24-R-143 Agreement Genserv Inc On-call servicesRESOLUTION NO. 24-R-143
A RESOLUTION BY THE CITY COUNCIL OF THE CITY OF SCHERTZ,
TEXAS AUTHORIZING AN AGREEMENT WITH GENSERV INC. FOR
PREVENTATIVE MAINTENANCE AND ON -CALL GENERATOR
SERVICES AND OTHER MATTERS IN CONNECTION THEREWITH
WHEREAS, the City of Schertz (the "City") requires preventative maintenance and on -
call generator services; and
WHEREAS, the Fleet Services Department solicited proposals from qualified vendors to
perform preventative maintenance and on -call generator services; and
WHEREAS, City staff recommends awarding a contract to the highest ranked firm,
Genserve Inc., to perform preventative maintenance and on -call generator services; and
WHEREAS, the City of Schertz will fund the preventative maintenance and on -call
generator services through the approved 2024-2025 annual budget.
NOW THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF
SCHERTZ, TEXAS THAT:
Section 1. The City Council hereby authorizes the City Manager to execute an agreement
with Genserve Inc. for preventative maintenance and on -call generator services as set forth
in Exhibit A, with a total contract amount not -to -exceed $200,000.
Section 2. The recitals contained in the preamble hereof are hereby found to be true, and
such recitals are hereby made a part of this Resolution for all purposes and are adopted as a
part of the judgment and findings of the City Council.
Section 3. All resolutions, or parts thereof, which are in conflict or inconsistent with any
provision of this Resolution are hereby repealed to the extent of such conflict, and the
provisions of this Resolution shall be and remain controlling as to the matters resolved
herein.
Section 4. This Resolution shall be construed and enforced in accordance with the laws
of the State of Texas and the United States of America.
Section 5. If any provision of this Resolution or the application thereof to any person or
circumstance shall be held to be invalid, the remainder of this Resolution and the application
of such provision to other persons and circumstances shall nevertheless be valid, and the
City Council hereby declares that this Resolution would have been enacted without such
invalid provision.
Section 6. It is officially found, determined, and declared that the meeting at which this
Resolution is adopted was open to the public and public notice of the time, place, and subject
matter of the public business to be considered at such meeting, including this Resolution,
was given, all as required by Chapter 551, Texas Government Code, as amended.
Section 7. This Resolution shall be in force and effect from and after its final passage,
and it is so resolved.
PASSED AND ADOPTED, this day of 2025.
Wutilerr
TEXAS
r
AT ST:
Sheila Edmonds n, City Secretary
EXHIBIT A
Agreement for Preventative Maintenance & On -Call Generator Services
CITY OF SCHERTZ
SERVICE AGREEMENT
THE STATE OF TEXAS §
GUADALUPE COUNTY §
This Service Agreement ("Agreement") is made and entered by and between the City of Schertz,
Texas, (the "City") a Texas municipality, and Genserve, Inc. ("Contractor").
Section 1. Duration
This Agreement shall become effective upon the date of the final signature affixed hereto and shall
remain in effect through 31 December 2027 with the option to renew for two (2) additional terms
of (1) year each unless terminated as provided for in this Agreement.
Section 2. Scope of Work
(A) Contractor shall perform the Work as more particularly described in the Scope of Work
attached hereto as Exhibit "A". The work as described in the Scope of Work constitutes
the "Project".
(B) The Quality of Work provided under this Agreement shall be of the level of quality
performed by Contractors regularly rendering this type of service.
(C) The Contractor shall perform its Work for the Project in compliance with all statutory,
regulatory and contractual requirements now or hereafter in effect as may be applicable to
the rights and obligations set forth in the Agreement.
(D) The Contractor may rely upon the accuracy of reports and surveys provided to it by the City
except when defects should have been apparent to a reasonably competent Contractor or
when it has actual notice of any defects in the reports and surveys.
Section 3. Compensation
(A) The Contractor shall be paid in full upon completion of the project or in the manner set forth
in Exhibit "A" and as provided herein.
(B) Billing Period. Subject to Chapter 2251, Texas Government Code (the "Prompt Payment
Act"), payment is due within thirty (30) days of the City's receipt of the Contractor's invoice.
Interest on overdue payments shall be calculated in accordance with the Prompt Payment
Act.
(C) Reimbursable Expenses. Any and all reimbursable expenses related to the Project shall be
included in the scope of Work (Exhibit A) and accounted for in the total contract amount.
(D) Payments Subject to Future Appropriation. This Agreement shall not be construed as a
commitment, issue, pledge or obligation of any specific taxes or tax revenues for payment
to Contractor.
Genserve, Inc. Service Agreement
PAGE
(1) All payments or expenditures made by the City under this Agreement are subject to
the City's appropriation of funds for such payments or expenditures to be paid in the
budget year for which they are made.
(2) The payments to be made to Contractor, or other expenditures under this Agreement,
if paid, shall be made solely from annual appropriations of the City as may be legally
set aside for the implementation of Article III, Section 52-a of the Texas Constitution
or Chapter 380 of the Texas Local Government Code or any other economic
development or financing program authorized by statute or home rule powers of the
City under applicable Texas law, subject to any applicable limitations or procedural
requirements.
(3) In the event the City does not appropriate funds in any fiscal year for payments due or
expenditures under this Agreement, the City shall not be liable to Contractor for such
payments or expenditures unless and until appropriation of said funds is made;
provided, however, that Contractor, in its sole discretion, shall have the right but not
the obligation to terminate this Agreement and shall have no obligations under this
Agreement for the year in respect to which said unappropriated funds relate.
(4) To the extent there is a conflict between this Section and any other language or
covenants in this Agreement, this Section 3 shall control.
Section 4. Time of Completion
The prompt completion of the Work under the Scope of Work relates is critical to the City.
Unnecessary delays in providing Work under a Scope of Work shall be grounds for dismissal of
the Contractor and termination of this Agreement without any or further liability to the City other
than a prorated payment for necessary, timely, and conforming work done by Contractor prior to
the time of termination.
(A) Contract Times: Days
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Section 5. Insurance
Before commencing work under this Agreement, Contractor shall obtain and maintain the liability
insurance provided for below throughout the term of the Project plus an additional two years. The
contractor shall provide evidence of such insurance to the City. Such documentation shall meet
the requirements noted in Exhibit B.
Contractor shall maintain the following limits and types of insurance:
Workers Compensation Insurance: Contractor shall carry and maintain during the term of this
Agreement, workers compensation and employers' liability insurance meeting the requirements of
the State of Texas on all the Contractor's employees carrying out the work involved in this
contract.
General Liability Insurance: Contractor shall carry and maintain during the term of this
Agreement, general liability insurance on a per occurrence basis with limits of liability not less
than $1,000,000 for each occurrence and for fire damage. For Bodily Injury and Property Damage,
coverage shall be no less than $1,000,000. As a minimum, coverage for Premises, Operations,
Products and Completed Operations shall be $2,000,000. This coverage shall protect the public or
any person from injury or property damage sustained by reason of the Contractor or its employees
Genserve, Inc. service Agreement
PAGE 2
carrying out the work involved in this Agreement. The general aggregate shall be no less than
$2,000,000.
Automobile Liability Insurance: Contractor shall carry and maintain during the term of this
Agreement, automobile liability insurance with either a combined limit of at least $1,000,000 per
occurrence for bodily injury and property damage or split limits of at least $1,000,000 for bodily
injury per person per occurrence and $1,000,000 for property damage per occurrence. Coverage
shall include all owned, hired, and non -owned motor vehicles used in the performance of this
contract by the Contractor or its employees.
Subcontractor: In the case of any work sublet, the Contractor shall require subcontractor and
independent contractors working under the direction of either the Contractor or a subcontractor to
carry and maintain the same workers compensation and liability insurance required of the
Contractor.
Qualifying Insurance: The insurance required by this Agreement shall be written by non -assessable
insurance company licensed to do business in the State of Texas and currently rated "B+" or better
by the A.M. Best Companies. All policies shall be written on a "per occurrence basis" and not a
"claims made" form.
Evidence of such insurance shall be attached as Exhibit "C".
Failure of Certificate Holder to demand a certificate or other evidence of full compliance with these
insurance requirements or failure of Certificate Holder to identify a deficiency from evidence that is
provided will not be construed as a waiver of Insured's obligation to maintain such insurance.
Section 6. Miscellaneous Provisions
(A) Subletting. The Contractor shall not sublet or transfer any portion of the work under this
Agreement, or any Scope of Work issued pursuant to this Agreement unless specifically
approved in writing by the City, which approval shall not be unreasonably withheld.
Subcontractors shall comply with all provisions of this Agreement and the applicable Scope
of Work. The approval or acquiescence of the City in the subletting of any work shall not
relieve the Contractor of any responsibility for work done by such subcontractor.
(B) Compliance with Laws. The Contractor shall comply with all federal, state and local laws,
statutes, ordinances, rules and regulations, and the orders and decrees of any courts,
administrative, or regulatory bodies in any matter affecting the performance of this
Agreement, including, without limitation, worker's compensation laws, minimum and
maximum salary and wage statutes and regulations, and licensing laws and regulations. When
required, the Contractor shall furnish the City with satisfactory proof of compliance.
(C) Independent Contractor. Contractor acknowledges that Contractor is an independent
contractor of the City and is not an employee, agent, official or representative of the City.
Contractor shall not represent, either expressly or through implication, that Contractor is an
employee, agent, official or representative of the City. Income taxes, self-employment taxes,
social security taxes and the like are the sole responsibility of the Contractor.
(D) Non -Collusion. Contractor represents and warrants that Contractor has not given, made,
promised or paid, nor offered to give, make, promise or pay any gift, bonus, commission,
money or other consideration to any person as an inducement to or in order to obtain the work
Genserve, Inc. Service Agreement
PAGE 3
to be provided to the City under this Agreement. Contractor further agrees that Contractor
shall not accept any gift, bonus, commission, money, or other consideration from any person
(other than from the City pursuant to this Agreement) for any of the Work performed by
Contractor under or related to this Agreement. If any such gift, bonus, commission, money,
or other consideration is received by or offered to Contractor, Contractor shall immediately
report that fact to the City and, at the sole option of the City, the City may elect to accept the
consideration for itself or to take the value of such consideration as a credit against the
compensation otherwise owing to Contractor under or pursuant to this Agreement.
(E) Force Majeure. If the performance of any covenant or obligation to be performed hereunder
by any party is delayed as a result of circumstances which are beyond the reasonable control
of such party (which circumstances may include, without limitation, pending litigation, acts
of God, war, acts of civil disobedience, fire or other casualty, shortage of materials, adverse
weather conditions [such as, by way of illustration and not of limitation, severe rain storms or
below freezing temperatures, or tornados] labor action, strikes or similar acts, moratoriums or
regulations or actions by governmental authorities), the time for such performance shall be
extended by the amount of time of such delay, but no longer than the amount of time
reasonably occasioned by the delay. The party claiming delay of performance as a result of
any of the foregoing force majeure events shall deliver written notice of the commencement
of any such delay resulting from such force majeure event not later than seven (7) days after
the claiming party becomes aware of the same, and if the claiming party fails to so notify the
other party of the occurrence of a force majeure event causing such delay and the other party
shall not otherwise be aware of such force majeure event, the claiming party shall not be
entitled to avail itself of the provisions for the extension of performance contained in this
subsection.
(F) Conflict of Terms.
Scope of work:
In the case of any conflicts between the terms of this Agreement within the Scope of Work,
this Agreement shall govern. The Scope of Work is intended to detail the technical scope of
Work, fee schedule, and contract time only and shall not dictate Agreement terms.
Other Agreements between parties:
In the case of any conflicts between the terms of this Agreement and wording contained within
any other attachment, amendment, and agreement executed between the parties in conjunction
with this Agreement, this Agreement shall govern.
(G) Non -Boycott of Israel. Pursuant to Section 2270.002 of the Texas Government Code,
Contractor certifies that either (i) it meets an exemption criterion 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. Contractor shall state any facts that make it exempt from the
boycott certification as an attachment to this agreement.
Relevant definitions from the bill:
"Company" means a for -profit sole proprietorship, organization, association, corporation,
partnership, joint venture, limited partnership, limited liability partnership, or limited liability
company, including a wholly owned subsidiary, majority -owned subsidiary, parent company,
or affiliate of those entities or business associations that exists to make a profit.
Genserve, Inc. Service Agreement PAGE 4
"Boycott Israel" means refusing to deal with, terminating business activities with, or otherwise
taking any action that is intended to penalize, inflict economic harm on, or limit commercial
relations specifically with Israel, or with a person or entity doing business in Israel or in an
Israeli -controlled territory, but does not include an action made for ordinary business
purposes.
(H) Non -Boycott of Energy. Pursuant to Texas Senate Bill 13 (2021), Contractor certifies that
either (i) it does not boycott Israel and will not boycott energy companies; and (2) will not
boycott energy companies during the term of the contract resulting from this solicitation.
Contractor shall state any facts that make it exempt from the boycott certification as an
attachment to this agreement.
(I) Non -Boycott of Firearm Entity. Pursuant to Texas Senate Bill 19 (2021), Contractor certifies
that it: (a) does not have a practice, policy, guidance, or directive that discriminates against a
firearm entity or firearm trade association; and (b) will not discriminate during the term of the
contract against a firearm entity or firearm trade association.
(J) Access to Premises. Authorized representatives of the Contractor will be allowed access to
the facilities on City premises at reasonable times to fulfil the obligations of the Contractor
regarding such facilities. The contractor shall adhere to all City rules, regulations, and
guidelines while on City property. It is expressly understood that the City may limit or restrict
the right of access herein granted in any manner considered necessary (e.g., national security,
public safety).
(K) Interlocal Participation. The City may enter Interlocal Cooperation Purchasing Agreements
with other governmental entities or governmental cooperatives (hereafter collectively referred
to as "Entity" or "Entities") to enhance the City's purchasing power. At the City's sole
discretion and option, City may inform other Entities that they may acquire items listed in this
IFB. Such acquisition(s) shall be at the prices stated herein and shall be subject to bidder's
acceptance. Entities desiring to acquire items listed in this IFB shall be listed on a rider
attached hereto, if known at the time of issuance of the IFB. City may issue subsequent riders
after contract award setting forth additional Entities desiring to utilize this bid. VENDOR
shall sign and return any subsequently issued riders within ten calendar days of receipt.
In no event shall City be considered a dealer, re -marketer, agent or other representative of
Vendor or Entity. Further, City shall not be considered and is not an agent; partner or
representative of the Entity making purchases hereunder, and shall not be obligated or liable
for any such order.
Entity purchase orders shall be submitted to Vendor by the Entity. City will not be liable or
responsible for any obligations, including, but not limited to, payment, and for any item
ordered by an entity other than City.
Vendor authorizes City's use of Vendor's name, trademarks and Vendor provided materials
in City's presentations and promotions regarding the availability of use of this contract. The
City makes no representation or guarantee as to any minimum amount being purchased by
City or Entities, or whether Entity will purchase utilizing City's contract.
Genserve, Inc. Service Agreement PAGE 5
Section 7. Termination
(A) This Agreement may be terminated:
(1) By the mutual agreement and consent of both Contractor and City;
(2) By either party, upon the failure of the other party to fulfill its obligations as set forth
in either this Agreement or a Scope of Work issued under this Agreement;
(3) By the City, immediately upon notice in writing to the Contractor, as consequence of
the failure of Contractor to perform the Work contemplated by this Agreement in a
timely or satisfactory manner;
(4) By the City, at will and without cause upon not less than thirty (30) days written notice
to the Contractor.
(B) If the City terminates this Agreement pursuant to subsection 7(A)(2) or (3), above, the
Contractor shall not be entitled to any fees or reimbursable expenses other than the fees and
reimbursable expenses then due and payable as of the time of termination and only then for
those Work that have been timely and adequately performed by the Contractor considering
the actual costs incurred by the Contractor in performing work to date of termination, the
value of the work that is nonetheless usable to the City, the cost to the City of employing
another Contractor to complete the work required and the time required to do so, and other
factors that affect the value to the City of the work performed at time of termination. In the
event of termination not the fault of the Contractor, the Contractor shall be compensated for
all basic, special, and additional Work actually performed prior to termination, together with
any reimbursable expenses then due.
Section 8. Indemnification
CONTRACTOR AGREES TO INDEMNIFY AND HOLD THE CITY OF SCHERTZ, TEXAS AND ALL OF ITS
PRESENT, FUTURE AND FORMER AGENTS, EMPLOYEES, OFFICIALS AND REPRESENTATIVES
HARMLESS IN THEIR OFFICIAL, INDIVIDUAL AND REPRESENTATIVE CAPACITIES FROM ANY AND
ALL CLAIMS, DEMANDS, CAUSES OF ACTION, JUDGMENTS, LIENS AND EXPENSES (INCLUDING
ATTORNEY'S FEES, WHETHER CONTRACTUAL OR STATUTORY), COSTS AND DAMAGES (WHETHER
COMMON LAW OR STATUTORY), COSTS AND DAMAGES (WHETHER COMMON LAW OR
STATUTORY, AND WHETHER ACTUAL, PUNITIVE, CONSEQUENTIAL OR INCIDENTAL), OF ANY
CONCEIVABLE CHARACTER, FOR INJURIES TO PERSONS (INCLUDING DEATH) OR TO PROPERTY
(BOTH REAL AND PERSONAL) CREATED BY, ARISING FROM OR IN ANY MANNER RELATING TO THE
WORK OR GOODS PERFORMED OR PROVIDED BY CONTRACTOR — EXPRESSLY INCLUDING THOSE
ARISING THROUGH STRICT LIABILITY OR UNDER THE CONSTITUTIONS OF THE UNITED STATES.
Genserve, Inc. Service Agreement PAGE 6
Section 9. Notices
Any notice required or desired to be given from one parry to the other party to this Agreement
shall be in writing and shall be given and shall be deemed to have been served and received
(whether actually received or not) if (i) delivered in person to the address set forth below; (ii)
deposited in an official depository under the regular care and custody of the United States Postal
Service located within the confines of the United States of America and sent by certified mail,
return receipt requested, and addressed to such party at the address hereinafter specified; or (ill)
delivered to such party by courier receipted delivery. Either party may designate another address
within the confines of the continental United States of America for notice, but until written notice
of such change is received by the other parry, the last address of such party designated for notice
shall remain such party's address for notice.
Section 10. No Assianment
Neither party shall have the right to assign that party's interest in this Agreement without the prior
written consent of the other party.
Section 11. Severability
If any term or provision of this Agreement is held to be illegal, invalid or unenforceable, the
legality, validity or enforceability of the remaining terms or provisions of this Agreement shall not
be affected thereby, and in lieu of each such illegal, invalid or unenforceable term or provision,
there shall be added automatically to this Agreement a legal, valid or enforceable term or provision
as similar as possible to the term or provision declared illegal, invalid or unenforceable.
Section 12. Waiver
Either City or the Contractor shall have the right to waive any requirement contained in this
Agreement that is intended for the waiving party's benefit, but, except as otherwise provided
herein, such waiver shall be effective only if in writing executed by the party for whose benefit
such requirement is intended. No waiver of any breach or violation of any term of this Agreement
shall be deemed or construed to constitute a waiver of any other breach or violation, whether
concurrent or subsequent, and whether of the same or of a different type of breach or violation.
Section 13. Governing Law, Venue
This Agreement and all of the transactions contemplated herein shall be governed by and construed
in accordance with the laws of the State of Texas. The provisions and obligations of this
Agreement are performable in Guadalupe County, Texas such that exclusive venue for any action
arising out of this Agreement shall be in Guadalupe County, Texas.
Section 14. Para2ra ph Headings, Construction
The paragraph headings contained in this Agreement are for convenience only and shall in no way
enlarge or limit the scope or meaning of the various and several paragraphs hereof. Both parties
have participated in the negotiation and preparation of this Agreement and this Agreement shall
not be construed either more or less strongly against or for either party.
Section 15. Binding Effect
Except as limited herein, the terms and provisions of this Agreement shall be binding upon and
inure to the benefit of the parties hereto and their respective heirs, devisees, personal and legal
representatives, successors and assigns.
Genserve, Inc. Service Agreement PAGE 7
Section 16. Gender
Within this Agreement, words of any gender shall be held and construed to include any other
gender, and words in the singular number shall be held and construed to include the plural, unless
the context otherwise requires.
Section 17. Counterparts
This Agreement may be executed in multiple counterparts, each of which shall be deemed an
original, and all of which shall constitute but one and the same instrument.
Section 18. Exhibits & Attachments
All exhibits and attachments to this Agreement are incorporated herein by reference for all
purposes wherever reference is made to the same.
Section 19. Entire Agreement
It is understood and agreed that this Agreement, which incorporates the original RFP, Contractor's
Response to RFP, and Purchase Order(s) issued for payment contains the entire agreement between
the parties and supersedes any and all prior agreements, arrangements or understandings between
the parties relating to the subject matter. No oral understandings, statements, promises or
inducements contrary to the terms of this Agreement exist. This Agreement cannot be changed or
terminated orally.
Order of Precedence. In the event of a conflict between the terms and conditions included in the
body of this Agreement and the terms and conditions included in any of the incorporated
documents, the order of precedence shall be: (a)Agreement; (b) the attachments and/or exhibits to
Agreement, (c)Contractor's Response to RFP, and (d) Purchase Order(s).
Section 20. Relationship of Parties
Nothing contained in this Agreement shall be deemed or construed by the parties hereto or by any
third party to create the relationship of principal and agent or of partnership or of joint venture or
of any association whatsoever between the parties, it being expressly understood and agreed that
no provision contained in this Agreement nor any act or acts of the parties hereto shall be deemed
to create any relationship between the parties other than the relationship of independent parties
contracting with each other solely for the purpose of effecting the provisions of this Agreement.
Section 21. Right To Audit
City shall have the right to examine and audit the books and records of Contractor with regards to
the work described in Exhibit A, or any subsequent changes, at any reasonable time. Such books
and records will be maintained in accordance with generally accepted principles of accounting and
will be adequate to enable determination of: (1) the substantiation and accuracy of any payments
required to be made under this Agreement; and (2) compliance with the provisions of this
Agreement.
Section 22. Dispute Resolution
In accordance with the provisions of Subchapter I, Chapter 271, TEx. LOCAL Gov'T CODE, the
parties agree that, prior to instituting any lawsuit or other proceeding arising from a dispute under
this agreement, the parties will first attempt to resolve the dispute by taking the following steps:
(1) A written notice substantially describing the nature of the dispute shall be delivered by the
Genserve, Inc. Service Agreement PAGE 8
dissatisfied party to the other party, which notice shall request a written response to be delivered
to the dissatisfied party not less than 5 days after receipt of the notice of dispute. (2) If the response
does not reasonably resolve the dispute, in the opinion of the dissatisfied party, the dissatisfied
party shall give notice to that effect to the other parry whereupon each party shall appoint a person
having authority over the activities of the respective parties who shall promptly meet, in person,
in an effort to resolve the dispute. (3) If those persons cannot or do not resolve the dispute, then
the parties shall each appoint a person from the highest tier of managerial responsibility within
each respective parry, who shall then promptly meet, in person, in an effort to resolve the dispute.
Section 23. Disclosure of Business Relationships/Affiliations; Conflict of Interest
Questionnaire
Contractor states that it is in compliance with the applicable filing and disclosure requirements of
Chapter 176 of the Texas Local Government Code.
Certificate of Interested Parties
Effective January 1, 2016, pursuant to House Bill 1295 passed by the 84th Texas Legislature
(Section 2252.908, Texas Government Code, as amended) and formal rules released by the Texas
Ethics Commission (TEC), all contracts with private business entities requiring approval by the
Schertz City Council will require the on-line completion of Form 1295 "Certificate of Interested
Parties." Form 1295 is also required for all contract amendments, extensions or renewals.
Contractors are required to complete and file electronically with the Texas Ethics Commission
using the online filing application.
Please visit the State of Texas Ethics Commission website,
htips://www.ethics.state.tx.us/whatsnew/elf_ info_form1295.htm and
htt. s://www.ethics.state.tx.us/tec/1295-Info.htm for more information.
IF YOU HAVE ANY QUESTIONS ABOUT COMPLIANCE, PLEASE CONSULT YOUR
OWN LEGAL COUNSEL. COMPLIANCE IS THE INDIVIDUAL RESPONSIBILITY OF
EACH PERSON OR AGENT OF A PERSON WHO IS SUBJECT TO THE FILING
REQUIREMENT. AN OFFENSE UNDER CHAPTER 176 IS A CLASS C MISDEMEANOR.
[The remainder of this page is intentionally left blank.]
Genserve, Inc. Service Agreement PAGE 9
EXECUTED on this the day of 320
CITY: CONTRACTOR:
By: By:
Name: Steve Williams Name: Glen D. Howard
Title: City Manager Title: Vice President Sales - Service
ADDRESS FOR NOTICE:
CITY:
City of Schertz
Attn: Steve Williams, City Manager
1400 Schertz Parkway
Schertz, Texas 78154
CONTRACTOR:
GenServe LLC
Attn: Glen D. Howard
2004 W. Howard Lane
Austin, TX 78728
Genserve, Inc. Service Agreement PAGE 10
Exhibit "A"
SCOPE OF WORK
General
The City of Schertz has approximately 13 locations with backup power generators that
require a variety of preventative maintenance and repairs services.
For this proposal, maintenance and repair is defined as work that involves the mending of a
broken system, component(s), or sub-component(s) of a power generator, annual maintenance
(AM) services, and/or routine preventative maintenance (PM) services for the generators located
throughout the City owned facilities.
Respondent shall furnish all labor, supervision, tools, equipment, materials, metering
instruments, supplies, parts, transportation, mobilization, insurance, bonds, permits, reports,
incidentals, and quality control necessary to provide electrical services on an "as -needed
basis". The City does not guarantee a minim value of this contract but will order services on an
as -needed basis.
Services
Generator repair and maintenance services shall include, but is not limited to, the following:
servicing, trouble shooting, repairing, ordering replacement parts in accordance with the
manufacturer's recommendations and making any necessary repairs to ensure each generator is
operating as designed for intended application. Specific work requirements will be identified in
each individual project as they are deemed necessary and approved by the City.
Maintenance Parts & Supplies
The contractor shall ensure that replacement parts are available for repairs in a timely manner.
Operating supplies for routine annual services and preventative services shall always be
available. Parts shall be provided on a cost-plus percentage (%) mark-up basis.
Damage
The contractor shall be responsible for damage to the City's equipment, property, workplace, and
its contents caused by negligence in work, its personnel and equipment usage.
Delivery of Services
The specified services shall be scheduled and available as follows and scheduled with the Fleet
Services Department:
Annual Maintenance (AM) (Level 1): shall be performed once per year in October
Quarterly Maintenance (QM) (Level 2): shall be performed once per
3rd Year Maintenance (Level 3): Shall be performed once every three years
Quarterly Preventative Maintenance (Level 1)
Per location quarterly preventative maintenance service (QM) shall include complete service
checks and cleaning as specified to the locations shown on the pricing schedule in Section 8.
Quarterly shall mean three (3) times per year spaced three months apart. The fourth quarter shall
Genserve, Inc. Service Agreement PAGE I I
be reserved for the Annual Maintenance (AM).
GENERAL
Visual Inspection - Visual inspection of overall condition of unit to identify foreign
objects, loose or broken fittings, guards, and components.
Wipe off unit - Clean oil, coolant, fuel, and acid deposits. Police generator area.
COOLING SYSTEM
Radiator/Heat Exchanger - Visual inspection for leaks, damage, and debris. Check louver
operation.
Coolant - Visual inspection for correct level and condition of coolant (rust, oil, and
contaminants). Check coolant conditioner concentration and temperature protection.
Check filler cap gasket and sealing surface. Replace filler cap as required at additional
cost.
Hoses and Connections - Visual inspection of all hoses for deterioration. Check tightness
of connections.
Fan Drive Pulley and Fan - Check for loose or worn pulleys. Check fan operation and
clearance.
Fan Belts - Inspect for wear or deterioration. Check tension and adjust as necessary.
Jacket Water Heater - Inspect for proper operation. Record engine temperature prior to
starting unit.
Water Pump - Visual and operational inspection for leaks or unusual noises.
FUEL SYSTEM — LIQUID (DIESEL/GASOLINE)
Fuel Tank - Visually inspect fuel tank system for leaks and fuel level (Natural gas and LP
as well). Test day tank pump for proper operation.
Water Trap/Separator - Drain water from fuel tank if possible or water separator if
applicable.
Fuel Lines and Connections - Inspect for leaks and check line brackets mounting (Natural
Gas and LP as well)
Governor and Controls - Inspect governor oil level. Inspect controls and linkage for
proper operation. Add oil as necessary.
Fuel Filters (Primary/Secondary) - Inspect for damage, leaks, and proper operation.
Fuel Pressure- Record if available.
Genserve, Inc. Service Agreement PAGE 12
AIR INDUCTION AND EXHAUST SYSTEM
Air Filter Service Indicator - Record reading. Inspect for proper operation. Reset
indicator.
Air Filter - Inspect. Clean as necessary. Replace as required at additional cost.
Air Inlet System - Inspect piping and air filter housing for damage, loose connections,
and evidence of leaks. Clean air filter housing if air filter is cleaned or replaced. Check
housing seals and gaskets.
Turbocharger - Inspect for oil leakage, exhaust leakage, or unusual noises.
Exhaust Manifold - Inspect for damage, loose or missing hardware, evidence of exhaust
leakage, and et -stacking. Provide load bank recommendation.
Exhaust System - Inspect silencer and piping for damage, corrosion, or leakage. Check
rain cap. Check supports for vibration damage and loose connections.
LUBE OIL SYSTEM
Oil Level - Inspect for correct oil level. Visually inspect unit for leaks. Add as required at
additional cost.
Oil Pressure - Record oil pressure reading. Operational and visual inspection of prelube
pump if applicable.
Crankcase Breather - Inspect for proper operation. Check connections and inspect hose
for deterioration. Visual inspection for excessive blowby.
S.O.S. - Obtain oil sample for analysis.
STARTING SYSTEM
Batteries - Inspect for damage or leakage, clean battery with acid neutralizer. Clean and
tighten all battery cable connections. (Lead acid batteries only)
Batteries (Specific Gravity) - Check electrolyte level and specific gravity. (Lead acid
batteries only)
Battery Charger - Inspect for proper operation, loose terminals, and deteriorated wiring.
Record output.
Starting Motor - Inspect electrical connections and wiring. For air starters, inspect oil jar
and feeder operation. Perform operational check for abnormal engagement and cranking
noises.
Alternator - Inspect for proper operation, loose connections, and mounting hardware.
Check belts, pulley, and voltage output. Record output if applicable.
Genserve, Inc. Service Agreement PAGE 13
ENGINE MONITORS AND SAFETY CONTROLS
Safety Controls - Inspect for loose connections, wire deterioration, and proper operation.
Remote Annunciator and Alarms - Inspect and test all panel and system alarms for proper
operation.
CONTROL PANEL
Start Controls-Manual/Auto - Operational check for proper operation. Check automatic
start: with customer approval.
Voltmeter - Operational check for correct readings. Record readings.
Ammeter - Operational check for correct readings if load is available. Record readings.
Frequency Meter - Operational check for correct readings. Load and no load readings if
load is available.
GENERATOR
Verify anti -condensation heater operation if applicable. Record temperature.
Vibration Isolators - Check for proper adjustment and
Annual Maintenance (Level 2)
Annual Maintenance service (AM) shall include all complete service checks and cleaning as specified to
the locations shown on the pricing schedule, section 8. The AM service shall include all services required
in the QM in addition to the services outlined below. Annual shall mean one (1) time per year during the
non -services quarter outlined in the QM specifications. Annual maintenance shall include but not be
limited to:
FUEL SYSTEM
Fuel Filter - Replace. Inspect for proper sealing and operation.
LURE OIL SYSTEM
Oil and Filters - Change. Inspect all gaskets and seals.
Crankcase Breather - Inspect and clean as required. Replace if applicable at additional
cost.
COOLING SYSTEM
Lube fan drive bearing as required.
GENERATOR
Generator Rear Bearing - Lubricate if applicable per manufacturer specification.
Change reduction gearbox oil — if applicable.
CONTROL PANEL
Circuit Breakers - Inspect for free movement and tight connections, if accessible.
Genserve, Inc. Service Agreement PAGE 14
3r1 Year Level 3 Maintenance
3rd Year, level 3 maintenance shall include all previously listed services under Quarterly and Annual
Maintenance as well as the following, completed once every three years.
COOLING SYSTEM
Coolant - Drain and replace coolant. (Coolant flush as required at additional cost.)
Thermostats - Replace
Fan Belts - Replace
Replace all cooling system hoses including jacket water heater hoses.
STARTING SYSTEM
Batteries — Replace (Lead Acid ONLY)
Alternator — Verify pulley alignment if applicable.
GENERATOR
Visually inspect exciter, Permanent Magnet (PMG) if applicable, and rotating rectifiers
AIR INDUCTION AND EXHAUST SYSTEM
Air Filter - Replace.
Emergency Service
The contractor shall be available to provide as -needed repair service twenty-four (24) hours a day,
seven (7) days a week, to include holidays. The contractor is expected to respond within two (2)
hours of notification of a catastrophic failure.
Repair Service
The contractor shall have the ability to repair or replace any city generator system that is listed.
Equipment covered by original equipment manufacturers (OEM) warranty will be repaired under
warranty first. Repairs to equipment outside of OEM warranty will be repaired under the terms of this
service agreement. All components deemed defective will be replaced with new OEM approved parts
or equivalent.
The City seeks hourly cost for repairs during normal business hours Monday through Friday (8:00
AM — 5:00 PM) and cost for repairs outside normal business hours, weekends and holidays.
Respondent shall contact City about repair within one -hour (1) of notification from City.
The City seeks response time of no less than two -hours (2) for service and repair calls for any time of
day if catastrophic failure is reported. A four-hour (4) response time is acceptable for routine, non -
emergency repairs.
Genserve, Inc. Service Agreement PAGE 15
The City requires a percentage of mark-up on parts and materials costs. Documentation of successful
respondents' costs will be required if applicable.
Any damage to a facility because of the repair work will be the responsibility of the successful
respondent to repair as required and supervised by the City.
If during the preventative/scheduled maintenance services, the service provider determines the need
for repair or replacement of parts, the scope of which extends beyond the assigned
preventive/scheduled maintenance tasks, the service provider shall provide a written estimate to the
Public Works Department for approval.
If any generator repair/service is expected to exceed twenty-four (24) hours the contractor must notify
the Public Works Department immediately.
Minimum Qualifications
The City has established the following minimum qualifications for on -call electrical contractors.
Respondent and all other persons designated by respondent to provide said services required by this
RFP must have the requisite training, licenses and/or certifications. Respondent must have a valid
contractor's license issued by the State of Texas and be registered with the City where work is
performed.
Respondent shall employ a master generator technician to be the subject matter expert in competent
troubleshooting and repair processes and procedures. Master generator technician will have the
ultimate responsibility to determine that all services provided comply with applicable laws, as well
as administrative and safety codes.
Respondent shall have a minimum of one (1) certified master generator technician with a minimum of
three (3) years commercial/industrial or structural generator experience. All Apprentice/Helpers will
be under the direct supervision of the Journeyman, or a Master certified generator technician or
factory trained equivalent.
For all work performed, respondent must have at a minimum a certified journeyman
generator technician or factory trained equivalent present while any generator apprentice is
performing work on City property. Respondent and any such other persons must meet all competence
standards promulgated by authoritative bodies and regulatory agencies, including, but not limited
to factory training from a reputable outfit or similarly accredited qualifications.
Respondent for ATS/electrical repairs shall employ a master electrician and electricians licensed by
the State of Texas. Master electrician will have the ultimate responsibility to determine that all
services provided comply with applicable laws, as well as administrative and safety codes. For all
work performed, the respondent must have at a minimum, a licensed and registered journeyman
electrician present while any electrical apprentice is performing work on City property.
All apprentices/helpers will be under the direct supervision of the Master or Journeyman electrician.
Respondent and any such other persons must meet all competence standards promulgated by
authoritative bodies and regulatory agencies, including, but not limited to the Texas Commission of
Licensing and Regulation, as applicable to the services provided herein
Genserve, Inc. Service Agreement PAGE 16
Pricing Schedule
Annual Preventative 3rd YR
Generator Maintenance Maintenance Lv13
ID LOCATION MANUFACTURER Price Price Price
MODEL
FL81 City Hall 1400 Schertz GENERAC HINO 13 $672.00 $280.00 $3,955.00
Pkwy Bldg. 1
FL76 Central Station 1400 Schertz Detroit 14.01, $884.00 $280.00 $4,695.00
Pk Bld 6 400DSE/6063H
wy, g.
K35
19085 N IH-35
KATO LIGHT
FL80 Fire Station #2
$650.00
$280.00
$3,598.00
Frontage Rd
D180PJG4T3-39269
11917 Low
Lower
GENERAL
FL82 Fire Station #3
Seguin Rd
$650.00
$280.00
$3,598.00
SD200
FL85 Live Oak Tank Site
1057 Liivde Oak
CUMMINS 750DQCB $2,384.00
$350.00
$7,800.00
Caterpillar D500GC $978.00
$280.00
FL87 NACO Well Site 19625 FM 3009
$5,475.00
Caterpillar D4050GC $978.00
$280.00
FL86 Northcliff 3490 Morning Dr
$5,250.00
$5,250.00
FL88 Woman Hollering
13805 IH-10E
Caterpillar D4050GC $978.00
$280.00
Creek
Frontage Rd
FL84 Parklands Lift
5118 Parkland
CAT $502.00
$280.00
$3,285.00
Station
Way
ENGINE D100GC
FL83 1-35 (Diesel) NAPA
223301-35
GENERAL
$650.00
$280.00
$3,598.00
11755930100 (6.8)
GENERAL
FL79 FM 3009 (Diesel) 7303 FM 3009
$424.00
$280.00
$2,697.00
11529360100
GENERAL
Friesenhahn Ln 441 Friesenhahn
FL78 (Diesel) Ln
$513.00
$280.00
$3,285.00
117570ID100
East Live Oak 1057 Live Oak
FL77 Generac LX-H61A $978.00 $280.00 $5,475.00
(Diesel) Ln
Hourly Repair Cost - Normal Business Hours $175.00
Hourly Repair Cost - Emergency Hours
$262.50
Parts Cost Plus Percentage (%)
30%
Genserve, Inc. Service Agreement PAGE 17
Exhibit "B"
REQUIREMENTS FOR ALL INSURANCE DOCUMENTS
The Contractor shall comply with each and every condition contained herein. The Contractor shall provide and maintain the
minimum insurance coverage set forth below during the term of its agreement with the City. Any Subcontractor(s) hired by
the Contractor shall maintain insurance coverage equal to that required of the Contractor. It is the responsibility of the
Contractor to assure compliance with this provision. The City of Schertz accepts no responsibility_ arising from the conduct,
or lack of conduct, of the Subcontractor.
INSTRUCTIONS FOR COMPLETION OF INSURANCE DOCUMENT
With reference to the foregoing insurance requirements, Contractor shall specifically endorse applicable insurance policies
as follows:
1. The City of Schertz shall be named as an additional insured with respect to General Liability and Automobile
Liability on a separate endorsement.
2. A waiver of subrogation in favor of The City of Schertz shall be contained in the Workers Compensation and all
liability policies and must be provided on a separate endorsement.
3. All insurance policies shall be endorsed to the effect that The City of Schertz will receive at least thirty (30) days
written notice prior to cancellation or non -renewal of the insurance.
4. All insurance policies, which name The City of Schertz as an additional insured, must be endorsed to read as primary
and non-contributory coverage regardless of the application of other insurance.
5. Chapter 1811 of the Texas Insurance Code, Senate Bill 425 82(R) of 2011, states that the above endorsements
cannot be on the certificate of insurance. Separate endorsements must be provided for each of the above.
6. All insurance policies shall be endorsed to require the insurer to immediately notify The City of Schertz of any
material change in the insurance coverage.
7. All liability policies shall contain no cross liability exclusions or insured versus insured restrictions.
8. Required limits may be satisfied by any combination of primary and umbrella liability insurances.
9. Contractor may maintain reasonable and customary deductibles, subject to approval by The City of Schertz.
10. Insurance must be purchased from insurers having a minimum AmBest rating of B+.
11. All insurance must be written on forms filed with and approved by the Texas Department of Insurance. (ACORD
25 2010/05). Coverage must be written on an occurrence form.
12. Contractual Liability must be maintained covering the Contractors obligations contained in the contract. Certificates
of Insurance shall be prepared and executed by the insurance company or its authorized agent and shall contain
provisions representing and warranting all endorsements and insurance coverages according to requirements and
instructions contained herein.
13. Upon request, Contractor shall furnish The City of Schertz with certified copies of all insurance policies.
14. A valid certificate of insurance verifying each of the coverages required above shall be issued directly to the City
of Schertz within ten (10) business days after contract award and prior to starting any work by the successful
Contractor's insurance agent of record or insurance company. Also, prior to the start of any work and at the same
time that the Certificate of Insurance is issued and sent to the City of Schertz, all required endorsements identified
in sections A, B, C and D, above shall be sent to the City of Schertz. The certificate of insurance and endorsements
shall be sent to:
City of Schertz
Purchasing Department
1400 Schertz Parkway
Schertz, TX 78154
emailed to: purchasing(af.schertz.com
Faxed to: 210-619-1169
Genserve, Inc. Service Agreement PAGE 18
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(omit ull COW1000a of the poitcy. colialn paclIoD may raquire an iral:sr WAM. A sistoment on this cwIRksls doge not tonlsr I1191vts 10 IhR
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(Instructions for completing and submitting a certificate to the City of Schertz)
Genserve, Inc. Service Agreement PAGE 19
Com lete the certificate of insurance with the information listed below:
A) Certificate of Insurance date
B) Producer (Insurance Agency) Information — complete name, address, telephone information, & email address.
C) Insured's (Insurance Policy Holder) Information — complete name & address information
D) Insurer (name/names of insurance company) **(Remember the city requires all insurance companies to be
Authorized to do business in the State of Texas be rated by A.M. Best with a rating of B+ (or better) Class VI (or
higher) or otherwise be acceptable to the City if not rated by A.M. Best)
E) NAIC # (National Association of Insurance Commissioners, a # that is assigned by the State to all insurance
companies)
F) Insurer letter represents which insurance company provides which type of coverage from D
G) General Liability Insurance Policy — must have an (x) in box. Also, "Occurrence" type policy — must have an (x) in
the box (occurrence policy preferred but claims made policy can be accepted with special approval)
H) This section shall be filled in with "Y" for yes under Additional Insured for all coverages, except for Contractor
Liability and Workers' Compensation. There shall also be a "Y" for yes under all coverages for subrogation waived.
I) Automobile Liability Insurance — must be checked for Any Auto, All Owned Autos, Hired Autos
J) Umbrella Coverage — must be checked in this section and by occurrence whenever it is required by written contract
and in accordance with the contract value.
K) Worker's Compensation and Employers Liability Insurance — information must be completed in this section of the
certificate of insurance form (if applicable).
L) Builder's Risk Policy — for construction projects as designated by the City of Schertz.
Professional Liability Coverage — for professional services if required by the City of Schertz.
M) Insurance Policy #'s
N) Insurance policy effective dates (always check for current dates)
O) Insurance Policy limits (See Insurance Requirements Checklist)
P) This section is to list projects, dates of projects, or location of project. Endorsements to the insurance policy(ies)
must be provided separately and not in this section. The following endorsements are required by the City of Schertz.
(1) Adding the City of Schertz as an additional insured. The "additional insured" endorsement is not required for
professional liability and workers compensation insurance; and
(2) Waiver of Subrogation
(3) Primary and Non -Contributory
(4) Cancellation Notice
Q) City of Schertz's name and address information must be listed in this section
R) Notice of cancellation, non -renewal, or material change to the insurance policy(ies) must be provided to the City of
Schertz in accordance with a cancellation notice endorsement to the policy and/or per the policy provisions based
on the endorsement adding the city as an additional insured. (Sec. 1811.155, Tex. Ins. Code)
S) The certificate must be signed by the Authorized Agent in this section of the certificate form.
Genserve, Inc. Service Agreement PAGE 20
Exhibit "C"
EVIDENCE OF INSURANCE
Genserve, Inc. Service Agreement PAGE 21