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HomeMy WebLinkAbout065888 - General - Contract - WIPCO, Inc.City Secretary Contract No. 65888 FORT WORTH... OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX VENDOR SERVICES AGREEMENT This VENDOR SERVICES AGREEMENT ("Agreement") is made and entered into by and between the CITY OF FORT WORTH ("City"), a Texas home rule municipal corporation, and Wipco, Inc. ("Vendor" or "Contractor"), each individually referred to as a "party" and collectively referred to as the "parties." 1. Scope of Services. Vendor will provide City with Chemical Tanks and services ("Services"), as set forth in more detail in Exhibit "A," attached hereto and incorporated herein for all purposes. 2. Term. The initial term of this Agreement is for 1 year, beginning on the date that this Agreement is executed by the City's Assistant City Manager ("Effective Date"), unless terminated earlier in accordance with this Agreement ("Initial Term"). City will have the option, in its sole discretion, to renew this Agreement under the same terms and conditions, for up to four (4) one-year renewal option(s) (each a "Renewal Term"). 3. Compensation. City will pay Vendor in accordance with the provisions of this Agreement, including Exhibit "B," which is attached hereto and incorporated herein for all purposes. Total annual compensation under this Agreement will not exceed Two Hundred Fifty Thousand Dollars ($250,000.00). Vendor will not perform any additional services or bill for expenses incurred for City not specified by this Agreement unless City requests and approves in writing the additional costs for such services. City will not be liable for any additional expenses of Vendor not specified by this Agreement unless City first approves such expenses in writing. 4. Termination. 4.1. Written Notice. City or Vendor may terminate this Agreement at any time and for any reason by providing the other party with 30 days' written notice of termination. 4.2 Non -appropriation of Funds. In the event no funds or insufficient funds are appropriated by City in any fiscal period for any payments due hereunder, City will notify Vendor of such occurrence and this Agreement will terminate on the last day of the fiscal period for which appropriations were received without penalty or expense to City of any kind whatsoever, except as to the portions of the payments herein agreed upon for which funds have been appropriated. 4.3 Duties and Obligations of the Parties. In the event that this Agreement is terminated prior to the Expiration Date, City will pay Vendor for services actually rendered up to the effective date of termination and Vendor will continue to provide City with services requested by City and in accordance with this Agreement up to the effective date of termination. Upon termination of this Agreement for any reason, Vendor will provide City with copies of all completed or partially completed documents prepared under this Agreement. In the event Vendor Vendor Services Agreement Page 1 of 12 City Secretary Contract No. has received access to City Information or data as a requirement to perform services hereunder, Vendor will return all City provided data to City in a machine-readable format or other format deemed acceptable to City. 5. Disclosure of Conflicts and Confidential Information. 5.1 Disclosure of Conflicts. Vendor hereby warrants to City that Vendor has made full disclosure in writing of any existing or potential conflicts of interest related to Vendor's services under this Agreement. In the event that any conflicts of interest arise after the Effective Date of this Agreement, Vendor hereby agrees immediately to make full disclosure to City in writing. 5.2 Confidential Information. Vendor, for itself and its officers, agents and employees, agrees that it will treat all information provided to it by City ("City Information") as confidential and will not disclose any such information to a third party without the prior written approval of City. 5.3 Public Information Act. City is a government entity under the laws of the State of Texas and all documents held or maintained by City are subject to disclosure under the Texas Public Information Act. In the event there is a request for information marked Confidential or Proprietary, City will promptly notify Vendor. It will be the responsibility of Vendor to submit reasons objecting to disclosure. A determination on whether such reasons are sufficient will not be decided by City, but by the Office of the Attorney General of the State of Texas or by a court of competent jurisdiction. 5.4 Unauthorized Access. Vendor must store and maintain City Information in a secure manner and will not allow unauthorized users to access, modify, delete or otherwise corrupt City Information in any way. Vendor must notify City immediately if the security or integrity of any City Information has been compromised or is believed to have been compromised, in which event, Vendor will, in good faith, use all commercially reasonable efforts to cooperate with City in identifying what information has been accessed by unauthorized means and will fully cooperate with City to protect such City Information from further unauthorized disclosure. 6. Right to Audit. Vendor agrees that City will, until the expiration of three (3) years after final payment under this Agreement, or the final conclusion of any audit commenced during the said three years, have access to and the right to examine at reasonable times any directly pertinent books, documents, papers and records, including, but not limited to, all electronic records, of Vendor involving transactions relating to this Agreement at no additional cost to City. Vendor agrees that City will have access during normal working hours to all necessary Vendor facilities and will be provided adequate and appropriate work space in order to conduct audits in compliance with the provisions of this section. City will give Vendor reasonable advance notice of intended audits. 7. Independent Contractor. It is expressly understood and agreed that Vendor will operate as an independent contractor as to all rights and privileges and work performed under this Agreement, and not as agent, representative or employee of City. Subject to and in accordance with the conditions and provisions of this Agreement, Vendor will have the exclusive right to control the details of its operations and activities and be solely responsible for the acts and omissions of its officers, agents, servants, employees, Vendors, and subcontractors. Vendor acknowledges that the doctrine of respondeat superior will not apply as between City, its officers, agents, servants and employees, and Vendor, its officers, agents, employees, servants, contractors, and subcontractors. Vendor further agrees that nothing herein will be construed as the creation of a partnership or joint enterprise between City and Vendor. It is further Vendor Services Agreement Page 2 of 12 City Secretary Contract No. understood that City will in no way be considered a Co -employer or a Joint employer of Vendor or any officers, agents, servants, employees, contractors, or subcontractors. Neither Vendor, nor any officers, agents, servants, employees, contractors, or subcontractors of Vendor will be entitled to any employment benefits from City. Vendor will be responsible and liable for any and all payment and reporting of taxes on behalf of itself, and any of its officers, agents, servants, employees, contractors, or contractors. Liability and Indemnification. 8.1 LIABILITY - VENDOR WILL BE LIABLE AND RESPONSIBLE FOR ANY AND ALL PROPERTY LOSS, PROPERTY DAMAGE AND/OR PERSONAL INJURY, INCLUDING DEATH, TO ANY AND ALL PERSONS, OF ANY KIND OR CHARACTER, WHETHER REAL OR ASSERTED, TO THE EXTENT CAUSED BY THE NEGLIGENT ACT(S) OR OMISSION(S), MALFEASANCE OR INTENTIONAL MISCONDUCT OF VENDOR, ITS OFFICERS, AGENTS, SERVANTS, EMPLOYEES, CONTRACTORS, OR SUBCONTRACTORS. 8.2 GENERAL INDEMNIFICATION - VENDOR HEREBY COVENANTS AND AGREES TO INDEMNIFY, HOLD HARMLESS AND DEFEND CITY, ITS OFFICERS, AGENTS, SERVANTS AND EMPLOYEES, FROM AND AGAINSTANYAND ALL CLAIMS OR LAWSUITS OF ANY KIND OR CHARACTER, WHETHER REAL OR ASSERTED, FOR EITHER PROPERTYDAMAGE OR LOSS (INCLUDING ALLEGED DAMAGE OR LOSS TO VENDOR'S BUSINESS AND ANY RESULTING LOST PROFITS) AND/OR PERSONAL INJURY, INCLUDING DEATH, TO ANY AND ALL PERSONS, ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, TO THE EXTENT CAUSED BY THE NEGLIGENT ACTS OR OMISSIONS OR MALFEASANCE OF VENDOR, ITS OFFICERS, AGENTS, SERVANTS, EMPLOYEES, CONTRACTORS, OR SUBCONTRACTORS. 8.3 INTELLECTUAL PROPERTY INDEMNIFICATION — Vendor agrees to defend, settle, or pay, at its own cost and expense, any claim or action against City for infringement of any patent, copyright, trade mark, trade secret, or similar property right arising from City's use of the software and/or documentation in accordance with this Agreement, it being understood that this agreement to defend, settle or pay will not apply if City modifies or misuses the software and/or documentation. So long as Vendor bears the cost and expense of payment for claims or actions against City pursuant to this section, Vendor will have the right to conduct the defense of any such claim or action and all negotiations for its settlement or compromise and to settle or compromise any such claim; however, City will have the right to fully participate in any and all such settlement, negotiations, or lawsuit as necessary to protect City's interest, and City agrees to cooperate with Vendor in doing so. In the event City, for whatever reason, assumes the responsibility for payment of costs and expenses for any claim or action brought against City for infringement arising under this Agreement, City will have the sole right to conduct the defense of any such claim or action and all negotiations for its settlement or compromise and to settle or compromise any such claim; however, Vendor will fully participate and cooperate with City in defense of such claim or action. City agrees to give Vendor timely written notice of any such claim or action, with copies of all papers City may receive relating thereto. Notwithstanding the foregoing, City's assumption of payment of costs or expenses will not eliminate Vendor's duty to indemnify City under this Agreement. If the software and/or documentation or any part thereof is held to infringe and the use thereof is enjoined or restrained or, if as a result of a settlement or compromise, such use is materially adversely restricted, Vendor will, at its own expense and as City's sole remedy, either: (a) procure for Vendor Services Agreement Page 3 of 12 City Secretary Contract No. City the right to continue to use the software and/or documentation; or (b) modify the software and/or documentation to make it non -infringing, provided that such modification does not materially adversely affect City's authorized use of the software and/or documentation; or (c) replace the software and/or documentation with equally suitable, compatible, and functionally equivalent non -infringing software and/or documentation at no additional charge to City; or (d) if none of the foregoing alternatives is reasonably available to Vendor terminate this Agreement, and refund all amounts paid to Vendor by City, subsequent to which termination City may seek any and all remedies available to City under law. Assignment and Subcontracting. 9.1 Assignment. Vendor will not assign or subcontract any of its duties, obligations or rights under this Agreement without the prior written consent of City. If City grants consent to an assignment, the assignee will execute a written agreement with City and Vendor under which the assignee agrees to be bound by the duties and obligations of Vendor under this Agreement. Vendor will be liable for all obligations of Vendor under this Agreement prior to the effective date of the assignment. 9.2 Subcontract. If City grants consent to a subcontract, the subcontractor will execute a written agreement with Vendor referencing this Agreement under which subcontractor agrees to be bound by the duties and obligations of Vendor under this Agreement as such duties and obligations may apply. Vendor must provide City with a fully executed copy of any such subcontract. 10. Insurance. Vendor must provide City with certificate(s) of insurance documenting policies of the following types and minimum coverage limits that are to be in effect prior to commencement of any Services pursuant to this Agreement: 10.1 Coverage and Limits (a) Commercial General Liability: $1,000,000 - Each Occurrence $2,000,000 - Aggregate (b) Automobile Liability: $1,000,000 - Each occurrence on a combined single limit basis Coverage will be on any vehicle used by Vendor, or its employees, agents, or representatives in the course of providing Services under this Agreement. "Any vehicle" will be any vehicle owned, hired and non -owned. (c) Worker's Compensation: Statutory limits according to the Texas Workers' Compensation Act or any other state workers' compensation laws where the Services are being performed Vendor Services Agreement Page 4 of 12 City Secretary Contract No. Employers' liability $100,000 - Bodily Injury by accident; each accident/occurrence $100,000 - Bodily Injury by disease; each employee $500,000 - Bodily Injury by disease; policy limit 10.2 General Requirements (a) The commercial general liability and automobile liability policies must name City as an additional insured thereon, as its interests may appear. The term City includes its employees, officers, officials, agents, and volunteers in respect to the contracted services. (b) The workers' compensation policy must include a Waiver of Subrogation (Right of Recovery) in favor of City. (c) A minimum of Thirty (30) days' notice of cancellation or reduction in limits of coverage must be provided to City. Ten (10) days' notice will be acceptable in the event of non-payment of premium. Notice must be sent to the Risk Manager, City of Fort Worth, 100 Fort Worth Trail, Fort Worth, Texas 76102. , with copies to the Fort Worth City Attorney at the same address. (d) The insurers for all policies must be licensed and/or approved to do business in the State of Texas. All insurers must have a minimum rating of A- VII in the current A.M. Best Key Rating Guide, or have reasonably equivalent financial strength and solvency to the satisfaction of Risk Management. If the rating is below that required, written approval of Risk Management is required. (e) Any failure on the part of City to request required insurance documentation will not constitute a waiver of the insurance requirement. (f) Certificates of Insurance evidencing that Vendor has obtained all required insurance will be delivered to the City prior to Vendor proceeding with any work pursuant to this Agreement. 11. Compliance with Laws, Ordinances, Rules and Regulations. Vendor agrees that in the performance of its obligations hereunder, it will comply with all applicable federal, state and local laws, ordinances, rules and regulations and that any work it produces in connection with this Agreement will also comply with all applicable federal, state and local laws, ordinances, rules and regulations. If City notifies Vendor of any violation of such laws, ordinances, rules or regulations, Vendor must immediately desist from and correct the violation. 12. Non -Discrimination Covenant. Vendor, for itself, its personal representatives, assigns, contractors, subcontractors, and successors in interest, as part of the consideration herein, agrees that in the performance of Vendor's duties and obligations hereunder, it will not discriminate in the treatment or employment of any individual or group of individuals on any basis prohibited by law. IF ANY CLAIM ARISES FROM AN ALLEGED VIOLATION OF THIS NON-DISCRIMINATION COVENANT BY VENDOR, ITS PERSONAL REPRESENTATIVES, ASSIGNS, CONTRACTORS, SUBCONTRACTORS, OR SUCCESSORS IN INTEREST, VENDOR AGREES TO ASSUME Vendor Services Agreement Page 5 of 12 City Secretary Contract No. SUCH LIABILITY AND TO INDEMNIFY AND DEFEND CITY AND HOLD CITY HARMLESS FROM SUCH CLAIM. 13. Notices. Notices required pursuant to the provisions of this Agreement will be conclusively determined to have been delivered when (1) hand -delivered to the other party, its agents, employees, servants or representatives, (2) delivered by facsimile with electronic confirmation of the transmission, or (3) received by the other party by United States Mail, registered, return receipt requested, addressed as follows: To CITY: City of Fort Worth Attn: Assistant City Manager 100 Fort Worth Trail Fort Worth, TX 76102 Facsimile: (817) 392-8654 With copy to Fort Worth City Attorney's Office at same address To VENDOR: Wipco, Inc. Joey Zemler, Vice President 2460 Joe Field Road Dallas, TX 75229 Facsimile: 972-484-9031 14. Solicitation of Employees. Neither City nor Vendor will, during the term of this Agreement and additionally for a period of one year after its termination, solicit for employment or employ, whether as employee or independent contractor, any person who is or has been employed by the other during the term of this Agreement, without the prior written consent of the person's employer. Notwithstanding the foregoing, this provision will not apply to an employee of either party who responds to a general solicitation of advertisement of employment by either party. 15. Governmental Powers. It is understood and agreed that by execution of this Agreement, City does not waive or surrender any of its governmental powers or immunities. 16. No Waiver. The failure of City or Vendor to insist upon the performance of any term or provision of this Agreement or to exercise any right granted herein does not constitute a waiver of City's or Vendor's respective right to insist upon appropriate performance or to assert any such right on any future occasion. 17. Governing Law / Venue. This Agreement will be construed in accordance with the laws of the State of Texas. If any action, whether real or asserted, at law or in equity, is brought pursuant to this Agreement, venue for such action will lie in state courts located in Tarrant County, Texas or the United States District Court for the Northern District of Texas, Fort Worth Division. 18. Severability. If any provision of this Agreement is held to be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions will not in any way be affected or impaired. 19. Force Maieure. City and Vendor will exercise their best efforts to meet their respective duties and obligations as set forth in this Agreement, but will not be held liable for any delay or omission in performance due to force majeure or other causes beyond their reasonable control, including, but not limited to, compliance with any government law, ordinance, or regulation; acts of God; acts of the public enemy; fires; strikes; lockouts; natural disasters; wars; riots; epidemics or pandemics; government action Vendor Services Agreement Page 6 of 12 City Secretary Contract No. or inaction; orders of government; material or labor restrictions by any governmental authority; transportation problems; restraints or prohibitions by any court, board, department, commission, or agency of the United States or of any States; civil disturbances; other national or regional emergencies; or any other similar cause not enumerated herein but which is beyond the reasonable control of the Party whose performance is affected (collectively, "Force Majeure Event"). The performance of any such obligation is suspended during the period of, and only to the extent of, such prevention or hindrance, provided the affected Party provides notice of the Force Majeure Event, and an explanation as to how it prevents or hinders the Party's performance, as soon as reasonably possible after the occurrence of the Force Majeure Event, with the reasonableness of such notice to be determined by the City in its sole discretion. The notice required by this section must be addressed and delivered in accordance with Section 13 of this Agreement. 20. Headings not Controlling. Headings and titles used in this Agreement are for reference purposes only, will not be deemed a part of this Agreement, and are not intended to define or limit the scope of any provision of this Agreement. 21. Review of Counsel. The parties acknowledge that each party and its counsel have reviewed and revised this Agreement and that the normal rules of construction to the effect that any ambiguities are to be resolved against the drafting party will not be employed in the interpretation of this Agreement or its Exhibits. 22. Amendments / Modifications / Extensions. No amendment, modification, or extension of this Agreement will be binding upon a party hereto unless set forth in a written instrument, which is executed by an authorized representative of each party. 23. Counterparts. This Agreement may be executed in one or more counterparts and each counterpart will, for all purposes, be deemed an original, but all such counterparts will together constitute one and the same instrument. 24. Warranty of Services. Vendor warrants that its services will be of a high quality and conform to generally prevailing industry standards. City must give written notice of any breach of this warranty within thirty (30) days from the date that the services are completed. In such event, at Vendor's option, Vendor will either (a) use commercially reasonable efforts to re -perform the services in a manner that conforms with the warranty, or (b) refund the fees paid by City to Vendor for the nonconforming services. 25. Immigration Nationality Act. Vendor must verify the identity and employment eligibility of its employees who perform work under this Agreement, including completing the Employment Eligibility Verification Form (I-9). Upon request by City, Vendor will provide City with copies of all I-9 forms and supporting eligibility documentation for each employee who performs work under this Agreement. Vendor must adhere to all Federal and State laws as well as establish appropriate procedures and controls so that no services will be performed by any Vendor employee who is not legally eligible to perform such services. VENDOR WILL INDEMNIFY CITY AND HOLD CITY HARMLESS FROM ANY PENALTIES, LIABILITIES, OR LOSSES DUE TO VIOLATIONS OF THIS PARAGRAPH BY VENDOR, VENDOR'S EMPLOYEES, CONTRACTORS, SUBCONTRACTORS, OR AGENTS. City, upon written notice to Vendor, will have the right to immediately terminate this Agreement for violations of this provision by Vendor. 26. Ownership of Work Product. City will be the sole and exclusive owner of all reports, work papers, procedures, guides, and documentation that are created, published, displayed, or produced in conjunction with the services provided under this Agreement (collectively, "Work Product"). Further, City Vendor Services Agreement Page 7 of 12 City Secretary Contract No. will be the sole and exclusive owner of all copyright, patent, trademark, trade secret and other proprietary rights in and to the Work Product. Ownership of the Work Product will inure to the benefit of City from the date of conception, creation or fixation of the Work Product in a tangible medium of expression (whichever occurs first). Each copyrightable aspect of the Work Product will be considered a "work -made - for -hire" within the meaning of the Copyright Act of 1976, as amended. If and to the extent such Work Product, or any part thereof, is not considered a "work -made -for -hire" within the meaning of the Copyright Act of 1976, as amended, Vendor hereby expressly assigns to City all exclusive right, title and interest in and to the Work Product, and all copies thereof, and in and to the copyright, patent, trademark, trade secret, and all other proprietary rights therein, that City may have or obtain, without further consideration, free from any claim, lien for balance due, or rights of retention thereto on the part of City. 27. Signature Authority. The person signing this Agreement hereby warrants that they have the legal authority to execute this Agreement on behalf of the respective party, and that such binding authority has been granted by proper order, resolution, ordinance or other authorization of the entity. This Agreement and any amendment hereto, may be executed by any authorized representative of Vendor. Each party is fully entitled to rely on these warranties and representations in entering into this Agreement or any amendment hereto. 28. Change in Company Name or Ownership. Vendor must notify City's Purchasing Manager, in writing, of a company name, ownership, or address change for the purpose of maintaining updated City records. The president of Vendor or authorized official must sign the letter. A letter indicating changes in a company name or ownership must be accompanied with supporting legal documentation such as an updated W-9, documents filed with the state indicating such change, copy of the board of director's resolution approving the action, or an executed merger or acquisition agreement. Failure to provide the specified documentation so may adversely impact future invoice payments. 29. No Boycott of Israel. If Vendor has fewer than 10 employees or this Agreement is for less than $100,000, this section does not apply. Vendor acknowledges that in accordance with Chapter 2271 of the Texas Government Code, the City is prohibited from entering into a contract with a company for goods or services unless the contract contains a written verification from the company that it: (1) does not boycott Israel; and (2) will not boycott Israel during the term of the contract. The terms "boycott Israel" and "company" has the meanings ascribed to those terms in Section 2271 of the Texas Government Code. By signing this Agreement, Vendor certifies that Vendor's signature provides written verification to the City that Vendor: (1) does not boycott Israel; and (2) will not boycott Israel during the term of the Agreement. 30. Prohibition on Boycotting Energy Companies. Vendor acknowledges that in accordance with Chapter 2276 of the Texas Government Code, City is prohibited from entering into a contract for goods or services that has a value of $100,000 or more that is to be paid wholly or partly from public funds of the City with a company with 10 or more full-time employees unless the contract contains a written verification from the company that it: (1) does not boycott energy companies; and (2) will not boycott energy companies during the term of the contract. To the extent that Chapter 2276 of the Government Code is applicable to this Agreement, by signing this Agreement, Vendor certifies that Vendor's signature provides written verification to City that Vendor: (1) does not boycott energy companies; and (2) will not boycott energy companies during the term of this Agreement. 31. Prohibition on Discrimination Against Firearm and Ammunition Industries. Vendor acknowledges that except as otherwise provided by Chapter 2274 of the Texas Government Code, City is prohibited from entering into a contract for goods or services that has a value of $100,000 or more that is to be paid wholly or partly from public funds of the City with a company with 10 or more full-time Vendor Services Agreement Page 8 of 12 City Secretary Contract No. 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. To the extent that Chapter 2274 of the Government Code is applicable to this Agreement, by signing this Agreement, Vendor certifies that Vendor's signature provides written verification to City that Vendor: (1) does not have a practice, policy, guidance, or directive that discriminates against a firearm entity or firearm trade association; and (2) will not discriminate against a firearm entity or firearm trade association during the term of this Agreement. 32. Electronic Signatures. This Agreement may be executed by electronic signature, which will be considered as an original signature for all purposes and have the same force and effect as an original signature. For these purposes, "electronic signature" means electronically scanned and transmitted versions (e.g. via pdf file or facsimile transmission) of an original signature, or signatures electronically inserted via software such as Adobe Sign. 33. Entirety of Agreement. This Agreement contains the entire understanding and agreement between City and Vendor, their assigns and successors in interest, as to the matters contained herein. Any prior or contemporaneous oral or written agreement is hereby declared null and void to the extent in conflict with any provision of this Agreement. (signature page follows) Vendor Services Agreement Page 9 of 12 City Secretary Contract No. ACCEPTED AND AGREED: CITY OF FORT WORTH: op�By: G\3 Name: Jesica McEachern Title: Assistant City Manager Date: 10/02/2026 APPROVAL RECOMMENDED: By:topher Harde Sep 18, 2026 14:07:55 CDT) Name: Chris Harder Title: Water Director ATTEST: nnnIl FOR. as 0 �o 010 (,nr� adCn nExg5a44 By: c/ Name: Jannette Goodall Title: City Secretary VENDOR: Wipco, Inc. �a1co arc a By: Name: WIPCO, INC. BY JOEY ZEMLER Title: VP 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. Geoff ry McDowell By: Geoffery McDowell (ep 18, 2026 12:24:18 CDT) Name: Geoffery Mcdowell Title: Sr. Contract Compliance Specialist APPROVED AS TO FORM AND LEGALITY: By: Name: Title: Amarna Muhammad / Jordan Alvarez Assistant City Attorney CONTRACT AUTHORIZATION: M&C: 26-0900 Form 1295: 2026-1491491 OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX Vendor Services Agreement Page 10 of 12 City Secretary Contract No. EXHIBIT A SCOPE OF SERVICES See next page. Vendor Services Agreement Page 11 of 12 3.0 SCOPE OF SERVICES 3.1 Proposer Qualifications 3.1.1 The successful proposer shall be regularly engaged in the manufacture or supply of chemical storage tanks for municipal or industrial applications. 3.1.2 The successful proposer shall have a minimum of five (5) years of experience with similar chemical storage systems. 3.1.3 The successful proposer shall provide at least three (3) references for comparable projects. 3.1.4 The successful proposer shall be authorized to conduct business in the State of Texas. 3.1.5 The successful proposer shall designate a primary point of contact. 3.2 Chemicals 3.2.1 Sodium Hydroxide 3.2.2 Polymer 3.2.3 Hydrofluosilicic Acid 3.2.4 Liquid Ferric Sulfate 3.2.5 Sodium Bisulfate 3.2.6 Chlorine 3.2.7 Sulfur Dioxide 3.2.8 Liquid Aluminum Sulfate 3.2.9 Aluminum Chloralhydrate 3.2.10 Sodium Hypochlorite 3.2.11 Citric Acid 3.2.12 Lime 3.2.13 Caustic Soda 3.2.14 Cationic polymer 3.2.15 Hydrated Lime 3.2.16 Ferric Chloride 3.2.17 Poly Aluminum Chloride 3.2.18 Anhydrous Ammonia 3.2.19 Calcium Hypochlorite 3.2.20 Muriatic Acid 3.3 Service Locations The successful proposer shall deliver tanks to various City facilities, including, but not limited to: 3.3.1 Eagle Mountain Water Treatment Plant 4500 Wilma Lane, Arlington, Texas 3.3.2 Rolling Hills Water Treatment Plant 2500 SE Loop 820, Fort Worth, Texas 76140 3.3.3 Village Creek Water Reclamation Facility 4500 Wilma Lane, Arlington, Texas 76012 3.3.4 Holly Water Treatment Plants 1500 11th Ave. Fort Worth, Texas 76102 3.3.5 Exact delivery locations shall be identified at the time of the purchase order. 3.4 Technical and Product Requirements 3.4.1 The proposer shall provide tanks constructed of Crosslinked Polyethylene (XLPE), Fiberglass Reinforced Plastic (FRP), or polyethylene -lined systems. 3.4.2 Cross Polyethylene Tanks shall be of seamless molded construction with a uniform wall thickness. All tanks must be ultraviolet -stabilized and suitable for common water treatment chemicals listed in section 3.2 Chemicals. 3.4.3 Fiberglass Reinforced Plastic Tanks shall be filament wound or hand lay-up construction. All fiberglass -reinforced plastic tanks must be manufactured in accordance with American Society for Testing and Materials (ASTM International) D3299 or American Society of Mechanical Engineers Reinforced Thermoset Plastic Corrosion -Resistant Equipment Standard (RTP-1) where specified. Fiberglass -reinforced plastic tanks shall be corrosion - resistant systems. Interiors of the fiberglass -reinforced plastic tanks shall have a corrosion barrier matching the specific chemical when ordered. 3.4.4 Polyethylene tanks shall be seamlessly constructed and suitable for aggressive oxidizing environments. 3.4.5 The proposer shall ensure compliance with American Society for Testing and Materials standards. 3.4.6 The proposer shall ensure compliance with American Water Works Association standards where applicable. 3.4.7 The proposer shall ensure compliance with the American Society of Mechanical Engineers Reinforced Thermoset Plastic Corrosion - Resistant Equipment Standard (RTP- 1) for fiberglass -reinforced plastic tanks where specified. 3.4.8 The proposer shall ensure compliance with NSF 61 when required for potable water chemicals. 3.4.9 The proposer shall design tanks to withstand hydrostatic loads. 3.4.10 The proposer shall design tanks to withstand environmental exposure. 3.4.11 The proposer shall design tanks to withstand wind and seismic loads. 3.4.12 The proposer shall design tanks to withstand Ultraviolet exposure. 3.4.13 The proposer shall provide tank configurations including vertical flat bottom, vertical cone bottom, horizontal, double - wall, open -top, and closed -top. 3.4.14 The proposer provides tank capacities generally ranging from 5,000 to 20,000 gallons unless otherwise specified. 3.5 Fittings and Accessories The proposer shall provide all fittings and accessories required for the successful storage of chemicals listed on this Specification. All fittings and accessories should follow the standards mentioned in section 3.4 Technical and Product Requirements and 3.9 Technical and Regulatory Standards. 3.5.1 The successful proposer shall provide fittings including fill, vent, overflow, suction, drain, and instrumentation ports. 3.5.2 The successful proposer shall provide manways, access openings, and level indication provisions. 3.5.3 The successful proposer shall ensure all materials are chemically compatible. 3.5.4 The successful proposer shall provide ladders, when specified. 3.5.5 The successful proposer shall provide heat tracing systems (120VAC, temperature -controlled) when specified. 3.5.6 The successful proposer shall provide insulation systems with a minimum R -value of 6.3 per inch when specified. 3.5.7 The successful proposer shall provide seismic restraint and anchorage systems compliant with applicable codes when specified 3.6 Submittals The proposer shall submit the following prior to the manufacturing of the tanks. The successful proposer must have approval from the city for each tank submitted before manufacturing. Shop drawings shall include, but are not limited to, the following: 3.6.1 The proposer shall provide product data including materials, construction methods, and ratings. 3.6.2 The proposer shall provide shop drawings showing dimensions, nozzles, supports, and weights. 3.6.3 The proposer shall provide chemical compatibility certification or documentation prior to fabrication. 3.6.4 The proposer shall provide manufacturer data sheets and design standard 3.6.5 The proposer shall provide tank dimensions, nozzle, vents, manway locations and orientations. 3.7 Delivery and Handling The proposer shall adhere to the following. Any deviations from the list below may allow the city to reject delivery. 3.7.1 The proposer shall deliver tanks and protected from damage. 3.7.2 The proposer shall provide lifting provisions and handling instructions. 3.7.3 The proposer shall protect tanks from UV exposure and transport damage. 3.7.4 Delivery timelines shall be coordinated with the City at the time of order. 3.7.6 The proposer shall package tanks to prevent damage during transport. The successful proposer shall coordinate delivery with City personnel. The successful proposer shall meet agreed delivery schedules. 3.8 Quality Assurance 3.8.1 The proposer shall provide products from manufacturers regularly engaged in tank production. The proposer shall ensure compliance with all specified standards. The proposer shall provide tanks from approved manufacturers or approved equals. 3.8.2 Snyder Industries 3.8.3 Assmannn Corporation 3.8.4 Enduro Composites 3.8.5 Xerxes Corporation 3.8.6 Poly Processing 3.8.7 Or approved equal 3.9 Technical and Regulatory Standards 3.9.1 The proposer shall comply with ASTM Standards, including American Society for Testing and Materials D1998 and American Society for Testing and Materials D3299. 3.9.2 The proposer shall comply with American Water Works Association (AWWA) Standards where applicable 3.9.3 The proposer shall comply with the American Society of Mechanical Engineers Reinforced Thermoset Plastic Corrosion - Resistant Equipment Standard RTP-1 for FRP tanks. 3.9.4 The proposer shall comply with National Sanitation Foundation (NSF 61) as required. 3.9.5 The proposer shall comply with applicable Occupational Safety and Health Administration (OSHA), Environmental Protection Agency (EPA), and Texas Commission on Environmental Quality (TCEQ regulations). 3.10 Insurance 3.10.1 All services, parts, and materials provided under this contract shall be in accordance with the most current volume of the of the National Electric Code, all City Ordinances and amendments, all current applicable codes of the American National Standard Institute, American Society for Testing and Materials (ASTM), Code of Federal Regulations, Federal Specifications, Institute of Electrical & Electronics Engineers, Insulated Cable Engineers Association, National Fire Protection Association, Rural Electrification Administration and Underwriters Laboratories. City Secretary Contract No. EXHIBIT B PAYMENT SCHEDULE See next page. Vendor Services Agreement Page 12 of 12 Primary Responses Success: All data is valid) ® Mem Slze(gallon) Quantity UniBrantlend Make ® Total Cost Required Project Ref# 26-0187; Chemical Tank FRP Polymer Storage Tank Vertical single - wall, flat -bottom dome tank with a reinforced Not Bidding No Bid #1-1 concrete pad. ladder, handrail, level switch radar, 6,000 level transducer, overflow vent, and lockable fill cabinet. XLPE Polymer Storage Tank Vertical single - wall, flat -bottom dome tank with a reinforced Success: All values provided Bid #1-2 concrete pad. ladder, handrail, level switch radar, 6,000 level transducer, overflow vent, and lockable fill cabinet. HDPE Polymer Storage Tank Vertical single wall, flat bottom dome tank with a reinforced concrete Success: All values provided Bid #1-3 pad. ladder, handrail, level switch radar, level 6,000 transducer, overflow vent, and lockable fill cabinet. 1 $ 39,405.30 Snyder Industries $ 39,405.30 1 $ 37,569.06 Snyder Industries $ 37,569.06 $ 76,974.36 1 $ 76,974.36 FORT WORTH, MAYOR AND CO NCIL CO NICATION 7.2.3 RFP 26-0187 CHEMICAL TANKS AO WTR DATE: 09/15/26 M&C FILE NUMBER: M&C 26-0900 DEPARTMENT: FINANCIAL MANAGEMENT SERVICES SUBJECT U (ALL)Authorize Execution of an Agreement with WIPCO, Inc for Chemical Tanks in an Annual Amount Up to $250,000.00 for a One -Year Initial Term and Authorize Four One -Year Renewal Options in the Same Amount for the Water Department RECO NDATION It is recommended that the City Council authorize the execution of an agreement with WIPCO, Inc for chemical tanks, in an amount up to $250,000.00 for a one-year initial term and authorize four one-year renewals for the same annual amount for the Water Department. DISCUSSION The purpose of this Mayor and Council Communication (M&C) is to authorize an agreement with WIPCO, Inc for chemical tanks. The Water Department approached the Purchasing Division to secure a contract for chemical storage tanks and associated accessories for water and wastewater treatment facilities. To procure these items, Purchasing Staff issued Request for Proposal (RFP) Number 26-0187 which consisted of detailed specifications describing the responsibilities and requirements to provide these items. The RFP was advertised in the Fort Worth Star -Telegram on May 20, 2026, May 27, 2026, June 3, 2026, and June 10, 2026. The City received one (1) response. An evaluation panel consisting of representatives of the Transportation and Public Works and Water Departments reviewed and scored the submittal using Best Value criteria. The individual scores were averaged for each of the criteria, and the final scores are listed in the table below Proposers Evaluation Factors a. b. c. d. e. f. Total 1 of 3 FORT WORTH, WIPCO, Inc 0.00 25.50 21.88 13.88 12.75 15.00 89.00 The REP document specified the use of the following Best Value Criteria: a. Small Business Participation; b. Technical Compliance & Product Quality; c. Submittals & Design Approach; d. Qualifications and Experience; e. Delivery & Support; and f. Cost After evaluation, the panel concluded that WIPCO, Inc presented the best value to the City. Therefore, the panel recommends that the City Council authorize the execution of an agreement with WIPCO, Inc. No guarantee was made that a specific amount of items would be purchased. Staff certifies that the recommended proposal meets the bid specifications. FUNDING: The actual amount used will be based on the needs of the department and available budget. Funding is budgeted in the Other Contractual Services account within the Water & Sewer Fund for the Water Department. AGREEMENT TERMS: Upon City Council approval, this agreement shall begin upon execution and shall expire one year from that date. RENEWAL TERMS: This Agreement may be renewed at the City's option for up to four additional one-year renewal terms. This action does not require City Council approval, provided that the City Council has appropriated sufficient funds to satisfy the City's obligations during the renewal terms. ADMINISTRATIVE CHANGE ORDER: An administrative change order or increase may be made by the City Manager up to the amount allowed by relevant law and the Fort Worth City Code and does not require specific City Council approval as long as sufficient funds have been appropriated. SMALL BUSINESS: In accordance with the City's Small Business Ordinance, the City has established a 30% Small Business goal for this solicitation/contract. No vendor met the criteria to achieve this goal. Therefore, the response was evaluated based on the remaining best value criteria. 2 of 3 FORT WORTH, This project will serve ALL COUNCIL DISTRICTS. This contract requires a Form 1295. FISCAL INFORMATION/CERTIFICATION The Director of Finance certifies that funds are available in the current operating budget, as previously appropriated, and upon adoption of the Fiscal Year 2027 Budget by the City Council, funds will be available in the Fiscal Year 2027 Operating Budget, as appropriated, in the Water & Sewer Fund to support approval of the recommendation and execution of the agreement. Prior to an expenditure being incurred, the Water Department has the responsibility to validate the availability of funds. SUBMITTED FOR CITY MANAGER'S OFFICE BY: ORIGINATING BUSINESS UNIT HEAD: ADDITIONAL INFORMATION CONTACT: Reginald Zeno, # 8517 Jesica McEachern, # 5804 Reginald Zeno, #8517 Christopher Harder, # 5020 Brandy Hazel, # 8087 Aiyanna Owens, # 8317 ATTACHMENTS 1. SO S- WIPCO Inc [7.2.3.1 - 1 page] 2. SA M- WIPC O.1 [7.2.3.2 - 8 pages] 3. CONFIDENTIAL - Form 1295 Certificate 101571234 (1) [7.2.3.3 - 1 page] 4. CONFIDENTIAL - FID TABLE Chemical Tanks [7.2.3.4 - 1 page] 5. CONFIDENTIAL - Chemical Tank funds availability o 06 Kx Wr L 6 E 6- Iv P F 8 m-owg [7.2.3.5-1 page] 3 of 3 FORT WORTH® City Secretary's Office Contract Routing & Transmittal Slip Contractor's Name: WIPCO, Inc Subject of the Agreement: Chemical Tanks & Services M&C Approved by the Council? * Yes 0 No ❑ If so, the M&C must be attached to the contract. Is this an Amendment to an Existing contract? Yes ❑ No 0 If so, provide the original contract number and the amendment number. Is the Contract "Permanent"? *Yes ❑ No 0 If unsure, see back page for permanent contract listing. Is this entire contract Confidential? *Yes ❑ No 0 If only specific information is Confidential, please list what information is Confidential and the page it is located. Effective Date: The date the ACM signs it If different from the approval date. Expiration Date: A year after the ACM signed it. If applicable. Is a 1295 Form required? * Yes ❑ No 21 *If so, please ensure it is attached to the approving M&C or attached to the contract. Project Number: If applicable. n/a *Did you include a Text field on the contract to add the City Secretary Contract (CSC) number? Yes 0 No 0 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.