disregarded entity receiving the payment (if applicable, see instructions) 2 Country of incorporation or organization 4 Chapter 3 Status (entity type) (Must check one box only): L✓J Corporation LJ Partnership ❑ Simple trust ❑ Tax-exempt organization ❑ Complex trust ❑ Foreign Government - Controlled Entity ❑ Central Bank of Issue ❑ Private foundation ❑ Estate ❑ Foreign Government - Integral Part ❑ Grantor trust ❑ Disregarded entity ❑ International organization If you entered disregarded entity, partnership, simple trust, or grantor trust above, is the entity a hybrid making a treaty claim? If "Yes," complete Part III. ❑ Yes ❑ No 5 Chapter 4 Status (FATCA status) (See instructions for details and complete the certification below for the entity's applicable status.) ❑ Nonparticipating FFI (including an FFI related to a Reporting IGA ❑ Nonreporting IGA FFI. Complete Part XII. FFI other than a deemed -compliant FFI, participating FFI, or ❑ Foreign government, government of a U.S. possession, or foreign exempt beneficial owner). central bank of issue. Complete Part XIII. ❑ Participating FFI. ❑ Reporting Model 1 FFI. ❑ Reporting Model 2 FFI. ❑ Registered deemed -compliant FFI (other than a reporting Model 1 FFI, sponsored FFI, or nonreporting IGA FFI covered in Part XII). See instructions. ❑ Sponsored FFI. Complete Part IV. ❑ Certified deemed -compliant nonregistering local bank. Complete Part V. ❑ Certified deemed -compliant FFI with only low -value accounts. Complete Part VI. ❑ Certified deemed -compliant sponsored, closely held investment vehicle. Complete Part VII. ❑ Certified deemed -compliant limited life debt investment entity. Complete Part VIII. ❑ Certain investment entities that do not maintain financial accounts. Complete Part IX. ❑ Owner -documented FFI. Complete Part X. ❑ Restricted distributor. Complete Part A. ❑ International organization. Complete Part XIV. ❑ Exempt retirement plans. Complete Part XV. ❑ Entity wholly owned by exempt beneficial owners. Complete Part XVI. ❑ Territory financial institution. Complete Part XVII. ❑ Excepted nonfinancial group entity. Complete Part XVIII. ❑ Excepted nonfinancial start-up company. Complete Part XIX. ❑ Excepted nonfinancial entity in liquidation or bankruptcy. Complete Part XX. ❑ 501(c) organization. Complete Part XXI. ❑ Nonprofit organization. Complete Part XXII. ❑ Publicly traded NFFE or NFFE affiliate of a publicly traded corporation. Complete Part XXIII. ❑ Excepted territory NFFE. Complete Part XXIV. ❑✓ Active NFFE. Complete Part XXV. ❑ Passive NFFE. Complete Part XXVI. ❑ Excepted inter -affiliate FFI. Complete Part XXVII. ❑ Direct reporting NFFE. ❑ Sponsored direct reporting NFFE. Complete Part XXVIII. ❑ Account that is not a financial account. 6 Permanent residence address (street, apt. or suite no., or rural route). Do not use a P.O. box or in -care -of address (other than a registered address). City or town, state or province. Include postal code where appropriate. Country Winnipeg, Manitoba R3T 11_8 Canada 7 Mailing address (if different from above) City or town, state or province. Include postal code where appropriate. I Country For Paperwork Reduction Act Notice, see separate instructions. Cat. No. 59689N Form W-8BEN-E (Rev. 10-2021) Form W-813EN-E (Rev. 10-2021) Page 2 EiGM Identification of Beneficial Owner (continued) 8 U.S. taxpayer identification number (TIN), if required 98-1490959 9a GIIN b Foreign TIN c Check if FTIN not legally required. . . . . . ►❑ 10 Reference number(s) (see instructions) Note: Please complete remainder of the form including signing the form in Part XXX. Disregarded Entity or Branch Receiving Payment. (Complete only if a disregarded entity with a GIIN or a branch of an FFI in a country other than the FFI's country of residence. See instructions.) 11 Chapter 4 Status (FATCA status) of disregarded entity or branch receiving payment ❑ Branch treated as nonparticipating FFI. ❑ Reporting Model 1 FFI. ❑ U.S. Branch. ❑ Participating FFI. ❑ Reporting Model 2 FFI. 12 Address of disregarded entity or branch (street, apt. or suite no., or rural route). Do not use a P.O. box or in -care -of address (other than a registered address). City or town, state or province. Include postal code where appropriate. Country 13 GIIN (if any) 1� Claim of Tax Treaty Benefits (if applicable). (For chapter 3 purposes only.) 14 I certify that (check all that apply): a 0 The beneficial owner is a resident of Canada _within the meaning of the income tax treaty between the United States and that country. 15 0 The beneficial owner derives the item (or items) of income for which the treaty benefits are claimed, and, if applicable, meets the requirements of the treaty provision dealing with limitation on benefits. The following are types of limitation on benefits provisions that may be included in an applicable tax treaty (check only one; see instructions): ❑ Government 0 Company that meets the ownership and base erosion test ❑ Tax-exempt pension trust or pension fund ❑ Company that meets the derivative benefits test ❑ Other tax-exempt organization ❑ Company with an item of income that meets active trade or business test ❑ Publicly traded corporation ❑ Favorable discretionary determination by the U.S. competent authority received ❑ Subsidiary of a publicly traded corporation ❑ No LOB article in treaty ❑ Other (specify Article and paragraph): ❑ The beneficial owner is claiming treaty benefits for U.S. source dividends received from a foreign corporation or interest from a U.S. trade or business of a foreign corporation and meets qualified resident status (see instructions). Special rates and conditions (if applicable —see instructions): The beneficial owner is claiming the provisions of Article and paragraph VII of the treaty identified on line 14a above to claim a 0 % rate of withholding on (specify type of income): Business Profits Explain the additional conditions in the Article the beneficial owner meets to be eligible for the rate of withholding: The beneficial owner is a lified resident of Canada and does not have a Dermanent establishment in the United States. 16�M Sponsored FFI 16 Name of sponsoring entity: 17 Check whichever box applies. ❑ I certify that the entity identified in Part I: • Is an investment entity; • Is not a QI, WP (except to the extent permitted in the withholding foreign partnership agreement), or WT; and • Has agreed with the entity identified above (that is not a nonparticipating FFI) to act as the sponsoring entity for this entity. ❑ I certify that the entity identified in Part I: • Is a controlled foreign corporation as defined in section 957(a); • Is not a QI, WP, or WT; • Is wholly owned, directly or indirectly, by the U.S. financial institution identified abovethat agrees to act as the sponsoring entity for this entity; and • Shares a common electronic account system with the sponsoring entity (identified above) that enables the sponsoring entity to identify all account holders and payees of the entity and to access all account and customer information maintained by the entity including, but not limited to, customer identification information, customer documentation, account balance, and all payments made to account holders or payees. Form W-8BEN-E (Rev.10-2021) Form W-SBEN-E (Rev. 10-2021) Page 3 Certified Deemed -Compliant Nonregistering Local Bank 18 ❑ I certify that the FFI identified in Part I: • Operates and is licensed solely as a bank or credit union (or similar cooperative credit organization operated without profit) in its country of incorporation or organization; • Engages primarily in the business of receiving deposits from and making loans to, with respect to a bank, retail customers unrelated to such bank and, with respect to a credit union or similar cooperative credit organization, members, provided that no member has a greater than 5% interest in such credit union or cooperative credit organization; • Does not solicit account holders outside its country of organization; • Has no fixed place of business outside such country (for this purpose, a fixed place of business does not include a location that is not advertised to the public and from which the FFI performs solely administrative support functions); • Has no more than $175 million in assets on its balance sheet and, if it is a member of an expanded affiliated group, the group has no more than $500 million in total assets on its consolidated or combined balance sheets; and • Does not have any member of its expanded affiliated group that is a foreign financial institution, other than a foreign financial institution that is incorporated or organized in the same country as the FFI identified in Part I and that meets the requirements set forth in this part. Certified Deemed -Compliant FFI with Only Low -Value Accounts 19 ❑ I certify that the FFI identified in Part I: • Is not engaged primarily in the business of investing, reinvesting, or trading in securities, partnership interests, commodities, notional principal contracts, insurance or annuity contracts, or any interest (including a futures or forward contract or option) in such security, partnership interest, commodity, notional principal contract, insurance contract or annuity contract; • No financial account maintained by the FFI or any member of its expanded affiliated group, if any, has a balance or value in excess of $50,000 (as determined after applying applicable account aggregation rules); and • Neither the FFI nor the entire expanded affiliated group, if any, of the FFI, have more than $50 million in assets on its consolidated or combined balance sheet as of the end of its most recent accounting year. Certified Deemed -Compliant Sponsored, Closely Held Investment Vehicle 20 Name of sponsoring entity: 21 ❑ I certify that the entity identified in Part I: • Is an FFI solely because it is an investment entity described in Regulations section 1.1471-5(e)(4); • Is not a QI, WP, or WT; • Will have all of its due diligence, withholding, and reporting responsibilities (determined as if the FFI were a participating FFI) fulfilled by the sponsoring entity identified on line 20; and • 20 or fewer individuals own all of the debt and equity interests in the entity (disregarding debt interests owned by U.S. financial institutions, participating FFIs, registered deemed -compliant FFIs, and certified deemed -compliant FFIs and equity interests owned by an entity if that entity owns 100% of the equity interests in the FFI and is itself a sponsored FFI). Certified Deemed -Compliant Limited Life Debt Investment Entity 22 ❑ I certify that the entity identified in Part I: • Was in existence as of January 17, 2013; • Issued all classes of its debt or equity interests to investors on or before January 17, 2013, pursuant to a trust indenture or similar agreement; and • Is certified deemed -compliant because it satisfies the requirements to be treated as a limited life debt investment entity (such as the restrictions with respect to its assets and other requirements under Regulations section 1.1471-5(f)(2)(iv)). 17i1r.1 Certain Investment Entities that Do Not Maintain Financial Accounts 23 ❑ I certify that the entity identified in Part I • Is a financial institution solely because it is an investment entity described in Regulations section 1.1471-5(e)(4)(i)(A), and • Does not maintain financial accounts. Owner -Documented FFI Note: This status only applies if the U.S. financial institution, participating FFI, or reporting Model 1 FFI to which this form is given has agreed that it will treat the FFI as an owner -documented FFI (see instructions for eligibility requirements). In addition, the FFI must make the certifications below. 24a ❑ (All owner -documented FFIs check here) I certify that the FFI identified in Part I: • Does not act as an intermediary; • Does not accept deposits in the ordinary course of a banking or similar business; • Does not hold, as a substantial portion of its business, financial assets for the account of others; • Is not an insurance company (or the holding company of an insurance company) that issues or is obligated to make payments with respect to a financial account; • Is not owned by or in an expanded affiliated group with an entity that accepts deposits in the ordinary course of a banking or similar business, holds, as a substantial portion of its business, financial assets for the account of others, or is an insurance company (or the holding company of an insurance company) that issues or is obligated to make payments with respect to a financial account; • Does not maintain a financial account for any nonparticipating FFI; and • Does not have any specified U.S. persons that own an equity interest or debt interest (other than a debt interest that is not a financial account or that has a balance or value not exceeding $50,000) in the FFI other than those identified on the FFI owner reporting statement. Form W-813EN-E (Rev. 10-2021) Form W-81BEN-E (Rev. 10-2021) Page 4 Owner -Documented FF1 (continued) Check box 24b or 24c, whichever applies. b ❑ I certify that the FFI identified in Part I: • Has provided, or will provide, an FFI owner reporting statement that contains: (i) The name, address, TIN (if any), chapter 4 status, and type of documentation provided (if required) of every individual and specified U.S. person that owns a direct or indirect equity interest in the owner -documented FFI (looking through all entities other than specified U.S. persons); (ii) The name, address, TIN (if any), and chapter 4 status of every individual and specified U.S. person that owns a debt interest in the owner -documented FFI (including any indirect debt interest, which includes debt interests in any entity that directly or indirectly owns the payee or any direct or indirect equity interest in a debt holder of the payee) that constitutes a financial account in excess of $50,000 (disregarding all such debt interests owned by participating FFIs, registered deemed -compliant FFIs, certified deemed - compliant FFIs, excepted NFFEs, exempt beneficial owners, or U.S. persons other than specified U.S. persons); and (iii) Any additional information the withholding agent requests in order to fulfill its obligations with respect to the entity. • Has provided, or will provide, valid documentation meeting the requirements of Regulations section 1.1471-3(d)(6)(iii) for each person identified in the FFI owner reporting statement. c ❑ I certify that the FFI identified in Part I has provided, or will provide, an auditor's letter, signed within 4 years of the date of payment, from an independent accounting firm or legal representative with a location in the United States stating that the firm or representative has reviewed the FFI's documentation with respect to all of its owners and debt holders identified in Regulations section 1.1471-3(d)(6)(iv)(A)(2), and that the FFI meets all the requirements to be an owner -documented FFI. The FFI identified in Part I has also provided, or will provide, an FFI owner reporting statement of its owners that are specified U.S. persons and Form(s) W-9, with applicable waivers. Check box 24d if applicable (optional, see instructions). d ❑ I certify that the entity identified on line 1 is a trust that does not have any contingent beneficiaries or designated classes with unidentified beneficiaries. �t Restricted Distributor 25a ❑ (All restricted distributors check here) I certify that the entity identified in Part I: • Operates as a distributor with respect to debt or equity interests of the restricted fund with respect to which this form is furnished; • Provides investment services to at least 30 customers unrelated to each other and less than half of its customers are related to each other; • Is required to perform AML due diligence procedures under the anti -money laundering laws of its country of organization (which is an FATF- compliant jurisdiction); • Operates solely in its country of incorporation or organization, has no fixed place of business outside of that country, and has the same country of incorporation or organization as all members of its affiliated group, if any; • Does not solicit customers outside its country of incorporation or organization; • Has no more than $175 million in total assets under management and no more than $7 million in gross revenue on its income statement for the most recent accounting year; • Is not a member of an expanded affiliated group that has more than $500 million in total assets under management or more than $20 million in gross revenue for its most recent accounting year on a combined or consolidated income statement; and • Does not distribute any debt or securities of the restricted fund to specified U.S. persons, passive NFFEs with one or more substantial U.S. owners, or nonparticipating FFIs. Check box 25b or 25c, whichever applies. I further certify that with respect to all sales of debt or equity interests in the restricted fund with respect to which this form is furnished that are made after December 31, 2011, the entity identified in Part I: b ❑ Has been bound by a distribution agreement that contained a general prohibition on the sale of debt or securities to U.S. entities and U.S. resident individuals and is currently bound by a distribution agreement that contains a prohibition of the sale of debt or securities to any specified U.S. person, passive NFFE with one or more substantial U.S. owners, or nonparticipating FFI. c ❑ Is currently bound by a distribution agreement that contains a prohibition on the sale of debt or securities to any specified U.S. person, passive NFFE with one or more substantial U.S. owners, or nonparticipating FFI and, for all sales made prior to the time that such a restriction was included in its distribution agreement, has reviewed all accounts related to such sales in accordance with the procedures identified in Regulations section 1.1471-4(c) applicable to preexisting accounts and has redeemed or retired any, or caused the restricted fund to transfer the securities to a distributor that is a participating FFI or reporting Model 1 FFI securities which were sold to specified U.S. persons, passive NFFEs with one or more substantial U.S. owners, or nonparticipating FFIs. Form W-8BEWE (Rev.10-2021) Form W-SBEN-E (Rev. 10-2021) Page) Nonreporting IGA FFI 26 ❑ I certify that the entity identified in Part I: • Meets the requirements to be considered a nonreporting financial institution pursuant to an applicable IGA between the United States and The applicable IGA is a ❑ Model 1 IGA or a ❑ Model 2 IGA; and is treated as a under the provisions of the applicable IGA or Treasury regulations (if applicable, see instructions); • If you are a trustee documented trust or a sponsored entity, provide the name of the trustee or sponsor The trustee is: ❑ U.S. ❑ Foreign Foreign Government, Government of a U.S. Possession, or Foreign Central Bank of Issue 27 ❑ I certify that the entity identified in Part I is the beneficial owner of the payment, and is not engaged in commercial financial activities of a type engaged in by an insurance company, custodial institution, or depository institution with respect to the payments, accounts, or obligations for which this form is submitted (except as permitted in Regulations section 1.1471-6(h)(2)). MIM VA International Organization Check box 28a or 28b, whichever applies. 28a ❑ I certify that the entity identified in Part I is an international organization described in section 7701(a)(18). b ❑ I certify that the entity identified in Part I: • Is comprised primarily of foreign governments; • Is recognized as an intergovernmental or supranational organization under a foreign law similar to the International Organizations Immunities Act or that has in effect a headquarters agreement with a foreign government; • The benefit of the entity's income does not inure to any private person; and • Is the beneficial owner of the payment and is not engaged in commercial financial activities of a type engaged in by an insurance company, custodial institution, or depository institution with respect to the payments, accounts, or obligations for which this form is submitted (except as permitted in Regulations section 1.1471-6(h)(2)). Exempt Retirement Plans Check box 29a, b, c, d, e, or f, whichever applies. 29a ❑ I certify that the entity identified in Part I: • Is established in a country with which the United States has an income tax treaty in force (see Part III if claiming treaty benefits); • Is operated principally to administer or provide pension or retirement benefits; and • Is entitled to treaty benefits on income that the fund derives from U.S. sources (or would be entitled to benefits if it derived any such income) as a resident of the other country which satisfies any applicable limitation on benefits requirement. b ❑ I certify that the entity identified in Part I: • Is organized for the provision of retirement, disability, or death benefits (or any combination thereof) to beneficiaries that are former employees of one or more employers in consideration for services rendered; • No single beneficiary has a right to more than 5% of the FFI's assets; • Is subject to government regulation and provides annual information reporting about its beneficiaries to the relevant tax authorities in the country in which the fund is established or operated; and (i) Is generally exempt from tax on investment income under the laws of the country in which it is established or operates due to its status as a retirement or pension plan; (ii) Receives at least 50% of its total contributions from sponsoring employers (disregarding transfers of assets from other plans described in this part, retirement and pension accounts described in an applicable Model 1 or Model 2 IGA, other retirement funds described in an applicable Model 1 or Model 2 IGA, or accounts described in Regulations section 1.1471-5(b)(2)(i)(A)); (iii) Either does not permit or penalizes distributions or withdrawals made before the occurrence of specified events related to retirement, disability, or death (except rollover distributions to accounts described in Regulations section 1.1471-5(b)(2)(i)(A) (referring to retirement and pension accounts), to retirement and pension accounts described in an applicable Model 1 or Model 2 IGA, or to other retirement funds described in this part or in an applicable Model 1 or Model 2 IGA); or (iv) Limits contributions by employees to the fund by reference to earned income of the employee or may not exceed $50,000 annually. c ❑ 1 certify that the entity identified in Part I: • Is organized for the provision of retirement, disability, or death benefits (or any combination thereof) to beneficiaries that are former employees of one or more employers in consideration for services rendered; • Has fewer than 50 participants; • Is sponsored by one or more employers each of which is not an investment entity or passive NFFE; • Employee and employer contributions to the fund (disregarding transfers of assets from other plans described in this part, retirement and pension accounts described in an applicable Model 1 or Model 2 IGA, or accounts described in Regulations section 1.1471-5(b)(2)(i)(A)) are limited by reference to earned income and compensation of the employee, respectively; • Participants that are not residents of the country in which the fund is established or operated are not entitled to more than 20% of the fund's assets; and • Is subject to government regulation and provides annual information reporting about its beneficiaries to the relevant tax authorities in the country in which the fund is established or operates. Form W-813EN-E (Rev. 10-2021) Form W-SBEN-E (Rev. 10-2021) Page 6 17re Exempt Retirement Plans (continued) d ❑ I certify that the entity identified in Part I is formed pursuant to a pension plan that would meet the requirements of section 401(a), other than the requirement that the plan be funded by a trust created or organized in the United States. e ❑ I certify that the entity identified in Part I is established exclusively to earn income for the benefit of one or more retirement funds described in this part or in an applicable Model 1 or Model 2 IGA, or accounts described in Regulations section 1.1471-5(b)(2)(i)(A) (referring to retirement and pension accounts), or retirement and pension accounts described in an applicable Model 1 or Model 2 IGA. f ❑ I certify that the entity identified in Part 1: • Is established and sponsored by a foreign government, international organization, central bank of issue, or government of a U.S. possession (each as defined in Regulations section 1.1471-6) or an exempt beneficial owner described in an applicable Model 1 or Model 2 IGA to provide retirement, disability, or death benefits to beneficiaries or participants that are current or former employees of the sponsor (or persons designated by such employees); or • Is established and sponsored by a foreign government, international organization, central bank of issue, or government of a U.S. possession (each as defined in Regulations section 1.1471-6) or an exempt beneficial owner described in an applicable Model 1 or Model 2 IGA to provide retirement, disability, or death benefits to beneficiaries or participants that are not current or former employees of such sponsor, but are in consideration of personal services performed for the sponsor. 1�" Entity Wholly Owned by Exempt Beneficial Owners 30 ❑ I certify that the entity identified in Part 1: • Is an FFI solely because it is an investment entity; • Each direct holder of an equity interest in the investment entity is an exempt beneficial owner described in Regulations section 1.1471-6 or in an applicable Model 1 or Model 2 IGA; • Each direct holder of a debt interest in the investment entity is either a depository institution (with respect to a loan made to such entity) or an exempt beneficial owner described in Regulations section 1.1471-6 or an applicable Model 1 or Model 2 IGA. • Has provided an owner reporting statement that contains the name, address, TIN (if any), chapter 4 status, and a description of the type of documentation provided to the withholding agent for every person that owns a debt interest constituting a financial account or direct equity interest in the entity; and • Has provided documentation establishing that every owner of the entity is an entity described in Regulations section 1.1471-6(b), (c), (d), (e), (f) and/or (g) without regard to whether such owners are beneficial owners. Territory Financial Institution 31 ❑ I certify that the entity identified in Part I is a financial institution (other than an investment entity) that is incorporated or organized under the laws of a possession of the United States. Excepted Nonfinancial Group Entity 32 ❑ I certify that the entity identified in Part I: • Is a holding company, treasury center, or captive finance company and substantially all of the entity's activities are functions described in Regulations section 1.1471-5(e)(5)(i)(C) through (E); • Is a member of a nonfinancial group described in Regulations section 1.1471-5(e)(5)(i)(B); • Is not a depository or custodial institution (other than for members of the entity's expanded affiliated group); and • Does not function (or hold itself out) as an investment fund, such as a private equity fund, venture capital fund, leveraged buyout fund, or any investment vehicle with an investment strategy to acquire or fund companies and then hold interests in those companies as capital assets for investment purposes. EMU Excepted Nonfinancial Start -Up Company 33 ❑ I certify that the entity identified in Part I: • Was formed on (or, in the case of a new line of business, the date of board resolution approving the new line of business) (date must be less than 24 months prior to date of payment); • Is not yet operating a business and has no prior operating history or is investing capital in assets with the intent to operate a new line of business other than that of a financial institution or passive NFFE; • Is investing capital into assets with the intent to operate a business other than that of a financial institution; and • Does not function (or hold itself out) as an investment fund, such as a private equity fund, venture capital fund, leveraged buyout fund, or any investment vehicle whose purpose is to acquire or fund companies and then hold interests in those companies as capital assets for investment purposes. 1117 Excepted Nonfinancial Entity in Liquidation or Bankruptcy 34 ❑ I certify that the entity identified in Part I: • Filed a plan of liquidation, filed a plan of reorganization, or filed for bankruptcy on • During the past 5 years has not been engaged in business as a financial institution or acted as a passive NFFE; • Is either liquidating or emerging from a reorganization or bankruptcy with the intent to continue or recommence operations as a nonfinancial entity; and • Has, or will provide, documentary evidence such as a bankruptcy filing or other public documentation that supports its claim if it remains in bankruptcy or liquidation for more than 3 years. Form W-8BEN-E (Rev.10-2021) Form W-8BEN-E (Rev. 10-2021) Page 7 501(c) Organization 35 ❑ I certify that the entity identified in Part I is a 501(c) organization that: • Has been issued a determination letter from the IRS that is currently in effect concluding that the payee is a section 501(c) organization that is dated ; or • Has provided a copy of an opinion from U.S. counsel certifying that the payee is a section 501(c) organization (without regard to whether the payee is a foreign private foundation). IMM Nonprofit Organization 36 ❑ I certify that the entity identified in Part I is a nonprofit organization that meets the following requirements. • The entity is established and maintained in its country of residence exclusively for religious, charitable, scientific, artistic, cultural or educational purposes; • The entity is exempt from income tax in its country of residence; • The entity has no shareholders or members who have a proprietary or beneficial interest in its income or assets; • Neither the applicable laws of the entity's country of residence nor the entity's formation documents permit any income or assets of the entity to be distributed to, or applied for the benefit of, a private person or noncharitable entity other than pursuant to the conduct of the entity's charitable activities or as payment of reasonable compensation for services rendered or payment representing the fair market value of property which the entity has purchased; and • The applicable laws of the entity's country of residence or the entity's formation documents require that, upon the entity's liquidation or dissolution, all of its assets be distributed to an entity that is a foreign government, an integral part of a foreign government, a controlled entity of a foreign government, or another organization that is described in this part or escheats to the government of the entity's country of residence or any political subdivision thereof. 17M M nui Publicly Traded NFFE or NFFE Affiliate of a Publicly Traded Corporation Check box 37a or 37b, whichever applies. 37a ❑ I certify that: • The entity identified in Part I is a foreign corporation that is not a financial institution; and • The stock of such corporation is regularly traded on one or more established securities markets, including (name one securities exchange upon which the stock is regularly traded). ❑ I certify that: • The entity identified in Part I is a foreign corporation that is not a financial institution; • The entity identified in Part I is a member of the same expanded affiliated group as an entity the stock of which is regularly traded on an established securities market; • The name of the entity, the stock of which is regularly traded on an established securities market, is • The name of the securities market on which the stock is regularly traded is Excepted Territory NFFE 38 ❑ I certify that: • The entity identified in Part I is an entity that is organized in a possession of the United States; • The entity identified in Part I: ; and (i) Does not accept deposits in the ordinary course of a banking or similar business; (ii) Does not hold, as a substantial portion of its business, financial assets for the account of others; or (iii) Is not an insurance company (or the holding company of an insurance company) that issues or is obligated to make payments with respect to a financial account; and • All of the owners of the entity identified in Part I are bona fide residents of the possession in which the NFFE is organized or incorporated. WT-W*TJ Active NFFE 39 ✓❑ I certify that: • The entity identified in Part I is a foreign entity that is not a financial institution; • Less than 50% of such entity's gross income for the preceding calendar year is passive income; and • Less than 50% of the assets held by such entity are assets that produce or are held for the production of passive income (calculated as a weighted average of the percentage of passive assets measured quarterly) (see instructions for the definition of passive income). = + Passive NFFE 40a ❑ I certify that the entity identified in Part I is a foreign entity that is not a financial institution (other than an investment entity organized in a possession of the United States) and is not certifying its status as a publicly traded NFFE (or affiliate), excepted territory NFFE, active NFFE, direct reporting NFFE, or sponsored direct reporting NFFE. Check box 40b or 40c, whichever applies. b ❑ I further certify that the entity identified in Part I has no substantial U.S. owners (or, if applicable, no controlling U.S. persons); or c ❑ I further certify that the entity identified in Part I has provided the name, address, and TIN of each substantial U.S. owner (or, if applicable, controlling U.S. person) of the NFFE in Part XXIX. Form W-8BEN-E (Rev.10-2021) Form W-8BEN-E (Rev. 10-2021) Page 8 �• . Excepted Inter -Affiliate FFI 41 ❑ I certify that the entity identified in Part I: • Is a member of an expanded affiliated group; • Does not maintain financial accounts (other than accounts maintained for members of its expanded affiliated group); • Does not make withholdable payments to any person other than to members of its expanded affiliated group; • Does not hold an account (other than depository accounts in the country in which the entity is operating to pay for expenses) with or receive payments from any withholding agent other than a member of its expanded affiliated group; and • Has not agreed to report under Regulations section 1.1471-4(d)(2)(ii)(C) or otherwise act as an agent for chapter 4 purposes on behalf of any financial institution, including a member of its expanded affiliated group. Sponsored Direct Reporting NFFE (see instructions for when this is permitted) 42 Name of sponsoring entity: 43 ❑ I certify that the entity identified in Part I is a direct reporting NFFE that is sponsored by the entity identified on line 42. Substantial U.S. Owners of Passive NFFE As required by Part XXVI, provide the name, address, and TIN of each substantial U.S. owner of the NFFE. Please see the instructions for a definition of substantial U.S. owner. If providing the form to an FFI treated as a reporting Model 1 FFI or reporting Model 2 FFI, an NFFE may also use this part for reporting its controlling U.S. persons under an applicable IGA. Certification Under penalties of perjury, I declare that I have examined the information on this form and to the best of my knowledge and belief it is true, correct, and complete. I further certify under penalties of perjury that: • The entity identified on line 1 of this form is the beneficial owner of all the income or proceeds to which this form relates, is using this form to certify its status for chapter 4 purposes, or is submitting this form for purposes of section 605OW or 6050Y; • The entity identified on line 1 of this form is not a U.S. person; • This form relates to: (a) income not effectively connected with the conduct of a trade or business in the United States, (b) income effectively connected with the conduct of a trade or business in the United States but is not subject to tax under an income tax treaty, (c) the partner's share of a partnership's effectively connected taxable income, or (d) the partner's amount realized from the transfer of a partnership interest subject to withholding under section 1446(f); and • For broker transactions or barter exchanges, the beneficial owner is an exempt foreign person as defined in the instructions. Furthermore, I authorize this form to be provided to any withholding agent that has control, receipt, or custody of the income of which the entity on line 1 is the beneficial owner or any withholding agent that can disburse or make payments of the income of which the entity on line 1 is the beneficial owner. I agree that I will submit a new form within 30 days if any certification on this form becomes incorrect. ✓❑ 1 certify that I have the capacity to sign for the entity identified on line 1 of this form. Sign Here ' Signature of individual authorized to sign for beneficial owner Garreth Print Name 05/05/2025 Date (MM-DD-YYYY) Form W-8BEN-E (Rev. 10-2021) F0 RT WO RT H City Secretary's Office Contract Routing & Transmittal Slip Contractor's Name: TRAINFO Corp. Subject of the Agreement: Professional Services Agreement for the TRAINFO Mobility Phase 1 On Call Professional Railroad Services Project M&C Approved by the Council? * Yes ❑ No 8 If so, the M&C must be attached to the contract. Is this an Amendment to an Existing contract? Yes ❑ No 8 If so, provide the original contract number and the amendment number. Is the Contract "Permanent"? *Yes 8 No ❑ If unsure, see back page for permanent contract listing. Is this entire contract Confidential? *Yes ❑ No 8 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 8 *If so, please ensure it is attached to the approving M&C or attached to the contract. Project Number: If applicable. 106906 *Did you include a Text field on the contract to add the City Secretary Contract (CSC) number? Yes 8 No ❑ Contracts need to be routed for CSO processing in the following order: 1. Katherine Cenicola (Approver) 2. Jannette S. Goodall (Signer) 3. Allison Tidwell (Form Filler) *Indicates the information is required and if the information is not provided, the contract will be returned to the department.