CM-2018-2001 - 12/20/2018CITY OF ROUND ROCK
AGREEMENT FOR SERVICES OF THE
IiOWDEN TURBLEX COMPRESSORS
WITH
HOWDEN ROOTS LLC
THE STATE OF TEXAS §
CITY OF ROUND ROCK § KNOW ALL BY THESE PRESENTS:
COUNTY OF WILLIAMSON §
COUNTY OF TRAVIS §
THAT THIS Agreement for purchase of services for the Ho,�►-den Turblex Compressors
located at the Wastewater Treatment Plant for the City of RoundR,o Texas (referred to herein
as tlnj2reement"), is made and entered into on this the day of the month of
s , 2018, by and between the CITY OF ROUND ROCK, TEXAS, a home -rule
municipality whose offices are located at 221 East Main Street, Round Rock, Teras 78664
(referred to herein as the "City') and HOWDEN ROOTS, LLC whose offices are located at 4654
West Junction Street. Springfield. Missouri 65802 (referred to herein as the "Services Provider').
RECITALS:
WHEREAS. City desires to purchase services for the Howden Turblex Compressors
located at the City's Wastewater Treatment Plant, and City desires to procure same from Services
Provider; and
WHEREAS, expenditures that are for procurement of items from only one source are
exempt from competitive bidding requirements pursuant to Section 252.022 of the Texas Local
Government Code: and
WHEREAS, the City has determined that Services Provider is a sole source provider for
these goods and services; and
WHEREAS, the parties desire to enter into this Agreement to set forth in writing their
respective rights, duties, and obligations; "
NOW, THEREFORE, WITNESSETH:
That for and in consideration of the mutual promises contained herein and other good and
valuable consideration, sufficiency and receipt of which are hereby acknowledged. it is mutually
agreed between the parties as follows:
1.01 DEFINITIONS
A. Agreement means the binding legal contract between City and Services Provider
whereby City is obligated to buy specified services and Services Provider is obligated to provide
004 13810 ss'_'
2c(—2,0z) r
said services.
B. City means the City of Round Rock, Williamson and Travis Counties, Texas.
C. Effective Date means the date upon which the binding signatures of both parties to
this Agreement are affixed.
D. Force Majeure means acts of God, strikes, lockouts, or other industrial
disturbances, acts of the public enemy, orders of any kind from the government of the United
States or the State of Texas or any civil or military authority, insurrections, riots, epidemics,
lands] ides, lightning, earthquakes, fires, hurricanes, storms, floods, restraint of the government and
the people, civil disturbances, explosions, or other causes not reasonably within the control of the
party claiming such inability.
E. Goods and services mean the specified services, supplies, materials, commodities,
or equipment.
2.01 EFFECTIVE DATE; TERM
A. This Agreement shall be effective on the date it has been signed by both parties
hereto, and shall remain in full force and effect, unless and until it expires by operation of the term
stated herein, or until terminated as provided herein.
B. The term of this Agreement is for thirty -sir months (36) months from the effective
date hereof. City reserves the right to review the relationship at any time, and may elect to
terminate this Agreement, with or without cause, or may elect to continue.
3.01 CONTRACT DOCUMENTS AND EXHIBITS
The goods and services which are the subject of this Agreement are described in Exhibit
"A," attached hereto and incorporated herein by reference for all purposes. Exhibit "A," scope,
price and Terms and Conditions, together with this Agreement, comprise the total Agreement and
they are fully a part of this Agreement as if repeated herein in full,
4.01 SCOPE OF WORK
Services Provider shall satisfactorily provide all services described in the attached Exhibit
"A" within the contract term specified in Section 2.01. Services Provider's undertakings shall be
limited to performing services for the City and!or advising City concerning those matters on which
Services Provider has been specifically engaged. Services Provider shall perform its services in
accordance with this Agreement, in accordance with the appended exhibits, in accordance with
due care, and in accordance with prevailing industry standards for comparable services.
5.01 COSTS
In consideration for the services set forth in Exhibit “A,” the City shall be authorized
to pay the Services Provider for an amount not-to-exceed Forty-Three Thousand Nine
Hundred Thirty-One and No/100 Dollars ($43,931.00) for the term of this Agreement.
6.01 INVOICES
All invoices shall include, at a minimum, the following information:
A.Name and address of Services Provider;
B.Purchase Order Number;
C.Description and quantity of items received or services provided; and
D.Delivery or performance dates.
7.01 NON-APPROPRIATION AND FISCAL FUNDING
This Agreement is a commitment of City’s current revenues only. It is understood and
agreed that City shall have the right to terminate this Agreement at the end of any City fiscal year
if the governing body of City does not appropriate funds sufficient to purchase the services as
determined by City’s budget for the fiscal year in question. City may effect such termination by
giving Services Provider a written notice of termination at the end of its then current fiscal year.
8.01 PROMPT PAYMENT POLICY
In accordance with Chapter 2251, V.T.C.A., Texas Government Code, payment to Services
Provider will be made within thirty (30) days of the day on which City receives the performance,
supplies, materials, equipment, and/or deliverables, or within thirty (30) days of the day on which
the performance of services was complete, or within thirty (30) days of the day on which City
receives a correct invoice for the performance and/or deliverables or services, whichever is later.
Services Provider may charge interest on an overdue payment at the “rate in effect” on September
1 of the fiscal year in which the payment becomes overdue, in accordance with V.T.C.A., Texas
Government Code, Section 2251.025(b); however, this Policy does not apply to payments made
by City in the event:
A.There is a bona fide dispute between City and Services Provider, a contractor, a
subcontractor or supplier about the service performed that cause the payment to be
late; or
B.The terms of a federal contract, grant, regulation, or statute prevent City from
making a timely payment with federal funds; or
C. There is a bona fide dispute between Services Provider and a subcontractor or
between a subcontractor and its supplier about the service performed that causes
the payment to be late; or
D. invoices are not mailed to City in strict accordance with instructions, ifany, on
the purchase order or the Agreement or other such contractual agreement.
9.01 GRATUITIES AND BRIBES
City may, by written notice to Services Provider, cancel this Agreement without liability
to Services Provider if it is determined by City that gratuities or bribes in the form of entertainment,
gifts, or otherwise were offered or given by Services Provider or its agents or representatives to
any City officer, employee or elected representative with respect to the performance of this
Agreement. In addition, Services Provider may be subject to penalties stated in Title 8 of the Texas
Penal Code.
10.01 TAXES
City is exempt from Federal Excise and State Sales Tax; therefore, tax shall not be included
in Services Provider's charges.
11.01 ORDERS PLACED WITH ALTERNATE SERVICES PROVIDERS
If Services Provider cannot provide the serviccs as specified, City reserves the right and
option to obtain the services from another supplier or suppliers.
12.01 INSURANCE
Services Provider shall meet all requirements as stated in the attached 1FB Number 18-036,
including all attachments and exhibits thereto, and Services Provider's bid response.
I3.01 CITY'S REPRESENTATIVE
City hereby designates the following representatives authorized to act in its behalf with
regard to this Agreement:
Buddy Franklin
Wastewater Treatment Plant Superintendent
2008 Enterprise Drive
Round Rock, Texas 78664
512-218-5578
hfranklin a roundrockte\as.gov
14.01 RIGHT TO ASSURANCE
Whenever either party to this Agreement, in good faith. has reason to question the other
party's intent to perform hereunder, then demand may be made to the other party for written
assurance of the intent to perform. In the event that no written assurance is given within the
reasonable time specified when demand is made, then and in that event the demanding party may
treat such failure as an anticipatory repudiation of this Agreement.
15.01 DEFAULT
If Services Provider abandons or defaults under this Agreement and is a cause of City
purchasing the specified services elsewhere, Services Provider agrees that it may be charged the
difference in cost, if any, and that it will not be considered in the re -advertisement of the services
and that it may not be considered in future bids for the same type of wort: unless the scope of work
is significantly changed.
Services Provider shall be declared in default of this Agreement if it does any of the
following:
A. Fails to make any payment in full when due;
B. Fails to fully, timely and faithfully perform any of its material obligations under
this Agreement;
C. Fails to provide adequate assurance of performance under the "Right to Assurance"
section herein; or
D. Becomes insolvent or seeks relief under the bankruptcy laws of the United States.
16.01 TERhIINATION AND SUSPENSION
A. City has the right to terminate this Agreement. in whole or in part, for convenience
and without cause, at any time upon thirty (30) days' written notice to Services Provider.
B. In the event of any default by Services Provider, City has the right to terminate this
Agreement for cause, upon ten (10) days' written notice to Services Provider.
C. Services Provider has the right to terminate this Agreement only for cause, that
being in the event of a material and substantial breach by City or by mutual agreement to terminate
evidenced in writing by and between the parties.
D. In the event City terminates under subsections (A) or (B) of this section. the
following shall apply: Upon City's delivery of the referenced notice to Services Provider, Services
Provider shall discontinue all services in connection with the performance of this Agreement and
shall proceed to cancel promptly all existing orders and contracts insofar as such orders and
contracts are chargeable to this Agreement. Within thirty (30) days after such notice of
termination, Services Provider shall submit a statement showing in detail the services satisfactorily
performed under this Agreement to the date of termination. City shall then pay Services Provider
that portion of the charges, if undisputed. The parties agree that Services Provider is not entitled
to compensation for services it would have performed under the remaining term of the Agreement
except as provided herein.
17.01 INDEMNIFICATION
Services Provider shall defend (at the option of City), indemnify, and hold City, its
successors, assigns, officers, employees and elected officials harmless from and against all third -
party suits, actions, legal proceedings, claims of bodily injury including death, demands, damages
to a third -party's property, costs, expenses, attorney's fees, and any and all other costs or Fees
arising out of, or incident to, concerning or resulting from the negligence of Services Provider, or
Services Provider's agents, employees or subcontractors, in the performance of Services
Provider's obligations under this Agreement, no matter how, or to whom, such loss may occur.
Nothing herein shall be deemed to limit the rights of City or Services Provider (including, but not
limited to the right to seek contribution) against any third party who may be liable for an
indemnified claim.
18.01 COMPLIANCE WITH LAWS, CHARTER AND ORDINANCES
A. Services Provider, its agents, employees and subcontractors shall use best efforts to
comply with all applicable federal and state laws, the Charter and Ordinances of the City of Round
Rock, as amended, and with all applicable rules and regulations promulgated by local, state and
national boards, bureaus and agencies.
B. Services Provider acknowledges and understands that City has adopted a Storm
Water Management Program (SWNIP) and an Illicit Discharge Ordinance, Sections 14-I39
through 14-152 of the City's Code of Ordinances, to manage the quality of the discharges from its
Municipal Separate Storm Sewer System (MS4) and to be in compliance with the requirements of
the Texas Commission on Environmental Quality (TCEQ) and the Texas Pollutant Discharge
Elimination System (TPDES). The Services Provider agrees to perform all operations on City -
owned facilities in compliance with the City's Illicit Discharge Ordinance to minimize the release
of pollutants into the 1VIS4. The Services Provider agrees to comply with of the City's stormwater
control measures, good housekeeping practices and any facility specific stormwater management
operating procedures specific to a certain City facility. In addition, the Services Provider agrees
to comply with any applicable TCEQ Total Maximum Daily Load (TMDL) Requirements and: or
I -Plan requirements.
C. In accordance with Chapter 2270, Texas Government Code, a governmental entity
may not enter into a contract with a company for services unless the contract contains written
verification from the company that it: (1) does not boycott Israel; and (2) will not boycott Israel
during the term of this contract. The signatory executing this Agreement on behalf of Services
Provider verifies Services Provider does not boycott Israel and will not boycott Israel at any terra
of this Agreement.
19.01 ASSIGNMENT AND DELEGATION
The parties each hereby bind themselves, their successors, assigns and legal representatives
to each other with respect to the terms of this Agreement. Neither party shall assign, sublet or
transfer any interest in this Agreement without prior written authorization of the other party.
20.01 NOTICES
All notices and other communications in connection with this Agreement shall be in writing
and shall be considered given as follows:
When deliveredpersonally to the recipient's address as stated in this Agreement;
or
2. Three (3) days after being deposited in the United States mail. with postage prepaid
to the recipient's address as stated in this Agreement.
Notice to Services Provider:
Howden Roots, LLC
4654 West Junction Street
Springfield, Missouri 65802
Notice to City:
City Manager Stephen L. Sheets. City Attorney
221 East Main Street AND TO: 309 East Main Street
Round Rock, TX 78664 Round Rock, TX 78664
Nothing contained herein shall be construed to restrict the transmission of routine
communications between representatives of City and Services Provider.
21.01 APPLICABLE LAW; ENFORCEMENT AND VENUE
This Agreement shall be enforceable in Round Rock, Texas, and if legal action is necessary
by either party with respect to the enforcement of any or all of the terns or conditions herein.
exclusive venue for same shall lie in Williamson County. Texas. This Agreement shall be governed
by and construed in accordance with the laws and court decisions of the State of Texas.
22.01 EXCLUSIVE AGREEMENT
This document, and all appended documents, constitutes the entire Agreement between
Services Provider and City. This Agreement may only be amended or supplemented by mutual
agreement of the parties hereto in writing, duly authorized by action of the City Manager or City
Council.
23.01 DISPUTE RESOLUTION
City and Services Provider hereby expressly agree that no claims or disputes between the
parties arising out of or relating to this Agreement or a breach thereof shall be decided by any
arbitration proceeding, including without limitation, any proceeding under the Federal Arbitration
Act (9 USC Section 1-I4) or any applicable state arbitration statute.
24.01 SEVERABILITY
The invalidity, illegality, or unenforceability of any provision of this Agreement or the
occurrence of any event rendering any portion or provision of this Agreement void shall in no way
affect 1he validity or enforceability of any other portion or provision of this Agreement. Any void
provision shall be deemed severed from this Agreement, and the balance of this Agreement shall
be construed and enforced as if this Agreement did not contain the particular portion or provision
held to be void. The parties further agree to amend this Agreement to replace any stricken provision
with a valid provision that comes as close as possible to the intent of the stricken provision. The
provisions of this section shall not prevent this entire Agreement from being void should a
provision which is of the essence of this Agreement be determined void.
25.01 MISCELLANEOUS PROVISIONS
Standard of Care. Services Provider represents that it employs trained, experienced and
competent persons to perform all of the services, responsibilities and duties specified herein and
that such services, responsibilities and duties shall be performed in a manner according to generally
accepted industry practices.
Time is Important. Services Provider understands and agrees that time is important and
that any failure of Services Provider to fulfill obligations for each portion ofthis Agreement within
the agreed timeframes will constitute a material breach of this Agreement. Services Provider shall
be fully responsible for its delays or for failures to use best efforts in accordance with the terms of
this Agreement. Where damage is caused to City due to Services Provider's failure to perform in
these circumstances, City may pursue any remedy available under this Agreement and by law.
Force Majeure. Neither City nor Services Provider shall be deemed in violation of this
Agreement if it is prevented from performing any of its obligations hereunder by reasons for which
it is not responsible as defined herein. However, notice of such impediment or delay in
performance must be timely given, and all reasonable efforts undertaken to mitigate its effects.
]Multiple Counterparts. This Agreement may be executed in multiple counterparts, any
one of which shall be considered an original of this document; and all of which, when taken
together, shall constitute one and the same instrument.
IN WITNESS WHEREOF, City and Services Provider have executed this Agreement on
the dates indicated.
City of Round: Rock, Texas Howden Roots, LLC
By:64� 7 . By. Gtr
Printed Na ne• G Printed Name:
Title _ _ _ d �.' _ Title: ptru
Date Signed: Date Signed: y—fo—
Attest:
By:
SarWhite.CifvCVle-
For
4Stephanpp
d as o For
L
ets, City Attorney
J «nta t i d
Proposal to: City of Round Rock Our reference: HROAAH.AFM 000211
For: Buddy Franklin
Site: Brushy Creek WWTP Date: August 200, 2018
4654 W Junction Street, Springfield. Missouri 65602. USA
Tel 4174259064
Email matt moster@howden corn
Webwww,howden cam
Revolving Around You tt n
Exhibit A
01
r
Howden
Customer: City of Round Rock Our ref: HROAAH Ai=M.000211
Project: Buddy Franklin1110
Site: Brushy Creek V*WP Date: August 25 2018 Howden
1. lnhWuc6on
This quotation is for a three year service agreement for years 2019 to 2021 for the
Howden Turblex compressors (SIN: 6832-33) installed at Brushy Creek WWTP. We look
forward to our continued relationship and are pleased to offer this quotation for your
consideration.
Your Howden contacts:
Technical Inquiries:
Matthew Mosier
Tel- +1417 425 9064
Fax +1417 866 0235
Email: mall.mosierCaPhowden cam
2. Technical specification
Commercial inquiries:
Alicia Hols
Tel' +1417 380 5657
Fax. +1417 866 0235
Email alicia.hols@howden.com
This quotation contains information on scope, pricing and terms,
2.1. Scope:
The factory service program will consist of three (3) visits (performed annually) to the
lobsites by a factory representative who will provide annual inspections and Class I
services based on blower run hours or site directives
A total of one (1) Class I service will be performed for each of the two (2) compressors
during the term of the agreement.
Typical replacement parts for the Class I service are included. Any other replacement parts
and labor are not included in this program, Description of Annual Inspections and Class I
services are attached
2.2. Notes:
This proposal assumes the site will provide at least one qualified helper to assist the
Howden technician This pricing a:so assumes that proper certified lifting will be available
and the rrl;et filterltransit:on piece and sound enclosures will be removed (if applicable) for
access to perform above I-sted services Does not include craft labor and special tools to
support the work.
This proposal includes typical replacement parts for above listed services. Any significant
wear or abnormalit'es identified requiring extra labor and / or parts shall be bi.led per
Exhibit "A"
Service_Proposal_2018.07.02 P
Customer. City of Round Rock
Prosect: Buddy Frankun
Site: Brushy Crack VAVTP
Our rel: HROAAH AFh1000211
Data: August 29 2018
Howden
Howden's standard Service Rate Schedule or Price lists Howden will provide an estimate
of additional time and/or materials required. Typical replacement parts are non -returnable
2.3. Class I Parts:
2
SHIM SET
GL315TO04
T213
2
SHIM SET
GL315TO35
T214
2
SEALING RING
9332260869
H503
2
O-RING
9332253500
0119
2
O-RING
89027262
H110
4
O-RING
89027296
H111
2
0 -RING
89412415
T231
2
O-RING
N17V3185
T246
vl1 \.11611111163 reit N i JUUUJ I ^ i _ i
2.4. Pricing:
Total Price USD; $43,931.00
2.6. Terms:
This service agreement can be procured by a onetime lump sum payment at the above
price and will lock in cost for the contracts entirety, If yearly payments are requested,
annual purchase orders will be accepted with prior approval. Howden reserves the right to
adjust cost due to market fluctuations with a paid yearly contract
This proposal is based on our Howden Roots standard terms and conditions. All provisions
of this offer are subject to negotiation and final approval by Howden .
Terms of delivery DAP Round Rock, Texas Bid validity is for 60 days
2.6. Items Not Included:
Taxes or bonds, fittings, bolts, nuts, gaskets, additional wiring, or any other items not
specifically listed above,
Exhibit "A"
Samee_Prcpcsai_201 a•07•02 Page 3 of 3
- City of Round Rock
CK
$�ROUND
XA R� Agenda Item Summary
Agenda Number:
Title: Consider executing an Agreement with Howden Roots, LLC for the purchase
of services for the City's Howden Turblex Compressors at the Wastewater
Treatment Plant.
Type: City Manager Item
Governing Body: City Manager Approval
Agenda Date: 12/21/2018
Dept Director: Michael Thane, Director of Utilities and Environmental Services
Cost: $43,931.00
Indexes: Utility Fund
Attachments: Agmt.pdf, LAF.pdf
Department: Utilities and Environmental Services
Text of Legislative File CM -2018-2001
Currently, the Brushy Creek Regional Wastewater Treatment Plant uses blowers manufactured
by Howden Roots, LLC, Howden Roots, LLC is the only factory authorized service center and
distributer of OEM components in North America. These blowers are a crucial component in the
daily operations of the wastewater plant. This purchase request is for a three year service
agreement of treatment plant blowers in order to keep the blowers maintained and in good
working condition.
Cost: $43,931
Source of Funds: Utility Fund
City of Round Rock Page 1 Printed on 12/19/2018