Vendor Services Agreement Page 1 of 24

CITY OF FORT WORTH

NON-EXCLUSIVE AGREEMENT

This NON-EXCLUSIVE VENDOR SERVICES AGREEMENT (“Agreement”) is made and entered into by and between the CITY OF FORT WORTH (“City”), a Texas home rule municipal corporation, and Civilian Division, LLC. dba GI-Mow (“Vendor”), each individually referred to as a “party” and collectively referred to as the “parties.”

1. Scope of Services. Vendor will provide grass seed, sod and installation services for the Water Department (“Services”), as set forth in more detail in Exhibit “A,” attached hereto and incorporated herein for all purposes.

2. Term. The initial term of this Agreement is for 1 year, beginning on the date this

Agreement is executed by the City’s Assistant City Manager and expiring one year later. Unless terminated earlier in accordance with this Agreement (“Initial Term”). City will have the option, in its sole discretion, to renew this Agreement under the same terms and conditions, for up to four (4) one-year renewal option(s) (each a “Renewal Term”).

3. Compensation. City will pay Vendor in accordance with the provisions of this Agreement, including Exhibit “B,” which is attached hereto and incorporated herein for all purposes. Total annual compensation under this Agreement will not exceed Two Hundred and Five Thousand Dollars ($205,000.00). Vendor will not perform any additional services or bill for expenses incurred for City not specified by this Agreement unless City requests and approves in writing the additional costs for such services. City will not be liable for any additional expenses of Vendor not specified by this Agreement unless City first approves such expenses in writing.

4. Termination.

4.1. Written Notice. City or Vendor may terminate this Agreement at any time and for any reason by providing the other party with 30 days’ written notice of termination.

4.2 Non-appropriation of Funds. In the event no funds or insufficient funds are appropriated by City in any fiscal period for any payments due hereunder, City will notify Vendor of such occurrence and this Agreement will terminate on the last day of the fiscal period for which appropriations were received without penalty or expense to City of any kind whatsoever, except as to the portions of the payments herein agreed upon for which funds have been appropriated.

4.3 Duties and Obligations of the Parties. In the event that this Agreement is terminated prior to the Expiration Date, City will pay Vendor for services actually rendered up to the effective date of termination and Vendor will continue to provide City with services requested by City and in accordance with this Agreement up to the effective date of termination. Upon

Vendor Services Agreement Page 2 of 24 termination of this Agreement for any reason, Vendor will provide City with copies of all completed or partially completed documents prepared under this Agreement. In the event Vendor has received access to City Information or data as a requirement to perform services hereunder, Vendor will return all City provided data to City in a machine-readable format or other format deemed acceptable to City.

5. Disclosure of Conflicts and Confidential Information.

5.1 Disclosure of Conflicts. Vendor hereby warrants to City that Vendor has made full disclosure in writing of any existing or potential conflicts of interest related to Vendor's services under this Agreement. In the event that any conflicts of interest arise after the Effective Date of this Agreement, Vendor hereby agrees immediately to make full disclosure to City in writing.

5.2 Confidential Information. Vendor, for itself and its officers, agents and employees, agrees that it will treat all information provided to it by City (“City Information”) as confidential and will not disclose any such information to a third party without the prior written approval of City.

5.3 Public Information Act. City is a government entity under the laws of the State of

Texas and all documents held or maintained by City are subject to disclosure under the Texas Public Information Act. In the event there is a request for information marked Confidential or Proprietary, City will promptly notify Vendor. It will be the responsibility of Vendor to submit reasons objecting to disclosure. A determination on whether such reasons are sufficient will not be decided by City, but by the Office of the Attorney General of the State of Texas or by a court of competent jurisdiction.

5.4 Unauthorized Access. Vendor must store and maintain City Information in a secure manner and will not allow unauthorized users to access, modify, delete or otherwise corrupt City Information in any way. Vendor must notify City immediately if the security or integrity of any City Information has been compromised or is believed to have been compromised, in which event, Vendor will, in good faith, use all commercially reasonable efforts to cooperate with City in identifying what information has been accessed by unauthorized means and will fully cooperate with City to protect such City Information from further unauthorized disclosure.

6. Right to Audit. Vendor agrees that City will, until the expiration of three (3) years after final payment under this Agreement, or the final conclusion of any audit commenced during the said three years, have access to and the right to examine at reasonable times any directly pertinent books, documents, papers and records, including, but not limited to, all electronic records, of Vendor involving transactions relating to this Agreement at no additional cost to City. Vendor agrees that City will have access during normal working hours to all necessary Vendor facilities and will be provided adequate and appropriate work space in order to conduct audits in compliance with the provisions of this section. City will give Vendor reasonable advance notice of intended audits.

7. Independent Contractor. It is expressly understood and agreed that Vendor will operate as an independent contractor as to all rights and privileges and work performed under this Agreement, and not as agent, representative or employee of City. Subject to and in accordance with the conditions and provisions of this Agreement, Vendor will have the exclusive right to control the details of its operations and activities and be solely responsible for the acts and omissions of its officers, agents, servants, employees, Vendors, and subcontractors. Vendor acknowledges that the doctrine of respondeat superior will not apply as between City, its officers, agents, servants and employees, and Vendor, its officers, agents, Vendor Services Agreement Page 3 of 24 employees, servants, contractors, and subcontractors. Vendor further agrees that nothing herein will be construed as the creation of a partnership or joint enterprise between City and Vendor. It is further understood that City will in no way be considered a Co-employer or a Joint employer of Vendor or any officers, agents, servants, employees, contractors, or subcontractors. Neither Vendor, nor any officers, agents, servants, employees, contractors, or subcontractors of Vendor will be entitled to any employment benefits from City. Vendor will be responsible and liable for any and all payment and reporting of taxes on behalf of itself, and any of its officers, agents, servants, employees, contractors, or contractors.

8. Liability and Indemnification.

8.1 LIABILITY - VENDOR WILL BE LIABLE AND RESPONSIBLE FOR ANY

AND ALL PROPERTY LOSS, PROPERTY DAMAGE AND/OR PERSONAL INJURY,

INCLUDING DEATH, TO ANY AND ALL PERSONS, OF ANY KIND OR CHARACTER,

WHETHER REAL OR ASSERTED, TO THE EXTENT CAUSED BY THE NEGLIGENT

ACT(S) OR OMISSION(S), MALFEASANCE OR INTENTIONAL MISCONDUCT OF

VENDOR, ITS OFFICERS, AGENTS, SERVANTS, EMPLOYEES, CONTRACTORS, OR

SUBCONTRACTORS.

8.2 GENERAL INDEMNIFICATION - VENDOR HEREBY COVENANTS AND

AGREES TO INDEMNIFY, HOLD HARMLESS AND DEFEND CITY, ITS OFFICERS,

AGENTS, SERVANTS AND EMPLOYEES, FROM AND AGAINST ANY AND ALL CLAIMS

OR LAWSUITS OF ANY KIND OR CHARACTER, WHETHER REAL OR ASSERTED, FOR

EITHER PROPERTY DAMAGE OR LOSS (INCLUDING ALLEGED DAMAGE OR LOSS TO

VENDOR'S BUSINESS AND ANY RESULTING LOST PROFITS) AND/OR PERSONAL

INJURY, INCLUDING DEATH, TO ANY AND ALL PERSONS, ARISING OUT OF OR IN

CONNECTION WITH THIS AGREEMENT, TO THE EXTENT CAUSED BY THE

NEGLIGENT ACTS OR OMISSIONS OR MALFEASANCE OF VENDOR, ITS OFFICERS,

AGENTS, SERVANTS, EMPLOYEES, CONTRACTORS, OR SUBCONTRACTORS.

8.3 INTELLECTUAL PROPERTY INDEMNIFICATION – Vendor agrees to

defend, settle, or pay, at its own cost and expense, any claim or action against City for infringement of any patent, copyright, trade mark, trade secret, or similar property right arising from City’s use of the software and/or documentation in accordance with this Agreement, it being understood that this agreement to defend, settle or pay will not apply if City modifies or misuses the software and/or documentation. So long as Vendor bears the cost and expense of payment for claims or actions against City pursuant to this section, Vendor will have the right to conduct the defense of any such claim or action and all negotiations for its settlement or compromise and to settle or compromise any such claim;

however, City will have the right to fully participate in any and all such settlement, negotiations, or lawsuit as necessary to protect City’s interest, and City agrees to cooperate with Vendor in doing so. In the event City, for whatever reason, assumes the responsibility for payment of costs and expenses for any claim or action brought against City for infringement arising under this Agreement, City will have the sole right to conduct the defense of any such claim or action and all negotiations for its settlement or compromise and to settle or compromise any such claim; however, Vendor will fully participate and cooperate with City in defense of such claim or action. City agrees to give Vendor timely written notice of any such claim or action, with copies of all papers City may receive relating thereto.

Notwithstanding the foregoing, City’s assumption of payment of costs or expenses will not eliminate Vendor’s duty to indemnify City under this Agreement. If the software and/or documentation or any part thereof is held to infringe and the use thereof is enjoined or

Vendor Services Agreement Page 4 of 24 restrained or, if as a result of a settlement or compromise, such use is materially adversely restricted, Vendor will, at its own expense and as City's sole remedy, either: (a) procure for City the right to continue to use the software and/or documentation; or (b) modify the software and/or documentation to make it non-infringing, provided that such modification does not materially adversely affect City's authorized use of the software and/or documentation; or (c) replace the software and/or documentation with equally suitable, compatible, and functionally equivalent non-infringing software and/or documentation at no additional charge to City; or (d) if none of the foregoing alternatives is reasonably available to Vendor terminate this Agreement, and refund all amounts paid to Vendor by City, subsequent to which termination City may seek any and all remedies available to City under law.

9. Assignment and Subcontracting.

9.1 Assignment. Vendor will not assign or subcontract any of its duties, obligations or rights under this Agreement without the prior written consent of City. If City grants consent to an assignment, the assignee will execute a written agreement with City and Vendor under which the assignee agrees to be bound by the duties and obligations of Vendor under this Agreement.

Vendor will be liable for all obligations of Vendor under this Agreement prior to the effective date of the assignment.

9.2 Subcontract. If City grants consent to a subcontract, the subcontractor will execute a written agreement with Vendor referencing this Agreement under which subcontractor agrees to be bound by the duties and obligations of Vendor under this Agreement as such duties and obligations may apply. Vendor must provide City with a fully executed copy of any such subcontract.

10. Insurance. Vendor must provide City with certificate(s) of insurance documenting policies of the following types and minimum coverage limits that are to be in effect prior to commencement of any Services pursuant to this Agreement:

10.1 Coverage and Limits

(a) Commercial General Liability:

$1,000,000 - Each Occurrence $2,000,000 - Aggregate

(b) Automobile Liability:

$1,000,000 - Each occurrence on a combined single limit basis

Coverage will be on any vehicle used by Vendor, or its employees, agents, or representatives in the course of providing Services under this Agreement. “Any vehicle” will be any vehicle owned, hired and non-owned.

(c) Worker’s Compensation:

Statutory limits according to the Texas Workers’ Compensation Act or any other state workers’ compensation laws where the Services are being performed

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Employers’ liability

$100,000 - Bodily Injury by accident; each accident/occurrence

$100,000 - Bodily Injury by disease; each employee $500,000 - Bodily Injury by disease; policy limit

(d) Professional Liability (Errors & Omissions):

$1,000,000 - Each Claim Limit $1,000,000 - Aggregate Limit

Professional Liability coverage may be provided through an endorsement to the Commercial General Liability (CGL) policy, or a separate policy specific to Professional E&O. Either is acceptable if coverage meets all other requirements.

Coverage must be claims-made, and maintained for the duration of the contractual agreement and for two (2) years following completion of services provided. An annual certificate of insurance must be submitted to City to evidence coverage.

10.2 General Requirements

(a) The commercial general liability and automobile liability policies must name City as an additional insured thereon, as its interests may appear. The term City includes its employees, officers, officials, agents, and volunteers in respect to the contracted services.

(b) The workers’ compensation policy must include a Waiver of Subrogation (Right of Recovery) in favor of City.

(c) A minimum of Thirty (30) days’ notice of cancellation or reduction in limits of coverage must be provided to City. Ten (10) days’ notice will be acceptable in the event of non-payment of premium. Notice must be sent to the Risk Manager, City of Fort Worth, 200 Texas Street, Fort Worth, Texas 76102, with copies to the Fort Worth City Attorney at the same address.

(d) The insurers for all policies must be licensed and/or approved to do business in the State of Texas. All insurers must have a minimum rating of A- VII in the current A.M. Best Key Rating Guide, or have reasonably equivalent financial strength and solvency to the satisfaction of Risk Management. If the rating is below that required, written approval of Risk Management is required.

(e) Any failure on the part of City to request required insurance documentation will not constitute a waiver of the insurance requirement.

(f) Certificates of Insurance evidencing that Vendor has obtained all required insurance will be delivered to the City prior to Vendor proceeding with any work pursuant to this Agreement.

11. Compliance with Laws, Ordinances, Rules and Regulations. Vendor agrees that in the performance of its obligations hereunder, it will comply with all applicable federal, state and local laws, Vendor Services Agreement Page 6 of 24 ordinances, rules and regulations and that any work it produces in connection with this Agreement will also comply with all applicable federal, state and local laws, ordinances, rules and regulations. If City notifies Vendor of any violation of such laws, ordinances, rules or regulations, Vendor must immediately desist from and correct the violation.

12. Non-Discrimination Covenant. Vendor, for itself, its personal representatives, assigns, contractors, subcontractors, and successors in interest, as part of the consideration herein, agrees that in the performance of Vendor’s duties and obligations hereunder, it will not discriminate in the treatment or employment of any individual or group of individuals on any basis prohibited by law. IF ANY CLAIM

ARISES FROM AN ALLEGED VIOLATION OF THIS NON-DISCRIMINATION COVENANT

BY VENDOR, ITS PERSONAL REPRESENTATIVES, ASSIGNS, CONTRACTORS,

SUBCONTRACTORS, OR SUCCESSORS IN INTEREST, VENDOR AGREES TO ASSUME

SUCH LIABILITY AND TO INDEMNIFY AND DEFEND CITY AND HOLD CITY HARMLESS

FROM SUCH CLAIM.

13. Notices. Notices required pursuant to the provisions of this Agreement will be conclusively determined to have been delivered when (1) hand-delivered to the other party, its agents, employees, servants or representatives, (2) delivered by facsimile with electronic confirmation of the transmission, or (3) received by the other party by United States Mail, registered, return receipt requested, addressed as follows:

To CITY:

City of Fort Worth Attn: Assistant City Manager 100 Fort Worth Trail Fort Worth, TX 76102-6314 Facsimile: (817) 392-8654

With copy to Fort Worth City Attorney’s Office at the same address

To VENDOR:

Civilian Division, LLC. dba GI Mow Attn: Curtis Kinsey 4170 Willman Avenue North Richland Hills, Texas 76180

14. Solicitation of Employees. Neither City nor Vendor will, during the term of this

Agreement and additionally for a period of one year after its termination, solicit for employment or employ, whether as employee or independent contractor, any person who is or has been employed by the other during the term of this Agreement, without the prior written consent of the person's employer.

Notwithstanding the foregoing, this provision will not apply to an employee of either party who responds to a general solicitation of advertisement of employment by either party.

15. Governmental Powers. It is understood and agreed that by execution of this Agreement, City does not waive or surrender any of its governmental powers or immunities.

16. No Waiver. The failure of City or Vendor to insist upon the performance of any term or provision of this Agreement or to exercise any right granted herein does not constitute a waiver of City's or Vendor’s respective right to insist upon appropriate performance or to assert any such right on any future occasion.

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17. Governing Law / Venue. This Agreement will be construed in accordance with the laws of the State of Texas. If any action, whether real or asserted, at law or in equity, is brought pursuant to this Agreement, venue for such action will lie in state courts located in Tarrant County, Texas or the United States District Court for the Northern District of Texas, Fort Worth Division.

18. Severability. If any provision of this Agreement is held to be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions will not in any way be affected or impaired.

19. Force Majeure. City and Vendor will exercise their best efforts to meet their respective duties and obligations as set forth in this Agreement, but will not be held liable for any delay or omission in performance due to force majeure or other causes beyond their reasonable control, including, but not limited to, compliance with any government law, ordinance, or regulation; acts of God; acts of the public enemy; fires; strikes; lockouts; natural disasters; wars; riots; epidemics or pandemics; government action or inaction; orders of government; material or labor restrictions by any governmental authority;

transportation problems; restraints or prohibitions by any court, board, department, commission, or agency of the United States or of any States; civil disturbances; other national or regional emergencies; or any other similar cause not enumerated herein but which is beyond the reasonable control of the Party whose performance is affected (collectively, “Force Majeure Event”). The performance of any such obligation is suspended during the period of, and only to the extent of, such prevention or hindrance, provided the affected Party provides notice of the Force Majeure Event, and an explanation as to how it prevents or hinders the Party’s performance, as soon as reasonably possible after the occurrence of the Force Majeure Event, with the reasonableness of such notice to be determined by the City in its sole discretion. The notice required by this section must be addressed and delivered in accordance with Section 13 of this Agreement.

20. Headings not Controlling. Headings and titles used in this Agreement are for reference purposes only, will not be deemed a part of this Agreement, and are not intended to define or limit the scope of any provision of this Agreement.

21. Review of Counsel. The parties acknowledge that each party and its counsel have reviewed and revised this Agreement and that the normal rules of construction to the effect that any ambiguities are to be resolved against the drafting party will not be employed in the interpretation of this Agreement or its Exhibits.

22. Amendments / Modifications / Extensions. No amendment, modification, or extension of this Agreement will be binding upon a party hereto unless set forth in a written instrument, which is executed by an authorized representative of each party.

23. Counterparts. This Agreement may be executed in one or more counterparts and each counterpart will, for all purposes, be deemed an original, but all such counterparts will together constitute one and the same instrument.

24. Warranty of Services. Vendor warrants that its services will be of a high quality and conform to generally prevailing industry standards. City must give written notice of any breach of this warranty within thirty (30) days from the date that the services are completed. In such event, at Vendor’s option, Vendor will either (a) use commercially reasonable efforts to re-perform the services in a manner that conforms with the warranty, or (b) refund the fees paid by City to Vendor for the nonconforming services.

25. Immigration Nationality Act. Vendor must verify the identity and employment eligibility

Vendor Services Agreement Page 8 of 24 of its employees who perform work under this Agreement, including completing the Employment Eligibility Verification Form (I-9). Upon request by City, Vendor will provide City with copies of all I-9 forms and supporting eligibility documentation for each employee who performs work under this Agreement. Vendor must adhere to all Federal and State laws as well as establish appropriate procedures and controls so that no services will be performed by any Vendor employee who is not legally eligible to perform such services. VENDOR WILL INDEMNIFY CITY AND HOLD CITY HARMLESS FROM

ANY PENALTIES, LIABILITIES, OR LOSSES DUE TO VIOLATIONS OF THIS PARAGRAPH

BY VENDOR, VENDOR’S EMPLOYEES, CONTRACTORS, SUBCONTRACTORS, OR

AGENTS. City, upon written notice to Vendor, will have the right to immediately terminate this Agreement for violations of this provision by Vendor.

26. Ownership of Work Product. City will be the sole and exclusive owner of all reports, work papers, procedures, guides, and documentation that are created, published, displayed, or produced in conjunction with the services provided under this Agreement (collectively, “Work Product”). Further, City will be the sole and exclusive owner of all copyright, patent, trademark, trade secret and other proprietary rights in and to the Work Product. Ownership of the Work Product will inure to the benefit of City from the date of conception, creation or fixation of the Work Product in a tangible medium of expression (whichever occurs first). Each copyrightable aspect of the Work Product will be considered a "work-made-for-hire" within the meaning of the Copyright Act of 1976, as amended. If and to the extent such Work Product, or any part thereof, is not considered a "work-made-for-hire" within the meaning of the Copyright Act of 1976, as amended, Vendor hereby expressly assigns to City all exclusive right, title and interest in and to the Work Product, and all copies thereof, and in and to the copyright, patent, trademark, trade secret, and all other proprietary rights therein, that City may have or obtain, without further consideration, free from any claim, lien for balance due, or rights of retention thereto on the part of City.

27. Signature Authority. The person signing this Agreement hereby warrants that they have the legal authority to execute this Agreement on behalf of the respective party, and that such binding authority has been granted by proper order, resolution, ordinance or other authorization of the entity. This Agreement and any amendment hereto, may be executed by any authorized representative of Vendor. Each party is fully entitled to rely on these warranties and representations in entering into this Agreement or any amendment hereto.

28. Change in Company Name or Ownership. Vendor must notify City’s Purchasing

Manager, in writing, of a company name, ownership, or address change for the purpose of maintaining updated City records. The president of Vendor or authorized official must sign the letter. A letter indicating changes in a company name or ownership must be accompanied with supporting legal documentation such as an updated W-9, documents filed with the state indicating such change, copy of the board of director’s resolution approving the action, or an executed merger or acquisition agreement. Failure to provide the specified documentation so may adversely impact future invoice payments.

29. No Boycott of Israel. If Vendor has fewer than 10 employees or this Agreement is for less than $100,000, this section does not apply. Vendor acknowledges that in accordance with Chapter 2271 of the Texas Government Code, the City is prohibited from entering into a contract with a company for goods or services unless the contract contains a written verification from the company that it: (1) does not boycott Israel; and (2) will not boycott Israel during the term of the contract. The terms “boycott Israel” and “company” has the meanings ascribed to those terms in Section 2271 of the Texas Government Code.

By signing this Agreement, Vendor certifies that Vendor’s signature provides written verification to the City that Vendor: (1) does not boycott Israel; and (2) will not boycott Israel during the term of the Agreement.

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30. Prohibition on Boycotting Energy Companies. Vendor acknowledges that in accordance with Chapter 2276 of the Texas Government Code, City is prohibited from entering into a contract for goods or services that has a value of $100,000 or more that is to be paid wholly or partly from public funds of the City with a company with 10 or more full-time employees unless the contract contains a written verification from the company that it: (1) does not boycott energy companies; and (2) will not boycott energy companies during the term of the contract. To the extent that Chapter 2276 of the Government Code is applicable to this Agreement, by signing this Agreement, Vendor certifies that Vendor’s signature provides written verification to City that Vendor: (1) does not boycott energy companies; and (2) will not boycott energy companies during the term of this Agreement.

31. Prohibition on Discrimination Against Firearm and Ammunition Industries. Vendor acknowledges that except as otherwise provided by Chapter 2274 of the Texas Government Code, City is prohibited from entering into a contract for goods or services that has a value of $100,000 or more that is to be paid wholly or partly from public funds of the City with a company with 10 or more full-time employees unless the contract contains a written verification from the company that it: (1) does not have a practice, policy, guidance, or directive that discriminates against a firearm entity or firearm trade association; and (2) will not discriminate during the term of the contract against a firearm entity or firearm trade association. To the extent that Chapter 2274 of the Government Code is applicable to this Agreement, by signing this Agreement, Vendor certifies that Vendor’s signature provides written verification to City that Vendor: (1) does not have a practice, policy, guidance, or directive that discriminates against a firearm entity or firearm trade association; and (2) will not discriminate against a firearm entity or firearm trade association during the term of this Agreement.

32. Electronic Signatures. This Agreement may be executed by electronic signature, which will be considered as an original signature for all purposes and have the same force and effect as an original signature. For these purposes, “electronic signature” means electronically scanned and transmitted versions (e.g. via pdf file or facsimile transmission) of an original signature, or signatures electronically inserted via software such as Adobe Sign.

33. Entirety of Agreement. This Agreement contains the entire understanding and agreement between City and Vendor, their assigns and successors in interest, as to the matters contained herein. Any prior or contemporaneous oral or written agreement is hereby declared null and void to the extent in conflict with any provision of this Agreement.

(signature page follows)

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ACCEPTED AND AGREED:

CITY OF FORT WORTH:

By: ___________________________ Name: Jesica McEachern Title: Assistant City Manager

Date: _______________

APPROVAL RECOMMENDED:

By: ______________________________ Name: Chris Harder Title: Water Director

ATTEST:

Name: Jannette Goodall Title: City Secretary

CONTRACT COMPLIANCE MANAGER:

By signing I acknowledge that I am the person responsible for the monitoring and administration of this contract, including ensuring all performance and reporting requirements.

By: Regina Jones Name: Regina Jones Title: Sr. Contract Compliance Specialist

APPROVED AS TO FORM AND LEGALITY:

Name: Kevin Andres Title: Assistant City Attorney

CONTRACT AUTHORIZATION:

M&C: 26-0470 Form 1295: 2026-1442924

VENDOR:

Civilian Division, LLC. dba GI-Mow

By:

Name: Curtis Kinsey Title: CEO

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EXHIBIT A

SCOPE OF SERVICES

1.0 SCOPE OF WORK

1.1 Proposer Requirements

1.1.1 Have a minimum of 3 (three) years of experience performing products and services similar or related to the Scope of Services.

1.1.2 Have and operate a full-time, permanent business address with the ability to be reached by email and telephone.

1.2 Proposer Responsibilities:

1.2.1 Proposer shall provide all necessary labor, material, and equipment to provide various grass sod, seed and related services. These services shall include, but not limited to, providing various varieties of grass sod and related installation services, bulk grass seed, hydro-mulching services utilizing various seed types and ground preparation services as required and requested. The seed and sod may be picked up by the City of Fort Worth, “City”, delivered to the City by the Contractor or delivered to the City and installed by Contractor as directed by City Departments

1.2.2 At a minimum, Proposer shall maintain an on-hand inventory of at least two (2) pallets of each type of grass sod included in the bid. This is for immediate needs

1.2.3 Proposer shall respond to all inquiries and issues by email or phone call within 24 hours. Failure to respond as indicated shall result in the termination of this contract.

1.2.4 Proposer shall be equipped with proper tools and equipment at all times when performing installation services.

1.2.5 Proposer shall provide the City with a before and after photo of each job.

1.2.6 Proposer shall contact customer by phone or door hanger with instructions for proper care and maintenance of the newly installed grass or sod.

1.3 SOD

1.3.1 Sod shall consist of leaf blades and roots with healthy and virile

Professional Services Agreement MAXIMUS Consulting Services, Inc., Page 12 of 24 system of dense, thickly matted roots throughout the soil of the sod for a thickness of not less than three-quarters (3/4”) inch.

1.3.2 Sod shall be alive, healthy, vigorous, free of insects, disease, stones, and undesirable foreign materials and grasses.

1.3.3 Sod must be kept moist from the time it is dug until it is plant.

The grass shall have been mowed prior to sod cutting so that the height of the grass shall not exceed two inches (2”).

1.3.4 The City anticipates requesting the following sod types most frequently:

1.3.4.1 Common Bermuda

1.3.4.2 St. Augustine

1.3.4.3 Tiff 419 Bermuda (Tifway 419) Zoysia

1.3.4.4 Buffalo Grass 609

1.3.5 City has the right to refuse sod at pick up or delivery and Proposer will not be entitled to compensation if condition of sod is not is not fresh cut as required, is insect infested, dried out, wilted, delivered to required location late, (late shall be defined as in excess of sixty minutes (60) of promised or requested delivery time) or in otherwise poor condition as determined by the City

1.4 SOD Installation

1.4.1 Sod shall be carefully placed edge to edge by hand with tightly fitted joints. Overlapping will not be allowed.

1.4.2 The Proposer shall not install sod on saturated or frozen soils and shall avoid covering stationary or permanent fixtures. There are three (3) different types of sod installations.

1.4.2.1 Sod Installation A – This installation requires the

Contractor to only install sod at the location designated by the City.

1.4.2.2 Sod Installation B – The Contractor is required to provide base soil. This option includes the same specifications listed before in section 3.4.2.1.

1.4.2.3 Sod Installation C – The Contractor is required to

perform soil preparation services. In addition this option

MAXIMUS Consulting Services, Inc., Page 13 of 24 includes the same specifications listed before in section

3.4.2.1 and 3.4.2.2.

1.4.2.4 The Contractor shall water the sod after installation.

1.4.2.4.1 The Contractor shall use clean water, free of

impurities or substances that might injure the sod.

1.4.3 Soil Preparation service shall include, but not limited to, removal of existing sod to requested depth, normally 1-2 inches in depth, adding compost or fresh topsoil as required depending on the thickness of sod being installed and leveling soil which will vary with slope or contour of ground. The Contractor is also responsible for light grading. These services shall be defined as light hand raking to remove small rocks, break up dirt clumps.

1.4.4 Proposer shall keep the project site in a neat and orderly condition.

1.4.4.1 Clean up work shall be done as the work progresses or as needed.

1.4.4.2 Prior to leaving the jobsite, the Proposer shall remove excess material, dirt, debris, or trash of any kind.

1.5 Hydro-Mulching

1.5.1 Seeding will consist of providing and planting hydromulch seed or a mixture of seed of the kind specified by the City at order placement

1.5.1.1 Each variety will be separated into different containers or bags.

1.5.1.2 Seeded area will be watered by the Contractor as

directed by the City to prevent washing from slopes or dislodgement of the seed.

1.6 Seed

1.6.1 The City anticipates requesting the following seed types most frequently:

1.6.1.1 Common Bermuda Seed Hulled VNS

99.9% Weed Free Pure Seed 98%

MAXIMUS Consulting Services, Inc., Page 14 of 24

Crop Seed 00.20% Inert 1.75% Weed Seed 00.05% Germination 85% Perennial

1.6.1.2 Princess 77 Bermuda

99.9% Weed Free

1.6.1.3 Winter Rye (Annual) Seed

Pure seed 97.75% Crop seed 2.01% Inert 00.08% Weed Seed 00.16% Germination 90%

1.6.1.4 K-31 Fescue Seed

99.9% Weed Free Purity 97% Germination 90%

1.6.1.5 Perennial Rye Seed

99.9% Weed Free

1.6.1.6 TLC Tall Fescue Seed

99.9% Weed Free

1.6.1.7 Certified Rebel Fescue Seed – Seed will be for over

seeing of gold course greens and athletic turf areas.

99.9% Weed Free Purity 98% Germination 90% Treated with 1 ½ ounce of Apron Fungicide

1.7 Delivery

1.7.1 The delivery area is generally defined by the City limits of Fort

Worth, Texas; however it should be noted that the City of Fort Worth, Texas encompasses several cities and communities. The City owns and maintains utilities located within these cities and communities and work orders may be issued accordingly.

1.7.2 Proposer shall deliver grass seed and/or sod to the requesting division location within one (1) business day of receipt of an order by an authorized City of Fort Worth employee unless

MAXIMUS Consulting Services, Inc., Page 15 of 24 otherwise mutually arranged in writing

1.7.3 Proposer is responsible for the removal of the pallet(s) of grass sod from the Contractor’s vehicle.

MAXIMUS Consulting Services, Inc., Page 16 of 24

EXHIBIT B

PAYMENT SCHEDULE

Vendor Services Agreement Page 17 of 24

Status Bid/No

Bid Decision

# Item UOM Quantity Required

Unit Price Total Cost

Sod

Success: All values provided Bid #1-1

Sod, Common Bermuda

SY 158 $ 6.00 $ 948.00

Success: All values provided Bid #1-2

Sod, St.

Augustine

SY 10 $ 6.50 $ 65.00

Success: All values provided Bid #1-3

Sod, Tiff 419 Bermuda

SY 560 $ 6.00 $ 3,360.00

Success: All values provided Bid #1-4 Sod, Zoysia SY 1 $ 6.50 $ 6.50

Success: All values provided Bid #1-5

Sod, Buffalo Grass 609

SY 1 $ 6.50 $ 6.50

Basket Total $ 4,386.00

Seed

Success: All values provided Bid #2-1

Seed, Common Bermuda, 50 lb bag

BG 13 $ 380.00 $ 4,940.00

Success: All values provided Bid #2-2

Seed, Princess 77 Bermuda, 25lb bag

BG 1 $ 225.00 $ 225.00

Success: All values provided Bid #2-3

Seed, Winter Rye Annual, 50lb bag

BG 1 $ 135.00 $ 135.00

Success: All values provided Bid #2-4

Seed, K-31 Fescue, 50 pound bag

BG 1 $ 115.00 $ 115.00

Success: All values provided Bid #2-5

Seed, Perennial Rye, 50lb bag

BG 1 $ 145.00 $ 145.00

Success: All values provided Bid #2-6

Seed, TLC Tall Fescue, 50lb bag

BG 12 $ 116.00 $ 1,392.00

Success: All values provided Bid #2-7

Seed, Rebel

Fescue, Certified, 50lb bag

BG 1 $ 145.00 $ 145.00

MAXIMUS Consulting Services, Inc., Page 18 of 24

Success: All values provided Bid #2-8

Seed, Buffalo

Grass, 50 pound bag

BG 1 $ 435.00 $ 435.00

Success: All values provided Bid #2-9

Seed, Sahara II Bermudagrass, 50 pound bag

BG 1 $ 430.00 $ 430.00

Success: All values provided Bid #2-10

Additonal Seed and Sod , Discount

Percentage, please see

RFP-08-

Discount

Calculator cell F6 for Unit

Price

DO 1 $

14,250.00 $ 14,250.00

Basket Total $ 22,212.00

Services

Success: All values provided Bid #3-1

Installation A, Common Bermuda, includes sod and sod installation services

SY 7058 $ 18.00 $ 127,044.00

Success: All values provided Bid #3-2

Common

Bermuda Sod Installation B

SY 446 $ 30.00 $ 13,380.00

Success: All values provided Bid #3-3

St. Augustine, includes sod and sod installation services

SY 2934 $ 21.00 $ 61,614.00

Success: All values provided Bid #3-4

Installation B, St. Augustine, includes sod and sod installation services

SY 206 $ 35.00 $ 7,210.00

MAXIMUS Consulting Services, Inc., Page 19 of 24

Success: All values provided Bid #3-5

Tiff 419

Bermuda, includes sod and sod installation services

SY 2096 $ 24.00 $ 50,304.00

Success: All values provided Bid #3-6

Tiff 419

Bermuda, includes sod and sod installation services

SY 8 $ 34.00 $ 272.00

Success: All values provided Bid #3-7

Zoysia, includes sod and sod installation services

SY 50 $ 25.00 $ 1,250.00

Success: All values provided Bid #3-8

Zoysia, includes sod and sod installation services

SY 1 $ 40.00 $ 40.00

Success: All values provided Bid #3-9

Buffalo Grass 609, includes sod and sod installation services

SY 1 $ 33.00 $ 33.00

Success: All values provided Bid #3-10

Buffalo Grass 609, includes sod and sod installation services

SY 1 $ 41.00 $ 41.00

Success: All values provided Bid #3-11

Hydro-

Mulching Services includes mulch, fertilizer, installation services

SY 8138 $ 4.05 $ 32,958.90

MAXIMUS Consulting Services, Inc., Page 20 of 24

Success: All values provided Bid #3-12

Minimum

Charge for work orders under 10 Sq.

yards including delivery and materials

EA 413 $ 650.00 $ 268,450.00

Success: All values provided Bid #3-13

Mobilization Charge for over 10 SQ.

Yards

EA 1 $ 450.00 $ 450.00

Success: All values provided Bid #3-14

Services, Sod

Watering, Additional, Per

Square Yard

SY 1589 $ 4.00 $ 6,356.00

Basket Total $ 569,402.90

Grand Total $ 596,000.90

MAXIMUS Consulting Services, Inc., Page 21 of 24

DATE: 6/9/2026 REFERENCE

NO.:

**M&C 26-

0470 LOG NAME:

13P26-0036 GRASS

SEED, SOD AND

INSTALLATION

SERVICES LSJ WATER

CODE: P TYPE: CONSENT PUBLIC

HEARING: NO

SUBJECT: (ALL) Authorize Execution of Non-Exclusive Agreements with Civilian Division, LLC. dba GI-Mow, North Texas Hydromulch & Landscape Services, LLC and Greycon Inc for Grass Seed, Sod, and Installation Services for the Water Department in an Annual Amount Up to $205,000.00 and Authorize Four One- Year Renewals in Escalating Amounts

RECOMMENDATION:

It is recommended that the City Council authorize execution of non-exclusive agreements with Civilian Division, LLC. dba GI-Mow, North Texas Hydromulch & Landscape Services, LLC and Greycon Inc, for grass seed, sod, and installation services for the Water Department in an annual amount up to $205,000.00 and authorize four, one-year renewals in the amount of $215,250.00 for the first renewal, $226,012.50 for the second renewal, $237,314.85 for the third renewal, and $249,180.59 for the fourth renewal.

DISCUSSION:

The purpose of this Mayor & Council Communication (M&C) is to authorize exection of non-exclusive agreements with Civillian Division, LLC. dba GI-Mow North Texas Hydromulch & Landscape Services, LLC and Greycon Inc., for grass seed, sod and installation services.

The Water Department approached the Purchasing Division for assistance with securing an agreement for grass seed, sod, and installation services on an as-needed basis. Purchasing issued a Request for Proposal (RFP) No.26-0036 that consisted of detailed specifications and describing the required responsibilities and requirements to provide these services for the City of Fort Worth.

The RFP was advertised in the Fort Worth Star-Telegram on February 11, 2026, February 18, 2026 and February 25, 2026. The City received four responses. Harris Son's Quality Lawn Care was deemed non-responsive due to not bidding on any of the required line items.

An evaluation panel consisting of representatives from the Enviromental and Water Department reviewed and scored the submittal using Best Value criteria. The individual scores were averaged for each of the criteria and the final scores are listed in the table below.

Bidder Evaluation Factors

MAXIMUS Consulting Services, Inc., Page 22 of 24 a b c d e Total score North Texas Hydromulch & Landscape Services, LLC 0 12 20 20 15 67 Civilian Division, LLC. dba GI-Mow 0 12 20 20 4 56 Greycon Inc. 0 12 15 17.50 6.88 51.23

Best Value Criteria:

a. Small Business

b. Contractor’s Qualifications and Experience

c. Contractor’s ability to meet the City's need/workload

d. Technical Approach

e. Cost of service

After evaluation, the panel concluded that Civilian Division, LLC. dba GI-Mow, North Texas Hydromulch & Landscape Services, LLC and Greycon Inc, presented the best value. Therefore, the panel recommends that Council authorize agreements with Civilian Division, LLC. dba GI- Mow, North Texas Hydromulch & Landscape Services, LLC and Greycon Inc. No guarantee was made that a specific amount of services would be purchased. Staff certifies that the recommended vendors' bids meet specifications.

Due to inflation and supply chain concerns, staff recommends the total compensation for each annual renewal term be increased by 5\% to ensure the City is able to meet demand. The total compensation for the initial term of the contracts shall not exceed $205,000.00 and authorize four, one-year renewals in the amount of $215,250.00 for the first renewal, $226,012.50 for the second renewal, $237,314.85 for the third renewal, and $249,180.59 for the fourth renewal.

FUNDING: The maximum amount allowed under this agreement for the initial term will be $205,000.00; however, the actual amount used will be based on the needs of the department and available budget.

Funding is budgeted in the General Operating & Maintenance category in the Water & Sewer Fund for the Water Department..

AGREEMENT TERMS: Upon City Council approval, this agreement shall begin upon execution and expire one year from that date.

SMALL BUSINESS: In accordance with the City’s Small Business Ordinance, the City has established a 30\% Small Business goal for this solicitation/contract. No vendor met the criteria to achieve this goal. Therefore, the responses were?evaluated based on the remaining best value criteria.

RENEWAL TERMS: This agreement may be renewed for four additional, one-year terms at the amounts authorized through this M&C. This action does not require specific City Council

MAXIMUS Consulting Services, Inc., Page 23 of 24 approval provided that the City Council has appropriated sufficient funds to satisfy the City's obligations during the renewal term.

ADMINISTRATIVE CHANGE ORDER: An administrative change order or increase may be made by the City Manager up to the amount allowed by relevant law and the Fort Worth City Code and does not require specific City Council approval as long as sufficient funds have been appropriated.

This will serve ALL COUNCIL DISTRICTS.

FISCAL INFORMATION/CERTIFICATION:

The Director of Finance certifies that funds are available in the current operating budget, as previously appropriated, in the Water & Sewer Fund to support the approval of the above recommendation and execution of the agreements. Prior to any expenditure being incurred, the Water Department has the responsibility to validate the availability of funds.

BQN\\

TO

Fund Department ID Account Project

ID Program Activity Budget Year

Reference # (Chartfield 2) Amount

FROM

Fund Department ID Account Project

ID Program Activity Budget Year

Reference # (Chartfield 2) Amount

Submitted for City Manager's Office by:

Reginald Zeno (8517) Jesica McEachern (5804)

Originating Department Head:

Reginald Zeno (8517) Christopher Harder (5020)

Additional Information Contact:

Brandy Hazel (8087) La'Kita Slack-Johnson (8314)

ATTACHMENTS

13P26-0036 GRASS SEED, SOD AND INSTALLATION SERVICES LSJ WATER funds avail.docx (CFW Internal) CIVILIAN SAMS.pdf (CFW Internal) http://apps.cfwnet.org/council_packet/render_file.asp?filename=34513/13P26%2D0036+GRASS+SEED%2C+SOD+AND+INSTALLATION+SERVICES+LSJ+WATER+funds+avail%2Edocx http://apps.cfwnet.org/council_packet/render_file.asp?filename=34513/13P26%2D0036+GRASS+SEED%2C+SOD+AND+INSTALLATION+SERVICES+LSJ+WATER+funds+avail%2Edocx http://apps.cfwnet.org/council_packet/render_file.asp?filename=34513/CIVILIAN+SAMS%2Epdf

MAXIMUS Consulting Services, Inc., Page 24 of 24

FID TABLE FOR GRASS SEED AND SOD-FY26-Revised.xlsx (CFW Internal) GI-MOW - Form 1295 for City of Fort Worth .pdf (CFW Internal) Greycon Form 1295 Signed for Grass Seed Sod Installation Services.pdf (CFW Internal) Greycon SAMS.pdf (CFW Internal) North Texas SAMS.pdf (CFW Internal) NTX Form 1295 Signed for Grass Seed Sod Installation Services.pdf (CFW Internal) SOS Application Reserved for North Texas Hydromulch and Landscape Services LLC.pdf (Public) SOS Civilian Division LLC.pdf (Public) SOS Greycon Inc.pdf (Public) http://apps.cfwnet.org/council_packet/render_file.asp?filename=34513/FID+TABLE+FOR+GRASS+SEED+AND+SOD%2DFY26%2DRevised%2Exlsx http://apps.cfwnet.org/council_packet/render_file.asp?filename=34513/GI%2DMOW+%2D+Form+1295+for+City+of+Fort+Worth+%2Epdf http://apps.cfwnet.org/council_packet/render_file.asp?filename=34513/Greycon+Form+1295+Signed+for+Grass+Seed+Sod++Installation+Services%2Epdf http://apps.cfwnet.org/council_packet/render_file.asp?filename=34513/Greycon+SAMS%2Epdf http://apps.cfwnet.org/council_packet/render_file.asp?filename=34513/North+Texas+SAMS%2Epdf http://apps.cfwnet.org/council_packet/render_file.asp?filename=34513/NTX+Form+1295+Signed+for+Grass+Seed+Sod++Installation+Services%2Epdf http://apps.cfwnet.org/council_packet/render_file.asp?filename=34513/SOS+Application+Reserved+for+North+Texas+Hydromulch+and+Landscape+Services+LLC%2Epdf http://apps.cfwnet.org/council_packet/render_file.asp?filename=34513/SOS+Application+Reserved+for+North+Texas+Hydromulch+and+Landscape+Services+LLC%2Epdf http://apps.cfwnet.org/council_packet/render_file.asp?filename=34513/SOS+Civilian+Division+LLC%2Epdf http://apps.cfwnet.org/council_packet/render_file.asp?filename=34513/SOS+Greycon+Inc%2Epdf