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R2024-009 2024-01-22
RESOLUTION NO. R2024-9 A Resolution of The City Council of the City of Pearland, Texas, authorizing the City Manager or his designee to participate in an interlocal cooperative pricing arrangement with The Interlocal Purchasing System, for the purchase of fire alarm monitoring, fire safety inspection, and fire alarm repair services, in the estimated amount of $101,000.00, from Firetron. BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF PEARLAND, TEXAS: Section 1. That contract pricing has been obtained through interlocal cooperative partner The Interlocal Purchasing System for the purchase of fire alarm monitoring, fire safety inspection, and fire alarm repair services. Section 2. That the City Manager or his designee is hereby authorized to purchase fire alarm monitoring, fire safety inspection, and fire alarm repair services, in the estimated amount of $101,000.00, from Firetron. PASSED, APPROVED and ADOPTED this the 22nd day of January, A.D., 2024. ________________________________ J.KEVIN COLE MAYOR ATTEST: ________________________________ FRANCES AGUILAR, TRMC, MMC CITY SECRETARY APPROVED AS TO FORM: ________________________________ DARRIN M. COKER CITY ATTORNEY DocuSign Envelope ID: 31F0D111-21D5-48EB-B9C6-2842AD149DF8 Service Contract Standard Form Approved as to Legal Form 6.28.2021 Page 1 of 7 City of Pearland 3519 Liberty Drive Pearland, TX 77581 SERVICE CONTRACT NO. #C1224-05 For Fire Panel Monitoring and Repairs THIS CONTRACT ("Contract") is entered into by and between the City of Pearland, a Texas home- rule municipal corporation (“City”) and Contractor. (“Contractor"), and consisting of the following parts: I.Summary of Contract Terms II.Signatures III.Standard Contractual Provisions IV.Special Terms and Conditions V.Additional Contract Attachments I.Summary of Contract Terms. Contractor: Description of Services: Contract Amount: Effective Date: End Date: Renewals: Resolution No/Bid No: Firetron Inc 10101a Stafford Centre Drive Stafford, TX 77477 Contractor will provide fire panel monitoring and repair services, for the City of Pearland, per the specifications of TIPS contract #210204. $101,000.00 January 23, 2024 January 31, 2025 0 R2024- , TIPS Contract #210204. II.Signatures CITY OF PEARLAND CONTRACTOR Purchasing Officer Date Title: Date: *Signed by:Date Superintendent/Manager Director Deputy/Assistant City Manager City Manager *City Contract Signature Authority: Superintendent/Manager – up to $10,000 Director - $10,001 - $30,000 City Manager/Deputy/Assistant City Manager - $30,001 + City Council Resolution over $50,000 Director-Sales & Marketing 12/8/2023 DocuSign Envelope ID: 88FD2676-8F83-47B2-B02E-8E908D13D415 1/23/2024 | 8:11 AM CST 1/23/2024 | 8:53 AM CST Service Contract Standard Form Approved as to Legal Form 6.28.2021 Page 2 of 7 III. Standard Contract Provisions WHEREAS, Contractor has bid to provide Services (“Services”) in response to Request for Bid/Proposal or Quote No. TIPS Contract 210204 (“Solicitation”), which Solicitation includes the required scope of work and all specifications and which Solicitation and the Contractor’s bid or proposal response, as applicable, are incorporated by reference in this Contract as Exhibits 1 and 2, respectively, as if each were fully set out here in its entirety. NOW, THEREFORE, City and Contractor agree as follows: 1. Scope. Contractor will provide Services in accordance with the attached Scope of Work, as detailed in Attachment A, the content of which is incorporated by reference into this Contract as if fully set out here in its entirety, and in accordance with Exhibit 2. 2. Term. This Contract is for (1) one year, with performance commencing upon the effective date or the date of issuance of the notice to proceed issued by the Contract Administrator or the Purchasing Division, or upon the performance date listed in the notice to proceed, whichever is later. The parties may mutually extend the Term of this Contract for up to (0) additional one-year periods (“Option Period(s)”), provided, the parties do so by written amendment prior to the expiration of the original term or the then-current Option Period. The City’s extension authorization must be executed by the City Manager or designee. 3. Compensation and Payment. This Contract is for an estimated amount of $101,000.00, subject to approved extensions and changes. Payment will be made for Services completed and accepted by the City within thirty (30) days of acceptance, subject to receipt of an acceptable invoice. Contractor shall invoice no more frequently than once per month. All pricing must be in accordance with the attached Bid/Pricing Schedule, as shown in Attachment B, the content of which is incorporated, in its entirety, by reference into this Contract. Any amount not expended during the initial term or any option period may, at the City’s discretion, be allocated for use in the next option period. Invoices will be emailed to the following email address with a copy provided to the Contract Administrator: City of Pearland Attn: Accounts Payable Email: accountspayable@pearlandtx.gov 4. Contract Administrator. The Contract Administrator designated by the City is responsible for approval of all phases of performance and operations under this Contract, including deductions for non-performance and authorizations for payment. The City’s Contract Administrator for this Contract is as follows: Name: Francesca Beltran Department: Engineering & Public Works Phone: 281.652.1946 Email: fbeltran@pearlandtx.gov 5. Insurance; Bonds. (A) Before performance can begin under this Contract, the Contractor must deliver a Certificate of Insurance (“COI”), as proof of the required insurance coverages, to the City’s Contract Administrator. Additionally, the COI must state that the City shall be provided no less than thirty (30) days’ advance written notice of cancellation, material DocuSign Envelope ID: 88FD2676-8F83-47B2-B02E-8E908D13D415 Service Contract Standard Form Approved as to Legal Form 6.28.2021 Page 3 of 7 change in coverage, or intent not to renew any of the policies. The City must be named as an additional insured. The City Attorney must be given copies of all insurance policies within ten (10) days of the City Manager or his designee’s written request. Insurance requirements are as stated in Attachment C, the entirety of which is incorporated by reference into this Contract. (B) Contractor shall provide any required payment bond, performance bond, or both, prior to commencement of performance under this Contract. The terms, conditions, and amounts of the bonds and appropriate surety information shall be included in the RFB/RFP or as may be added to Attachment C, and such content, the entirety of which, shall be incorporated into this Contract. 6. Purchase Release Order. For multiple-release purchases of Services provided by the Contractor over a period of time, the City will exercise its right to specify time, place and quantity of Services to be delivered in the following manner: the authorized City department or division shall send to Contractor a purchase release order signed by an authorized agent of the department or division. The purchase release order shall refer to this Contract, and Services shall not be rendered until the Contractor receives the signed purchase release order. 7. Inspection and Acceptance. City may inspect all Services and products supplied before acceptance. Any Services or products that are provided but not accepted by the City must be corrected or re-worked immediately at no charge to the City. If immediate correction or re- working at no charge cannot be made by the Contractor, a replacement service may be procured by the City on the open market and any costs incurred, including additional costs over the item’s bid/proposal price, shall be paid by the Contractor within thirty (30) days of receipt of City’s invoice. 8. Warranty. (A) The Contractor warrants that all products supplied under this Contract are new, quality items that are free from defects, fit for their intended purpose, and of good material and workmanship. The Contractor warrants that it has clear title to the products and that the products are free of liens or encumbrances. (B) In addition, the products purchased under this Contract shall be warranted by the Contractor or, if indicated in Attachment D by the manufacturer, for the period stated therein. Attachment D, the entirety of which, is attached to this is incorporated into this Contract. (C) Contractor warrants that all Services will be performed in accordance with the standard of care used by similarly situated contractors performing similar services. 9. Quality/Quantity Adjustments. Any Service quantities indicated on the Bid/Pricing Schedule are estimates only and do not obligate the City to order or accept more than the City’s actual requirements nor do the estimates restrict the City from ordering less than its actual needs during the term of the Contract including any Option Period. Substitutions and deviations from the City’s product requirements or specifications are prohibited without the prior written approval of the Contract Administrator. 10. Non-Appropriation. The continuation of this Contract after the close of any fiscal year of the City, which fiscal year ends on September 30th annually, is subject to appropriations and budget approval specifically covering this Contract as an expenditure in said budget, and it is within the sole discretion of the City’s City Council to determine whether or not to fund this DocuSign Envelope ID: 88FD2676-8F83-47B2-B02E-8E908D13D415 Service Contract Standard Form Approved as to Legal Form 6.28.2021 Page 4 of 7 Contract. The City does not represent that this budget item will be adopted, as said determination is within the City Council's sole discretion when adopting each budget. 11. Independent Contractor. Contractor shall perform all work required by this Contract as an independent contractor and will furnish such Services in its own manner and method, and under no circumstances or conditions will any agent, servant or employee of the Contractor be considered an employee of the City. 12. Subcontractors. In performing the Services, the Contractor will not enter into subcontracts or utilize the services of subcontractors unless the subcontractors were identified in the bid/quote/proposal or approved by the Contract Administrator. 13. Amendments. This Contract may be amended or modified only in writing and executed by authorized representatives of both parties. 14. Waiver. No waiver by either party of any breach of any term or condition of this Contract waives any subsequent breach of the same. 15. Taxes. The Contractor covenants to pay payroll taxes, Medicare taxes, FICA taxes, unemployment taxes and all other applicable taxes. Upon request, the City Manager shall be provided proof of payment of these taxes within 15 days of such request. 16. Notice. Any notice required under this Contract must be given by hand delivery, or certified mail, postage prepaid, and is deemed received on the day hand-delivered or on the third day after postmark if sent by certified mail. Notice must be sent as follows: IF TO CITY: City of Pearland Attn: Jack Enochs Title: Facilities Services Manager Address: 2016 Old Alvin Road, Pearland TX 77581 Phone: 281.652.1914 IF TO CONTRACTOR: Firetron Inc. Attn: Richard Kraus Title: Acct Manager Address: 10101a Stafford Centre, Drive, Stafford TX 77477 Phone: 281.499.1500 17. Liability and Indemnity. ANY PROVISION OF ANY ATTACHED CONTRACT DOCUMENT THAT LIMITS THE CONTRACTOR’S LIABILITY TO THE CITY OR RELEASES THE CONTRACTOR FROM LIABILITY TO THE CITY FOR ACTUAL OR COMPENSATORY DAMAGES, LOSS, OR COSTS ARISING FROM THE PERFORMANCE OF THIS CONTRACT OR THAT PROVIDES FOR CONTRACTUAL INDEMNITY BY ONE PARTY TO THE OTHER PARTY TO THIS CONTRACT IS NOT APPLICABLE OR EFFECTIVE UNDER THIS CONTRACT. EXCEPT WHERE AN ADDITIONAL CONTRACT DOCUMENT PROVIDED BY THE CITY PROVIDES OTHERWISE, EACH PARTY TO THIS CONTRACT IS RESPONSIBLE FOR DEFENDING AGAINST AND LIABLE FOR PAYING ANY CLAIM, SUIT, OR JUDGMENT FOR DAMAGES, LOSS, OR COSTS ARISING FROM THAT PARTY'S NEGLIGENT ACTS OR OMISSIONS IN THE PERFORMANCE OF DocuSign Envelope ID: 88FD2676-8F83-47B2-B02E-8E908D13D415 Service Contract Standard Form Approved as to Legal Form 6.28.2021 Page 5 of 7 THIS CONTRACT IN ACCORDANCE WITH APPLICABLE LAW. THIS PROVISION DOES NOT AFFECT THE RIGHT OF EITHER PARTY TO THIS CONTRACT WHO IS SUED BY A THIRD PARTY FOR ACTS OR OMISSIONS ARISING FROM THIS CONTRACT TO BRING IN THE OTHER PARTY TO THIS CONTRACT AS A THIRD- PARTY DEFENDANT AS ALLOWED BY LAW. 18. Dispute Resolution Procedures. The Contractor and City desire an expeditious means to resolve any disputes that may arise between them regarding this Contract. If either party disputes any matter relating to this Contract, the parties agree to try in good faith, before bringing any legal action, to settle the dispute by submitting the matter to mediation before a third party who will be selected by agreement of the parties. The parties will each pay one-half of the mediator’s fees. 19. Attorney’s Fees. Should either party to this Contract bring suit against the other party for breach of contract or for any other cause relating to this Contract, neither party will seek or be entitled to an award of attorney’s fees or other costs relating to the suit. 20. Termination. (A) City Termination for Convenience. Under this paragraph, the City may terminate this Contract during its term at any time for the City’s own convenience where the Contractor is not in default by giving written notice to Contractor. If the City terminates this Contract under this paragraph, the City will pay the Contractor for all services rendered in accordance with this Contract to the date of termination. (B) Termination for Default. Either party to this Contract may terminate this Contract as provided in this paragraph if the other party fails to comply with its terms. The party alleging the default shall provide the other party notice of the default in writing citing the terms of the Contract that have been breached and what action the defaulting party must take to cure the default. If the party in default fails to cure the default as specified in the notice, the party giving the notice of default may terminate this Contract by written notice to the other party, specifying the date of termination. Termination of this Contract pursuant this paragraph does not affect the right of either party to seek remedies for breach of the Contract as allowed by law, including any damages or costs suffered by either party. 21. Owner’s Manual and Preventative Maintenance. Contractor agrees to provide a copy of the owner’s manual and/or preventative maintenance guidelines or instructions if available for any equipment purchased by the City pursuant to this Contract. Contractor must provide such documentation upon delivery of such equipment and prior to receipt of the final payment by the City. 22. Limitation of Liability. The City’s maximum liability under this Contract is limited to the total amount of compensation listed in this Contract. In no event shall the City be liable for incidental, consequential or special damages. 23. Assignment. No assignment of this Contract by the Contractor, or of any right or interest contained herein, is effective unless the City Manager first gives written consent to such assignment. The performance of this Contract by the Contractor is of the essence of this Contract, and the City Manager's right to withhold consent to such assignment is within the sole discretion of the City Manager on any ground whatsoever. 24. Severability. Each provision of this Contract is considered to be severable and, if, for any reason, any provision or part of this Contract is determined to be invalid and contrary to DocuSign Envelope ID: 88FD2676-8F83-47B2-B02E-8E908D13D415 Service Contract Standard Form Approved as to Legal Form 6.28.2021 Page 6 of 7 applicable law, such invalidity shall not impair the operation of nor affect those portions of this Contract that are valid, but this Contract shall be construed and enforced in all respects as if the invalid or unenforceable provision or part had been omitted. 25. Order of Precedence. In the event of any conflicts or inconsistencies between this Contract, its attachments, and exhibits, such conflicts and inconsistencies will be resolved by reference to the documents in the following order of priority: A. this Contract (excluding attachments and exhibits); B. its attachments; C. the bid solicitation document including any addenda (Exhibit 1); then, D. the Contractor’s bid response (Exhibit 2). 26. Certificate of Interested Parties. Contractor agrees to comply with Texas Government Code Section 2252.908, as it may be amended, and to complete Form 1295 “Certificate of Interested Parties” as part of this Contract if required by said statute for items approved by the City Council. 27. Governing Law. Contractor agrees to comply with all federal, Texas, and City laws in the performance of this Contract. The applicable law for any legal disputes arising out of this Contract is the law of the State of Texas, and such form and venue for such disputes is the appropriate district, county, or justice court in and for Brazoria County, Texas. 28. H.B. 89. In accordance with Chapter 2270 of the Texas Government Code, the signatory executing this contract on behalf of company verifies that the company does not boycott Israel and will not boycott Israel during the term of this contract. This clause is subject to companies with ten or more full time employees and the contract value is $100,000 or more that is to be paid wholly or partially with public funds of the governmental entity. 29. Public Information Act Requirements. This paragraph applies only to Contracts that have a stated expenditure of at least $1,000,000 or that result in the expenditure of at least $1,000,000 by the City. The requirements of Subchapter J, Chapter 552, Government Code, regarding certain entities requirement to provide contracting information to governmental bodies in connection with a public information request, may apply to this contract and the Contractor agrees that the contract can be terminated if the Contractor knowingly or intentionally fails to comply with a requirement of that subchapter. 30. Entire Agreement. This Contract constitutes the entire agreement between the parties concerning the subject matter of this Contract and supersedes all prior negotiations, arrangements, agreements, and understandings, either oral or written, between the parties. IV. Special Terms and Conditions. None. V. Additional Contract Documents Attached and Incorporated by Reference: Attachment A: Scope of Work Attachment B: Bid/Pricing Schedule Attachment C: Insurance and Bond Requirements Attachment D: Warranty Requirements DocuSign Envelope ID: 88FD2676-8F83-47B2-B02E-8E908D13D415 Service Contract Standard Form Approved as to Legal Form 6.28.2021 Page 7 of 7 Incorporated by Reference Only: Exhibit 1: RFB/RFP/Quote No. TIPS #210204 Exhibit 2: Contractor’s Bid/Proposal Response DocuSign Envelope ID: 88FD2676-8F83-47B2-B02E-8E908D13D415 ATTACHMENT A – SCOPE OF WORK Scope of services provided shall consist of fire panel monitoring and repair services, for the City of Pearland, per specifications of TIPS contract #210204. DocuSign Envelope ID: 88FD2676-8F83-47B2-B02E-8E908D13D415 ATTACHMENT B – BID/PRICING SCHEDULE DocuSign Envelope ID: 88FD2676-8F83-47B2-B02E-8E908D13D415 DocuSign Envelope ID: 88FD2676-8F83-47B2-B02E-8E908D13D415 DocuSign Envelope ID: 88FD2676-8F83-47B2-B02E-8E908D13D415 DocuSign Envelope ID: 88FD2676-8F83-47B2-B02E-8E908D13D415 DocuSign Envelope ID: 88FD2676-8F83-47B2-B02E-8E908D13D415 ATTACHMENT C – INSURANCE REQUIREMENTS City of Pearland 3519 Liberty Drive Pearland, TX 77581 Purchasing Department 281.652.1775 ebids@pearlandtx.gov Contractor Insurance Requirements & Agreement Contractors performing work on City property or public right-of-way for the City of Pearland shall provide the City a certificate of insurance or a copy of their insurance policy(s) evidencing the coverages and coverage provisions identified herein. Contractors shall provide the City evidence that all subcontractors performing work on the project have the same types and amounts of coverages as required herein or that the subcontractors are included under the contractor’s policy. All insurance companies and coverages must be authorized by the Texas Department of Insurance to transact business in the State of Texas and must be acceptable to the City of Pearland. Listed below are the types and amounts of insurances required. The City reserves the right to amend or require additional types and amounts of coverages or provisions depending on the nature of the work. TYPE OF INSURANCE AMOUNT OF INSURANCE PROVISIONS 1. Workers’ Compensation Employers’ Liability (WC) Statutory Limits $1,000,000 per occurrence For WC, CGL, and BAL, the City is to be provided a WAIVER OF SUBROGATION. CGL and BAL, City to be listed as additional insured and provided 30- day notice of cancellation or material change in coverage. WC, CGL and BAL, City shall be provided 30-day notice of cancellation or material change in coverage. CGL will include a non-contributory addendum. 2. Commercial General (Public) Liability (CGL) to include coverage for: a) Premises/Operations b) Products/Completed Operations c) Independent Contractors d) Personal Injury e) Contractual Liability Personal Injury - $1,000,000 per person; Property Damage - $1,000,000 per occurrence; General Aggregate - $2,000,000 3. Business Auto Liability (BAL) to include coverage for: a) Owned/Leased vehicles b) Non-owned vehicles c) Hired vehicles Combined Single Limit - $1,000,000 If the contract involves a professional service, the contractor will also be required to provide the City with professional liability insurance in an amount of at least $1,000,000. Certificate of Insurance forms may be emailed to: Purchasing Department at ebids@pearlandtx.gov. Questions regarding required insurance should be directed to City of Pearland Purchasing Department, at ebids@pearlandtx.gov. This form must be signed and returned with your bid/quotation. You are stating that you do have the required insurance and if selected to perform work for the City, will provide a certificate of insurance, and a copy of insurance policy with the above requirements to the City. A purchase order will not be issued without evidence of required insurance. Agreement I agree to provide the above described insurance coverages within 10 working days if selected to perform work for the City of Pearland. I also agree to provide the City evidence of insurance coverage on any and all subcontractors performing work on the project. Project/Bid # Company: Signature and Printed Name: FireTron, Inc. 1224-05 Javier Garza DocuSign Envelope ID: 88FD2676-8F83-47B2-B02E-8E908D13D415 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. INSURER(S) AFFORDING COVERAGE INSURER F : INSURER E : INSURER D : INSURER C : INSURER B : INSURER A : NAIC # NAME:CONTACT (A/C, No):FAX E-MAILADDRESS: PRODUCER (A/C, No, Ext):PHONE INSURED REVISION NUMBER:CERTIFICATE NUMBER:COVERAGES IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. OTHER: (Per accident) (Ea accident) $ $ N / A SUBR WVD ADDL INSD THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. $ $ $ $PROPERTY DAMAGE BODILY INJURY (Per accident) BODILY INJURY (Per person) COMBINED SINGLE LIMIT AUTOS ONLY AUTOSAUTOS ONLY NON-OWNED SCHEDULEDOWNED ANY AUTO AUTOMOBILE LIABILITY Y / N WORKERS COMPENSATION AND EMPLOYERS' LIABILITY OFFICER/MEMBER EXCLUDED? (Mandatory in NH) DESCRIPTION OF OPERATIONS below If yes, describe under ANY PROPRIETOR/PARTNER/EXECUTIVE $ $ $ E.L. DISEASE - POLICY LIMIT E.L. DISEASE - EA EMPLOYEE E.L. EACH ACCIDENT EROTH-STATUTEPER LIMITS(MM/DD/YYYY)POLICY EXP(MM/DD/YYYY)POLICY EFFPOLICY NUMBERTYPE OF INSURANCELTRINSR DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) EXCESS LIAB UMBRELLA LIAB $EACH OCCURRENCE $AGGREGATE $ OCCUR CLAIMS-MADE DED RETENTION $ $PRODUCTS - COMP/OP AGG $GENERAL AGGREGATE $PERSONAL & ADV INJURY $MED EXP (Any one person) $EACH OCCURRENCE DAMAGE TO RENTED $PREMISES (Ea occurrence) COMMERCIAL GENERAL LIABILITY CLAIMS-MADE OCCUR GEN'L AGGREGATE LIMIT APPLIES PER: POLICY PRO-JECT LOC CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) CANCELLATION AUTHORIZED REPRESENTATIVE ACORD 25 (2016/03) © 1988-2015 ACORD CORPORATION. All rights reserved. CERTIFICATE HOLDER The ACORD name and logo are registered marks of ACORD HIRED AUTOS ONLY 12/25/2023 Alliant Insurance Services,Inc. 5444 Westheimer,Suite 900 Houston TX 77056 Clarissa Garza 713-470-4246 832-485-4001 cagarza@alliant.com Liberty Mutual Fire Insurance 23035 FIREINC-01 Evanston Insurance Company 35378FireTron,Inc. 10101A Stafford Centre Dr Stafford TX 77477 Liberty Insurance Corporation 42404 Lloyd's Syndicate 3624 (Hiscox 220098 United Specialty Insurance Com 12537 Navigators Specialty Insurance 36056 1739325919 B X 1,000,000 X 300,000 10,000 1,000,000 2,000,000 X Y Y MKLV4PBC003862 12/31/2023 12/31/2024 2,000,000 Deductible 50,000 C 1,000,000 X X X Y Y AS5Z91473772023 12/31/2023 12/31/2024 E F X 10,000,000 X BTM2311548 HO23EXC914764IC 12/31/2023 12/31/2023 12/31/2024 12/31/2024 10,000,000 A X N WC2Z91473772013 12/31/2023 12/31/2024 1,000,000 1,000,000 1,000,000 D Professional Liability incl.Pollution Retention -$75,000 ANE482813923 12/31/2023 12/31/2024 Each Claim Aggregate Retro Active Date 5,000,000 5,000,000 12/31/2018 The General Liability policy contains Blanket Additional Insured endorsements for ongoing and completed operations to any person or organization where required by written contract per forms CG 20 10 04 13/CG 20 10 07 04 and CG 20 37 04 13/CG 20 37 07 04 and CG 20 11 04 13,CG 20 34 07 04,CG 20 12 04 13 and CG 20 11 04 13,CG 20 34 07 04,CG 20 12 04 13.The General Liability policy is considered Primary &Non-Contributory with respect to Additional Insureds where required in writing per form CG 20 01 04 13.The General Liability policy contains a Blanket Waiver of Subrogation to any person or organization when required by written contract per form MEGL 0241-01 05 16.The General Liability policy contains a Blanket 30 day Notice of Cancellation (other than for Non Payment)when notice is required by written contract to any Additional Insureds or Certificate Holder per form MEGL 1879 07 15.The Commercial Auto policy contains Blanket Additional Insured status to any person or organization where required by written contract per form CA 20 48 10 13. The Commercial Auto policy is considered Primary &Non-Contributory with respect to Persons or Organizations where required by written contract per form AC See Attached... City of Pearland 3523 Liberty Pearland TX 77581 DocuSign Envelope ID: 88FD2676-8F83-47B2-B02E-8E908D13D415 ACORD 101 (2008/01) The ACORD name and logo are registered marks of ACORD © 2008 ACORD CORPORATION. All rights reserved. THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER:FORM TITLE: ADDITIONAL REMARKS ADDITIONAL REMARKS SCHEDULE Page of AGENCY CUSTOMER ID: LOC #: AGENCY CARRIER NAIC CODE POLICY NUMBER NAMED INSURED EFFECTIVE DATE: FIREINC-01 1 1 Alliant Insurance Services,Inc.FireTron,Inc. 10101A Stafford Centre Dr Stafford TX 77477 25 CERTIFICATE OF LIABILITY INSURANCE 84 23 08 11.The Commercial Auto policy contains a Blanket Waiver of Subrogation where the Insured has waived their rights of recovery against such person or organization under a contract or agreement per form CA 04 4410 13.The Commercial Auto policy contains a 30 day Notice of Cancellation or Non-Renewal (except 10 days notice for Non Payment)to all persons or organizations on file with the carrier per form LIM 99 01 05 11.The Workers Compensation policy contains a Blanket Waiver of Subrogation Endorsement to any person or organization for whom the Named Insured has agreed by written contract to furnish this waiver per form WC 42 03 04 B.The Workers Compensation policy contains a 30 day Notice of Cancellation (except 10 days notice for Non Payment)where required by written contract per form WC 99 20 75.The Excess policy includes Additional Insured status where also required by underlying policies.The Excess policy provides coverage excess of the GL,Auto &Employers Liability coverages on a follow form basis subject to the terms and conditions of the Excess policy. Date Issued:12/25/2023 City of Pearland. DocuSign Envelope ID: 88FD2676-8F83-47B2-B02E-8E908D13D415 ATTACHMENT D – WARRANTY Services shall conform to the proposed specifications and all warranties as stated in the Uniform Commercial Code and be free from all defects in material, workmanship and title. DocuSign Envelope ID: 88FD2676-8F83-47B2-B02E-8E908D13D415 Send To: Address:Date: Attention: Phone: TIPS Contract 21020401 Qty Description Unit Price Total Price 250.00$ 500.00$ 540.00$ 275.00$ 175.00$ 1 1 Annual Inspection of Sprinkler System 575.00$ 400.00$ 1 Annual Inspection of Fire Extinguishers 2 Semi-Annual Inspection of Guardian Hood System 1 Annual Inspection of Sprinkler System 475.00$ 1 750.00$ 750.00$ Annual Inspection of Fire Alarm Annual Monitoring of Fire Alarm Panel 540.00$ City of Pearland 281-636-0796 Raymond Clark 1 Annual Inspection of Fire Alarm 550.00$ 550.00$ 1 Annual Inspection of Sprinkler System 475.00$ 475.00$ 1 Annual Inspection of Fire Extinguishers 240.00$ 240.00$ 1 Annual Inspection of Fire Alarm 550.00$ 550.00$ 1 Annual Inspection of Sprinkler System 475.00$ 475.00$ 1 Annual Inspection of Fire Extinguishers & Hoses 240.00$ 240.00$ 1 Annual Inspection of Fire Extinguishers 240.00$ 240.00$ 2 Semi-Annual Inspection of Guardian Hood System 250.00$ 500.00$ 1 Annual Inspection of Fire Extinguishers 240.00$ 240.00$ 1 Annual Inspection of Fire Alarm 550.00$ 550.00$ 1 Annual Inspection of Fire Alarm 550.00$ 550.00$ 1 Annual Inspection of Fire Extinguishers 240.00$ 240.00$ 1 Annual Sprinkler Inspection 475.00$ 475.00$ 2 Semi-Annual Inspection of Guardian Hood System 250.00$ 500.00$ 1 Annual Sprinkler Inspection 475.00$ 475.00$ 500.00$ 250.00$ Semi-Annual Inspection of Guardian Hood System2 11/29/2023 CITY HALL 3519 Liberty Dr, rkraus@firetron.com 1 Annual Fire Alarm Inspection 750.00$ 750.00$ City Hall Annex 3523 Liberty Dr. 1 Annual Sprinkler Inspection 575.00$ 575.00$ 1 Annual Inspection Fire Extinguishers 275.00$ 275.00$ 2 Semi Annual Inspection of Guardian Hood System 250.00$ 500.00$ HICKORY SLOUGH SPORTS COMPLEX 7600 Hughes Ranch Rd 1 Annual Inspection of Fire Alarm 550.00$ 550.00$ 475.00$ FIRE ADMINISTRATION 2703 Vetrans Dr. FIRE STATION #3 3207 Yost FIRE STATION #2 6050 Fite Rd FIRE STATION #1 1571 Old Alvin Rd 1 DocuSign Envelope ID: 88FD2676-8F83-47B2-B02E-8E908D13D415 2 Semi Annual Inspection of Guardian Hood System 250.00$ 500.00$ 1 Annual Inspection of Fire Alarm 550.00$ 550.00$ 1 Annual Inspection of Sprinkler System 475.00$ 475.00$ 1 Annual Inspection of Fire Extinguishers 240.00$ 240.00$ 2 Semi-Annual Inspection of Guardian Hood System 250.00$ 500.00$ FIRE STATION #5 3100 Kirby 1 Annual Inspection of Fire Alarm 550.00$ 550.00$ 1 Annual Inspection of Sprinkler System 475.00$ 475.00$ 1 Annual Inspection of Fire Extinguishers 240.00$ 240.00$ 1 Annual Inspection of Fire Extinguishers 1 Annual Inspection of Fire Alarm 550.00$ 550.00$ 2 Semi-Annual Inspection of Guardian Hood System 250.00$ 500.00$ 1 Annual Inspection of Fire Extinguishers 240.00$ 240.00$ 1 Annual Sprinkler Inspection 1 Annual Inspection of Fire Extinguishers 240.00$ 240.00$ 1 Annual Inspection of Fire Alarm 550.00$ 550.00$ 2 Semi-Annual Inspection of Ansul Hood System 275.00$ 550.00$ 1 750.00$ 750.00$ 1 1 Annual Inspection of Fire Alarm 900.00$ 900.00$ 240.00$ 2 275.00$ 550.00$ Annual Inspection of Sprinkler System Annual Inspection of Fire Extinguishers 1 Annual Inspection of Fire Extinguishers 300.00$ 300.00$ 1 Annual Inspection of Fire Alarm 3,500.00$ 3,500.00$ PUBLIC SAFETY BUILDING 2555 Cullen 1 Annual Inspection of Sprinkler System 1,250.00$ 1,250.00$ 1 Annual Inspection of Fire Extinguishers 480.00$ 480.00$ 2 Semi-Annual Inspection of Suppression Systems 600.00$ 1,200.00$ 2 Semi-Annual Inspection of Ansul Hood System 275.00$ 550.00$ 1 Annual Inspection of Fire Alarm 540.00$ 540.00$ PUBLIC WORKS SERVICE CENTER 3501 E. Orange 1 Annual Inspection of Fire Extinguishers 240.00$ 240.00$ 2 Semi-Annual Inspection of Hood System 250.00$ 500.00$ 1 Annual Inspection of Fire Alarm FIRE STATION #4 8325 Freedom Dr. FIRE STATION #8 12255 Shadow Creek Pkwy 1 1 1 2 Annual Inspection of Fire Alarm Annual Inspection of Sprinkler System Annual Inspection of Fire Extinguishers Semi-Annual Inspection of Guardian Hood System 550.00$ 475.00$ 240.00$ 250.00$ 550.00$ 475.00$ 240.00$ 500.00$ PARKS DEPARTMENT & REC MAINT 3509 E. Orange PEARLAND REC CENTER & NATATORIUM 4141 Bailey MELVIN KNAPP SENIOR CENTER 2424 South Park Ave. TOM REID LIBRARY 3522 Liberty Dr. FLEET MAINTENANCE & BUILDING 475.00$ 475.00$ Semi-Annual Inspection of Ansul Hood System 240.00$ 1 Annual Inspection of Sprinkler System 1 Annual Inspection of Fire Extinguishers 650.00$ 650.00$ 525.00$ 525.00$ 240.00$ 240.00$ ENGINEERING & PUBLIC WORKS 2016 Old Alvin Rd. 2 DocuSign Envelope ID: 88FD2676-8F83-47B2-B02E-8E908D13D415 1 Annual Inspection of Fire Extinguishers 240.00$ 240.00$ 475.00$ 475.00$ 475.00$ 1 Annual Inspection of Fire Alarm 550.00$ 550.00$ PUBLIC WORKS SATELLITE SERVICE CTR 2559 Hill House Rd Semi-Annual Inspection of Suppression 600.00$ 1,200.00$ 1 Annual Inspection of Sprinkler System 475.00$ 2 Semi-Annual Inspection of Hood System 250.00$ 500.00$ 1 Annual Inspection of Fire Extinguishers 240.00$ 240.00$ 2 1 Annual Inspection of Sprinkler System 475.00$ 475.00$ 1 Annual Inspection of Fire Alarm 550.00$ 550.00$ 1 Annual Inspection of Fire Extinguishers 240.00$ 240.00$ 1 Annual Inspection of Fire Alarm 550.00$ 550.00$ Annual Inspection of Fire Alarm 550.00$ 550.00$ 1 Annual Inspection of Sprinkler System 1 Annual Inspection of Fire Extinguishers 240.00$ 240.00$ 1 1 1 1 Annual Inspection of FireAlarm 550.00$ 550.00$ 1 Annual Inspection of Fire Extinguishers 240.00$ 240.00$ SHADOW CREEK WATER STATION 1 Annual Inspection of Fire Extinguishers 240.00$ 240.00$ 1 Annual Inspection of Fire Extinguishers 240.00$ 240.00$ KIRBY WATER WELL CULLEN WATER WELL 1 Annual Inspection of Fire Extinguishers 240.00$ 240.00$ McLEAN WATER WELL 1 550.00$ 1 1 Annual Inspection of Fire Alarm Annual Inspection of Sprinkler System Annual Inspection of Fire Extinguishers 2 Semi-Annual Inspection of Hood System 475.00$ 240.00$ 550.00$ 475.00$ 240.00$ 250.00$ 500.00$ POLICE TRAINING BLDG. 8333 Freedom Dr. 475.00$ 240.00$ 550.00$ 240.00$ Annual Inspection of Sprinkler System Annual Inspection of Fire Extinguishers 550.00$ 475.00$ 240.00$ REFLECTION BAY SLUDGE 1818 Reflection Bay Dr. 1 1 Annual Inspection of Sprinkler Sysytem 1 Annual Inspection of Fire Extinguishers 475.00$ 475.00$ 240.00$ CONVENTION & VISITORS BUREAU 11200 Broadway 650.00$ 650.00$ SHAIR D. COLEMAN ANIMAL SHELTER 8311 Freedom Dr. 1 Annual Inspection of Fire Alarm Annual Inspection of Fire Alarm 650.00$ 650.00$ REFLECTION BAY NPW 1818 Reflection Bay Dr. PEARLAND WEST LIBRARY 11801 Shadow Creek Pkwy WESTSIDE EVENTS CENTER 2150 Country Place DELORIS FENWICK NATURE CENTER 5750 Magnolia Pkwy PEARLAND RECYCLING CENTER 5800 Magnolia Pkwy 1 Annual Inspection of Fire Alarm 3 DocuSign Envelope ID: 88FD2676-8F83-47B2-B02E-8E908D13D415 This is a quote for the above listed sevice and/or equipment. If additional service and/or Sincerely,Approved by: 1 Annual Inspection of Fire Extinguishers 240.00$ 240.00$ GARDEN WATER WELL 1 Annual Inspection of Fire Extinguishers 240.00$ 240.00$ 1 Annual Inspection of Fire Extinguishers 240.00$ 240.00$ MAGNOLIA WATER WELL SOUTH EAST WATER WELL 1 Annual Inspection of Fire Extinguishers 240.00$ 240.00$ 1 Annual Inspection of Fire Extinguishers 240.00$ 240.00$ LIBERTY WATER WELL 518 WATER WELL 1 Annual Inspection of Fire Extinguishers 240.00$ 240.00$ 1 Annual Inspection of Fire Extinguishers 240.00$ 240.00$ ALICE WATER WELL FNWEC WWTP 1 Annual Inspection of Fire Extinguishers 240.00$ 240.00$ 1 Annual Inspection of Fire Extinguishers 240.00$ 240.00$ SOUTHDOWN WWTP MARY'S CREEK DETENTION 1 Annual Inspection of Fire Extinguishers 240.00$ 240.00$ 1 Annual Inspection of Fire Extinguishers 240.00$ 240.00$ SWEC WWTP BARRY ROSE WWTP 1 Annual Inspection of Fire Extinguishers 240.00$ 240.00$ Truck Charge 65.00$ LONGWOOD WWTP 1 Annual Inspection of Fire Extinguishers 240.00$ 240.00$ Service Rates Min. 2 Hours Fire Alarm or Suppression Tech 150.00$ Sprinkler Tech 150.00$ Hood Tech 130.00$ Fire Extinguisher Tech 130.00$ 56,880.00$ contact me at (281)499-1500. Thank you for the oppurtunity of providing you this quote. equipment is needed, prices will vary. If you should have any questions or require additional information regarding this quote, please 4 DocuSign Envelope ID: 88FD2676-8F83-47B2-B02E-8E908D13D415 TIPS Vendor Agreement PART 1 ONLY Ver. 06022020_sr Page 1 TIPS VENDOR AGREEMENT PART 1 ONLY Between_____________ and (Company Name) THE INTERLOCAL PURCHASING SYSTEM (TIPS), a Department of Texas Education Service Center Region 8 for TIPS RFP 210204 Fire, Firearm, and Active Shooter Safety and Security Solutions PART 1 ONLY General Information The Vendor Agreement (“Agreement”) made and entered into by and between The Interlocal Purchasing System (hereinafter “TIPS”) a government cooperative purchasing program authorized by the Region 8 Education Service Center, having its principal place of business at 4845 US Hwy 271 North, Pittsburg, Texas 75686 and the TIPS Vendor. This Agreement consists of the provisions set forth below, including provisions of all attachments referenced herein. In the event of a conflict between the provisions set forth below and those contained in any attachment, the provisions set forth shall control unless otherwise agreed by the parties in writing and by signature and date on the attachment. A Purchase Order (“PO”), Agreement or Contract is the TIPS Member’s approval providing the authority to proceed with the negotiated delivery order under the Agreement. Special terms and conditions as agreed between the Vendor and TIPS Member should be added as addendums to the Purchase Order, Agreement or Contract. Items such as certificate of insurance, bonding requirements, small or disadvantaged business goals are some, but not all, of the possible addendums. Terms and Conditions Freight All quotes to Members shall provide a line item for cost for freight or shipping regardless if there is a charge or not. If no charge for freight or shipping, indicate by stating “No Charge”, “$0”, “included in price” or other similar indication. Otherwise, all shipping, freight or delivery changes shall be passed through to the TIPS Member at cost with no markup and said charges shall be agreed by the TIPS Member unless alternative shipping terms are agreed by TIPS as a result of the proposal award. Warranty Conditions All new supplies equipment and services shall include manufacturer's minimum standard warranty unless otherwise agreed to in writing. Vendor shall be legally permitted to sell all products offered for sale to TIPS Members if the offering is included in the Request for Proposal (“RFP”) category. All goods proposed and sold shall be new unless clearly stated in writing. Customer Support The Vendor shall provide timely and accurate customer support for orders to TIPS Members as agreed by the Parties. Vendors shall respond to such requests within a commercially reasonable time after receipt of &/Z dZKE/E DocuSign Envelope ID: 88FD2676-8F83-47B2-B02E-8E908D13D415 TIPS Vendor Agreement PART 1 ONLY Ver. 06022020_sr Page 2 the request. If support and/or training is a line item sold or packaged with a sale, support shall be as agreed with the TIPS Member. Agreements Agreements for purchase will normally be put into effect by means of a purchase order(s) executed by authorized agents of the TIPS Member participating government entities, but other means of placing an order may be used at the Member’s discretion. Tax exempt status Most TIPS Members are tax exempt and the related laws and/or regulations of the controlling jurisdiction(s) of the TIPS Member shall apply. Assignments of Agreements No assignment of this Agreement may be made without the prior notification of TIPS. Written approval of TIPS shall not be unreasonably withheld. Payment for delivered goods and services can only be made to the awarded Vendor, Vendor designated reseller or vendor assigned company. Disclosures x Vendor and TIPS affirm that he/she, or any authorized employees or agents, has not given, offered to give, nor intends to give at any time hereafter any economic opportunity, future employment, gift, loan, gratuity, special discount, trip, favor or service to a public servant in connection with this Agreement. x Vendor shall attach, in writing, a complete description of any and all relationships that might be considered a conflict of interest in doing business with the TIPS program. x The Vendor affirms that, to the best of his/her knowledge, the offer has been arrived at independently, and is submitted without collusion with anyone to obtain information or gain any favoritism that would in any way limit competition or give an unfair advantage over other vendors in the award of this Agreement. Term of Agreement and Renewals The Agreement with TIPS is for approximately three (3) years with an option for renewal for an additional one (1) consecutive year. If TIPS offers the renewal extension yea r, the Vendor will be notified by email to the primary contact of the awarded Vendor and shall be deemed accepted by the Vendor unless the awarded Vendor notifies TIPS of its objection to the additional term. TIPS may or may not exercise the available extension(s) provided in the original solicitation beyond the base three-year term. Whether or not to offer the extension is at the sole discretion of TIPS. “Start Date” for Term Calculation Purposes Only: Regardless of actual award/effective date of Contract, for Agreement “term” calculation purposes only, the Agreement “start date” is the last day of the month that Award Notifications are anticipated as published in the Solicitation Example: If the anticipated award date published in the Solicitation is May 22, but extended negotiations delay award until June 27, The end date of the resulting initial “three-year” term Agreement, (which is subject to an extension(s)) will still be May 31, 2023. DocuSign Envelope ID: 88FD2676-8F83-47B2-B02E-8E908D13D415 TIPS Vendor Agreement PART 1 ONLY Ver. 06022020_sr Page 3 “Termination Date”: The scheduled Agreement “termination date” shall be the last day of the month of the month of the Original Solicitation’s Anticipated Award Date plus three years. Example: If the original term is approximately three years, and the solicitation provides an anticipated award date of May 22, 2020, the expiration date of the original three -year term shall be May 31, 2023. Extensions: Any extensions of the original term shall begin on the next day after the day the original term expires. Example Following the Previous Example: If TIPS offers a one-year extension, the expiration of the extended term shall be May 31, 2024. TIPS may offer to extend Vendor Agreements to the fullest extent the original Solicitation permits. Automatic Renewal Clauses Incorporated in Awarded Vendor Agreements with TIPS Members Resulting from the Solicitation and with the Vendor Named in this Agreement. No Agreement for goods or services with a TIPS Member by the awarded vendor named in this Agreement that results from the solicitation award named in this Agreement, may incorporate an automatic renewal clause that exceeds month to month terms with which the TIPS Member must comply. All renewal terms incorporated in an Agreement by the vendor with the TIPS Member shall only be valid and enforceable when the vendor receives written confirmation by purchase order, executed Agreement or other written instruction issued by the TIPS Member for any renewal period. The purpose of this clause is to avoid a TIPS Member inadvertently renewing an Agreement during a period in which the governing body of the TIPS Member has not properly appropriated and budgeted the funds to satisfy the Agreement renewal. This term is not negotiable and any Agreement between a TIPS Member and a TIPS awarded vendor with an automatic renewal clause that conflicts with these terms is rendered void and unenforceable. Shipments The Vendor shall ship, deliver or provide ordered products or services within a commercially reasonable time after the receipt of the order from the TIPS Member. If a delay in said delivery is anticipated, the Vendor shall notify TIPS Member as to why delivery is delayed and shall provide an estimated time for completion of the order. TIPS or the requesting entity may cancel the order if estimated delivery time is not acceptable or not as agreed by the parties. Invoices Each invoice or pay request shall include the TIPS Member’s purchase order number or other identifying designation as provided in the order by the TIPS Member. If applicable, the shipment tracking number or pertinent information for verification of TIPS Member receipt shall be made available upon request. Payments The TIPS Member will make payments directly to the Vendor, the Vendor Assigned Dealer or as agreed by the Vendor and the TIPS Member after receiving invoice and in compliance with applicable payment statute(s), whichever is the greater time or as otherwise provided by an agreement of the parties. Pricing Price increases will be honored according to the terms of the solicitation. All pricing submitted to TIPS shall include the participation fee, as provided in the solicitation, to be remitted to TIPS by the Vendor. Vendor will not show adding the fee to the invoice presented to TIPS Member customer. Participation Fees and Reporting of Sales to TIPS by Vendor DocuSign Envelope ID: 88FD2676-8F83-47B2-B02E-8E908D13D415 TIPS Vendor Agreement PART 1 ONLY Ver. 06022020_sr Page 4 The Participation Fee that was published as part of the Solicitation and the fee published is the legally effective fee, along with any fee conditions stated in the Solicitation. Collection of the fees by TIPS is required under Texas Government Code §791.011 Et seq. Fees are due on all TIPS purchases reported by either Vendor or Member. Fees are due to TIPS upon payment by the Member to the Vendor, Reseller or Vendor Assigned Dealer. Vendor, Reseller or Vendor Assigned Dealer agrees that the participation fee is due to TIPS for all Agreement sales immediately upon receipt of payment including partial payment, from the Member Entity and must be paid to TIPS at least on a monthly basis, specifically within 31 calendar days of receipt of payment, if not more frequently, or as otherwise agreed by TIPS in writing and signed by an authorized signatory of TIPS. Thus, when an awarded Vendor, Reseller or Vendor Assigned Dealer receives any amount of payment, even partial payment, for a TIPS sale, the legally effective fee for that amount is immediately due to TIPS from the Vendor and fees due to TIPS should be paid at least on a monthly basis, specifically within 31 calendar days of receipt of payment, if not more frequently. Reporting of Sales to TIPS by Vendor Vendor is required to report all sales under the TIPS contract to TIPS. When a public entity initiates a purchase with a TIPS Awarded Vendor, if the Member inquires verbally or in writing whether the Vendor holds a TIPS Contract, it is the duty of the Vendor to verify whether or not the Member is seeking a TIPS purchase. Once verified, the Vendor must include the TIPS Contract number on any communications and related sales documents exchanged with the TIPS Member entity. To report sales, the Vendor must login to the TIPS Vendor Portal online at https://www.tips-usa.com/vendors_form.cfm and click on the PO’s and Payments tab. Pages 3-7 of the Vendor Portal User Guide will walk you through the process of reporting sales to TIPS. Please refer to the TIPS Accounting FAQ’s for more information about reporting sales and if you have further questions, contact the Accounting Team at accounting@tips-usa.com. The Vendor or vendor assigned dealers are responsible for keeping record of all sales that go through the TIPS Agreement and submitting same to TIPS. Failure to render the participation fee to TIPS shall constitute a breach of this agreement with our parent governmental entity, Texas Education Service Center Region 8, as established by the Texas legislature and shall be grounds for termination of this agreement and any other agreement held with TIPS and possible legal action. Any overpayment of participation fees to TIPS by a Vendor will be refunded to the Vendor within ninety (90) days of receipt of notification if TIPS receives written notification of the overpayment not later than the expiration of six (6) months from the date of overpayment and TIPS determines that the amount was not legally due to TIPS pursuant to this agreement and applicable law. It is the Vendor’s responsibility to identify which sales are TIPS Agreement sales and pay the correct participation fee due for TIPS Agreement sales. Any notification of overpayment received by TIPS after the expiration of six (6) months from the date of overpayment will be non-refundable. Region 8 ESC and TIPS reserve the right to extend the six (6) month deadline to notify if approved by the Region 8 ESC Board of Directors. TIPS reserves all rights under the law to collect the fees due. Please contact TIPS at tips@tips-usa.com or call (866) 839-8477 if you have questions about paying fees. Indemnity The Vendor agrees to indemnify and hold harmless and defend TIPS, TIPS Member(s), officers and employees from and against all claims and suits by third parties for damages, injuries to persons (including death), property damages, losses, and expenses including court costs and reasonable attorney’s fees, arising out of, or resulting from, Vendor’s performance under this Agreement, including all such causes of action based upon common, constitutional, or statutory law, or based in whole or in part, upon allegations of negligent or intentional acts on the part of the Vendor, its officers, employees, agents, subcontractors, licensees, or invitees. Parties found liable shall pay their proportionate share of damages as agreed by the parties or as ordered by a court of competent jurisdiction over the case. NO LIMITATION OF LIABILITY FOR DAMAGES FOR PERSONAL INJURY OR PROPERTY DAMAGE ARE PERMITTED OR AGREED BY TIPS/ESC REGION 8. Per DocuSign Envelope ID: 88FD2676-8F83-47B2-B02E-8E908D13D415 TIPS Vendor Agreement PART 1 ONLY Ver. 06022020_sr Page 5 Texas Education Code §44.032(f), and pursuant to its requirements only, reasonable Attorney’s fees are recoverable by the prevailing party in any dispute resulting in litigation. State of Texas Franchise Tax By signature hereon, the Vendor hereby certifies that he/she is not currently delinquent in the payment of any franchise taxes owed the State of Texas under Chapter 171, Tax Code. Miscellaneous The Vendor acknowledges and agrees that continued participation in TIPS is subject to TIPS sole discretion and that any Vendor may be removed from the participation in the Program at any time with or without cause. Nothing in the Agreement or in any other communication between TIPS and the Vendor may be construed as a guarantee that TIPS or TIPS Members will submit any orders at any time. TIPS reserves the right to request additional proposals for items or services already on Agreement at any time. Purchase Order Pricing/Product Deviation If a deviation of pricing/product on a Purchase Order or contract modification occurs between the Vendor and the TIPS Member, TIPS must be notified within five (5) business days of receipt of change order. Termination for Convenience of TIPS Agreement Only TIPS reserves the right to terminate this agreement for cause or no cause for convenience with a thirty (30) days prior written notice. Termination for convenience is conditionally required under Federal Regulations 2 CFR part 200 if the customer is using federal funds for the procurement. All purchase orders presented to the Vendor, but not fulfilled by the Vendor, by a TIPS Member prior to the actual termination of this agreement shall be honored at the option of the TIPS Member. The awarded Vendor may terminate the agreement with ninety (90) days prior written notice to TIPS 4845 US Hwy North, Pittsburg, Texas 75686. The vendor will be paid for goods and services delivered prior to the termination provided that the goods and services were delivered in accordance with the terms and conditions of the terminated agreement. This termination clause does not affect the sales agreements ex ecuted by the Vendor and the TIPS Member customer pursuant to this agreement. TIPS Members may negotiate a termination for convenience clause that meets the needs of the transaction based on applicable factors, such as funding sources or other needs. TIPS Member Purchasing Procedures Usually, purchase orders or their equal are issued by participating TIPS Member to the awarded vendor and should indicate on the order that the purchase is per the applicable TIPS Agreement Number. Orders are typically emailed to TIPS at tipspo@tips-usa.com. •Awarded Vendor delivers goods/services directly to the participating member. •Awarded Vendor invoices the participating TIPS Member directly. •Awarded Vendor receives payment directly from the participating member. •Fees are due to TIPS upon payment by the Member to the Vendor. Vendor agrees to pay the participation fee to TIPS for all Agreement sales upon receipt of payment including partial payment, from the Member Entity or as otherwise agreed by TIPS in writing and signed by an authorized signatory of TIPS. Licenses Awarded Vendor shall maintain, in current status, all federal, state and local licenses, bonds and permits required for the operation of the business conducted by awarded Vendor. Awarded Vendor shall remain reasonably fully informed of and in compliance with all ordinances and regulations pertaining to the lawful DocuSign Envelope ID: 88FD2676-8F83-47B2-B02E-8E908D13D415 TIPS Vendor Agreement PART 1 ONLY Ver. 06022020_sr Page 6 provision of goods or services under the Agreement. TIPS and TIPS Members reserves the right to stop work and/or cancel an order or terminate this or any other sales Agreement of any awarded Vendor whose license(s) required for performance under this Agreement have expired, lapsed, are suspended or terminated subject to a 30-day cure period unless prohibited by applicable statue or regulation. Novation If awarded Vendor sells or transfers all assets, rights or the entire portion of the assets or rights required to perform this Agreement, a successor in interest must guarantee to perform all obligations under this Agreement. A simple change of name agreement will not change the Agreement obligations of awarded vendor. TIPS will consider Contract Assignments on a case by case basis. TIPS must be notified within five (5) business days of the transfer of assets or rights. Site Requirements (only when applicable to service or job) Cleanup: When performing work on site at a TIPS Member’s property, awarded Vendor shall clean up and remove all debris and rubbish resulting from their work as required or directed by TIPS Member or as agreed by the parties. Upon completion of work, the premises shall be left in good repair and an orderly, neat, clean and unobstructed condition. Preparation: Awarded Vendor shall not begin a project for which TIPS Member has not prepared the site, unless awarded Vendor does the preparation work at no cost, or until TIPS Member includes the cost of site preparation in a purchase order. Site preparation includes, but is not limited to: moving furniture, installing wiring for networks or power, and similar pre-installation requirements. Registered sex offender restrictions: For work to be performed at schools, awarded Vendor agrees that no employee of a subcontractor who has been adjudicated to be a registered sex offender will perform work at any time when students are, or reasonably expected to be, present unless otherwise agreed by the TIPS Member. Awarded Vendor agrees that a violation of this condition shall be considered a material breach and may result in the cancellation of the purchase order at the TIPS Member’s discretion. Awarded Vendor must identify any additional costs associated with compliance of this term. If no costs are specified, compliance with this term will be provided at no additional charge. Safety measures: Awarded Vendor shall take all reasonable precautions for the safety of employees on the worksite, and shall erect and properly maintain all necessary safeguards for protection of workers and the public. Awarded Vendor shall post warning signs against all hazards created by the operation and work in progress. Proper precautions shall be taken pursuant to state law and standard practices to protect workers, general public and existing structures from injury or damage. Safety Measures Awarded Vendor shall take all reasonable precautions for the safety of employees on the worksite, and shall erect and properly maintain all necessary safeguards for protection of workers and the public. Awarded vendor shall post warning signs against all hazards created by the operation and work in progress. Proper precautions shall be taken pursuant to state law and standard practices to protect workers, general public and existing structures from injury or damage. Smoking Persons working under Agreement shall adhere to the TIPS Member’s or local smoking statutes, codes or policies. Marketing Awarded Vendor agrees to allow TIPS to use their name and logo within TIPS website, marketing materials and advertisement subject to any reasonable restrictions provided to TIPS in the Proposal to the DocuSign Envelope ID: 88FD2676-8F83-47B2-B02E-8E908D13D415 TIPS Vendor Agreement PART 1 ONLY Ver. 06022020_sr Page 7 Solicitation. The Vendor may submit an acceptable use directive for Vendor’s names and logos with which TIPS agrees to comply. Any use of TIPS name and logo or any form of publicity, inclusive of press release, regarding this Agreement by awarded vendor must have prior approval from TIPS which will not be unreasonably withheld. Request may be made by email to TIPS@TIPS-USA.COM. Supplemental Agreements The TIPS Member entity participating in the TIPS Agreement and awarded Vendor may enter into a separate Supplemental Agreement or contract to further define the level of service requirements over and above the minimum defined in this Agreement such as but not limited to, invoice requirements, ordering requirements, specialized delivery, etc. Any Supplemental Agreement or contract developed as a result of this Agreement is exclusively between the TIPS Member entity customer and the Vendor. TIPS, its agents, TIPS Members and employees not a party to the Supplemental Agre ement with the TIPS Member customer, shall not be made party to any claim for breach of such agreement unless named and agreed by the Party in question in writing in the agreement. If a Vendor submitting a Proposal requires TIPS and/or TIPS Member to sign an additional agreement, those agreements shall comply with the award made by TIPS to the Vendor. Supplemental Vendor’s Agreement documents may not become part of TIPS’ Agreement with Vendor unless and until an authorized representative of TIPS reviews and approves it. TIPS review and approval may be at any time during the life of this Vendor Agreement. TIPS permits TIPS Members to negotiate additional terms and conditions with the Vendor for the provision of goods or services under the Vendor’s TIPS Agreement so long as they do not materially conflict with this Agreement. Survival Clause All applicable sales, leases, Supplemental Agreements, contracts, software license agreements, warranties or service agreements that were entered into between Vendor and TIPS or the TIPS Member Customer under the terms and conditions of this Agreement shall survive the expiration or termination of this Agreement. All Orders, Purchase Orders issued or contracts executed by TIPS or a TIPS Member and accepted by the Vendor prior to the expiration or termination of this agreement, shall survive expiration or termination of the Agreement, subject to previously agreed terms and conditions agreed by the parties or as otherwise specified herein relating to termination of this agreement. Legal obligations It is the responding Vendor’s responsibility to be aware of and comply with all local, state and federal laws governing the sale of products/services identified in the applicable Solicitation that resulted in this Vendor Agreement and any awarded Agreement thereof. Applicable laws and regulations must be followed even if not specifically identified herein. Audit rights Due to transparency statutes and public accountability requirements of TIPS and TIPS Members’, the awarded Vendor shall, at their sole expense, maintain appropriate due diligence of all purchases made by TIPS Member that utilizes this Agreement. TIPS and Region 8 ESC each reserve the right to audit the accounting of TIPS related purchases for a period of three (3) years from the time such purchases are made. This audit right shall survive termination of this Agreement for a period of one (1) year from the effective date of termination. In order to ensure and confirm compliance with this agreement, TIPS shall have authority to conduct audits of Awarded Vendor’s pricing or TIPS transaction documentation with TIPS Members with 30 days’ notice unless the audit is ordered by a Court Order or by a Government Agency with authority to do so without notice. Notwithstanding the foregoing, in the event that TIPS is made aware of any pricing being offered to eligible entities that is materially inconsistent with the pricing under this agreement, TIPS shall have the ability to conduct the audit internally or may engage a third- party auditing DocuSign Envelope ID: 88FD2676-8F83-47B2-B02E-8E908D13D415 TIPS Vendor Agreement PART 1 ONLY Ver. 06022020_sr Page 8 firm to investigate any possible non- compliant conduct or may terminate the Agreement according to the terms of this Agreement. In the event of an audit, the requested materials shall be reasonably provided in the time, format and at the location acceptable to Region 8 ESC or TIPS. TIPS agrees not to perform a random audit the TIPS transaction documentation more than once per calendar year, but reserves the right to audit for just cause or as required by any governmental agency or court with regulatory authority over TIPS or the TIPS Member. Force Majeure If by reason of Force Majeure, either party hereto shall be rendered unable wholly or in part to carry out its obligations under this Agreement then such party shall give notice and full particulars of Force Majeure in writing to the other party within a reasonable time after occurrence of the event or cause relied upon, and the obligation of the party giving such notice, so far as it is affected by such Force Majeure, shall be suspended during the continuance of the inability then claimed, except as hereinafter provided, but for no longer period, and such party shall endeavor to remove or overcome such inability with all reasonable dispatch. Choice of Law The Agreement between the Vendor and TIPS/ESC Region 8 and any addenda or other additions resulting from this procurement process, however described, shall be governed by, construed and enforced in accordance with the laws of the State of Texas, regardless of any conflict of laws principles. Venue, Jurisdiction and Service of Process Any Proceeding arising out of or relating to this procurement process or any contract issued by TIPS resulting from or any contemplated transaction shall be brought in a court of competent jurisdiction in Camp County, Texas and each of the parties irrevocably submits to the exclusive jurisdiction of said court in any such proceeding, waives any objection it may now or hereafter have to venue or to convenience of forum, agrees that all claims in respect of the Proceeding shall be heard and determined only in any such court, and agrees not to bring any proceeding arising out of or relating to this procurement process or any contract resulting from or any contemplated transaction in any other court. The parties agree that either or both of them may file a copy of this paragraph with any court as written evidence of the knowing, voluntary and freely bargained for agreement between the parties irrevocably to waive any objections to venue or to convenience of forum. Process in any Proceeding referred to in the first sentence of this Section may be served on any party anywhere in the world. Venue for any dispute resolution process, other than litigation, between TIPS and the Vendor shall be located in Camp or Titus County, Texas. Project Delivery Order Procedures The TIPS Member having approved and signed an interlocal agreement, or other TIPS Membership document, may make a request of the awarded Vendor under this Agreement when the TIPS Member desires goods or services awarded to the Vendor. Notification may occur via phone, the web, courier, email, fax, or in person. Upon notification of a pending request, the awarded Vendor shall acknowledge the TIPS Member’s request as soon as possible, but must make contact with the TIPS Member within two working days. Status of TIPS Members as Related to This Agreement TIPS Members stand in the place of TIPS as related to this agreement and have the same access to the proposal information and all related documents. TIPS Members have all the same rights under the awarded Agreement as TIPS. DocuSign Envelope ID: 88FD2676-8F83-47B2-B02E-8E908D13D415 TIPS Vendor Agreement PART 1 ONLY Ver. 06022020_sr Page 9 Vendor’s Resellers as Related to This Agreement Vendor’s Named Resellers (“Resellers”) under this Agreement shall comply with all terms and conditions of this agreement and all addenda or incorporated documents. All actions related to sales by Authorized Vendor’s Resellers under this Agreement are the responsibility of the awarded Vendor. If Resellers fail to report sales to TIPS under your Agreement, the awarded Vendor is responsible for their contractual failures and shall be billed for the fees. The awarded Vendor may then recover the fees from their named reseller. Support Requirements If there is a dispute between the awarded Vendor and TIPS Member, TIPS or its representatives may, at TIPS sole discretion, assist in conflict resolution if requested by either party. TIPS, or its representatives, reserves the right to inspect any project and audit the awarded Vendor’s TIPS project files, documentation and correspondence related to the requesting TIPS Member’s order. If there are confidentiality requirements by either party, TIPS shall comply to the extent permitted by law. Incorporation of Solicitation The TIPS Solicitation which resulted in this Vendor Agreement, whether a Request for Proposals, the Request for Competitive Sealed Proposals or Request for Qualifications solicitation, or other, the Vendor’s response to same and all associated documents and forms made part of the solicitation process, including any addenda, are hereby incorporated by reference into this Agreement as if copied verbatim. SECTION HEADERS OR TITLES THE SECTON HEADERS OR TITLES WITHIN THIS DOCUMENT ARE MERELY GUIDES FOR CONVENIENCE AND ARE NOT FOR CLASSIFICATION OR LIMITING OF THE RESPONSIBILITES OF THE PARTIES TO THIS DOCUMENT. STATUTORY REQUIREMENTS Texas governmental entities are prohibited from doing business with companies that fail to certify to this condition as required by Texas Government Code Sec. 2270. By executing this agreement, you certify that you are authorized to bind the undersigned Vendor and that your company (1) does not boycott Israel; and (2) will not boycott Israel during the term of the Agreement. You certify that your company is not listed on and does not and will not do business with companies that are on the Texas Comptroller of Public Accounts list of Designated Foreign Terrorists Organizations per Texas Gov't Code 2270.0153 found at https://comptroller.texas.gov/purchasing/docs/foreign-terrorist.pdf You certify that if the certified statements above become untrue at any time during the life of this Agreement that the Vendor will notify TIPS within three (3) business day of the change by a letter on Vendor’s letterhead from and signed by an authorized representative of the Vendor stating the non-compliance decision and the TIPS Agreement number and description at: Attention: General Counsel ESC Region 8/The Interlocal Purchasing System (TIPS) 4845 Highway 271 North Pittsburg, TX,75686 And by an email sent to bids@tips-usa.com DocuSign Envelope ID: 88FD2676-8F83-47B2-B02E-8E908D13D415 TIPS Vendor Agreement PART 1 ONLY Ver. 06022020_sr Page 10 Insurance Requirements The undersigned Vendor agrees to maintain the below minimum insurance requirements for TIPS Contract Holders: General Liability $1,000,000 each Occurrence/ Aggregate Automobile Liability $300,000 Includes owned, hired & non-owned Workers' Compensation Statutory limits for the jurisdiction in which the Vendor performs under this Agreement. Umbrella Liability $1,000,000 When the Vendor or its subcontractors are liable for any damages or claims, the Vendor’s policy, when the Vendor is responsible for the claim, must be primary over any other valid and collectible insurance carried by the Member. Any immunity available to TIPS or TIPS Members shall not be used as a defense by the contractor's insurance policy. The coverages and limits are to be considered minimum requirements and in no way limit the liability of the Vendor(s). Insurance shall be written by a carrier with an A-; VII or better rating in accordance with current A.M. Best Key Rating Guide. Only deductibles applicable to property damage are acceptable, unless proof of retention funds to cover said deductibles is provided. "Claims made" policies will not be accepted. Vendor’s required minimum coverage shall not be suspended, voided, cancelled, non-renewed or reduced in coverage or in limits unless replaced by a policy that provides the minimum required coverage except after thirty (30) days prior written notice by certified mail, return receipt requested has been given to TIPS or the TIPS Member if a projec t or pending delivery of an order is ongoing. Upon request, certified copies of all insurance policies shall be furnished to the TIPS or the TIPS Member. Special Terms and Conditions •Orders: All Vendor orders received from TIPS Members must be emailed to TIPS at tipspo@tips- usa.com. Should a TIPS Member send an order directly to the Vendor, it is the Vendor’s responsibility to forward a copy of the order to TIPS at the email above within 3 business days and confirm its receipt with TIPS. •Vendor Encouraging Members to bypass TIPS agreement: Encouraging TIPS Members to purchase directly from the Vendor or through another agreement, when the Member has requested using the TIPS cooperative Agreement or price, and thereby bypassing the TIPS Agreement is a violation of the terms and conditions of this Agreement and will result in removal of the Vendor from the TIPS Program. •Order Confirmation: All TIPS Member Agreement orders are approved daily by TIPS and sent to the Vendor. The Vendor should confirm receipt of orders to the TIPS Member (customer) within 3 business days. •Vendor custom website for TIPS: If Vendor is hosting a custom TIPS website, updated pricing when effective. TIPS shall be notified when prices change in accordance with the award. •Back Ordered Products: If product is not expected to ship within the time provided to the TIPS Member by the Vendor, the Member is to be notified within 3 business days and appropriate action taken based on customer request. The TIPS Vendor Agreement Signature Page is inserted here. DocuSign Envelope ID: 88FD2676-8F83-47B2-B02E-8E908D13D415 State Zip Fax Company Name Address City Phone Email of Authorized Representative Name of Authorized Representative Title Signature of Authorized Representative Date TIPS Authorized Representative Name Title TIPS Authorized Representative Signature Approved by ESC Region 8 Date d/W^sĞŶĚŽƌŐƌĞĞŵĞŶƚ^ŝŐŶĂƚƵƌĞ&Žƌŵ Z&WϮϭϬϮϬϰ&ŝƌĞ͕&ŝƌĞĂƌŵ͕ĂŶĚĐƚŝǀĞ^ŚŽŽƚĞƌ^ĂĨĞƚLJĂŶĚ^ĞĐƵƌŝƚLJ^ŽůƵƚŝŽŶƐͲWZdϭKE>z Meredith Barton Chief Operating Officer 4-22-2021 Firetron Inc 10101a Stafford Center Drive Stafford TX 77477 281-499-1500 281-499-3711 rphillips@firetron.com Richard Phillips Account Executive 3-17-2020 DocuSign Envelope ID: 88FD2676-8F83-47B2-B02E-8E908D13D415 NOTICE TO MEMBERS REGARDING ATTRIBUTE RESPONSES TIPS VENDORS RESPOND TO ATTRIBUTE QUESTIONS AS PART OF TIPS COMPETITIVE SOLICITATION PROCESS. THE VENDOR’S RESPONSES TO ATTRIBUTE QUESTIONS ARE INCLUDED HEREIN AS “SUPPLIER RESPONSE.” PLEASE BE ADVISED THAT DEVIATIONS, IF ANY, IN VENDOR’S RESPONSE TO ATTRIBUTE QUESTIONS MAY NOT REFLECT VENDOR’S FINAL ATTRIBUTE RESPONSE, WHICH IS SUBJECT TO NEGOTIATIONS PRIOR TO AWARD. PLEASE CONTACT THE TIPS OFFICE AT 866-839- 8477 WITH QUESTIONS OR CONCERNS REGARDING VENDOR ATTRIBUTE RESPONSE DEVIATIONS. PLEASE KEEP IN MIND THAT TIPS DOES NOT PROVIDE LEGAL COUNSEL TO MEMBERS. TIPS RECOMMENDS THAT YOU CONSULT YOUR LEGAL COUNSEL WHEN EXECUTING CONTRACTS WITH OR MAKING PURCHASES FROM TIPS VENDORS. DocuSign Envelope ID: 88FD2676-8F83-47B2-B02E-8E908D13D415