CM-10-10-214ROUND ROCK, TEXAS
PURPOSE, PASSION. PROSPERITY.
Item Caption:
City Manager Approval Summary Sheet
Consider executing a "License Agreement and Revenue Sharing Agreement from
Instillation of ATM Machines" with The ATM Guys, Inc. for ATM services at various
locations.
Approval Date: October 22, 2010
Department: Finance Department
Project Manager: Cheryl Delaney, Director of Finance
Item Summary:
This revenue sharing agreement is for the instillation and maintenance of ATM machines placed at various sites
within the City of Round Rock, and for receipt by the City of a portion of all monies generated from use of such ATM
machines, and for related goods and services.
8.0 Maintain and enhance public confidence, satisfaction and trust in City Government.
Strategic Plan Relevance: 13.0 Continue and enhance sound business and financial practices and tools
Cost: Revenue Agreement
Source of Funds: N/A
REV. 6/10/10
CITY OF ROUND ROCK LICENSE AGREEMENT
AND REVENUE SHARING AGREEMENT
FROM INSTALLATION OF
ATM MACHINES FROM
THE ATM GUYS, INC.
THE STATE OF TEXAS
CITY OF ROUND ROCK
COUNTY OF WILLIAMSON
COUNTY OF TRAVIS
§
§
KNOW ALL BY THESE PRESENTS:
This License Agreement is for the installation and maintenance of ATM machines placed
at various sites within the City of Round Rock, and for receipt by the City of a portion of all
monies generated from use of such ATM machines, and for related goods and services, and is
referred to herein as the "Agreement." This Agreement is made and entered into on this the
224 day of the month of Cot SE , 2010, by and
between the CITY OF ROUND ROCK, TEXAS, a home -rule municipality whose offices are
located at 221 East Main Street, Round Rock, Texas 78664, referred to herein as the "City," and
TI -1E ATM GUYS, INC., whose offices are located at 6301 Gidleigh Court, Austin, Texas
78754, referred to herein as the "ATM Guys" or the "Licensee." This Agreement supersedes and
replaces any previous agreement between the named parties, whether oral or written, and
whether or not established by custom and practice.
RECITALS:
WHEREAS, the City is the owner of various tracts of real property; and
WHEREAS, the City desires to grant a license to the ATM Guys for the installation and
maintenance of permanent and/or portable ATM machines to be placed at various changeable
sites within the City, on real property owned by the City, for the purpose of receiving a portion
of all monies generated from use of such ATM machines; and
WHEREAS, the City has issued its "Request for Proposals" for the provision of said
goods and services, and the City has selected the Proposal submitted by the ATM Guys; 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, the receipt and sufficiency of which are hereby acknowledged, the parties
mutually agree as follows:
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1.01 DEFINITIONS
A. Agreement means this License Agreement between the City and the Licensee
whereby the City grants a license to the Licensee to install, operate, and maintain the specified
goods, and to deliver the contracted -for monies to the City. The License Agreement includes the
following: (a) the City's Request for Proposals designated as RFP 10-020, Specification Number
10-946-22 dated April 2010; (b) Response to RFP; and (c) any exhibits, addenda, and/or
amendments thereto. Any inconsistencies or conflicts in the documents shall he resolved by
giving preference in the following order:
(1) This License Agreement;
(2) Response to RFP;
(3) City's Request for Proposals, exhibits, and attachments.
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,
landslides, 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 mean the specified supplies, materials, commodities, or equipment.
F. Licensee means The ATM Guys, Inc., or any successors or assigns.
2.01 EFFECTIVE DATE, INITIAL TERM, AND ALLOWABLE RENEWALS
A. This License 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 or extended as provided herein.
B. The initial term of this License Agreement is for sixty (60) months from the
effective date hereof. After that initial term, this Agreement may be renewed for successive
terms of twelve (12) months each, not to exceed in the aggregate two (2) such renewals, with
such renewals to occur on or before the expiration date of the preceding term, and with such
renewals being absolutely predicated upon the express written agreement of both parties. Such
renewals are permitted only provided the Licensee has performed each and every contractual
obligation specified in this original Agreement.
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C. The City reserves the right to review the relationship at any time, and may elect to
terminate this License Agreement with or without cause or may elect to continue.
3.01 LICENSE
The Licensee shall have the right to install, operate, maintain, upgrade, and repair up to
ten (10) permanent and/or portable ATM machines to be placed at various changeable sites
within the City, on real property owned by the City, and selection of such sites shall be made by
the Licensee.
The Licensee expressly acknowledges its understanding and acceptance of the fact that
this Agreement creates a license only and that, by virtue of this license, the Licensee does not
have and shall not have any claim at any time of any interest or estate of any kind in the real
property owned by the City.
The Licensee expressly acknowledges its understanding and acceptance of the fact that
the City has no duty to maintain, operate, replace, upgrade, or repair any of the Licensee's ATM
machines under any circumstances whatsoever, including payment of any fees of any kind
associated therewith.
4.01 LICENSEE'S CONTRACTUAL OBLIGATIONS:
In consideration of grant of this license, the Licensee shall have the contractual obligation
to do the following:
A. Make site assessments and determine placement of from one to ten ATM
machines at various locations within the City.
B. Install the ATM machines.
C. Render the ATM machines fully operational and ready for continuous use, and
maintain thein in that state.
D. Provide all security and security measures for the ATM machines, and be liable
therefor.
E. Provide for connectivity to any required network for network access.
F. Connect the ATM machines to City -designated electrical sources. The City shall
provide the electrical energy required for the ATM machines to operate.
G. In the event that phone lines are not available, provide phone lines through ATM
cell phones.
H. Provide all required maintenance and service for the ATM machines.
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5.01 DISCLAIMERS BY CITY
The Licensee expressly acknowledges and agrees with the following statements
contained in the RFP:
A. "THE CITY DOES NOT ADVOCATE OR DISCOURAGE THE
PLACEMENT OF ATM(S) AT ... LOCATIONS. ADDITIONALLY, THE
CITY DOES NOT SUGGEST, GUARANTEE OR WARRANT TO OWNER,
INSTALLER OR OPERATOR OF ANY OR ALL ATM INSTALLATIONS,
ANY FINANCIAL BENEFI7; SECURITY FOR THE INSTALLATION,
CONNECTIVITY TO ANY REQUIRED NETWORK, OR ANY AND ALL
REQUIREMENTS TO INSTALL OR RENDER THE ATM(S) FULL Y
OPERATIONAL AND READY FOR CONTINUOUS USE OR TO SERVE
THEIR INTENDED PURPOSE."
B. "Site Visitors: ... (AJnnual visitor numbers are furnished for informational
purposes only !and] ... are not guaranteed."
C. "The City shall not be responsible for any of the costs associated with the
installation or the cost of operating the ATM."
6.01 REQUIREMENTS REGARDING REVENUE SHARING
The Licensee shall be responsible for tendering to the City $0.75 of each approved
transaction, which shall be the City's contractually -agreed revenue share of each approved
transaction. The City shall receive the full amount of its revenue share from the Licensee within
sixty (60) days of collection of such monies by the Licensee. The Licensee shall have the
contractual obligation, responsibility, and liability for keeping complete and accurate financial
records of all monies collected from the ATM machines and shared with the City, and such
records shall be subject to inspection by the City at any reasonable time.
7.01 INTERLOCAL COOPERATIVE CONTRAC'T'ING / PURCHASING
Authority for local governments to contract with one another to perform certain
governmental functions and services, including but not limited to purchasing functions, is
granted under Government Code, Title 7, Chapter 791, Interlocal Cooperation Contracts,
Subchapter 13 and Subchapter C, and Local Government Code, Title 8, Chapter 271, Subchapter
l , Section 271.101 and Section 271.102.
Other governmental entities within the State of Texas may be extended the opportunity to
purchase off of the City of Round Rock's bid, with the consent and agreement of the successful
vendor(s) and Round Rock. Such agreement shall be conclusively inferred for the vendor from
lack of exception to this clause in the vendor's response. However, all parties hereby expressly
agree that the City of Round Rock is not an agent of, partner to, or representative of those outside
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agencies or entities and that the City of Round Rock is not obligated or liable for any action or
debts that may arise out of such independently -negotiated "piggyback" procurements.
8.01 GRATUITIES AND BRIBES
The City may, by written notice to the Licensee, cancel this Agreement without liability
to the Licensee if it is determined by the City that gratuities or bribes in the form of
entertainment, gifts, or otherwise were offered or given by the Licensee or its agents or
representatives to any City officer, employee or elected representative with respect to the
performance of this Agreement. In addition, the Licensee may be subject to penalties stated in
Title 8 of the Texas Penal Code.
9.01 TAXES
The City is exempt from Federal Excise and State Sales Tax.
10.01 CITY'S REPRESENTATIVE
The City hereby designates the following representatives authorized to act in its behalf
with regard to this Agreement:
Howard Baker, Project Manager
City of Round Rock
221 East Main Street
Round Rock, Texas 78664
512-218-5455
11.01 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.
12.01 DEFAULT
The Licensee 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;
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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.
13.01 TERMINATION AND SUSPENSION
A. The 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 the Licensee.
B. In the event of any default by the Licensee, the City has the right to terminate this
Agreement for cause, upon ten (10) days' written notice to the Licensee.
C. The Licensee has the right to terminate this Agreement only for cause, that being
in the event of a material and substantial breach by the City, or by mutual agreement to terminate
evidenced in writing by and between the parties,
D. In the event the City terminates under subsections (A) or (B) of this section, the
following shall apply: Upon the City's delivery of the referenced notice to the Licensee, the
Licensee shall discontinue all services in connection with the performance of this Agreement.
Within thirty (30) days after such notice of termination, the Licensee shall submit a statement
showing in detail the goods and/or services satisfactorily performed under this Agreement to the
date of termination. The parties agree that the Licensee is not entitled to compensation for
services it would have performed under the remaining term of the Agreement, nor for anticipated
revenue.
14.01 INDEMNIFICATION
The Licensee shall defend (at the option of the City), indemnify, and hold the City, its
successors, assigns, officers, employees and elected officials harmless from and against all suits,
actions, legal proceedings, claims, demands, damages, costs, expenses, attorney's fees, and any
and all other costs or fees arising out of, or incident to, concerning or resulting from the fault of
the Licensee, or the Licensee's agents, employees or subcontractors, in the performance of the
Licensee'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 the City or the Licensee (including but not
limited to the right to seek contribution) against any third party who may be liable for an
indemnified claim.
15.01 COMPLIANCE WITH LAWS, CHARTER AND ORDINANCES
The Licensee, 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 Iocal, state and
national boards, bureaus and agencies.
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16.01 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.
The Licensee expressly acknowledges its understanding and acceptance of the fact that
the license granted via this License Agreement is personal to the Licensee and, as such, is not
assignable. Any attempted assignment of this License Agreement will automatically terminate
the license.
17.01 NOTICES
All notices and other communications in connection with this Agreement shall be in
writing and shall be considered given as follows:
1. When delivered personally to 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 the Licensee:
Scott Bcthca
The ATM Guys, Inc.
6301 Gidleigh Court
Austin, TX 78754
Notice to City:
Assistant City Manager
221 East Main Street
Round Rock, TX 78664
Stephen L. Sheets, City Attorney
AND TO: 309 East Main Street
Round Rock, TX 78664
Nothing contained herein shall be construed to restrict the transmission of routine
communications between representatives of the City and the Licensee
18.01 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 terms 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.
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19.01 EXCLUSIVE AGREEMENT
This document, and all appended documents, constitute the entire Agreement between the
Licensee and the City. This Agreement may only be amended or supplemented by tnutual
agreement of the parties hereto in writing.
20.01 DISPUTE RESOLUTION
If a dispute or claim arises under this Agreement, the parties agree to first try to resolve
the dispute or claim by appropriate internal means, including referral to each party's senior
management. If the parties cannot reach a mutually satisfactory resolution, then and in that event
any such dispute or claim will be sought to be resolved with the help of a mutually selected
mediator. If the parties cannot agree on a mediator, the City and the Licensee shall each select a
mediator and the two mediators shall agree upon a third mediator. Any costs and fees, other than
attorney fees, associated with the mediation shall be shared equally by the parties.
The City and the Licensee 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 1-14) or any applicable state arbitration statute.
21.01 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 the 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.
22.01 MISCELLANEOUS PROVISIONS
Standard of Care. The Licensee 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 of the Essence. The Licensee understands and agrees that time is of the essence
and that any failure of the Licensee to fulfill obligations for each portion of this Agreement
within the agreed timeframes will constitute a material breach of this Agreement. The Licensee
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 the Licensee's failure to
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perform in these circumstances, the City may pursue any remedy available without waiver of any
of the City's additional legal rights or remedies.
Force Majeure. Neither the City nor the Licensee 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, the City and the Licensee have executed this Agreement on
the dates indicated.
City of Round Rock, Texas
Licensor
By:
Prince :
Title: s, /y(
Date Signed: 10-72-iD
175 .11•17M
Attest:
By: SIM14001.
Sara L. White, City Secretary
For City Approved as to Form:
By:
44111•411
Steph. ' L. Sheets, City Attorney
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The ATM Guys, Inc.,
Licensee
By:
Printed Name: fc0 — _, Z_
Title: C/2
Date Signed: 3"i 20j 0
RFP 10-020
Spedflcatfon ,Number
10-946-22
Dated: April 2010
C'ITY ()I ItOUNI) ROCK
REQUEST FOR PROPOSALS
PLACEMENT OF ATMs XI' VARIOUS CITY OF ROUND ROCK LOCATIONS
PAIf1'
GENERAL
PURPOSE:
The intent and purpose of this Request for Proposals (RFP) is to establish an agreement with a provider of
ATM service at various City of Round Rock locations.
2. DEFINI'T'IONS:
The following definitions will be used for identified terms throughout the specification and proposal
document:
2.1 Agreement - A mutually binding legal document obligating the Vendor to furnish the goods,
equipment or services and obligating the City to pay for it.
2.2 ('its_ - Identities the City of Round Rock, Travis and Williamson County, texas.
2.3 Deliverables - The goods, products, materials, anlFor services to be provided w the City by
Respondent if awarded the agreement.
2.4 Goods - Represent materials, supplies, commodities and equipment.
2.5 Improvement - Describes any work or modification to City property that adds to the overall value of
the property.
2.6 Proposal - Complete, properly signed response to a Solicitation that if accepted, would bind the
Respondent to perform the resulting contract.
2.7 Proposer/Respondent - Identifies persons and entities that submit a proposal.
2,8 Services - Work performed to meet a demand. The furnishing of labor, time, or effort by the
vendor and their ability to comply with promised delivery dates, specification and technical
assistance specified.
2,9 Subcontractor - Any person or business enterprise providing goods, labor, and/or services to 0
Vendor if such goods, equipment, labor, and/or services are procured or used in fulfillment of the
Vendor's obligations arising from a contract with the City.
2.10 Vendor (Sometimes referred to as Contractor) - A person or business enterprise providing goods,
equipment, labor andior services to the City as fulfillment of -obligations arising from an
agreement or purchase order.
3. CONFLICT OF INTEREST:
Effective March 1, 2006, Chapter 176 oldie Texas Local Government Code (House Bill 9 14) requires that
any vendor or person considering doing business with a local government entity disclose the vendor or
person's affiliation or business relationship that might cause a conflict of interest with a local government
entity. The Conflict of Interest Questionnaire form is available from the Texas Ethics Commission at
W n.e ruin ;t_tte.t.v.iis. Completed Conflict of Interest Questionnaires may be mailed or delivered by hand
to the City Secretary. If mailing a completed limn, please mail to:
City of Round Rock
City Secretary
221 East Alain Street
Round Rock, texas 78664
Any attempt to intentionally- or unintentionally conceal or obfuscate a cont.] et of interest may automatically
result in the disqualification of the Respondent's proposal.
RFP 10-020
Specification Number
10-946-22
Dated: April 2010
4. CITY CONTACT:
4.1 All questions, clarifications or requests for general information are to be directed to;
Howard Baker
221 E Main St
Round Rock, TX 78664
Fax (512) 218-7028
Telephone (512)-218-5455
howardlun round-rock.tx.us
4.2 'the individual above may be contacted for clarification of the specifications of this Request for
Proposals only. No authority is intended or implied that specifications may be amended or
alternates accepted prior to closing date without written approval of the City. Under no
circumstances will private meetings be scheduled between Respondents and city staff.
5. EX PARTE COMM UNICATION:
5.1 Please note that to insure the proper and fair evaluation of a proposal, the City prohibits ex parte
communication (i.e., unsolicited) initiated by the Respondent to the City Official or Employee
evaluating or considering the proposals prior to the titnc a formal decision has been made.
Questions and other communication from Respondents will be permissible until 5:00 p.m. on the
day specified as the headline for questions. Any communication between Respondent and the City
after the deadline for questions will be initiated by the appropriate City Official or Employee in
order to obtain information or clarification needed to develop a proper and accurate evaluation of
the proposal. Ex parte conumunication may be grounds for disqualifying the offending
Respondent from consideration of award of the solicitation then in evaluation, or any future
solicitations.
6. SITE VISITORS:
The following annual visitor numbers are furnished for informational purposes only. While we believe
they are true they are not guaranteed as some were furnished by a third party.
6.1 Old Settlers Park:
6.1.1 Rock'N River 99,439***
6.1.2 Athletic Tournaments, youth/adult 210,369
6.1.3 Pavilion Renta! 42,000
6.1.4 Special Events 250,000
6.1.5 Athletic Leagues 315,738
Total 917,546
*** Rock'N River was opened in 2009 and this is an actual number for only 9 -weeks of
operation for the opening season.
6.2 McConico Building, 301 W. Bagdad (Municipal Court)
6.2.1 The Municipal Court processed 18,329 payments in 2009. Unfortunately the City cannot
distinguish between cash payments and credit card payments.
7. DISCLAIMER:
THE CITY DOES NOT ADVOCATE ORDISCOURAGE THE PLACEMENT OFAMI(.S, AT THE
ABOVE GENERAL LOCATIONS. ADDITIONALLY, THE CITY DOES NOT SUGGEST,
GUARANTEE OR WARRANT TO OWNER, INSTALLER OR OPERATOR OF ANY OR ALL ATM
INSTALLATIONS, ANY FINANCIAL BENEFIT, SECURITY POR THE INSTALLATION,
CONNECTIVITY TO ANY REQUIRED NETWORK, OR ANY AND ALL REQUIREMENTS TO
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REP 10-020
Specification Number
10-946-22
Dated: April 2010
INSTALL OR RENDER TIIE ATM(S) FULLY OPERATIONAL AND READ }' FOR CONTINUOUS
USE OR TO SERVE THEIR INTENDED PURPOSE. A DECISION 7'O RESPOND TO THIS
SOLICITATION AND WILLINGNESS TO NEGOTIATE 117TH THE CITY FOR AN AGREEMENT
SHALL BE THE SOLE DECISION OF THE RESPONDER TO DO SO. THE CITY RESERVES THE
RIGHT TO REJECT ANY AND ALL RESPONSES OR NEGOTIATE AN AGREEMENT THAT IS IN
THE BEST INTEREST OF THE CITY.
PART II
INSTRUCTIONS
1. PROPOSAL SCHEDULE:
It is the City's intention to comply with the following proposal timeline:
1.1 Request for Proposals released
1.2 Deadline for questions
1.3 Responses for RFP due by 3:00 p.ni.
May 1, 2010
May 5, 2010
May 11, 2010
All questions regarding the RFP shall be submitted in writing by 5:00 p.rn. on May 5, 2010. A copy of
all the questions submitted and the City's response to the questions will be posted on our webpage,
http://www.roundrocktesas.govibids3. Questions shall be submitted to the City contact named above by
date specified.
NOTE: These dates represent a tentative schedule of events. The City reserves the right to modify these
dates at any time, with appropriate notice to prospective Respondents through notification on our webpage
and/or email.
2. PROPOSAL DUE DATE:
2.1 Signed and sealed proposals are due no later than 3:00 p.m., May 11, 2010, to the Purchasing
Department. Mail or carry sealed proposals to:
City of Round Rock, Texas,
Purchasing Office
221 E. Main Street
Round Rock, Texas 78664-5299
2.2 Proposals received after this time and date will not be considered.
2.3 Sealed proposals should be clearly marked on the outside of packaging with the RFP title, number,
due date and "DO NOT OPEN".
2.4 Facsimile or electronically transmitted proposals arc not acceptable.
2.5 Late Proposals properly identified will he returned to Respondent unopened if return address is
provided.
3 of 8
RFP 10-020
Specification Number
10-946-22
Dated: April 2010
3. PROPOSAL SUBMISSION REQUIREMENTS:
Interested and qualified Respondents shall:
3.1 Sign the proposal document(s) as required in permanent ink.
3.2 Submit one (I) executed (signed) original and two (2) copies of each proposal and/or each
proposal variation that demonstrate their willingness, experience, and ability to perform the
services,
3.3 Documentation shall include:
3.3.1 Vendor Qualifications.
3.3.2 A Project Implementation Plan.
3.3.3 Income Estimates ( Income to the City)
3.3.4 Proposed installation locations.
4, DISCLOSURE OF LITIGATION:
Each Respondent shall include in its proposal a complete disclosure of any civil or criminal litigation or
investigation pending which involves the Respondent or in which the Respondent has been judged guilty.
5. CONFIDENTIALITY OF CONTENT:
5.1 All proposals submitted in response to this RFP shall be held confidential until a contract is
awarded. Following the contract award, proposals are subject to release as public information
unless the proposal or specific parts of the proposal can be shown to be exempt from the 'texas
Public Information Act, Respondents are advised to consult with their legal counsel regarding
disclosure issues and take the appropriate precautions to safeguard trade secrets or any other
proprietary information. The City assumes no obligation or responsibility for asserting legal
arguments on behalf of potential Respondents.
5.2 If a Respondent believes that a proposal or parts of a proposal are confidential, then the
Respondent shall so specify. The Respondent shall stamp in bold red letters the term
"CONFIDENTIAL" on that part of the proposal, which the Respondent believes to be
confidential. Vague and general claims as to confidentiality shall not be accepted. A11 proposals
and parts of proposals that are not marked as confidential will be automatically considered public
information after the contract is awarded.
6. CLARIFICATION OF PROPOSALS:
The City reserves the right to request clarification or additional information specific to any proposal after
all proposals have been received and the RFP close date has passed.
7. PROPOSAL PREPARATION COSTS:
All costs directly or indirectly related to preparation of a response to this solicitation or any oral
presentation required to supplement and/or clarify a Proposal which may be required by the City shall be
the sole responsibility of the Respondent.
8. EVALUATION CRITERIA:
All proposals received shall be evaluated based on the best value for the City. In determining best value,
the City may consider:
8.1 Price;
8.2 Reputation of the Respondent and of Respondent's goods and services;
8.3 The quality of the Respondent's goods or services;
8.4 The extent to which the goods or services meet the City's needs;
8.5 Respondent's past relationship with the City;
8.6 Clarity and completeness of the submitted proposal;
8.7 The total long -terns cost to the Municipality to acquire the Respondent's goods or services; and,
8.8 Any relevant criteria specifically listed in the solicitation.
4 of 8
RIP 10-020
Specification Number
10-946-22
Dated: Apr11 2010
9. EVALUATION PROCESS:
A team comprised of City Staff and others as appropriate will review the responses to the REP.
9.1 Interviews and/or demonstrations may be conducted with any Respondent to discuss their
qualifications, resources and ability to provide the service specified.
9.1.1 Upon completion of the evaluation, the selection team may recommend a Respondent for
award of the project or service identified.
9.1.2 An agreement with the recommended respondent may then be negotiated. This process
will be completed with the City Council's authorization to the Mayor for the execution of
the agreement or the execution of the agreement by the City Manager.
9.2 The City reserves the right to negotiate with any and all Respondents.
9.3 The City also reserves the right to reject any or all proposals, or to accept any proposal deetned
most advantageous, or to waive any irregularities or informalities in the proposal received and to
revise the process as circumstances require.
PART HI
SPECIFICATIONS
SCOPE OF SERVICES:
The successful responder's services shall include, but not limited to, the following:
1.1 Site assessments an placement ofATM(s)
1.2 Installation of the ATM(s)
1.3 Security for the ATM(s)
1.4 Network access
1.5 Connecting the ATM(s) to City designated electrical source
1.6 Any and all requirements to render the ATM(s) fully fractional and operational to include any
required maintenance and service
NOTE: The City shall not be responsible for any of the cost associated with the installation or the
cost of operating the ATM. The City will provide the electrical energy required to operate the ATM.
2. REQUIREMENTS:
The following items, at a minimum, shall be addressed in or attached to the RFP response:
2,1 Revenue
2.1.1 How much revenue can the City expect to receive?
2.1.2 Will revenue levels change during the term of the agreement? If so explain.
2.1.3 What factors determine the level of payment?
2.1.4 Once an agreement is entered into, when can the City expect to start receiving revenue?
2.2 Equipment
2.2.1 Describe any equipment that must be installed
2.2.2 Describe any modifications to existing facilities or grounds that may be required
5 of 8
RPP 10-020
Specification Number
10-946-22
Dated: April 2010
PARTV
TERMS AND CONDITIONS
LABOR:
The Vendor shall provide all labor and goods necessary to perform the project. The Vendor shall employee
all personnel for work in accordance with the requirements set forth by the United Stales Department of
Labor.
2. EXCEPTIONS:
Any variation front this specification shall be indicated on the response or on a separate attachment to the
response. The sheet shall be labeled as such.
3. ENVIRONMENT:
It is the intent of the City to purchase good and equipment having the least adverse environmental impact,
within the constraints of statutory purchasing requirements, departmental needs, availability, and sound
economic considerations, Suggested changes and environmental enhancements for possible inclusion in
future revisions of this specification are encouraged.
4. WORKPLACE:
The City is committed to maintaining an alcohol and dntg free workplace. Possession, use, or being under
the influence of alcohol or controlled substances by Vendor, Vendor's employees, subcontractor(s) or
subcontractor (s') employees while in the performance of the service is prohibited. Violation of this
requirement shall constitute grounds for termination of the service.
5. NON -APPROPRIATION:
The resulting Agreement is a commitment of the City's current revenues only, It is understood and agreed
the City shall have the right to tenninate the Agreement at the end of any City fiscal year if Ihe governing
body of the City does not appropriate funds sufficient to purchase the estimated yearly quantities, as
determined by the City's budget for the fiscal year in question. The City may effect such termination by
giving Vendor a written notice of termination at the end of its then current fiscal year.
6. SELLING, TRANSFERRING OR ASSIGNING RESPONSIBILITIES:
The Vendor shall not sell, transfer or assign the service required by this agreement without the prior written
consent of the City. The agreement and the monies which may become due are not assignable, except with
the prior written approval (Attie City.
7. INTERLOCAL COOPERATIVE CONTRACI7NG:
Other governmental entities may be extended the opportunity to purchase off of the City of Round Rock's
solicitation, with the consent and agreement of the successful vendor(s) and the City of Round Rock. Such
consent and agreement shall be conclusively inferred from lack of exception to this clause in vendor's response.
However, all parties indicate their understanding and all parties hereby expressly agree that the City of Round
Rock is not an agent of, partner to, or representative of those outside agencies or entities and that the City of
Round Rock is not obligated or liable for any action or debts that may arise out of such independently -
negotiated "piggyback" procurements.
8. ABANDONMENT OR DEPAUIT:
A Vendor who abandons or defaults the work on the contract and causes the City to purchase the services
elsewhere may he charged the difference in service if any and shall not be considered in the re -
advertisement of the service and may not he considered in future solicitations for the same type of work
unless the scope of work is significantly changed.
9, RIGHT 'TO REPRODUCE; DOCUc11ENTATION AND OTHER INFORMATION:
The City shall have the right to reproduce any and all manuals, documentation, software or other
information stored on electronic media supplied pursuant to the agreement at no additional cost to the City,
6 of 8
RFP 10-020
Specification Number
10-946-22
Dated: April 2010
regardless of whether the same be copyrighted or otherwise restricted as proprietary information; provided,
however, that such reproductions shall be subject to the same restrictions on use and disclosure as are set
forth in the agreement.
THE AWARDED PROPOSER AGREES TO EXECUTE ANY NON-EXCLUSIVE COPYRIGHT
ASSIGNMENT'S OR REPRODUCTION AUTHORIZATIONS THAT MAY BE NECESSARY FOR
TIIE CITY TO UTILIZE THE RIGHTS GRANTED IN THIS SUBPARAGRAPH.
10. COMPLIANCE WITH LAWS:
The Vendor shall comply with all federal, state, and local laws, statutes, ordinances, rules and regulations,
and the orders and decrees of any court or administrative bodies or tribunals in any matter affecting the
performance of the resulting agreement, including without limitation, workers' compensation laws,
utuniniunr and maximum salary and wage statutes and regulations, and licensing laws and regulations.
When requested, the Vendor shall furnish the City with satisfactory proof of its compliance.
11. CODES, PERMITS AND LICENSES:
The Vendor shall comply with all National, State and Local standards, codes and ordinances and the terms
and conditions of the services of the City of Round Rock, "Texas, as well as other authorities that have
jurisdiction pertaining to equipment and materials used and their application. None of the terms or
provisions of the specification shall be construed as waiving any rules, regulations or requirements of these
authorities. The Vendor shall be responsible for obtaining all necessary permits, certificates and/or licenses
to fulfill contractual obligations (City of Round Rock fees and costs will be waived).
12. INDEMNIFICATION:
The Vendor shall indemnify, save harmless and exempt the City, its officers, agents, servants, and
employees from and against any and all suits, actions, legal proceedings, claims, demands, damages, costs,
expenses, attorney fees and any and all other costs or fees incident to any work done as a result of this
quote and arising out of a willful or negligent act or omission of the successful Respondent, its officers,
agents, servants, and employees; provided, however, that the successful Respondent shall not be liable for
any suits, actions, legal proceedings, claims, demands, damages, costs, expenses and attorney fees arising
out of a willful or negligent act or omission of the City, it's officers, agents, servants and employees, or
third parties.
13. INSURANCE:
The Vendor shall meet or exceed ALL insurance requirements set forth by the City as identified in
Attachment A to the specifications. Any additional insurance requirements of participating or cooperative
parties will be included as subsequent Attachments and shall require mandatory compliance.
14. GOVERNING LAW:
Any resulting agreement shall be governed by and construed in accordance with the Laws of the State of
Texas.
15. LIENS:
The Vendor agrees to and shall indemnify and save harmless the City against any and all liens and
encumbrances for all labor, goods and services which may be provided under the resulting agreement. At
the City's request the Vendor or subcontractors shall provide a proper release of all liens or satisfactory
evidence of freedom front liens shalt be delivered to the City.
16. VENUE:
Both the City and the Vendor agree that venue for any litigation arising front a resulting agreement shall lie
itt Williamson County.
7 of 8
RFP 10-020
Specification Number
10-446.22
Dated: April 2010
17. INDEPENDENT CONTRAC'T'OR:
It is understood and agreed that the Vendor shall not be considered an employee of the City. The Vendor
shall not be within protection or coverage of the City's Worker' Compensation insurance, 1lealth Insurance,
Liability Insurance or any other insurance that the City from time to time may have in force and effect.
8 of 8
ATTACHMENT A
CITY OF ROUND ROCK
INSURANCE REQUIREMENTS
1. INSURANCE: The Vendor shall procure and maintain at its sole cost and expense for the duration
of the contract or purchase order resulting from a response to this bid Specification insurance
against claims for injuries to persons or damages to property which may arise from or in
connection with the performance of the work as a result of this bid by the successful bidder. its
agents, representatives volunteers, employees or subcontractors.
1.1. Certificates of Insurance and endorsements shall be furnished to the City and approved
by the City before work commences.
1.2. The following standard insurance policies shall be required:
1.2.1. General Liability Policy
1.2.2. Automobile Liability Policy
1.2.3. Worker's Compensation Policy
1.3. The following general requirements are applicable to all policies:
1.3.1. Only insurance companies licensed and admitted to do business in the State of
Texas shall be accepted.
1.3.2. Deductibles shall be listed on the Certificate of Insurance and are acceptable
only on a per occurrence basis for property damage only.
1.3.3. Claims made policies shall not be accepted, except for Professional Liability
Insurance.
1.3.4. Upon request, certified copies of all insurance policies shall be furnished to the
City
1.3.5. Policies shall include, but not be limited to, the following minimum limits:
1.3.5.1. Minimum Bodily Injury Limits of $300,000.00 per occurrence.
1.3.5.2. Property Damage Insurance with minimum limits of $50,000.00 for
each occurrence.
1.3.5.3. Automobile Liability Insurance for all owned, non -owned, and hired
vehicles with minimum limits for Bodily Injury of $100,000.00 each
person, and $300,000.00 for each occurrence, and Properly
Damage Minimum limits of $50,000.00 for each occurrence.
1.3.5.4. Statutory Worker's Compensation Insurance and minimum
$100,000.00 Employers t.iability Insurance
1.3.6. Coverage shall be maintained for two years minimum after the termination of the
Contract.
1.4. The City shall be entitled, upon request, and without expense to receive copies of
insurance policies and all endorsements thereto and may make reasonable request for
deletion, revision, or modification of particular policy terms, conditions, limitations, or
exclusions (except where policy provisions are established by law or regulation binding
either of the parties hereto or the underwriter of any of such policies). Upon such request
by the City, the Vendor shall exercise reasonable efforts to accomplish such changes in
policy coverage and shall pay the cost thereof. All insurance and bonds shall meet the
requirements of the bid specification and the insurance endorsements stated below.
1.5. Vendor agrees that with respect to the required insurance, all insurance contracts and
certificate(s) of insurance will contain and state, in writing, on the certificate or its
attachment, the following provisions:
Page 1 of 4
1.6.1. Provide for an additional insurance endorsement clause declaring the Vendor's
insurance as primary.
1.6.2. Name the City and its officers, employees, and elected officials as additional
insured's, (as the interest of each insured may appear) as to all applicable
coverage.
1.5.3. Provide thirty days notice to the City of cancellation, non -renewal, or material
changes
1.6.4. Remove all language on the certificate of insurance indicating:
1.5.4.1. Thal the insurance company or agent/broker shall endeavor to notify
the Cily; and,
1.5.4.2. Failure to do so shall impose no obligation of liability of any kind
upon the company, its agents, or representatives.
1.6.5. Provide for notice to the City at the addresses listed below by registered mail:
1.6.6. Vendor agrees to waive subrogation against the City, its officers, employees,
and elected officials for injuries, including death, property damage, or any other
loss to the extent same may be covered by the proceeds of insurance.
1.5.7. Provide that all provisions of this contract concerning liability, duty, and standard
of care together with the indemnification provision, shall be underwritten by
contractual liability coverage sufficient to include such obligations within
applicable policies.
1.5.8. Ail copies of the Certificate of Insurance shall reference the project name, bid
number or purchase order number for which the insurance is being supplied.
1.5.9. Vendor shall notify the City in the event of any change in coverage and shall
give such notices not less than thirty days prior notice to the change, which
notice shall be accomplished by a replacement Certificate of Insurance,
1.5.10. All notices shall be mailed to the City at the following addresses:
Assistant City Manager City Attorney
City of Round Rock City of Round Rock
221 East Mahn 309 East Main
Round Rock, TX 78664-5299 Round Rock, TX 76664
6. WORKERS COMPENSATION INSURANCE
6.1. Texas Labor Code, Section 406.098 requires workers' compensation insurance coverage
for alt persons providing services on building or construction projects for a governmental
entity.
6.1.1. Certificate of coverage (°certificate") -A copy of a certificate of insurance, a
certificate of authority to self -insure issued by the Texas Workers' Compensation
Commission, or a coverage agreement (TWCC-81, TWCC-82, TWCC-83, or
TWCC-84), showing statutory workers' compensation insurance coverage for
the person's or entity's employees providing services on a project, for the
duration of the project.
6.1.2. Duration of the project - includes the time from the beginning of the work on the
project until the CONTRACTOR'S /person's work on the project has been
completed and accepted by the OWNER.
6,2. Persons providing services on the project ("subcontractor") in Section 406.096 - includes
all persons or entities performing all or part of the services the CONTRACTOR has
undertaken to perform on the project, regardless of whether that person contracted
directly wth the CONTRACTOR and regardless of whether that person has employees
This includes, without limitation, independent contractors, subcontractors, leasing
companies, motor carriers, owner -operators. employees of any such entity, or employees
of any entity, which furnishes persons to provide services on the project. 'Services"
include, without limitation, providing, hauling, or delivering equipment or materials, or
providing labor, transportation, or other service related to a project. "Services" does not
Page 2 of 4
include activities unrelated to the project, such as food/beverage vendors. office supply
deliveries, and delivery of portable toilets.
6.3. The CONTRACTOR shall provide coverage, based on proper reporting of classification
codes and payroll amounts and filing of any coverage agreements, that meets the
statutory requirements of Texas Labor Code, Section 401.011(44) for all employees of the
CONTRACTOR providing services on the project, for the duration of the project.
6.4. The CONTRACTOR must provide a certificate of coverage to the OWNER prior to being
awarded the contract.
6.6. If the coverage period shown on the CONTRACTOR'S current certificate of coverage
ends during the duration of the project, the CONTRACTOR must, prior to the end of the
coverage period, file a new certificate of coverage with the OWNER showing that
coverage has been extended.
6.6. The CONTRACTOR shall obtain from each person providing services on a project, and
provide to the OWNER:
6.6.1. a certificate of coverage, prior to that person beginning work on the project, so
the OWNER will have on file certificates of coverage showing coverage for all
persons providing services on the project; and
6.6.2. no later than seven calendar days after receipt by the CONTRACTOR, a new
certificate of coverage showing extension of coverage, if the coverage period
shown on the current certificate of coverage ends during the duration of the
project.
6.7. The CONTRACTOR shall retain all required certificates of coverage for the duration of
the project and for one year thereafter.
6.8. The CONTRACTOR shall notify the OWNER in writing by certified mail or personal
delivery, within 10 calendar days after the CONTRACTOR knew or should have known,
or any change that materially affects the provision of coverage of any person providing
services on the project.
6.9. The CONTRACTOR shall post on each project site a notice, in the text, form and manner
prescribed by the Texas Workers' Compensation Commission, informing all persons
providing services on the project that they are required to be covered, and stating how a
person may verify coverage and report lack of coverage.
6.10. The CONTRACTOR shall contractually require each person with whom it contracts to
provide services on a project, to:
6.10.1. provide coverage, based on proper reporting of classification codes and payroll
amounts and filing of any coverage agreements, that meets the statutory
requirements of Texas Labor Code, Section 401.011(44) for all its employees
providing services on the project, for the duration of the project;
6.10.2. provide to the CONTRACTOR, prior to that person beginning work on the
project, a certificate of coverage showing that coverage is being provided for all
employees of the person providing services on a project, for the duration of the
project;
6.10.3. provide the CONTRACTOR, prior to the end of the coverage period, a new
certificate of coverage showing extension of coverage, if the coverage period
shown on the current certificate of coverage ends during the duration of the
project;
6.10.3.1. obtain from each other person with whom it contracts, and provide to
the CONTRACTOR;
6.10.3.1.1.
6.10.3.1.2.
a certificate of coverage, prior to the other person
beginning work on the project; and
a new certificate of coverage showing extension of
coverage, prior to the end of the coverage period, if
the coverage period shown on the current certificate
of coverage ends during the duration of the project
Page 3 of 4
6.10.3.2. retain all required certificates of coverage on file for the duration of
the project and for one year thereafter;
6.10.3.3. notify the OWNER in writing by certified mail or personal delivery,
within 10 calendar days after the person knew or should have
known, of any change that materially affects the provision of
coverage of any person providing services on the project: and
6.10.3.4. contractually require each person with whom it contracts, to perform
as required by paragraphs (A thru G), with the certificates of
coverage to be provided to the person for whom they are providing
services.
6.10.3.5. By signing the solicitation associated with this specification, or
providing, or causing to be provided a certificate of coverage, the
Contractor is representing to the Owner that all employees of the
Contractor who will provide services on the project will be covered
by workers' compensation coverage for the duration of the project,
that the coverage will be based on proper repotting of classification
codes and payroll amounts, and that all coverage agreements will
be filed with the appropriate insurance carrier or, in the case of a
self-insured, with the Commission's Division of Self -Insurance
Regulation. Providing faise or misleading information may subject
the Contractor to administrative penalties, criminal penalties, civil
penalties, or other civil actions.
6.10.3.6. The Contractor's failure to comply with any of these provisions is a
breach of contract by the Contractor that entitles the Owner to
declare the contract void if the Contractor does not remedy the
breach within ten calendar days after receipt of notice of breath
from the owner.
Page 4 of 4
C :i. 0 0 6 :1
March 1 1 , 2010
City of Round Rock, Texas
Purchasing Office
221 E Main Street
Round Rock, TX 78664
The ATM Guys inc.
Scott Bethea
RE: Proposal to Provide ATM Service at City of Round Rock Locations
Vendor Oualifications
o Handled ATMs at Dell Diamond & Whataburger Field for 11 years.
▪ Star of Texas Fair and Rodeo for 8 years.
▪ Rides of Texas Harley Rally for 8 years (third biggest in the world).
▪ Covered under liability insurance through Central Insurance agency and can include
the City under coverage.
Project Implementation Plan
To install five -six ATMs in Settlers Park convenient to customers.
Income Estimates (Income to the City)
Without knowing volume of traffic at Settlers Park, it would be hard to estimate income;
however, which seems to run on parallel levels of customer traffic grosses $1500-
2500/month on average during heavy traffic months.
How much revenue can the City expect to receive?
' 0.75Zapproved transaction
Will rcvehue levels change during the term of the agreement? If so, explain.
Based upon the number of transactions we can set up a sliding scale.
What factors determine the level of payment?
The number of transactions.
Once an agreement is entered into, when can the City expect to start receiving revenue?
Once machines are installed, payment will be approximately 30 days later.
Equipment
Describe any equipment that must be installed.
We will install between 4 and 6 ATMs.
Describe any modifications to existing facilities or grounds that may be required.
Not expected. If phone lines not available, we will provide phones lines either
through ATM cell phones or installing land lines.
Proposed Installation Locations
° At both concession areas for the baseball/softball fields we will have an ATM.
0 During the summer months at Rocking River concession area.
• We have a few mobile units that can be brought out upon request to either pavilion.
• Would be glad to put an ATM at the Conoco building if one is desired.
We can try ATMs at any locations the City deems necessary for a period of six months
and if it doesn't seem to justify an ATM, we can remove it at no charge to the City.
LScott Bethea Date
The ATM Guys Inc.