Loading...
HomeMy WebLinkAbout063637-R1A1 - General - Contract - Water Technologies CorporationDocusign Envelope ID: 715EA202-2E7A-80C2-8020-A7EE06C524F8 CSC No. 63637-RlAl FIRST RENEWAL AND FIRST AMENDMENT TO CITY SECRETARY CONTRACT NO. 63637 This First Renewal and First Amendment to Fort Worth City Secretary Contract No. 63637 ("Agreement") is entered into by and between Waters Technologies Corporation (hereafter "Operator") acting by and through its duly authorized representative, and City of Fort Worth ("City"), a Texas home -rule municipal corporation acting by and through its duly authorized Assistant City Manager, each individually referred as a "Party" and collectively as the "Parties." WHEREAS, City and Operator entered into an Agreement identified as Fort Worth City Secretary Contract No. 63637 effective July 8, 2025 (the "Agreement"); and WHEREAS, it is the collective desire of the Parties to renew the agreement for the first renewal option (the "First Renewal Term"); and WHEREAS, it is the collective desire of the Parties to amend the Agreement to replace Exhibit " E" (Seller's Proposal) to update pricing payable during the first renewal. This amendment does not increase the total compensation under the Agreement. NOW, THEREFORE, City and Vendor do hereby agree to the following: I. RENEWAL OF AGREEMENT The Agreement, as amended herein, is hereby renewed and extended for a renewal term commencing on July 08, 2026, and ending on July 07, 2027. AMENDMENT TO AGREEMENT The Agreement is hereby amended by replacing Exhibit E with the attached Exhibit E-1 ("Seller's Proposal"), which is incorporated by reference into the Agreement as if fully set forth therein. ALL OTHER TERMS SHALL REMAIN THE SAME All other provisions of the Agreement, as previously amended, which are not expressly amended herein shall remain in full force and effect. OFFICIAL RECORD CSC 63637-R1Al CITY SECRETARY Page 1 of 3 FT. WORTH, TX Docusign Envelope ID: 715EA202-2E7A-80C2-8020-A7EE06C524F8 IV. ELECTRONIC SIGNATURE This First Renewal and First Amendment may be executed in multiple counterparts, each of which shall be an original and all of which shall constitute one and the same instrument. A facsimile copy or computer image, such as a PDF or tiff image, or a signature, shall be treated as and shall have the same effect as an original. (signature page follows) CSC 63637-RIAI Page 2 of 3 Docusign Envelope ID: 715EA202-2E7A-80C2-8020-A7EE06C524F8 ACCEPTED AND AGREED: CITY OF FORT WORTH By: zj1- L 2.�� Name: William Johnson Title: Assistant City Manager Date: 06/25/2026 APPROVAL RECOMMENDED: By: David Carabajal un 24, 2026 13:58:42 CDT) Name: David Carabajal Title: Executive Assistant Chief ATTEST: By: Name: Jannette Goodall Title: City Secretary 0 l,"P >qF FoerU a "Al. ^=o!JD�dd d�a •10 °duo Asa oaQaq� 4g4do Waters Technologies Corporation ELB9,uSigned by: 987F96 ®k,By:l4B... Name: Andy Qiu Title: vP of Commercial, Clinical Business 23-Jun-2026 Date: CONTRACT COMPLIANCE MANAGER: By signing, I acknowledge that I am the person responsible for the monitoring and administration of this contract, including ensuring all performance and reporting requirements. {Ca�iGr,� lti E2� By. Kathryn Agee TJun 24, 202 11:38:10 CDT) Name: Kathryn Agee Title: Senior Management Analyst APPROVED AS TO FORM AND LEGALITY: By. Name: Amarna Muhammad Title: Assistant City Attorney CONTRACT AUTHORIZATION: M&C: N/A Date Approved: N/A 1295 Certification No.: N/A Prepared By: Jack Brothers OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX CSC 63637-RIA1 Page 3 of 3 Docusign Envelope ID: 715EA202-2E7A-80C2-8020-A7EE06C524F8 EXHIBIT E-1 Waters THE SCIENCE OF WHAT'S POSSIBLE® Jennifer Naquin City of Fort Worth Police Dept Forensic Lab 3616 E Lancaster Ave Fort Worth TX 76103-2506 Telephone 817 689 7595 Email jennifer.naquin@fortworthtexas.gov Safes Proposal Please reference t#pis. Quotation when PUrch se order- is issued Quotation No: 24517089 -Expiration Date: 08/14/2026 Dear Jennifer Naquin, Thank you for your interest in Waters! Please find the enclosed Sales Quotation for the products you inquired about. We look forward to working with you and your team for all of your laboratory needs. To place an order for products on this quotation, there are two options: - For digital eQuotes that have been generated via waters.com, please go to waters.com/myaccount/quote history, choose quote, and click "Place Order" button. If a hard copy purchase order is required for the order, it can be attached digitally as part of the checkout on waters.com. This is the best option for eQuotes, as your Order and eQuotes will be accessible via waters.com for future reference - For all other quotes, please contact Waters Customer Service at 800 252 4752 Ext 8365. Orders placed by hard copy purchase order may be sent via email to Customerservice@waters.com. Please be sure to reference the Quote No. on your Purchase Order. If you have any questions regarding this quotation, please contact your local Account Representative: Matthew Lambing. Matthew may be reached by telephone at 800 252 4752, or via email at MATTHEW_LAMBING@WATERS.COM. Waters Sales Support Tel: 800 252 4752 Email: customerservice@waters.com FOR Waters Technologies Corporation dba Waters Corporation, 34 Maple St, Milford MA 01757 800 2524752 This quotation is expressly conditioned upon, and subject to all terms and conditions set forth within Page: 1 / 5 Docusign Envelope ID: 715EA202-2E7A-80C2-8020-A7EE06C524F8 Waters THE SCIENCE OF WHAT'S POSSIBLE Account : City of Fort Worth Police Dept Quotation number : 24517089 Creation date : 06/19/2026 Expiration date : 08/14/2026 Sales Proposal Please reference this Quotation when Purchase Order is issued Item Product# Qty Description Unit Price Discount/ Net Price Surcharge 1 176003167 2 CORTECS C18+ Column, 90A, 1.6 pm, 3,170.00 - 729.10 2.1 mm X 50 mm, 3/pk a TarffSurcharge» 190.20 5,262.20 2 700003616 2 Filter, Solvent Bottle, SS, PKG 7 775.00 - 178.25 o Tariff Surcharge » 58.13 1,309.76 3 205000343 2 Kit, ACQUITY Col. In -Line Filter 341.00 - 78.43 TariffSurcharge» 20.46 566.06 4 700002775 2 KIT, FRIT AND NUT, 0.2UM, 2AMM, PKG 175.00 - 40.25 5 o Tariff Surcharge » 13.13 295.76 5 186000307C 30 LCGC Certified Clear Glass 12 x 32 mm 79.00 - 18.17 1,824.90 Screw Neck Vial, with Cap and Preslit PTFE/Silicone Septum, 2 mL Volume, 100/pk Net Total 9,258.68 Estimated Freight 456.00 Total Quotation in USD 9,714.68 (Taxes are extra if applicable) Waters Standard Terms and Conditions Freight Terms: FOB Shipping Point Payment Terms: NET 30 DAYS Payment Terms Subject to Credit Review Waters Technologies Corporation dba Waters Corporation, 34 Maple St, Milford MA 01757 800 252 4752 This quotation is expressly conditioned upon, and subject to all terms and conditions set forth within Page: 2 / 5 Docusign Envelope ID: 715EA202-2E7A-80C2-8020-A7EE06C524F8 Waters THE SCIENCE OF WHAT'S POSSIBLE Account : City of Fort Worth Police Dept Quotation number : 24517089 Creation date : 06/19/2026 Expiration date : 08/14/2026 Sales Proposal Please reference this Quotation when Purchase Order is issued Detail Product Description(s) Product# Description 205000343 Kit, ACQUITY Col. In -Line Filter In -line column filter kit In -line filter designed to protect the ACQUITY 2.1 mm I.D. columns from particulates 700002775 KIT, FRIT AND NUT, 0.2UM, 2.1MM, PKG 5 Package x5 in -line filter frits and end fittings Replacement 0.2 pm frits for In -line filter and 5 column end fittings allows replacement of either the frit or the entire column end, if the frit gets irreversibly lodged at the head of the column. Waters Technologies Corporation dba Waters Corporation, 34 Maple St, Milford MA 01757 800 252 4752 This quotation is expressly conditioned upon, and subject to all terms and conditions set forth within Page: 3 / 5 Docusign Envelope ID: 715EA202-2E7A-80C2-8020-A7EE06C524F8 Account :City of Fort Worth Police Dept Waters Quotation number : 24517089 THE SCIENCE OF WHAT'S POSSIBLE." Creation date : 06/19/2026 Expiration date 08/14/2026 Sales Proposal Please reference this Quotation when Purchase Order is issued Waters General Sales Terms and Conditions THIS TRANSACTION IS EXPRESSLY CONDITIONED UPON AND SUBJECT TO ALL OF THE FOLLOWING TERMS AND CONDITIONS: 1. Acceptance - Buyer's acceptance of the offer to purchase the products and/or services set forth on the front page made by Waters Technologies Corporation d/b/a Waters Corporation (Waters) of this quotation shall create a contract subject to and expressly limited by the terms and conditions contained on this form. Acceptance of this quotation may only be made on the exact terms and conditions set forth on this quotation; if additional or different terms are proposed by Buyer, such additional or different terms shall not become a part of the contract formed by Buyer's acceptance of the quotation. Receipt of the products sold hereunder or commencement of the services provided hereunder shall be deemed acceptance of the terms and conditions of this quotation. 2. Taxes and Payment - Any tax, duty, custom or other fee of any nature imposed upon this transaction by any federal, state or local governmental authority shall be paid by Buyer in addition to the price quoted. In the event Waters is required to prepay any such tax or fee, Buyer will reimburse Waters. Payment terms shall be net thirty (30) days after shipment and are subject to credit approval. An interest charge equal to 1 1/2% per month (18% per year) will be added to quotations outstanding beyond 30 days after shipment. In addition, Waters reserves the right, in its sole discretion, to require C.O.D. payment terms from any Buyer. Waters may also refuse to sell to any person until all prior overdue accounts are paid in full. 3. Delivery and Shipment - Delivery terms shall be F.O.B. Waters shipping point; identification of the products shall occur when they leave Waters shipping point at which time title and risk of loss shall pass to Buyer. All shipment costs shall be paid by Buyer and if prepaid by Waters the amount thereof shall be reimbursed to Waters. Waters will make reasonable commercial efforts to ship the products or provide the services hereunder in accordance with the delivery date set forth on the reverse side hereof provided, that Waters accepts no liability for any losses or for general, indirect special or consequential damages arising out of delays in delivery. 4. Warranty - The products and/or services shall be covered by the applicable Waters standard warranty, a copy of which is supplied with the products and/or services or upon request. NO OTHER WARRANTY, WHETHER EXPRESS OR IMPLIED, IS MADE WITH RESPECT TO THE PRODUCTS AND/OR SERVICES. WATERS EXPRESSLY EXCLUDES THE IMPLIED WARRANTIES OF MERCHANTABILITY AND OF FITNESS FOR A PARTICULAR PURPOSE. Any model or sample furnished to the Buyer is merely illustrative of the general types and quality of goods and does not represent that the products will conform to the model or sample. Buyer's remedies under Waters warranty shall be limited to repair or replacement of the product or component which failed to conform to Waters applicable standard warranty. WATERS SHALL NOT BE LIABLE FOR CONSEQUENTIAL, INCIDENTAL, SPECIAL OR ANY OTHER INDIRECT DAMAGES RESULTING FROM ECONOMIC LOSS OR PROPERTY DAMAGE SUSTAINED BY BUYER FROM THE USE OF ITS PRODUCTS OR SERVICES. 5. Returned Goods - Waters may, in its sole discretion, authorizeproduct returns in appropriate circumstances, subject to such conditions as Waters may specify. Any such return shall be subject to the express prior authorization of Waters and payment by Buyer of a restocking charge. No returns will be authorized after one hundred twenty (120) days following shipment to Buyer. 6. Technical Advice - Waters may, at Buyer's request furnish technical assistance, advice and information with respect to the products if and to the extent that such advice, assistance and information is conveniently available. It is expressly agreed that there is no obligation to provide such information, which is provided without charge at the Buyer's risk, and which is PROVIDED WITHOUT WARRANTY OF ANY KIND AND IS SUBJECT TO THE WARRANTY DISCLAIMERS AND LIMITATION OF LIABILITY SET FORTH IN PARAGRAPH 4. 7. Waters Right of Possession, etc. - Buyer hereby grants Waters a purchase money security interest in the goods offered by this quotation to secure the due and punctual payment of the purchase price specified in this quotation. In the event of default by Buyer in any payment due Waters, Waters shall have the right, in addition to any other remedies it may have at law or in equity, to withhold shipment, to recall goods in transit and retake the same, to repossess any goods which may be stored with Waters for Buyer's account without the necessity of Waters initiating any other proceedings. In addition, Waters shall have all of the rights and remedies of a secured party under the Massachusetts Uniform Commercial Code and may exercise all such rights and remedies in accordance therewith. Buyer shall execute such documents as Waters may request to effectuate the foregoing security interest. 8. Agents, etc. - No agent, employee or other representative has the right to modify or expand Waters standard warranty applicable to the products and/or services or to make any representations as to the products other than those set forth in the applicable user or operator's guide delivered with the products, and any such affirmation, representation or warranty, if made, should not be relied upon by Buyer and shall not form a part of contract between Waters and Buyer for the purchase of the products or services. 9. Fair Labor Standards - The products or services provided hereunder were produced and/or performed in compliance with the requirements of all sections of the Fair Labor Standards Act of 1938 as amended. 10. Equal Employment - Waters is an Equal Opportunity Employer. It does not discriminate in any phase of the employment process against any person because of race, color, creed, religion, national origin, sex, age, veteran or handicapped status. 11. Modifications, Waiver, Termination - The contract formed by Buyer's acceptance of this quotation may be modified and any breach thereunder may be waived only by a written and signed document by the party against whom enforcement thereof is sought. 12. Governing Law - The contract formed by Buyer's acceptance of this quotation shall be governed by and construed in accordance with the laws of the Commonwealth of Massachusetts, U.S.A. 13. Compliance with Laws - Buyer shall at all times comply with all applicable federal, state and local laws and regulations, including, without limitation, the provisions of the United States Export Control Laws as may be in effect for any of the products or services, and, if products or services hereunder are used in clinical applications, all applicable rules and regulations of the United States Food andDrug Administration and/or other domestic or international agencies with respect to the application of, as the case may be, Good Clinical Practices ("GCP"), Good Laboratory Practices ("GLP") or good Manufacturing Practices ("GMP"). 14. Additional Terms and Conditions - This quotation is also subject to any Waters Special Terms and Conditions applicable to the products or services offered by this quotation, which appear on the front of this quotation. Any variance from the terms and conditions of this quotation in any order or other written notification from Buyer, will be of no effect. Should Buyer order products or services through a Waters office located outside of the United States, the terms and conditions of the quotation issued by the office outside of the United States shall govern such order. 15. Arbitration - Any and all disputes or controversies arising in connection with the contract formed by Buyer's acceptance of this quotation or the sale of products and/or performance of the services shall be resolved by final and binding arbitration in Boston, Massachusetts, under the rules of the American Arbitration Association then obtaining The arbitrators shall have no power to add to, subtract from or modify any of these terms or conditions of this contract. Any award rendered in such arbitration may be enforced by either party in either the courts of the Commonwealth of Massachusetts or in the United States District Court for the District of Massachusetts, to whose jurisdiction for such purposes Waters and Buyer each hereby irrevocably consents and submits. 16. Software - To the extent there is any software included with the products, the software is being licensed, not sold and all rights, title and interest therein shall remain with Waters. Use of the software shall be in accordance with the applicable software license delivered with the products. U.S. Government Restricted Rights - RESTRICTED RIGHTS LEGEND. Use, duplication or disclosure by the Government is subject to restrictions as set forth in subparagraph (c)(1)(ii) of the Rights in Technical Data and Computer Software clause at DFARS 252.227-7013 or subparagraphs (c)(1) and (2) of the Commercial Computer Software - Restricted Rights clause at 48 CFR 52.227-19, as applicable. 17. Force Majeure - Waters shall have no liability for failure toperform, or delay in performance, in the delivery of any and all equipment manufactured or sold by Waters including instruments, supplies, components, systems, chemistry, accessories, replacement spare parts, or any and all services provided by Waters, caused by circumstances beyond its reasonable control including, but not limited to, acts of God, acts of nature, floods, fire, explosions, war or military mobilization, United States governmental action or inaction, request of governmental authority, delays of any kind in transportation or inability to obtain material or equipment, acts of other governments, strikes, or labor disturbances. 18. Diagnostic Products - Buyer acknowledges and agrees that only those products which are labeled and identified as in vitro diagnostic ("IVD o Waters Technologies Corporation dba Waters Corporation, 34 Maple St, Milford MA 01757 800 252 4752 This quotation is expressly conditioned upon, and subject to all terms and conditions set forth within Page: 4 / 5 Docusign Envelope ID: 715EA202-2E7A-80C2-8020-A7EE06C524F8 Waters THE SCIENCE OF WHAT'S POSSIBLE." Account : City of Fort Worth Police Dept Quotation number : 24517089 Creation date : 06/19/2026 Expiration date 08/14/2026 Sales Proposal Please reference this Quotation when Purchase Order is issued Waters General Sales Terms and Conditions devices are intended to be used for IVD purposes. Buyer acknowledges and agrees that any products that are not labeled and identified as IVDs are general laboratory products intended for research and other general scientific uses and are not for use in IVD procedures. 19. Software as a Service (SaaS) - Notwithstanding any other term of this quotation to the contrary, all purchases of and access to Waters' SaaS offerings contained within this quotation are governed solely by the terms and conditions of the Software as a Service (SaaS) Agreement located at: https:Hwaters.policytech.com/dotNet/documents/?docid=1178&public=true. The terms and conditions of the Software as a Service (SaaS) Agreement are hereby incorporated into this quotation by reference. No other terms or conditions (including, without limitation, the other Waters General Sales Terms and Conditions in this quotation above, any terms in Buyer's purchase order, nor any license agreement) will apply to your order of Waters'SaaS offerings, unless expressly stated otherwise in the Software as a Service (SaaS) Agreement. By issuing a purchase order in response to this quotation or otherwise receiving, accessing, or using any of Waters' SaaS offerings, you confirm acceptance of the Software as a Service (SaaS) Agreement as the exclusive document governing your access and use of the Waters SaaS offering and the parties' relationship with regard to the same, without modification. Additional or different terms contained in Buyer's purchase order, any other Buyer document, or Waters' invoice will not be binding on the parties, are void and of no force or effect, and the parties hereby reject such additional or different terms. These conditions form part of the contract to the exclusion of all other terms and conditions (including any terms or conditions which Buyer purports to apply under any purchase order, confirmation of order, specification or other document) unless expressly stated otherwise in the Software as a Service (SaaS) Agreement. Waters Technologies Corporation dba Waters Corporation, 34 Maple St, Milford MA 01757 800 252 4752 This quotation is expressly conditioned upon, and subject to all terms and conditions set forth within Page: 5 / 5 FORT WORTH. City Secretary's Office Contract Routing & Transmittal Slip Contractor's Name: Waters Technologies Corp. Subject of the Agreement: CSC63637 R1A1 Renewal period July 08, 2026, to July 07, 2027. Amendment 1 is to replace Exhibit "E" (Seller's Proposal) to update pricing payable during the first renewal 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 ❑ No 8 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: July 08, 2026 If different from the approval date. Expiration Date: July 07, 2027 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. *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.