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Item 4C Memo13CITY OF SOUTHLAKE MEMORANDUM March 20, 2018 To: Shana Yelverton, City Manager From: James Brandon, Police Chief Subject: Item 4C, Renewal of Contract with Tactical Systems Network Action Requested: Council approval for the annual renewal of current contract with Tactical Systems Network for armed Town Hall security in an amount not to exceed $110,000. Background Information: The City previously entered into a contract with Tactical Systems Network to provide armed security for Town Hall. This annual renewal extends the contract through 2018. The security guards currently provide security services to Town Hall and also serve as a point of contact and information for customers that enter the building. Financial Considerations: This item is within budget and there is no cost increase from the previous renewal. Financial Impact: This item is within budget. Citizen Input: N/A Legal Review: Conducted by City Attorney Alternatives: Non -renewal would end the contract and result in the elimination of armed security for Town Hall. Supporting Documents: Contract from Tactical Systems Network. Staff Recommendation: Approve the renewal of a contract with Tactical Systems Network for Town Hall Security. CITY OF SOUTHLAKE 19 March 20, 2018 Tactical Systems Network TSN 600 Texas Street Ste. 201 Fort Worth, Texas 76102 Atm: Mr. J. Tegan Broadwater Subject: Notification of Contract Renewal for Southlake Town Hall Dear Mr. Broadwater, The City of Southlake is providing notification of contract renewal Council approval, for "Southlake Town Hall Security Services". This renewal became effective January, 5, wit Council approval on March 20, 2018. Your company has indicated no increase is requested at this al. This con : hall continue in full force based on the terms and conditions of the initial award. The terms and conditions proposed and accepted in this Payment Terms: Method of Payment: Delivery Terms: Delivery Locations: Term of Contract: City Contact: Send all billing to: Other Charges: The _— state, 440, Email: is a tax are as partial date ofig&al and is eligible for annual renewal corporation and is exempt from all federal, All other spe ns, d con • s shallv $ in the original procurement documents. No other attachments in response t gree will be ac unless approved in writing by the Purchasing Manager or an authoriz resentative of ty of ake. Thank you for pa ng in our prod ent pr Please call 817-748-8312 with any questions. Sincerely, Tim Slifka Purchasing Manager CPPD, CPPB City of Southlake 1400 Main Street, Suite 440 Southlake, Texas 76092 tslifka@ci.southlake.tx.us Fax: 817-748-8048 Contract Renewal Accepted: Signed: Date: Mayor Laura Hill City of Southlake Attest: Carol Ann Borges, TRMC City Secretary Approved as to Form and Legality: City Attorney October20;2016 Tactical Systems Network TSN 600 Texas Street Ste. 201 Fort Worth, Texas 76102 Attn: J. Tegan Broadwater Subject: Notification of Contract Renewal for Southlake Town Hall Security Services Dear Mr. Broadwater, The City of Southlake is providing notification of contract renewal, pending City Council approval, for "Southlake Town Hall Security Services". This renewal shall become effective January 5, 2017 pending City Council approval (CC Award date _ ). Your company has indicated no increase is requested at this renewal. This contract shall continue in full force based on the terms and conditions ofthe initial award. The terms and conditions proposed and accepted in this renewal agreement are as follows: Payment Terms: Net 30 days (Unless otherwise noted — such as pre -and/or partial payment) Method of Payment: Shall be made by purchasing card or purchase order. Delivery Terms: FOB Destination Delivery Locations: If stated in document Term of Contract: Shall be effective for twelve months from date of renewal and is eligible for annual renewal City Contact: Kurt Ackermann 817-748-8102 Send all billing to: City of Southlake 1400 Main Street, Suite 440, Accounts Payable Southlake, TX 76092 or Email: icountWp iyablcgci sonthlake tx us Other Charges: The City of Southlake is a tax exempt municipal corporation and is exempt from all federal, state, and local sales taxes. All other specifications, terms and conditions shall be as provided in the original procurement documents. No other attachments to or in response to this agreement will be accepted unless approved in writing by the Purchasing Manager or an authorized representative of the City of Southlake. Thank you for participating in our procurement process. Please call 817-748-8312 with any questions Sincerely, Tim Slifka Purchasing Manager CPPD, CPPB City of Southlake 1400 Main Street, Suite 440 Southlake, Texas 76092 tslifka@ci.southlake.tx.us Attest: Fax: 817-748-8048 Lori Payne, TRMC Contract Renewal Accepted: City Secretary Signed, Date: Approved as to Form and Legality: Mayor Laura Hill City of Southlake City Attorney Is Tactical $ystems Network SECURITY SERVICES CONTRACT This contract is entered into beginning 0110$12018, between the 'Aity of Southlake, Texas, herein referred to as the Client, and Tactical Systems Network, LL ,'a duly licensed private security firm in the State of Texas, herein referred to as TSN. The Client has retained TSN to provide professional security and operational assessment servicesrelated to the Town Hall operations located at 1400 Main Street, Southiake, Texas 78092. ' SN agrees to execute all duties outlined within this contract in addition to any supplem intall duties attached as additional addendums to this contract. An authorized representati a of both the Client and TSN must sign any addendum of supplemental and/or addltional duties. TSN agrees to perform all duties in a timely and professional manner. 1. BINDING: This is a legally binding contract whereby a failuri to execute the actions contracted by either party shall constitute a breach of contract and may subject the failing party to a civil action. in the event that it is necessary for one party to enforce this contract, the defaulting party agrees to pay all. costs of suit incurred by tho non -defaulting party, for related hours and expenses incurred by the non -defaulting party, Including court costs and attorney related fees: whether suit is filed or not. 2. SEVERABILITY: If any section or provision of this contract is found to be invalid or unenforceable to any extent, the remainder of this contract and Ithe applications of such provisions shall remain unaffected and thereby shall continue to bd enforced to the greatest extent permitted by law. 3. BILLABLE TIME: The Client has agreed to contract TSN services. Client shall be notified In advance if an overage is anticipated and no work by TSN shall be performed beyond the corresponding agreement unless approval is granted in writing by (he Client. in the event of an imminent security -related issue or other matter requiring Imnfediate action, TSN may proceed with a verbal approval from the Client or Principal; howeJer, written approval must follow by the and of the following business day. 4. SHORT NOTICE FEE: Should the Client require additional sechrity personnel for special events or other concern, TSN requires a minimum of ninety-six (98) hours advance notice. This notice will ensure the proper custom staffing of the Client's property, event, or personnel and allow for the avoidance of TSN incurring unnecessary overtia expenses. in the event that the required advance notice is not given, TSN reserves the rig t to add a 20% surcharge calculated by the "per man- hour" rate indicated in the costs section.of this agreement. , 5. LATE PAYMENT FEE: TSN reserves the right to add a 5% surcharge to any invoice not paid within thirty (30) calendar days of the Invoice's postmarked data and a surcharge of 20% if past due over 45 days. S. RETURNED CHECK FEE: TSN reserves the right to add a fifty -dollar ($50) fee for any NSF or returned check. t I Tactical SystemsNetworx (TSN)-60eToxas Simi, Sto. 201, Fort Worthl Texas, r1SA76102 0: 817,332.9944- Fa817,332.9955 — E:lnfo@TSNLLC.com - Wi TS1,11-Mcom T. PAYMENT: Client agrees to pay TSN in full for all services rendgred and duties described herein — accepting full responsibility for any additional fees listed within this agreement or any signed addendum and/or proposal. Invoices, when applicable, will be transmitted electronically and are due upon receipt, & RETAINER: Client agrees to pay, in advance of any work performed by TSN, a non- refundable retainer to TSN for the initiation of the above -listed duties. This retainer shall be subtracted from the total bili if the amount exceeds the retainer amount following the initiation of work by TSN. The conclusion of the duties assigned shall be determined by TSN. The amount of the non-refundable retainer is: N/A 9. LIABILITY: To the extent permitted by applicable law, the Client agrees to indemnify and hold harmless TSN, its officers, managers, partners, directors, agents, and employees from any or all claims, liabilities, fees (ncluding attorney fees), costs, and judgments arising from the Client's use of the information provided In the written reports by TSN. Although TSN strives at all times to provide corroborated, accurate, and/or co)nplete information in its reports, on occasion, certain items of Information obtained by TSN 4nd included in the reports is gathered through observation and personal interpretation, the Client further releases TSN, its officers, managers, partners, directors, agents, and employees from the liability arising or alleged to arise directly or indirectly from negligent acts, errors, orlomissions in a written or verbal report provided to the Client by TSN. i 10. CRIMINAL BREACH: In the event that TSN, while aging 01 behalf of the Client or Principal, determines a criminal act or criminal intent by the Client is evident, TSN shall terminate duties immediately, The Client shall not be refunded any monies paid to TSN, and the Client shall pay, upon demand, all outstanding fees and/or charges due at that time. , 11. CONFIDENTIALITY: Upon the commencement of this agroament, TSN may make available to the Client Confidential Information pertaining to the company and/or business practices in the course of and performance of duties. Notwlthst,'nding the preceding, the Client, Its partners, shareholders, officers, managers, and employees agree to hold in strictest confidence, any, and all confidential Information, and not to use, or to disclose said information to any person, firm, corporation, or entity without written authorization from the President of TSN, except to the extent required by subpoena or applicable law, Including the Texas Public Information Act, as determined by Client's City Attorryru ortheTexasAttorney General. The Client confirms that "Confidential Information" mes any TSN proprietary information, technical data, trade secrets, strategies, or know-howcluding, but not limited to, company or employee personal information, research, products;, services, customer lists; including, but not limited to, markets, software, developments' processes , technology, designs, drawings, logos, forms, engineering, marketing, fina ces or other business Information disclosed by TSN directly or indirectly, orally, or in writ] ,g. 12. SOLICITATION OF TSN EMPLOYEES: (a) Non -Solicitation: For a period of two (2) years following the last date on which services are performed under this contract, the Client agrees td, not hire any employee of TSN and to not, either directly or Indirectly, solicit, Induce, tecru]t or encourage any employee of TSN to leave their employment, or take away suc' employees, or attempt to solicit, induce, recruit, encourage or take away any employeef TSN, either for Itself or for any other individual, firm, corporation or entity without wri en authorization from the COO of TSN. Tactical Systems Network(TSN)-600Tsxas street, Ste. 201, Fod Wod , Texas, USA 76102 Is 0:817.332.9944—K:817.332.9995—E: InfoQTSNLLC.com-TX Lim 01$-3•W: TSNLLG.com Is Tactical Systems Network (b) Equitable Relief/Equitable Remedies; Due to the uiti'iqus nature of security concerns, client agrees that it would be impossible or inadequate to measure and calculate damages from any breach of the covenants set fooh in Section 13 of this agreement; accordingly, client agrees that any breach of thio section, TSN will have available, In addition to any other right or remedy available by liaw, the right to obtain an Injunction from a court of competent jurisdiction restraining such breach or threatened breach, and to specific and immediate performance of any such provision of this °Agreement". Client further agrees that no bond or other secprity shall be required in obtaining such equitable relief and client hereby consents to the issuance of such injunction and to the ordering of specific performance. 13. ENTIRE AGREEMENT: It Is expressly agreed by the Client, ali a material consideration for the execution of this contract, that this contract, with the specific references .to written extrinsic documents, is the entire agreement of the parties, s 14. COMPLAINTS: Tactical Systems Network, LLC Is a licensed Sur ity Firm in the State of Texas. Complaints involving Tactical Systems Network, LLC shout be directed to the Texas Department of Public Safety - Private Security Bureau via the follow ng methods: Mail: PO Box 4087, Austin, TX 78773 Telephone: (512) 424-7710 Fax: (512) 424-7729 General Complaints Email: Private_Security_Bureat @txdps.state.i>.us Dallas Metro Complaints Email: PSB_DallasComplaint(Mtxdos,state'tx.us 16, CONTINUING CONTRACT/RATES: This contract may be renewed annually by written agreement of TSN and the Client or terminated at anytime in writinby either party with thirty 30 -days notice. The Client agrees to pay TSN the following initial ra , s: Armed/Licensed/Uniformed Professionals: $30.00 $26.601Per-Man our ArmedlLicensed/Plain Clothed Protection Professionals: $76:00$400/Per-Man Hour Client shall be notified if an overage is anticipated and no work b�, TSN shall be performed beyond the estimated cost beyond two (2) hours, until approval is granted by the client to proceed into the work involved with the specified and newly estriv ated overage. Holiday Rates are the above -listed rates and are increased 20°!o fdr the following days: New Year's Day, Easter, Memorial Day, Independence Day, Lebor=Day, Thanksgiving and Christmas. The rates set forth herein may increase by (5%) five percent annually upon the anniversary date of this contract via mutual agreement in writing. 16. SHIFT REQUIREMENT: TSN requires a 5 -hour shift minimum. Taotloal Systems Nsiwoik CrSNi-600 Texas Street, Ste, 201, FortWoANTexas, OSAMU O: 817.332.9944— F: 817.332.9955 — E: InfaMTSNLLC.com - W: 7.SNLLp.eom 17. INDEMNITY. TSN agrees to indemnify and hold harmless, and does by this agreement hereby indemnifies and holds harmless, Client from all claims, liabilities, fees (including attorney fees), costs, and Judgments arising from any tortious actions and/or omissions committed by TSN, its officers, managers, partners, directors, agents, and employees arising from or committed during the provision of services provided by TSN under this agreement. Acknowledgement: Your signature below confirms your understanding of the terms set forth within this agreement and the confirmation of all terms therein. Furthermore, the signatory acknowledges that he/she is authorized to sign and enter Into this agreement on behalf of the Client. l/�� GtfGrf� t1 I'' 1 6144 n.�srJf-Alakr MA916it ULL NAME (Print) COMPANY/ORGANIZATION DATE Taclloal Systems Network (TSN) -600 Texas Street, Ste. 201, Fort Worth, Texas, USA 76102 0: 617.332:9944 — F: 617.332.9955—E:Into@TSNLLC.com -TX Lio: C15123 -W.,TSNLLLC.com