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HomeMy WebLinkAboutResolution - 2021-R0031 - Contract 15697 with MARS Co. 1.26.21Resolution No. 2021-R0031 Item No. 6.5 January 26, 2021 RESOLUTION BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF LUBBOCK: THAT the Mayor of the City of Lubbock BE and is hereby authorized and directed to execute for and on behalf of the City of Lubbock a Professional Services Contract No. 15697 related to support services for Test Bench System & Software to perform tests on water meters, by and between the City of Lubbock and MARS Company, and all related documents. Said Agreement is attached hereto and incorporated in this Resolution as if fully set forth herein and shall be included in the minutes of the Council. Passed by the City Council on the 26th day of _ _January , 2021. DANIEL M. POPE, MAYOR AT EST: Rebecca GarzHCityvSecart' APPROVED AS TO CON NT: Jesica cEachern, Assistant City Manager APPROVED AS TO FORM: Amy Si eput ity 4Wney RES.Agreement-MARS Company 1-13-21 Resolution No. 2021-R0031 PROFESSIONAL SERVICES AGREEMENT STATE OF TEXAS § COUNTY OF LUBBOCK § This Professional Service Agreement ("Agreement") Contract No. 15697 entered into this 26th day of January , 2021 , is by and between the City of Lubbock (the "City"), a Texas home rule municipal corporation, and MARS Company, (the" Contractor"), a Texas corporation. WITNESSETH WHEREAS, The City desires to contract with the Contractor to provide Support Services for Test Bench System & Software (the "Services"), to perform tests on various sizes of water meters for the Water Utilities Meter Shop (the "Activities"); and WHEREAS, the parties enter into this agreement in accordance with Local Government Code (LGC) § 252.022 (7); and WHEREAS, the Contractor has a professional staff experienced and is qualified to provide professional Contracting services related to Activities, and will provide the services, as defined below, for the price provided herein, said price stipulated by the City and the Contractor to be a fair and reasonable price; and WHEREAS, the City desires to contract with the Contractor to provide professional services related to the Activities, and Contractor desires to provide the Services related to same. NOW THEREFORE, for and in consideration of the terms, covenants and conditions set forth in this Agreement, the City and the Contractor hereby agree as follows: ARTICLE I. TERM The term of this Agreement commences on the Effective Date and continues without interruption for a term of five (5) years. If the City Director of Water Utility determines that additional time is required to complete the Services, the City Director of Water Utility, may, but is not obligated to, in his or her discretion, execute an agreement to grant up to an additional six (6) months of time so long as the amount of the consideration does not increase. An amendment to this Agreement resulting in an increase in the amount of the consideration must be approved by the City acting through its governing body. Page 1 of 11 ARTICLE II. SERVICES AND COMPENSATION A. The Contractor shall conduct all activities, and within such timeframes, as set forth on Exhibit "A", attached hereto (the "Services"). B. The Contractor shall receive as consideration to be paid for the performance of the Services, in an amounts as set forth in Exhibit `B". ARTICLE III. TERMINATION A. General. The City may terminate this Agreement, for any reason or convenience, upon thirty (30) days written notice to the Contractor. In the event this Agreement is so terminated, the City shall only pay the Contractor for services actually performed by the Contractor up to the date the Contractor is deemed to have received notice of termination, as provided herein. B. Termination and Remedies. In the event the Contractor breaches any term and/or provision of this Agreement, the City shall be entitled to exercise any right or remedy available to it by this Agreement, at law, equity, or otherwise, including without limitation, termination of this Agreement and assertion of an action for damages and/or injunctive relief. The exercise of any right or remedy shall not preclude the concurrent or subsequent exercise of any right or remedy and all rights and remedies shall be cumulative. ARTICLE IV. NON - ARBITRATION Each Party reserves the right to exercise any right or remedy available to it by law, contract, equity, or otherwise, including without limitation, the right to seek any and all forms of relief in a court of competent jurisdiction. Further, the City shall not be subject to any arbitration process prior to exercising its unrestricted right to seek judicial remedy. The remedies set forth herein are cumulative and not exclusive, and may be exercised concurrently. To the extent of any conflict between this provision and another provision in, or related to, this Agreement, this provision shall control. ARTICLE V. REPRESENTATIONS AND WARRANTIES A. Existence. The Contractor is a corporation duly organized, validly existing, and in good standing under the laws of the State of Texas and is qualified to carry on its business in the State of Texas. B. Corporate Power. The Contractor has the corporate power to enter into and perform this Agreement and all other activities contemplated hereby. Page 2 of 11 C. Authorization. Execution, delivery, and performance of this Agreement and the activities contemplated hereby have been duly and validly authorized by all the requisite corporate action on the part of the Contractor. This Agreement constitutes legal, valid, and binding obligations of the Contractor and is enforceable in accordance with the terms thereof. D. Contractor. The Contractor maintains a professional staff and employs, as needed, other qualified specialists experienced in providing the Services, and is familiar with all laws, rules, and regulations, both state and federal, including, without limitation the applicable laws, regarding the Activities contemplated hereby. E. Performance. The Contractor will and shall conduct all activities contemplated by this Agreement in accordance with the standard of care, skill and diligence normally provided by a professional person in performance of similar professional services, and comply with all applicable laws, rules, and regulations, both state and federal, relating to professional services, as contemplated hereby. F. Use of Copyrighted Material. The Contractor warrants that any materials provided by the Contractor for use by City pursuant to this Agreement shall not contain any proprietary material owned by any other party that is protected under the Copyright Act or any other law, statute, rule, order, regulation, ordinance or contractual obligation relating to the use or reproduction of materials. The Contractor shall be solely responsible for ensuring that any materials provided by the Contractor pursuant to this Agreement satisfy this requirement and the Contractor agrees to indemnify and hold City harmless from all liability or loss caused to City or to which City is exposed on account of the Contractor's failure to perform this duty. ARTICLE VI. SCOPE OF WORK The Contractor shall accomplish the following: Professional Services related to the Services, as provided in Exhibit "A", attached hereto and made a part hereof. ARTICLE VII. INDEPENDENT CONTRACTOR STATUS The Contractor and the City agree that the Contractor shall perform the duties under this Agreement as an independent contractor and shall be considered as independent contractor under this Agreement and/or in its activities hereunder for all purposes. The Contractor has the sole discretion to determine the manner in which the Services are to be performed. During the performance of the Services under this Agreement, the Contractor and the Contractor's employees and/or sub -consultants, will not be considered, for any purpose, employees or agents of the City within the meaning or the application of any federal, state or local law or regulation, including without limitation, laws, rules or regulations regarding Page 3 of 11 or related to unemployment insurance, old age benefits, workers compensation, labor, personal injury or taxes of any kind. ARTICLE VIII. INSURANCE The Contractor shall procure and carry, at its sole cost and expense through the life of this Agreement, except as otherwise provided herein, insurance protection as hereinafter specified, in form and substance satisfactory to the City, carried with an insurance company authorized to transact business in the state of Texas, covering all aspects and risks of loss of all operations in connection with this Agreement, including without limitation, the indemnity obligations set forth herein. The Contractor shall obtain and maintain in full force and effect during the term of this Agreement, and shall cause each approved subcontractor or sub -consultant of the Contractor to obtain and maintain in full force and effect during the term of this Agreement, commercial general liability, professional liability and automobile liability coverage for non -owned and hired vehicles with insurance carriers admitted to do business in the state of Texas. The insurance companies must carry a Best's Rating of A-VII or better. Except for Professional Liability, the policies will be written on an occurrence basis, subject to the following minimum limits of liability: Commercial General Liability: Per Occurrence Single Limit: $1,000,000 General Aggregate Limit: $2,000,000 Professional Liability: Combined Single Limit: $2,000,000 Automobile Liability: Combined Single Limit for any auto: $1,000,000 Per Occurrence Employer's Liability: Per Occurrence Single Limit: $1,000,000 Worker's Compensation Per Occurrence Single Limit: $500,000 The Contractor shall further cause any approved subcontractor or sub -consultant to procure and carry, during the term of this Agreement, the insurance coverage required of Contractor herein, including without limitation, Professional Liability coverage, protecting the City against losses caused by the professional negligence of the approved subcontractor or sub -consultant. The City shall be listed as a primary and noncontributory additional insured with respect to the Automobile Liability and Commercial General Liability and shall be granted a waiver of subrogation under those policies. The Contractor shall provide a Certificate of Insurance to the City as evidence of coverage. Page 4 of 11 The Certificate shall provide 30 day's notice of cancellation. A copy of the additional insured endorsement and waiver of subrogation attached to the policy shall be included in the Certificate. The Contractor shall elect to obtain worker's compensation coverage pursuant to Section 406.002 of the Texas Labor Code. Further, the Contractor shall maintain said coverage throughout the term of this Agreement and shall comply with all provisions of Title 5 of the Texas Labor Code to ensure that the Contractor maintains said coverage. The Contractor may maintain Occupational Accident and Disability Insurance in lieu of Worker's Compensation. In either event, the policy must be endorsed to include a waiver of subrogation in favor of the City. If at any time during the life of the Agreement or any extension hereof, the Contractor fails to maintain the required insurance in full force and effect, the Contractor shall be in breach hereof and all work under the Agreement shall be discontinued immediately. Notwithstanding anything contained herein to the contrary, the professional liability policy shall be maintained at the Contractor's sole cost and expense. The retroactive date shall be no later than the commencement of the performance of this Agreement and the discovery period (possibly through tail coverage) shall be no less than 10 years after the completion of the Services provided for in this Agreement. The provisions of this Article VIII shall survive the termination or expiration of this Agreement. ARTICLE IX. EMPLOYMENT OF AGENTS/RETAINING OF CONSULTANTS The Contractor may employ or retain consultants, contractors, or third parties (any of which are referred to herein as "Sub -consultant"), to perform certain duties of Contractor under this Agreement, provided that the City approves the retaining of Sub -consultants. The Contractor is at all times responsible to the City to perform the Services as provided in this Agreement and the Contractor is in no event relieved of any obligation under this Agreement upon retainage of any approved Sub -consultant. Any agent and/or Sub -consultant retained and/or employed by the Contractor shall be required by the Contractor to carry, for the protection and benefit of the City and the Contractor and naming said third parties as additional insureds, insurance as described above required to be carried by the Contractor in this Agreement. The Contractor represents that such services are either under applicable value thresholds or are otherwise exempt from notice and/or bid requirements under Texas Law. ARTICLE X. CONFIDENTIALITY The Contractor shall retain all information received from or concerning the City and the City's business in strictest confidence and shall not reveal such information to third parties without prior written consent of the City, unless otherwise required by law. Page 5 of 11 ARTICLE XI. INDEMNITY THE CONTRACTOR SHALL INDEMNIFY AND SAVE HARMLESS THE CITY OF LUBBOCK AND ITS ELECTED OFFICIALS, OFFICERS, AGENTS, AND EMPLOYEES FROM ALL SUITS, ACTIONS, LOSSES, DAMAGES, CLAIMS, OR LIABILITY OF ANY KIND, CHARACTER, TYPE, OR DESCRIPTION, INCLUDING WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, ALL EXPENSES OF LITIGATION, COURT COSTS, AND ATTORNEY'S FEES, FOR INJURY OR DEATH TO ANY PERSON, OR INJURY TO ANY PROPERTY, RECEIVED OR SUSTAINED BY ANY PERSON OR PERSONS OR PROPERTY, TO THE EXTENT ARISING OUT OF, RELATED TO OR OCCASIONED BY, THE NEGLIGENT ACTS OF THE CONTRACTOR, ITS AGENTS, EMPLOYEES, AND/OR SUBCONSULTANTS, RELATED TO THE PERFORMANCE, OPERATIONS OR OMISSIONS UNDER THIS AGREEMENT AND/OR THE USE OR OCCUPATION OF CITY OWNED PROPERTY. THE INDEMNITY OBLIGATION PROVIDED HEREIN SHALL SURVIVE THE EXPIRATION OR TERMINATION OF THIS AGREEMENT. ARTICLE XII. COMPLIANCE WITH APPLICABLE LAWS The Contractor shall comply with all applicable federal, state and local laws, statutes, ordinances, rules and regulations relating, in any way, manner or form, to the activities under this Agreement, and any amendments thereto. ARTICLE XIII. NOTICE A. General. Whenever notice from the Contractor to the City or the City to the Contractor is required or permitted by this Agreement and no other method of notice is provided, such notice shall be given by (1) actual delivery of the written notice to the other party by hand (in which case such notice shall be effective upon delivery); (2) facsimile (in which case such notice shall be effective upon delivery); or (3) by depositing the written notice in the United States mail, properly addressed to the other party at the address provided in this article, registered or certified mail, return receipt requested, in which case such notice shall be effective on the third business day after such notice is so deposited. Page 6 of 11 B. Contractor's Address. The Contractor's address and numbers for the purposes of notice are: Dave Corey, CEO MARS Company 3925 SW 13`h Street Ocala, Florida 34474 (352)414-7690 With copy to: B. City's Address. The City's address and numbers for the purposes of notice are: Paul Nolan Water Meter and Customer Service Forman 406 Municipal Drive Lubbock, TX 79403 (806)775-2747 D. Change of Address. Either party may change its address or numbers for purposes of notice by giving written notice to the other party as provided herein, referring specifically to this Agreement, and setting forth such new address or numbers. The address or numbers shall become effective on the 15th day after such notice is effective. ARTICLE XIV. CITY -PROVIDED DATA AND RESPONSIBILITIES Provision of Data. The City shall furnish the Contractor non -confidential studies, reports and other available data in the possession of the City pertinent to the Contractor's Services, so long as the City is entitled to rely on such studies, reports and other data for the performance of the Contractor's Services under this Agreement (the "Provided Data"). The Contractor shall be entitled to use and rely, so long as such reliance is reasonable, upon all such Provided Data. ARTICLE XV. MISCELLANEOUS A. Captions. The captions for the articles and sections in this Agreement are inserted in this Agreement strictly for the parties' convenience in identifying the provisions to this Agreement and shall not be given any effect in construing this Agreement. B. Audit. The Contractor shall provide access to its corporate books and records to the City. The City may audit, at its expense and during normal business hours, the Contractor's books and records with respect to this Agreement between the Contractor and the City. All information obtained in an audit will be treated as confidential information and shall not be disclosed. Page 7 of 11 C. Records. The Contractor shall maintain records that are necessary to substantiate the services provided by the Contractor. D. Assignability. The Contractor may not assign this Agreement without the prior written approval of the City. E. Successor and Assigns. This Agreement binds and inures to the benefit of the City and the Contractor, and in the case of the City, its respective successors, legal representatives, and assigns, and in the case of the Contractor, its permitted successors and assigns. F. Construction and Venue. THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF TEXAS. THIS AGREEMENT IS PERFORMABLE IN LUBBOCK COUNTY, TEXAS. THE PARTIES HERETO HEREBY IRREVOCABLY CONSENT TO THE SOLE AND EXCLUSIVE JURISDICTION AND VENUE OF THE COURTS OF COMPETENT JURISDICTION OF THE STATE OF TEXAS, COUNTY OF LUBBOCK, FOR THE PURPOSES OF ALL LEGAL PROCEEDINGS ARISING OUT OF OR RELATING TO THIS AGREEMENT OR THE ACTIONS THAT ARE CONTEMPLATED HEREBY. G. Severability. If any provision of this Agreement is ever held to be invalid or ineffective by any court of competent jurisdiction with respect to any person or circumstance, the remainder of this Agreement and the application of such provision to persons and/or circumstances other than those with respect to which it is held invalid or ineffective shall not be affected thereby. H. Amendment. No amendment, modification, or alteration of the terms of this Agreement shall be binding unless such amendment, modification, or alteration is in writing, dated subsequent to this Agreement, and duly authorized and executed by the Contractor and the City. I. Entire Agreement. This Agreement, including Exhibits "A" through "B" attached hereto, contains the entire agreement between the City and the Contractor, and there are no other written or oral promises, conditions, warranties, or representations relating to or affecting the matters contemplated herein. J. No Joint Enterprise. Nothing contained herein shall be construed to imply a joint venture, joint enterprise, partnership or principal - agent relationship between the Contractor and the City. K. Documents Owned by City. Any and all documents, drawings and specifications prepared by Contractor as part of the Services hereunder, shall become the property of the City when the Contractor Page 8 of 11 has been compensated as set forth in Article II, above. The Contractor shall make copies of any and all work products for its files. L. Notice of Waiver. A waiver by either the City or the Contractor of a breach of this Agreement must be in writing and duly authorized to be effective. In the event either party shall execute and deliver such waiver, such waiver shall not affect the waiving party's rights with respect to any other or subsequent breach. M. Third Party Activities. Nothing in this Agreement shall be construed to provide any rights or benefits whatsoever to any party other than the City and the Contractor. N. Non -Appropriation. All funds for payment by the City under this Agreement are subject to the availability of an annual appropriation for this purpose by the City. In the event of non -appropriation of funds by the City Council of the City of Lubbock for the services provided under the Agreement, the City will terminate the Agreement, without termination charge or other liability, on the last day of the then - current fiscal year or when the appropriation made for the then -current year for the services covered by this Agreement is spent, whichever event occurs first (the "Non -Appropriation Date"). If at any time funds are not appropriated for the continuance of this Agreement, cancellation shall be accepted by the Contractor on thirty (30) days prior written notice, but failure to give such notice shall be of no effect and the City shall not be obligated under this Agreement beyond the Non -Appropriation Date. O. SB 252. SB 252 prohibits the City from entering into a contract with a vendor that is identified by The Comptroller as a company known to have contracts with or provide supplies or service with Iran, Sudan or a foreign terrorist organization. P. No Boycott of Israel. Pursuant to Section 2270.002 of the Texas Government Code, Respondent certifies that either (i) it meets an exemption criteria under Section 2270.002; or (ii) it does not boycott Israel and will not boycott Israel during the term of the contract resulting from this solicitation. Respondent shall state any facts that make it exempt from the boycott certification in its Response. Q. Texas Public Information Act. The requirements of Subchapter J, Chapter 552, Government Code, may apply to this contract and the contractor or vendor agrees that the contract can be terminated if the contractor or vendor knowingly or intentionally fails to comply with a requirement of that subchapter. To the extent Subchapter J, Chapter 552, Government Code applies to this agreement, Contractor agrees to: (1) preserve all contracting information related to the contract as provided by the records retention requirements applicable to the governmental body for the duration of the contract; (2) promptly provide to the governmental body any contracting information related to the contract that is in the custody or Page 9 of 11 possession of the entity on request of the governmental body; and (3) on completion of the contract, either: (A) provide at no cost to the governmental body all contracting information related to the contract that is in the custody or possession of the entity; or (B) preserve the contracting information related to the contract as provided by the records retention requirements applicable to the governmental body. R. Mutual Waiver of Consequential Damages. Notwithstanding any other provisions of this Agreement, in no event shall either Party be liable to the other Party for special, indirect, or consequential damages, including but not limited to loss of equipment or facility, loss of opportunity, lost profits, or any other such damage whatsoever. REMAINDER OF PAGE LEFT BLANK INTENTIONALLY Page 10 of 11 EXECUTED as of the Effective Date hereof. CITY OF LUBBOCK A EST: Rebecca Garza, City Secretary APPROVED AS TO CONTENT: C- Aubrey A. Spe P.E., Direct r of Water Utilities APPROVED AS TO FORM: Amy Sim Q,�*tyd6iAtlorney 0 L., DANIEL M. POPE, MAYOR Page 11 of 11 CERTIFICATE OF INTERESTED PARTIES FORM 1295 1 of 1 Complete Nos. 1 - 4 and 6 if there are interested parties. OFFICE USE ONLY Complete Nos. 1, 2, 3, 5, and 6 if there are no interested parties. CERTIFICATION OF FILING Certificate Number: 1 Name of business entity filing form, and the city, state and country of the business entity's place of business. 2022-967055 OW Investors, LLC dba MARS Company Ocala, FL United States Date Filed: 12/24/2022 2 Name of governmental entity or state agency that is a party to the contract for which the form is being filed. City of Lubbock Date Acknowledged: 3 Provide the identification number used by the governmental entity or state agency to track or identify the contract, and provide a description of the services, goods, or other property to be provided under the contract. 15697 Support services for Test Bench System & Software to perform tests on water meters Nature of interest 4 Name of Interested Party City, State, Country (place of business) (check applicable) Controlling I Intermediary Corey, David Ocala, FL United States X Dickey, John Ocala, FL United States X Butt, Jeff Ocala, FL United States X Mastic, Mike Ocala, FL United States X Mulfinger, Charles Ocala, FL United States X Hunt, Hamilton Ocala, FL United States X 5 Check only if there is NO Interested Party. ❑ 6 UNSWORN DECLARATION My name is John Dickey and my date of birth is My address is 3925 SW 13th St Ocala FL 34474 USA (street) (city) (state) (zip code) (country) I declare under penalty of perjury that the foregoing is true and correct. 12 2022 Executed in Marion County, State of FL on the 24 day of 20 (month) (year) 7� Signature d4authorized agent of c ntracting business entity (Declarant) Forms provided by Texas Ethics Commission www.ethics.state.tx.us Version V3.5.1.3ac88bc0 CERTIFICATE OF INTERESTED PARTIES FORM 1295 1 of 1 Complete Nos. 1 - 4 and 6 if there are interested parties. OFFICE USE ONLY Complete Nos. 1, 2, 3, 5, and 6 if there are no interested parties. CERTIFICATION OF FILING Certificate Number: 1 Name of business entity filing form, and the city, state and country of the business entity's place of business. 2022-967055 OW Investors, LLC dba MARS Company Ocala, FL United States Date Filed: 12/24/2022 2 Name of governmental entity or state agency that is a party to the contract for which the form is being filed. City of Lubbock Date Acknowledged: 12/28/2022 g Provide the identification number used by the governmental entity or state agency to track or identify the contract, and provide a description of the services, goods, or other property to be provided under the contract. 15697 Support services for Test Bench System & Software to perform tests on water meters 4 Name of Interested Party City, State, Country (place of business) Nature of interest (check applicable) Controlling Intermediary Corey, David Ocala, FL United States X Dickey, John Ocala, FL United States X Butt, Jeff Ocala, FL United States X Mastic, Mike Ocala, FL United States X Mulfinger, Charles Ocala, FL United States X Hunt, Hamilton Ocala, FL United States X 5 Check only if there is NO Interested Party. ❑ 6 UNSWORN DECLARATION My name is and my date of birth is My address is (street) (city) (state) (zip code) (country) I declare under penalty of perjury that the foregoing is true and correct. Executed in County, State of on the day of , 20 (month) (year) Signature of authorized agent of contracting business entity (Declarant) Forms provided by Texas Ethics Commission www.ethics.state.tx.us Version V3.5.1.3ac88bc0 Exhibit A MOIRS COMPANY � r Water Meter Test Bench Systems Accuracy Calibration IN' ENTERPRISE SOFTWARE C715 Compliance Deno 17 r%f V Features & Benefits • Increased Revenue Recovery • Test More Meters at a Time • Reduce MeterTestTime • Highly Accurate Results • Employee Certification Training • Increased Productivity • More Accurate Meters • Ability to Grade Existing & New Meters • All Systems Upgradeable & Intrinsically Safe Specifications • Test Bench Systems Suport Large & Small Meters: - 5/8"x 1/2"through 16 - 13 mm through 400 mm • Fully Compliant AWWA M6 Parameters; Including C 715-18 • ISO 4064 Compliant for Systems Installed Outside the U.S. • Volumetric & Gravimetric Operation Available For All MARS Systems. For over 30 years MARS Company has proven itself in the waterworks industry as the leader in providing custom designed and fabricated Water Meter Testing Systems. With over a century of combined experience, MARS Company takes pride in its commitment to consistently evaluate market trends and customers needs to integrate and offer new innovative advancements through our products. Water utilities are consistently challenged to improve operations, increase conservation efforts and provide safe, clean drinking water to their constituents in the most fiscally responsible manner. MARS Company genuinely understands the challenges faced by our customers, and strives to provide new and innovative solutions to assist in meeting their needs. The MARS Company Water MeterTest Bench System provides the utility the ability to grade their existing and new meters, test more meters at a time, reduce test time, generate highly accurate results, and certify the employee by both training and assisting on the installation of the system. Note: AOspecifications subhcttochangewitt utnotice Donn 1 Z of Zq Series 2400 Small Test Bench with M3 Enterprise Mobile Test Bench Large Meter Test Bench with MARS Recirculation System Largo MeterTest Bench UpTo 16" ✓ ✓ ✓ ✓ ✓ ✓ ✓ ✓ J ✓ Lugo MeterTestBench UpTour ✓ ✓ ✓ ✓ ✓ ✓ ✓ ✓ Gravhnotd& Optional Large MeterTest Bench UpTo B' ✓ ✓ ✓ ✓ ✓ ✓ ✓ Sedes3S00 ✓ J ✓ ✓ ✓ ✓ ✓ ✓ Sedess-1000 ✓ ✓ ✓ ✓ ✓ ✓ ✓ ✓ Gmimetric Opuanai Sedes6-1210 ✓ ✓ ✓ ✓ ✓ ✓ ✓ ✓ Series 10000 ✓ ✓ ✓ ✓ ✓ Series SOW ✓ J ✓ ✓ ✓ Serlw2400Advanaed ✓ ✓ ✓ ✓ ✓ ✓ ✓ ✓ Series 2400 ✓ ✓ ✓ ✓ ✓ ✓ Series 12W ✓ ✓ ✓ ✓ ✓ ✓ GravimetrIC Optional Series 100D ✓ ✓ ✓ ✓ ✓ ✓ Series SDO ✓ ✓ ✓ ✓ ✓ ✓ Series 300 ✓ V ✓ ✓ ✓ ✓ Series 100 ✓ ✓ ✓ ✓ ✓ ✓ MobblbstBonch ✓ ✓ ✓ ✓ ✓ ✓ ✓ ✓ V9tD0ow 4 ✓ ✓ ✓ ✓ ✓ Vdumetrk V9tO0ow-1 ✓ ✓ ✓ ✓ ✓ ✓ •A&fadudes Va%me&kQMWi y Pann IA r%f qq lm ENTERPRISE SOFTWARE Features & Benefits • Run Unmanned Tests to Increase Efficiency & Reduce Errors • Integration with Other Enterprise Network Systems (ERP Systems) • Designed to be Used with Hand- held Tablet Devices for Ease of Data Input • Automated Operation Eliminates Operator Errors • Perfect for Small and Scalable for Regional Test Facilities • Expedite Customer Service Inquiries • Generate Custom Reports for Legal Litigation • Easy for IT to Manage • AWWA M6 Standards Compliant The MARS Meter Management (M3) Enterprise Software Suite is a collection of custom designed software packages allowing customers to easily harness the power of software and technology. The M3 Software Packages provide both new and existing customers with the ability to capture valuable meter testing data based on their individual meter testing programs. Custom reporting, extensive data exporting features and browser -based access allow multiple departments the power of data analytics to improve customer service, implement operational improvements and make informed purchasing decisions. The M3 Enterprise Software Suite is designed to be a modular and scalable software solution, enabling customers to only purchase what they need when they need it. The Software Suite is comprised of the Core Platform Software and three optional software modules: (i) the Advanced Scale & Control Software Module, (ii) the Advanced Connectivity Module, and (iii) the Custom Test, Reporting & Export Module. Version 4 of MARS Company's Meter Management Enterprise Software (M3) will add capability and enhancements in Data Analysis & Visualization, Data Integration, System Water Quality Analysis, Meter Testing Management, and Water Loss Audit Reporting. MARS Calibration Certification & Maintenance Support Program (MCC) is the first independent equipment accuracy and calibration certification solution designed for the waterworks industry. In addition, MARS offers the industry's only AWWA / ISO C715-18 equipment compliance inspection and certification. In a dynamic, competitive business climate, quality customer experience is critical to success. Quality of experience depends on high standards Accuracy Calibration of test bench accuracy, reliability, and performance. All of which require exceptional maintenance and support of your water meter testing resources. C715 Compliance The MARS Calibration, Maintenance and Support Program offers three defined program tiers and numerous optional service offerings. Overall, MARS Calibration Certification helps you manage costs while maximizing service quality. With MARS Calibration Certification maintaining accuracy, you can protect both MARS and selected third -party equipment with technical assistance, software upgrades, preventative maintenance, spares management and on -site maintenance. Equipment upkeep is essential, but ensuring all operators are fully trained on meter testing practices and procedures is critical as well. The MARS Test Bench System, coupled with key operator training and M3 Report Generation, will allow a meter testing facility the ability to provide independent accuracy certification reports directly to the Courts or questioning customers. MARS Company • 3925 SW 13th Street • Ocala, FL 34474 • marswater.com Bono 9 G of qq ENTERPRISE SOFTWARE mRSFiAp COMPANY Pnno 1 R of ZZ 19' ENTERPRISE SOFTWARE Features & Benefits • Run Unmanned Tests to Increase Efficiency & Reduce Errors • Integration with Other Enterprise Network Systems (ERP Systems) • Designed to be Used with Hand- held Tablet Devices for Ease of Data Input • Automated Operation Eliminates Operator Errors • Perfect for Small and Scalable for Regional Test Facilities • Expedite Customer Service Inquiries • Generate Custom Reports for Legal Litigation • Easy for IT to Manage • AWWA M6 Standards Compliant Advanced Scale.. n Connectivity Control Optional Modules E Custom Test & Enhanced Reporting Core Platform For over 30 years MARS Company has proven itself in the waterworks industry as the leader in providing custom designed and fabricated Meter Testing Systems. With over a century of combined experience, MARS Company takes pride in its commitment to consistently evaluate market trends and customers' needs. Water utilities are consistently challenged to improve operations, increase conservation efforts and provide safe, clean drinking water to their constituents in the most fiscally responsible manner. MARS Company genuinely understands the challenges faced by our customers, and strives to provide new and innovative solutions to assist in meeting their needs. The M3 Software Packages provide both new and existing customers with the ability to capture valuable meter testing data based on their individual meter testing programs. Custom reporting, extensive data exporting features and browser -based access allow multiple departments the power of data analytics to improve customer service, implement operational Improvements and make informed purchasing decisions. Version 4 of MARS Company's Meter Management Enterprise Software (M3) will add capability and enhancements in Data Analysis &Visualization, Data Integration, System Water Quality Analysis, Meter Testing Management, and Water Loss Audit Reporting. Data Visualization Dashboard Recently Completed Pests a I., Bath Test Dlu I HVI 2400 WO HMO 190 th 111IxdPC 24W B.nh blvm1911 A) 11•+.d Pu ]lye ewth e3"I2 13 is VA VW PO umewth 02S2wsto91 2w.d— Koo-)Bath 022220190E t1 i Se,r2)Iem■ G MAPS G. ia 4.w3i'm"MMW nlMa Cuuem Data Vwsr Inlofmatlon a-• D•. w.0 a -a. • Iw-1 {.1AS Ia-4 ..W-. + •a\ . A'A DM Slaab111. 11.0 hrba: Scale & Control Alelet passs4el Ovevatrr PA"W. w1.Peuee f3AA 0 M" IF•1M SM111111"' }.1ete Dam by Maw Sere A.raga Aa�acy lAlriy TW.d Ile\ {eH. 6,N ■®r.-I■ IaMram AICIef Data by Alanulactuner A—.r AnS M Uaetl., 1. rd Ixt �haa1AV"Iawa .-MMe/-YnNaww�e.gl+ ElaawilA•.faMW Sws.nea..a+ � /ILLY. Mete Pedwnattce Dy Marelat tetel (51mnanl rbwiares) ae.Y Mt M\ an 1{\ tLab.TuN. Ir..r tu•.so - e.a9. e+eaemrGtwul .. lawwvsuw - W. Mete PaSvraA Nutory rvau, Y. SU Aw SSII oaaan IbvaL On all tgaU uau A.au i ttttttttttttttelerr Il.,au +w au w eu beau ■ II III rsnu n{ea1+ a A+• OU Hu Saeal br a1+ Aa Hlf MTI e\ �I• .0♦ di bA IpS• Software Module Features & Benefits • User Interface Improvements & Display Enhancements • Full Color, Multi -Touch Display for Increased Ease of Use • Advanced Interpretation of Weight Transmitter Data • Enhanced Control for Other External Systems • Optional WaterTemperature Correction to Ensure Accuracy • Remote Diagnostics & Updates • Expandable, Modular Design Connectivity • Enhanced Interface for Multi -Bench Configurations • !Pad (Included) for Wireless Remote Data Access & Easy Data Entry • Local & Remote Web Browser Interface For Administration & Reporting • Multi -User, Role -Based Access to Program & Database • Native Handheld Tablet Support • WPA2 Secure Wireless Connection • Local Data & Remote Single Admin • Multi -Bench, Single -Network Database Custom Test & Reporting R® Data Integration - Powerful Data Import, Export & Mapping Tools that provide Flexible, User -Defined, Automated Data Export Rules • New, Robust Reporting Engine with Witness Test PasslFall Report Improved Custom Test Capability Expanded Data Backup Capability • Automated Test Filtering • Enhanced Testing Protocols • Self -Check Option During Test • Individual Meter Reporting Capability dicates New / Enhanced Features Deno 1 R rnf 3 2 Customer Benefits Feature Categories Version 4.0 Features Multi -Variant Water Quality Evaluation Ensure Accuracy &Certification Test System Water Quality Adverse Particulate Contamination Examination Management Sample Monitoring & Analysis Data Logging, Verification & Auditing Improved Data Visualization Dashboard » Analytics & Meter Performance Intelligence Data Analysis & Visualization Scale & Control Module UI Enhancements AWWA Testing Compliance Improved Business Decision Multi -Platform Support Making Enhanced Data Import Capability » Meter Accuracy Analysis Data Integration New, Robust Reporting Engine » Enhanced Standard and Customized Reports Enhanced ERP Integration C715 & M6 Compliance Enhancements Maintain AWWA Standards & AWWA Standards & » Process Optimization Industry Compliance Industry Compliance » Enhanced Workflow Compliance Valves Safe Test Run Configuration ' Current Status Tank 0 ;1 0.0I0.0I Tank 1' Tank 2 _ 0.250 GP Tank 3 ® 30 Tank 4 1 Pounds Cubic Foot Liters Gallons Imp Cubic Motors 80.8 Pum % ilkA 30 � Press to Q� Pause MAI" M91kU Press to Pause Drain lank O Tank 1 Tank 3 Tank 4 429.80 L8 All Tank Drains 5 Gal 7 IT.­k, Stop D� D—in AO MARS Company a 3925 SW 13th Street a Ocala, FL 34474 a marswater.com Mono 1 Q r%f '�q mf;Rs E0 MARS CalibrationCertification COMPANY MARS Calibration, Maintenance and Support Program (MCC —MARS Cal- ibration Certification) is the industry's first independent equipment accu- racy and calibration certification solution designed specifically for the wa- terworks industry. In a dynamic, competitive business climate, customer quality of experience is critical to success. Quality of experience depends on high standards of test bench accuracy, reliability, and performance, which require exceptional maintenance and support of your water meter testing resources. The MARS Calibration, Maintenance and Support Pro- gram (MCC —MARS Calibration Certification) offers three defined program tiers and numerous optional service offerings, enabling you to choose the support options you need. Overall, MARS Cal- ibration Certification helvs you manage costs while maximizing service quality. With MARS Calibration Certification maintaining accuracy you can protect both MARS and se- lected third -party equipment with technical assistance, software upgrades, preven- tative maintenance, spares management and on -site maintenance. Not only is the equipment upkeep essential, but ensuring all operators are fully trained on meter testing practices and procedures is critical. In addition, the MARS Test Bench Sys- tem, coupled with key operator training and M3 Report Generation, will provide a meter testing facility with the ability to provide independent accuracy certification reports directly to the Courts or questioning customers. SB 555 Compliant MARS Company • 3925 SW 13th Street • Ocala, FL 34474 • marswater.com MARS RS Calibration Certification COMPANY , Flexible Program Choices MARS Calibration Certification offers pre -packaged maintenance tiers that simplify the selection of mainte- nance services to support your network operations, equipment and software. It is available in three pre -pack- aged maintenance tiers, from Standard to Premier. Any maintenance tier may be customized by select- ing additional service offerings from our maintenance and support portfolio. All tiers include 24/7 remote technical assistance, MARS Annual Hardware Certification, Routine Preventative Maintenance, 20% Parts Discount and a 90 Day Parts warranty. Whether you need support to complement your existing resources or comprehensive coverage with outsourced operations, there's a MARS Calibration Certification solution to pro- tect your water meter testing resources. _Nott Mspe&"tionswb*ttodwnq.wo*utno&o MARS Company • 3925 SW 13th Street • Ocala, FL 34474 • marswater.com Deno 71 of 2 PMdde 61)-XIt] meRsCOMPANY joreW What is C715-18? "C715-18" is an American Water Works Association (AWWA) water meter designation for ultrasonic and electromagnetic meters. This standard describes two performance classes of potable cold -water meters of the electromagnetic and ultrasonic type, in sizes 1/2 in. (13 mm) through 20 in. (500 mm), for revenue applications, and the materials and workmanship employed in their fabrication. Type I. This type represents residential and commercial applications where low flow accuracy is of particular concern. Type II. This type represents commercial applications where low flow is not of primary concern. MARS Company, a global leader in water meter testing and technology solutions, offers the first and only Test Bench Equipment Upgrade Program that includes special incentives enabling customers to upgrade their existing MARS test bench equipment to comply with the new ANSI / AWWA C715-18 industry standard. The purpose of the American National Standards Institute (ANSI) /American Water Works Association (AWWA) C715-18 standard for "Cold -Water Meters -Electromagnetic and Ultrasonic Type, for Revenue Application" is to provide the minimum requirements for potable cold -water meters of the electromagnetic and ultrasonic type for revenue applications. The C715-18 standard was effective October 1, 2018 and approved by: (1) the AWWA Board of Directors June 9, 2018 and, (ii) ANSI June 15, 2018. MARS Company continues its industry leadership by offering the ANSI / AWWA C715 Compliance Upgrade Program enabling customers to upgrade their existing MARS test bench equipment to required industry standards. Features & Benefits • Industry Standards & Meter Manufacturer Compliance • Increased accuracy at low and ultra low flows. Upwards of 5% of total water usage is estimated for the flows under current'mechanical meters'abilityto measure • Meters have no moving parts which is expected to provide longer life. • Lower cost of ownership and reduced repair expenses • Significant advantage of electronic meters is the reduced effects of distribution system conditions on meter performance over time. proud Supporter A_- Sta _. MARS Company • 3925 SW 13th Street • Ocala, FL 34474 • marswater.com Dono 97 of 'VQ RS,ANSI & AWWA Test 'OMPANY Bench ' de Description Measurement System Gravimetric I Volumetric • Components'Test Bench Hardware C-715 High Resolution Scale System + 10 Gallon Stainless Steel Tank + High Resolution Scientific Scale + Low -Flow Rate Rotameter • C-715 Drive Bar Upgrade o+ Small or Large u • C-715 Carrier Bar Upgrade + Small or Large o • C-715 Carrier Bar Adapter V+ u7 Small - 5/8" or 1" + Small - 3/4" or 2" sM3 Software Components • M3 Enterprise Core Platform Software' a • Gravimetric New Scale & Control Optional Module Scale System • New Advanced Scale System2 • Legacy 1310 AW System3 Test Bench C-71S SYSTEM Certification C-71S Equipment -Only Compliance 1 Speck Upgrade Configuration & Hardware Qty's Predicated on TO configuration z Required for C-715 System Certification 3 Discontinued Product - Advanced Scale System Upgrade Required We AN $PKtfratlons wbiecttochange wMm notke; Product pmtoM* pkwm myva7 from Mal pmductdwgm MARS Company • 392S SW 13th Street • Ocala, FL 34474 • marswater.com P0nn 74 of 2q ftWft e03-15-M19 RS Mf; Advanced Scale & tem COMPANY Control • Advanced Weight Scale Capability • Full ColorTouchscreen For Increased Ease of Use • Advanced Interpretation of Weight Transmitter Data • Compatible With Avery Weigh Tronix & Other Scales • Includes New M3 Enterprise Software Updates • Enhanced Control For Other External Systems • All Automated Valves • Water Temperature Correction To Ensure Accuracy • Adaptability For Special Config. Requirements • Remote, Online Software Updates Limit Downtime and Ensure Latest Features • Advanced Online Troubleshooting • Expandable, Module Design • Designed For Scalability and Investment Protection • Full Support for Today's & Future Control Systems • Expandable, Module Design • Universal Components for Unrestricted Sourcing E '7RPRISE SOFTWARE MARS Company • 392S SW 13th Street • Ocala, FL 34474 • marswater.com Pnnn ')A of q I Advanced Scale & ry; Control System Scale & Control 11 • Full Color, Multi -Touch Display For Increased Ease of Use • Advanced Interpretation of Weight Transmitter Data • Compatible With Avery Weigh- Tronix & Other Scales • Enhanced Control For Other External Systems • Optional Water Temperature Correction To Ensure Accuracy • Remote, Online Software Updates Advanced Contra Optional Modules Custom Test & Enhanced Reporting Core Platform _onnectivity Note A0 spKhiicatlons subjectto charrgewltlwut node¢ Product prototype pkhm mayvaryfrom Ihwl product dei*L P--Ws1m 02.17-2019 MARS Company • 3925 SW 13th Street • Ocala, FL 34474 • marswater.com Advanced Scale &Control / Avery WT 1310 Comparison • Advanced Weight Scale Capability • Full Color Touchscreen For Increased Ease of Use • Advanced Interpretation of Weight Transmitter Data • Compatible With Avery Weigh Tronix & Other Scales • Includes New M3 Enterprise Software Updates • Enhanced Control For Other External Systems • All Automated Valves • Water Temperature Correction To Ensure Accuracy • Adaptability For Special Config. Requirements • Remote, Online Software Updates Limit Downtime and Ensure Latest Features • Advanced Online Troubleshooting • Expandable, Module Design • Designed For Scalability and Investment Protection • Full Support forToday's & Future Control Systems • Expandable, Module Design • Universal Components for Unrestricted Sourcing ENTERPRISE SOFTWARE MARS Company • 3925 SW 13th Street • Ocala, FL 34474 • marswater.com Donn W, of 2Z Advanced Scale &Control / Avery WT 1310 Comparison WPeuse PfewRate 0.006 ra.t6 r Tnnk 1 1Ank 2 TAnk3 'font rl 4 FA f % R Description Advanced Scale & Avery WT 1310 Control System + Display Twads"" °hploy Dot Graphic, Keypad Entry + ScalabilityejOnjOl� otwalopmant + Diagnostics Trytubhabeptipg + line Selection AutomaNd i onlrMupdaoalli'4 wvrl1 Manual + Software Support + Manufacturing Status Acw^unkiwal CompenaMs + Temperature Correction till No Avery Weigh-Tronlit Only + Scale System Compatibility Mul�pgsyata�ls MARS Test Bench Weiaht Scale Options Advanced Scale Control Now GravlmMdce High M3lntepated MARSAdvancedTouch Optlonal M3Fnterprlse-New universal Scale Required Systems Screen & Graphics Xr3e&Control Module Compatiblitys GraMmetrk Seale 2003-2017 Avery "gh-Tr AW Gravimetric Meal Digital Console Readout only Avery Wdah-Tronia MARS L?�1 V ScA, SW AW 1310 (Obsolctel Optional 1310 Discontinued DWontinued 1310 sAW(Requir,d) Manualsystem Now - Low Manual Sight -Glass - - Optional Bole. Ii U Salo S.dyon Mr A—, WeW�T,, ZAS e'aalolod U10 Sa% lload ti 20 2017'M m a 000, naia tomlams alloeees Ma W.,prae Soawaa Note: All specifications subject tochargewithout notice; Product prototype pictures maywryfmm Areal productdes4n. ReN51on:02-17.2019 MARS Company a 3925 SW 13th Street a Ocala, FL 34474 a marswater.com Pnno 77 of 'lq Exhibit B City of Lubbock, TX Proposal 2020/2021 202214 2025 Madd Number Mnual fw Ores -Time feep Mnu.IF- O-Timt Fee Mnwl Fv O Tkaw F" A I F. Om ni-Ftot mMnwl F" Orw-Time Fee Mnud FN 0iwTlrrr Foe MARS AdwmadC-W-Ws Sole 6Con%91Swmn120101 1 92-00003.11 $58,674 $58,674 >Advanrd&n root o Snk ad Control ColNalo SDLTOW $58.674 $58,674 JJJ j .1 1 sl•O1011u $7,a10 $TAW € SobTWI 57,610 $71m 1 9970BOWN $1QlW $10,6a0 SWtTad SSOAao $10AW 311(MM3 Eamwlpe 5o)titn sdr- iYtrt Am ud [oetrmttd S.rnT>dlivi1.1475! > 1021• SnWl TM aenrh Tier O Amml Umnw,F«IQSDOmt<pr Mae wrnal'•N 1 71-54201.21 :12.13-1 SQ,283 > 20II•Smdl Toa Bensh TNrRAmutl llmny Ft.IQ.soD metprMmperye4r)''tl 1 71-54201.22 $Ie.Stl $"S11 > 2D23-Smtu Te 0-.h TMRAmuduunyF (Q.500-.11 eper Ytwj- 1 71-SA201.23 5_!.1 G1 $51.162 > 2024-Smell Tt OmchTltr0Ann dUmn Fi (QS00mmn per"wi'w 1 71.54201.24 .5'rt.17; $56,279 e > 2025•SmdlTM aon<n TNraAmual Llmny Fw (o2,500 mobr<tab wrn„r.M 1 71-54201-25 56t.9D1 561.907 > MARS M3 Emerpr Mina Manapmam Ad -ad SO-. MdWs-IMd W.. (Indudes 1st You Annual Sm Wart U-Fw) a%ddkwd In lM Nopmat > Core Moduk > Cmn skRY Mdde > Aduannd Rq-.g Mdub > Adpuud Swlo MaduN Sub.Tad 542yn] ia[.$Ir S=i'-CS S:f-t'S 56iw, $254.142 MARS [rlbmlpn Cerdlleetlpn IMCCI- S•YurAnwY Unutetd Rtnawd 12021-302514 > 2021-$maNMdlum Tat Bamh ar Moblk(Trmk Testes) 1 n1-10001.11 $9,680 $9,116 > 2022.&nWMdkm Tat BmchaMo%lo(TrmkTesttd 1 81-100D1.12 $9,690 $91572 2023 -.' dlum Tmt Ba 1 a1-100,0 $9,6b0 $10m :M-...(T..kTostd , 2024 SDMIVMdW T- BwchWk(Trmk Tenter) 1 at-Iam1.1{ $9,680 $10,553 > 2025.SmaIVMdy Tat BanphaMoblle(Tru kTmtu) 1 a11000115 $9,680 $11,OB1 SobToW $91690 $9,680 $9,6$0 $9,690 $9,6a0 $50,372 Sub GMW T.W I 551,%3 $77,394 $56,191 $0 $60AM2 SO $65,959 $0 $71.sa7 SO $308,514 $77p94 GmdT.w 1$229,357 1$'+4.191 SE+f,6a2 565.959 $n,562 S38SAW MCC COmnnd Mnwl MuhLYtar on-. Small Bamh TM 11(Q.SR)V.p ..it M3 C-,-d Mnwl MuhFYou Dkaoua 1516,4a5) ($13D,832) $9.680 SO $9,650 s0 $9,680 So $9,680 50 $9,6001 Sol 54a,39a $0 NW so $77,394 SO $o $0 $0 so $0 $0 $0 $77.394 M3Enbndw AnmWSohwww Mdnt-, ad Srmmrt $25,462 50 $25.462 SD 525,462 SD $25,462 S $25,462 $0 $127,31a $0 Tad D%tauRS lmAdad(M3) ($16,e21) :.':.1.•au ..- ($30,217) 536,"51 Dbpaut% SS% ST% 42% 47% Sl%I 34% Nees:„r,.n.na«.wwwwp..«....rmri.Ewnr.mv } 4awY ywmnr Yawroam 1„ a.en a sw m m s u,pao pw waa wr W.la oaa mesa Irw..aWm.M wYnw m a wr Matl» w.r a wan ...,.. , }yawwmwrpw mwwme rqupetwmawmb pm,<Nayyra MnwtlMabmvautlpr NMl Vp/Ytl W 4CCmMb rppNpadwa NMFpr pldrykrtltl lalaarm Iran aY aatl mrpruuY } MMS DawrY )pmm wtl Gtllapre 1NnI m an pmpa+ LIMr«a•<narr tapvw MawMlw mama wma -ttlrr anp9M<r,MntMN•)Mtll<)StlmpaaMyryMalYunrSM/MEDpeYMn Mr f) mpnh Lltlrr akp9 W WMa lMN• )Mnl<i.Stl,manFyryMalYmr WarMmiwlpa Il mma) L Om-)tlw rw HW a )tF. Ynu4tlnn ma. am Y<Hy soiawapmErFrMr.arwwwYspmra.lw,..r«, ra..ww srra. uprmmm.e ma onw.«m arawmawpYw«m.a mra.rm,, a.ppt.M.. aU$tlt- a3rd11,Yv •'�•..eIn Rend Dbeeme 2%dlnmum m sd wwA aMkxalpnwlraa-IM 3%dlsmumwhm lYtmld 3%dkmae m sW win WItiwplbn-1 w1115yoy mM 43%alRLmtwkll P-" M=Md}Y-BairWN. R.-d Dbmwe 1%tlkmunlonu0 vuNdruletrpewn nnwalwM lw!netanbaC2%dlsmwnwhan m4D4 21 MAaS M3-E pQDM Yb14 LYMed YX M.M-,-tW VOL 1/SI2021 MARSampary CNdldwRW btock ,lLub PURCHASE ORDER TEXAS TO: OW INVESTORS, LLC DBA MARS 3925 SW 13TH STREET OCALA FL 34477 Page - 1 Date - 3/29/2021 Order Number 22105131 000 OP Branch/Plant 6311 TO: CITY OF LUBBOCK WATER UTILITIES OPERATIONS 402 MUNICIPAL DR LUBBOCK TX 79401 NIVOICETO: CrrYOFLUBBOCK ACCOUNISPAYABLE P.O. BOX 2000 LUBBOCK, TX 79457 BY: jV Marta Alvarez, i)trector Purchasing & Contract Management Ordered 3/29/2021 Freight Requested 4/12/2021 Taken By J MONTES Delivery P NOLEN REQ 57160 CONTRACT 15697/ PUR 15837 Please contact Raquel Mullen regarding information on this PO 806-775-3745 RMullen@mylubbock.us Description/Supplier Item Ordered Unit Cost UM Extension Request Date Small -TB Console -Upgrade 1.000 58,674.0000 EA 58,674.00 4/12/2021 910100311 TB Installation & Training 1.000 7,840.0000 EA 7,840.00 4/12/2021 510101111 MCC Annual Contract Ist yr 1.000 9,680.0000 EA 9,680.00 4/12/2021 811000111 Shipping & Handling 1.000 10,880.0000 EA 10,880.00 4/12/2021 997080 W H Total Order Terms NET DUE ON RECEIPT 87,074.00 This purchase order encumbers funds in the amount of $87,074.00 awarded to OW Investors, LLC DBA Mars Company of Ocala, FL, on 2021. The following is incorporated into and made part of this purchase order by reference: contract 15697 from OW Investors, LLC DBA Mars Company of Ocala, FL. Resolution#2021-R0031 CITY OF LUBBOCK L�J Y Daniel M. Pope, Mayor ATTEST: Rebecc Garza, City Secreta Rev.1/2020 Seller and Buyer agree as follows: PURCHASE ORDER TERMS AND CONDITIONS IMPORTANT: READ CAREFULLY STANDARD TERMS AND CONDITIONS CITY OF LUBBOCK, TX 1. SELLER TO PACKAGE GOODS. Seller will package goods in accordance with good commercial practice. Each shipping container shall be clearly and permanently marked as follows (a) Seller's name and address, (b) Consignee's name, address and purchase order or pur base release number and the supply agreement number ifapplicable, (c) Container number and total number of containers, e.g. box t of 4 boxes, and (d) the number of the container bearing the packing slip. Seller shall bear cost of packaging unless otherwise provided. Goods shall be suitably packed to secure lowest transportation costs and to conform with requirements of common carriers and any applicable specifications. Buyer's count or weight shall be final and conclusive on shipments not accompanied by packing lists. 2. SHIPMENT UNDER RESERVATION PROHIBITED. Seller is not authorized to ship the goods under reservation and no tender of a bill of lading will operate as a tender of goods. 3. TITLE AND RISK OF LOSS. The title and risk of loss of the goods shall not pass to Buyer until Buyer actually receives and takes possession of the goods at the point or points of delivery. 4. NO REPLACEMENT OF DEFECTIVE TENDER. Every tender of delivery of goods must fully comply with all provisions of this contract as to time of delivery, quality and the like. if a tender is made which does not fully conform, this shall constitute a breach and Seller shall not have the right to substitute a conforming tender, provided, where the time for performance has not yet expired, the Seiler may reasonably notify Buyer of his intention to cure and may then make a conforming tender within the contract time but not afterward. 5. INVOICES & PAYMENTS. a S e 11 e r shall submit separate invoices, in duplicate, one each purchase order or purchase release after each delivery. Invoices shall indicate the purchase order or purchase release number and the supply agreement number if applicable. Invoices shall be itemized and transportation charges, if any, shall be listed separately. A copy of the bill of lading, and the freight waybill when applicable, should be attached to the invoice. Mail To: Accounts Payable, City of Lubbock, P. 0. Box 2000, Lubbock, Texas 79457. Payment shall not be due until the above instruments are submitted after delivery. 6. GRATUITIES. The Buyer may, by written notice to the Seller, cancel this contract without liability to Seller if it is determined by Buyer that gratuities, in the form of entertainment, gifts or otherwise, were offered or given by the Seller, or any agent or representative of the Seller, to any officer or employee of the City of Lubbock with a view to securing a contract or securing favorable treatment with respect to the awarding or amending, or the making of any determinations with respect to the performing of such a contract. In the event this contract is canceled by Buyer pursuant to this provision. Buyer shall be entitled, in addition to any other rights and remedies, to recover or withhold the amount of the cost incurred by Seller in providing such gratuities. 7. SPECIAL TOOLS & TEST EQUIPMENT. If the price stated on the face hereof includes the cost of any special tooling or special test equipment fabricated or required by Seller for the purpose of felling this order, such special tooling equipment and any process sheets related thereto shall become the property of the Buyer and to the extent feasible shall be identified by the Seller as such. 8. WARRANTY -PRICE. a The price to be paid by the Buyer shall be that contained in Seller's bid which Seller warrants to be no higher than Seller's current process on orders by others for products of the kind and specification covered by this agreement for similar quantities under similar of like conditions and methods of purchase. In the event Seller breaches this warranty, the prices of the items shall be reduced to the Seller's current prices on orders by others, or in the alternative. Buyer may cancel this contract without liability to Seller for breach or Seller's actual expense. b. The Seller warrants that no person or selling agency has been employed or retained to solicit or secure this contract upon an agreement or understanding for commission, percentage, brokerage, or contingent fee excepting bona fide employees of bona fide established commercial or selling agencies maintained by the Seller for the purpose of securing business. For breach of vitiation of this warranty the Buyer shall have the right in addition to any other right of rights to cancel this contract without liability and to deduct from the contract price, or otherwise recover without liability and to deduct from the contract price, or otherwise recover the full amount of such commission, percentage, brokerage or contingent fee. 9. WARRANTY -PRODUCT. Seller shall not limit or exclude any implied warranties and any attempt to do so shall render this contract voidable at the option of the Buyer. Seller warrants that the goods fumished will conform to the specification, drawings, and descriptions listed in the bid invitation, and to the samplc(s) fumished by the Seller, if any. In the event of a conflict or between the specifications, drawings, and descriptions, the specifications shall govern Notwithstanding any provisions contained in the contractual agreement, the Seller represents and warrants fault -free performance and fault -fire result in the processing date and date related data (including, but not limited to calculating, comparing and sequencing) of all hardware, software and firmware products delivered and services provided under this Contract, individually or in combination, as the case may be from the effective date of this ContracL The obligations contained herein apply to products and services provided by the Seller, its sub- Seller or any third party involved in the creation or development of the products and services to be delivered to the City of Lubbock under this ContracL Failure to comply with any of the obligations contained herein, may result in the City of Lubbock availing itself of any of its rights under the law and under this Contract including, but not limited to, its right pertaining to termination or default. The warranties contained herein are separate and discrete from any other warranties specified in this Contract, and are not subject to any disclaimer of warranty, implied or expressed, or limitation of the Seller's liability which may be specified in this Contract, its appendices, its schedules, its annexes or any document incorporated in this Contract by reference. 10. SAFETY WARRANTY. Seller warrants that the product sold to the Buyer shall conform to the standards promulgated by the U. S. Department of Labor under the Occupational Safety and Health Act of 1970. In the event the product does not conform to OSHA standards, Buyer may return the product for correction or replacement at the Seller's expense. In the event Seller fails to make the appropriate correction within a reasonable time, correction made by Buyer will be at the Seller's expense. 11. NO WARRANTY BY BUYER AGAINST INFRINGEMENTS. As part of this contract for sale Seiler agrees to ascertain whether goods manufactured in accordance with the specifications attached to this agreement will give rise to the rightful claim of any third person by way of infringement of the like. Buyer makes no warranty that the production of goods according to the specification will not give rise to such a claim, and in no event shall Buyer be liable to Seller for indemnification in the event that Seller is sued on the grounds of infringement of the like. If Seller is of the opinion that an infringement or the like will result, he will notify the Buyer to this effect in writing within two weeks after the signing of this agreement. if Buyer does not receive notice and is subsequently held liable for the infringement or the like, Seller will save Buyer harmless. if Seller in good faith ascertains the production of the goods in accordance with the specifications will result in infringement or the like, the contract shall be null and void 12. NON APPROPRIATION. All funds for payment by the City under this contract are subject to the availability of an annual appropriation for this purpose by the City. In the event of nonappropriation of funds by the City Council of the City of Lubbock for the goods or services provided under the contract, the City will terminate the contract, without termination charge or other liability, on the last day of the then -current fiscal year or when the appropriation made for the then -current year for the goods or services covered by this contract is spent, whichever event occurs first. if at any time funds are not appropriated for the continuance of this contract, cancellation shall be accepted by the Seller on thirty (30) days prior written notice, but failure to give such notice shall be of no effect and the City shall not be obligated under this contract beyond the date of termination 13. RIGHT OF INSPECTION. Buyer shall have the right to inspect the goods at delivery before accepting them 14. CANCELLATION. Buyer shall have the right to cancel for default all or any part of the undelivered portion of this order if Seller breaches any of the terms hereof including warranties of Seller or if the Seller becomes insolvent or commits acts of bankruptcy. Such right of cancellation is in addition to and not in lieu of any other remedies which Buyer may have in law or equity. 15. TERMINATION. The performance of work under this order may be terminated in whole, or in part by the Buyer in accordance with this provision Termination of work hereunder shall be effected by the delivery of the Seller of a "Notice of Termination" specifying the extent to which performance of work under the order is terminated and the date upon which such termination becomes effective. Such right or termination is in addition to and not in lieu of the rights of Buyer set forth in Clause 14, herein 16. FORCE MAJEURE. Neither party shall be held responsible for losses, resulting if the fulfillment of any terns of provisions of this contract is delayed or prevented by any cause not within the control of the party whose performance is interfered with, and which by the exercise of reasonable diligence said party is unable to prevent. 17. ASSIGNMENT -DELEGATION. No right or interest in this contract shall be assigned or delegation of any obligation made by Seller without the written permission of the Buyer. Any attempted assignment or delegation by Seller shall be wholly void and totally ineffective for all purpose unless made in confornitywith this paragraph. 18. WAIVER. No claim or right arising out of a breach of this contract can be discharged in whole or in part by a waiver or renunciation of the claim or right unless the waiver or renunciation is supported by consideration and is in writing signed by the aggrieved party. 19. INTERPRETATION -PAROLE EVIDENCE. This writing, plus any specifications for bids and performance provided by Buyer in its advertisement for bids, and any other documents provided by Seller as part of his bid, is intended by the parties as a final expression of their agreement and intended also as a complete and exclusive statement of the terns of their agreement. Whenever a tern defined by the Uniform Commercial Code is used in this agreement, the definition contained in the Code is to control. 20. APPLICABLE LAW. This agreement shall be governed by the Uniform Commercial Code. Wherever the term "Uniform Commercial Code" is used, it shall be construed as meaning the Uniform Commercial Code as adopted in the State of Texas as effective and in force on the date of this agreement. 21. RIGHT TO ASSURANCE. Whenever one party to this contract in good faith has reason to question the other party's intent to perform he may demand that the other party give written assurance of his intent to perform. In the event that a demand is made and no assurance is given within five (5) days, the demanding party may treat this failure as an anticipatory repudiation of the contract. 22. INDEMNIFICATION. Seller shall indemnify, keep and save harmless the Buyer, its agents, officials and employees, against all injuries, deaths, loss, damages, claims, patent claims, suits, liabilities, judgments, costs and expenses, which may in anywise accrue against the Buyer in consequence of the granting of this Contract or which may anywise result therefrom, whether or not it shall be alleged or determined that the act was caused through negligence or omission of the Seller or its employees, or of the subSeller or assignee or its employees, if any, and the Seller shall, at his own expense, appear, defend and pay all charges of attorneys and all costs and other expenses arising therefrom of incurred in connection therewith, and, if any judgment shall be rendered against the Buyer in any such action, the Seller shall, at its own expenses, satisfy and discharge the same Seller expressly understands and agrees that any bond required by this contract, or otherwise provided by Seller, shall in no way limit the responsibility to indemnify, keep and save harmless and defend the Buyer as herein provided. 23. TIME. It is hereby expressly agreed and understood that time is of the essence for the performance of this contract, and failure by contract to meet the time specifications of this agreement will cause Seller to be in default of this agreement. 24. MBE. The City of Lubbock hereby notifies all bidders that in regard to any contract entered into pursuant to this request, minority and women business enterprises will be afforded equal opportunities to submit bids in response to this invitation and will not be discriminated against on the grounds of race, color, sex or natural origin in consideration for an award. 25. NON -ARBITRATION. The City reserves the right to exercise any right or remedy to it by law, contract, equity, or otherwise, including without limitation, the right to seek any and all forms of relief in a court of competent jurisdiction. Further, the City shall not be subject to any arbitration process prior to exercising its unrestricted right to seek judicial remedy. The remedies set forth herein arc cumulative and not exclusive, and may be exercised concurrently. To the extent of any conflict between this provision and another provision in, or related to, this document, this provision shall control. 26. RIGHT TO AUDIT. At any time during the term of the contract, or thereafter, the City, or a duly authorized audit representative of the City or the State of Texas, at its expense and at reasonable times, reserves the right to audit Contractor's records and books relevant to all services provided to the City under this Contract. In the event such an audit by the City reveals any errors or overpayments by the City, Contractor shall refund the City the full amount of such overpayments within thirty (30) days of such audit findings, or the City, at its option, reserves the right to deduct such amounts owing the City from any payments due Contractor. 27. HOUSE BILL 2015. House Bill 2015, signed by the Governor on June 14, 2013 and effective on January 1, 2014, authorizes a penalty to be imposed on a person who contracts for certain services with a governmental entity and who fails to properly classify their workers. This applies to subcontractors as well. Contractors and subcontractors who fail to properly classify individuals performing work under a governmental contract will be penalized S200 for each individual that has been misctassified (Texas Government Code Section 2155.001). 28. ASSIGNING OR SUBLETTING THE CONTRACT. The Contractor shall not assignor sublet the contract, or any portion of the contract, without written consent from the Director of Purchasing and Contract Management. Should consent be given, the Contractor shall insure the Subcontractor or shall provide proof on insurance from the Subcontractor that complies with all contract Insurance requirements. 29. HOUSE BILL 1295 DISCLOSURE OF INTERESTED PARTIES. House Bill 1295, adopted by the 84th Legislature, created §2252.908, Texas Government Code. Section 2252.908 requires a business entity entering into certain contracts with a governmental entity or state agency to file with the governmental entity or state agency a disclosure of interested parties at the time the business entity submits the signed contract to the governmental entity or state agency. Instructions for completing Form 1295 are available at: http:/'%eww.ci.lubbock.tx.us `departmental-websites/denartnrentslptrrchasing'vendor-information 30. CONTRACTOR ACKNOWLEDGES, by supplying any Goods or Services that the Contractor has read, fully understands, and will be in full compliance with all terns and conditions and the descriptive material contained herein and any additional associated documents and Amendments. The City disclaims any terns and conditions provided by the Contractor unless agreed upon in writing by the parties. In the event of conflict between these terms and conditions and any terms and conditions provided by the Contractor, the terns and conditions provided herein shall prevail. The terns and conditions provided herein are the final terms agreed upon by the parties, and any prior conflicting terns shall be of no force or effect. 31. HB 89 The Contractor wan -ants that it complies with Chapter 2270.001 of the Texas Government Code by verifying that: (1) The Contractor does not boycott Israel; and(2) The Contractor will not boycott Israel during the term of the Agreement. 32. The Contractor (i) does not engage in business with Iran, Sudan or any foreign terrorist organization and (ii) it is not listed by the Texas Comptroller under Section 2252.153, Texas Government Code, as a company known to have contracts with or provide supplies or services to a foreign terrorist organization. 33. TEXAS PUBLIC INFORMATION ACT. The requirements of Subchapter J, Chapter 552, Government Code, may apply to this contract and the contractor or vendor agrees that the contract can be terminated if the contractor or vendor knowingly or intentionally fails to comply with a requirement of that subchapter. 34. Pursuant to Section 552.234(c) of the Texas Government Code, the City of Lubbock has designated the following email address for which public information requests may be made by an emailed request: on-w mylubbock.us. Please send this request to this email address for it to be processed. REV. 12020 MORS OWA COMPANY ! � MARS COMPANY 3925 SW 13TH ST OCALA, FL 34474-8739 352-694-7195 BILLTO City of Lubbock Acct. Payable PO BOX 2000 Lubbock, TX 79457 Purchase Order n: Res. 2021-R0031 Date:3/03/2021 Due Date: 4/02/2021 Invoice No: 2021TBM31MCC Salesperson: JoSc Customer Number: LUBBOCK SHIP TO City of Lubbock Water Utilities Operations 402 Municipal Dr Lubbock, TX 79401 INVOICE DESCRIPTION ITEM NUMBER QUANTITY AMOUNT Small -TB Console - Upgrade 910100311 1.00 $58,674.00 TB Installation & Training 510101111 1.00 $7,840.00 MCC Annual Contract Year 1 811000111 1.00 $9,680.00 Shipping/crating/handling 997080WH 1.00 To avoid software service disruption payment is due in full on or before due date THANK YOU FOR YOUR BUSINESS! Standard MARS Warranty, Terms and Conditions Apply Remittance Advice - Wire/ACM Funds to: Valley National Bank 4790140th Ave North Clearwater, FL 33762 OW Investors, dba MARS Company 3925 SW 13th Street Ocala, FL 34474 Routing Number: 063116177 Account Number: 500121561 $10,880.00 $87,074.00