On the agenda: Bedford meeting — LPR camera (Jan 13)

Regular Meeting of the Bedford City Council
Tuesday, January 13, 2026
Bedford City Hall
2000 Forest Ridge Drive
Bedford, Texas 76021
Council Chamber Regular Session 6:00 p.m.
COMPLETE COUNCIL AGENDAS AND BACKGROUND INFORMATION ARE AVAILABLE FOR REVIEW
ONLINE AT http://www.bedfordtx.gov
REGULAR SESSION
CALL TO ORDER/GENERAL COMMENTS
INVOCATION
PLEDGE OF ALLEGIANCE
PUBLIC COMMENTS (The public is invited to address the Council on any topic. Citizens desiring to speak on Public Hearing(s) must do so at the

time the Public Hearing(s) are opened. In order to speak during Public Comments a person must first sign in with the City Secretary prior to the Regular
Session being called to order. Speakers will be called upon in the order in which they sign in. Any person not signing in prior to the commencement of the
Regular Session shall not be allowed to speak under Public Comments. Further, Public Comments is limited to a maximum of 3 minutes per speaker.)

CONSIDER APPROVAL OF ITEMS BY CONSENT (Consent items are deemed to need little Council deliberation and will be acted upon
as a business item. Any member of the City Council may request that an item be withdrawn from the Consent Agenda and placed before the City Council for
full discussion. Approval of the Consent Agenda authorizes the City Manager, or a designee, to implement each item in accordance with staff
recommendation.)
1. Consider approval of the following City Council minutes:
a) December 9, 2025 regular meeting
2. Consider a resolution authorizing the City Manager or her designee to purchase building signage and
parking lot signage for City Hall through OakSpy Signs and Graphics in an estimated amount of
$5,111.35.
3. Consider a resolution authorizing the City Manager or her designee to enter into a one-year agreement
with Motorola Solutions, Inc. in the amount of $509,064.12 for support and maintenance of the trunk
radio infrastructure.
NEW BUSINESS
4. Public hearing and consider an ordinance regarding a rezoning of the property described as
Whisperwood Center Addition Block 1 Lot 1R from Heavy Commercial/Master Highway Corridor to
Heavy Commercial/Master Highway Corridor/Specific Use Permit – Private Business and Professional
Schools. The property is generally located south of Harwood Road, to the east of State Highway 121,
and commonly known as 3516 Harwood Road Suite 116. (SUP-25-14). The Planning and Zoning
Commission recommended approval by a vote of 7-0-0.

5. Consider a resolution authorizing the City Manager or her designee to amend the operational
management agreement with Sunfield Development dba Generational Play Sports (GenPlay) at the
Generations Park Sports Complex by extending the initial five-year term to 15 years and adding two
additional five-year renewal options, for a potential of 25 years if all extensions are exercised.
REPORTS
6. Mayor/Council Member Reports
7. Report on most recent meeting of the following Boards:
• Animal Shelter Advisory Board
• Beautification Advisory Board
• Library Advisory Board
• Parks and Recreation Advisory Board
• Senior Advisory Board
8. City Manager/Staff Reports
9. Take any action necessary as a result of the Executive Session.

(Pursuant to Section 551.071 of the Texas Government Code, the City Council reserves the right to consult in a closed meeting with its attorney and to receive legal advice regarding any item listed
on this agenda.)

ADJOURNMENT
CERTIFICATION
I, the undersigned authority, do hereby certify that this Notice of Meeting was posted on the outside window in a display cabinet at the City Hall of the City
of Bedford, Texas, a place convenient and readily accessible to the general public at all times, and said Notice was posted by the following date and time: Wednesday, January 7,
2026 at 5:00 p.m., and remained so posted at least 3 business days before said meeting convened.

Michael Wells, City Secretary

Date Notice Removed

(Auxiliary aids and services are available to a person when necessary to afford an equal opportunity to participate in City functions and activities. Auxiliary aids and services or
accommodations must be requested in writing to the City Secretary’s Office a minimum of seventy-two hours (72) hours prior to the scheduled starting time of the posted meeting.
Requests can be delivered in person or mailed to the City Secretary’s Office at 2000 Forest Ridge Drive, Bedford, TX 76021, or emailed to [email protected]. Some
requests may take longer due to the nature, extent and/or availability of such auxiliary aids, services or accommodations.)

Fiscal Year 2025-26 Budget and Taxpayer Impact Statement
Pursuant to Sec.551.043(c) Texas Government Code

AGENDA

PRESENTER: Michael Wells, City Secretary
Minutes

ITEM:
Consider approval of the following City Council minutes:
a) December 9, 2025 regular meeting

DISCUSSION:
N/A

ATTACHMENTS:
December 9, 2025 regular meeting

DATE: 1/13/2026

AGENDA
Council Minutes December 9, 2025
STATE OF TEXAS

§

COUNTY OF TARRANT

§

CITY OF BEDFORD

§

The City Council of the City of Bedford, Texas, met in Regular Session at 6:00 p.m. in the
Council Chambers of City Hall, 2000 Forest Ridge Drive, on the 9th day of December, 2025
with the following members present:
Dan Cogan
Nichelle D. Dawkins
Joy Donovan Brandon
Steve Farco
Rob Gagliardi
Amy Sabol
Rich Steves

Mayor
Mayor Pro Tem
Councilmembers

constituting a quorum.
Staff present included:
Andrea Roy
Caryn Riggs
Bryn Meredith
Michael Wells
Bobby LaPenna
Mark Long
Wes Morrison
Tino Paredes
Christian Smith

City Manager
Assistant City Manager
City Attorney
City Secretary
Police Chief
Parks and Recreation Director
Development Director
Deputy Fire Chief
Economic Development Manager

REGULAR SESSION
The Regular Session began at 6:00 p.m.
CALL TO ORDER/GENERAL COMMENTS
Mayor Cogan called the meeting to order.
INVOCATION
Councilmember Donovan Brandon gave the invocation.
PLEDGE OF ALLEGIANCE
The Pledges of Allegiance to the flags of the United States and Texas were given.
COUNCIL RECOGNITION
•

Employee Service Recognition

AGENDA
Council Minutes December 9, 2025
The following employees received recognition for dedicated service and commitment to the City
of Bedford:
Brandi West, City Manager’s Office - 10 years of service
Kwang Han, Police Department - 5 years of service
Oscar Ledezma, Police Department - 10 years of service
Tara Noble, Police Department - 20 years of service
PUBLIC COMMENTS
Susan Valliant - Ms. Valliant signed up to speak on her business and running for House District
94. She stated she is running to restore local control as she felt the best government is in the
local areas and to eliminate property taxes.
Jon Wilson, Business Director of New Beginnings Church, 2000 Forum Parkway - Mr. Wilson
signed up to speak regarding the new business at 2050 Forum Parkway. He stated the church
purchased the property 12 years ago with the intention of developing it or constructing another
sanctuary. Since that time, it has been determined that the church has sufficient space and no
longer needs another sanctuary. As a result, their pastor is open to selling the property if the right
buyer can be found to bring something to help the community and be a blessing to others.
Mr. Wilson discussed New Beginning’s community involvement, including hosting training
sessions for the Police and Fire Departments and conducting outreach activities. He explained
that while they do not need to sell the property, they are seeking an opportunity that would benefit
the parties and the community. He stated that New Beginnings fully endorses the partnership with
Archway Properties.
PRESENTATION
•

Presentation and discussion on renderings of the new Central Fire Station by Jim Tharp
with Williams Tharp Architects.

Jim Tharp with Williams Tharp Architect presented the plans, renderings, and a 3D fly-around of
the proposed new Central Fire Station. He explained that the design incorporates architectural
elements from the Law Enforcement Center (LEC) in an effort connect the two buildings together.
He stated that they have completed 50 percent design development and he expects the 100
percent design development documents, including the next cost estimate, to be completed by
mid-January. He further stated that all design work is anticipated to be completed by May 8.
In response to questions from Council, he stated the proposed building size is 24,992 square feet
compared to the current station, which is under 14,000 square feet. The new building would
feature a larger administrative area, bays, training room, kitchen and dining area; additional bunk
rooms; and amenities such as outdoor patios. Mr. Tharp stated the initial cost analysis performed
in July, based on schematic designs, was just under $17 million, while approximately $16 million
has been allocated for the project.
There was discussion on the proposed building materials and the compatibility of the new building
with the LEC. Regarding budget concerns, Mr. Tharp stated that the July cost estimate included
a $1.5 million estimating contingency as well as the cost of the jail demolition. The next estimate
will be based on a more thorough set of documents, at which time adjustments can be made. Mr.
Tharp stated that the design was based on discussions with Fire Department staff regarding their
needs, and he felt there was no wasted space in the design.

AGENDA
Council Minutes December 9, 2025
There was discussion on Council’s tours of the Euless fire stations designed by Mr. Tharp, the
design development process, material coordination between the new building and the LEC, the
number of bunk rooms and future staffing needs, and Fire Department input into the design.
Deputy Fire Chief Tino Paredes explained that the Department may look to expand Fire Station
No. 3 in the future to accommodate additional personnel and apparatuses.
There was discussion on the security gate, separation of the public parking lot and the back of
the facilities, the size of the apparatus bays, and vehicle parking. Deputy Chief Paredes stated
the property is not large enough to store additional vehicles and an apparatus barn may be
considered in the future. There was further discussion on the front balcony, the location of the
decontamination and laundry rooms, potential project costs and possible scope reductions, and
the determination that a separate EMS room, such as were included in the Euless fire stations, is
not necessary.
CONSIDER APPROVAL OF ITEMS BY CONSENT
City Manager Andrea Roy presented an overview of items on the Consent Agenda.
Motioned by Councilmember Farco, seconded by Councilmember Sabol, to approve the following
items by consent: 1, 2, and 3.
Motion approved 7-0-0. Mayor Cogan declared the motion carried.
1. Consider approval of the following City Council minutes:
a) November 18, 2025 regular meeting
This item was approved by consent.
2. Consider a resolution authorizing the City Manager or her designee to purchase the
annual subscription for maintenance and support of the public safety record
management software from Central Square Technologies in an amount of $112,615.
This item was approved by consent.
3. Consider a resolution authorizing the City Manager to enter into a contract with
Southwest/Medic Built Ambulance, LLC in Kennedale, Texas, for the purchase of one
ambulance modular remount on a 2025 Ford F550 chassis in the amount of $357,593.74,
through a cooperative purchasing agreement with Houston-Galveston Area Council
(HGAC).
This item was approved by consent.
NEW BUSINESS
4. Public hearing and consider an ordinance regarding an amendment to the Bedford
Forum Planned Unit Development, and to amend the official zoning map to remove the
property from the Master Highway Corridor Overlay, to allow for the construction of
two office warehouse buildings on the property legally described as Bedford Forum
Addition, Block 3R, Lot 4R1, commonly known as 2050 Forum Parkway. (PUD-25-2)
Development Director Wes Morrison presented information regarding this item, which is a
request to amend the Bedford Forum Planned Unit Development (PUD) to allow construction of

AGENDA
Council Minutes December 9, 2025
two office warehouses at Forum Parkway and Plaza Drive. The request also includes removing
the site from the Master Highway Corridor (MHC) Overlay District, as the current site design
cannot meet the landscaping buffer requirements along Forum Parkway. Mr. Morrison explained
if the property is subdivided as planned, it would no longer fall within the MHC boundaries.
The property is classified as an Employment Focus development pattern in the Comprehensive
Lane Use Plan. Mr. Morrison stated that the proposed site plan meets all the points of the
development pattern, including low-density industrial use, a maximum building height of 42 feet,
and incorporation of landscape buffers with the surrounding area. He explained that one building
is proposed at 62,000 square feet and the other at 41,000 square feet, and that the site plan
meets all parking and landscape requirements based on the submitted development standards.
Mr. Morrison stated three notices of opposition to the item were received; however, the 16 percent
opposition did not trigger a requirement for a supermajority vote to approve. The Planning and
Zoning Commission determined that the proposed use is permitted within the PUD and meets
the goals of the development pattern, and recommended approval by a vote of 6-1-0.
In response to questions from Council, Mr. Morrison stated the Commission expressed concerns
regarding traffic and the landscape buffer along Forum Parkway. He explained that providing the
buffer would require a reduction in the size of the buildings. Further, a water line along Forum
Parkway restricts the planting of trees. Regarding the proposed truck routes and traffic, he stated
the applicant submitted traffic counts and no additional improvements would be required. He
confirmed there would be one access point shared with the church and several along Plaza Drive.
Mr. Morrison stated the property would remain in the PUD and the re-plat approval would be
reviewed by the Planning and Zoning Commission. He confirmed that businesses in the buildings
would be permitted by right and the change in ownership would place the property on the tax
rolls. He further stated the City’s engineering staff identified no major issues with the proposed
traffic counts as they relate to noise and pollution and that any type of nuisance issues would be
handled through code enforcement. He explained the next steps in the process would be taken
at an administrative level or with the Commission.
There was discussion on the surrounding commercial uses near the site, the project’s
consistency with the Comprehensive Land Use Plan, the goals of the area, and the 200-foot
notice requirement. Mr. Morrison confirmed that none of the opposition came from residents.
Mayor Cogan opened the public hearing at 7:01 p.m.
Justin Howe, Development Manager with Archway Properties, presented an overview of the
company’s background and recent projects, including a development in Irving which he stated is
similar to what Archway proposes for the Bedford Forum project. He explained that their typical
tenant base consists of low-volume logistical users, including pharmaceutical companies. Mr.
Howe presented the overall site plan, showing that the rear loading and service areas would face
inwards with landscaping along the outside. He stated the anticipated tenant base would be
similar to that of the Irving project.
In response to questions from Council, Mr. Howe stated that, based on their experience, the
tenants typically operate standard 40-hour work weeks. He reviewed the site’s proposed
landscaping, landscape buffers, and detention ponds, and provided an overview of the
anticipated traffic patterns, including ingress and egress to the site.
Tina Penney, Villages of Durango, 3122 Bedford Road, Bedford – Ms. Penney spoke in

AGENDA
Council Minutes December 9, 2025
opposition to the proposed development, citing health and pollution concerns. She stated her
residence is 690 feet from the proposed development and expressed concerns that fumes from
diesel trucks would negatively impact people and animals. She referenced research regarding
exposure to diesel emissions and stated her belief that there is no safe distance from such fumes.
She also raised concerns about increased traffic and noise from idling trucks. She stated that
even if the businesses operate primarily during the day, truck traffic could occur at night. She
further stated that the developer estimated approximately 537 vehicle trips per day.
Mayor Cogan closed the public hearing at 7:17 p.m.
There was discussion on the proposed development being consistent with the Comprehensive
Land Use Plan.
Motioned by Mayor Cogan, seconded by Councilmember Steves, to approve an ordinance
regarding an amendment to the Bedford Forum Planned Unit Development, and to amend the
official zoning map to remove the property from the Master Highway Corridor Overlay, to allow
for the construction of two office warehouse buildings on the property legally described as
Bedford Forum Addition, Block 3R, Lot 4R1, commonly known as 2050 Forum Parkway. (PUD25-2)
Motion approved 7-0-0. Mayor Cogan declared the motion carried.
5. Consider a resolution of the City of Bedford, Texas, authorizing the City Manager to
negotiate and execute an economic development program agreement, pursuant to
Chapter 380 of the Texas Local Government Code and the City’s Economic
Development Policy, by and between the City of Bedford, Texas and SGSC Fund, LLC,
for improvements to the Stonegate Shopping Center, located at 1305-1313 Brown Trail.
Economic Development Manager Christian Smith presented information regarding this item. He
stated the Stonegate Shopping Center was recently acquired by CenterPoint Commercial, which
is proposing improvements to the façades of both buildings, extending a portion of the building
adjacent to Turning Point to create a food court pavilion, and repairs to the parking lot. Mr. Smith
displayed images of the property’s current condition along with renderings of the proposed
improvements. He explained that the proposal aligns with Council’s Strategic Focus Area 2 –
Economic Development and with the Comprehensive Land Use Plan, which specifically identifies
the Stonegate District for revitalization.
Mr. Smith presented an overview of the proposed terms of the agreement, which would require
CenterPoint to make a minimum capital investment of $850,000. The scope of work would include
façade improvements to both buildings, parking lot upgrades, and expansion of the northern
building to create the food hall pavilion. Upon completion, the City would provide a one-time grant
of $200,000 and a 50 percent sales tax rebate for a period of five years, with the total incentive
not to exceed $300,000. He presented a breakdown of the sales tax rebate, the projected impact
to property taxes, and the City’s return-on-investment over ten years, which is approximately 50
percent.
In response to questions from Council, Mr. Smith stated the improvements would be required to
commence by the end of 2027. There was discussion on how the City would verify the
improvements to the property. Mr. Smith stated the grant would be funded through the Economic
Development Fund. Assistant City Manager Caryn Riggs stated, if this item is approved, the
Fund is projected to have a balance of approximately $904,000 by year’s end. She explained
that the City transfers $50,000 annually from the General Fund and that there have been

AGENDA
Council Minutes December 9, 2025
discussions with the Street Improvement Economic Development Corporation regarding potential
future contributions.
Mark Cohen, President of CenterPoint Commercial, stated that plans have already been
submitted to Building Inspections to initiate the permitting process. He further stated that the
company is making a larger investment in the food pavilion than originally anticipated and he
discussed the planned improvements. There was discussion on CenterPoint’s overall investment,
potential tenants for the buildings and food pavilion, naming and branding, and the kiosk at the
front of the property.
Motioned by Councilmember Gagliardi, seconded by Councilmember Donovan Brandon, to
approve a resolution of the City of Bedford, Texas, authorizing the City Manager to negotiate and
execute an economic development program agreement, pursuant to Chapter 380 of the Texas
Local Government Code and the City’s Economic Development Policy, by and between the City
of Bedford, Texas and SGSC Fund, LLC, for improvements to the Stonegate Shopping Center,
located at 1305-1313 Brown Trail.
Motion approved 7-0-0. Mayor Cogan declared the motion carried.
6. Consider a resolution authorizing the City Manager or her designee to execute a
professional services contract with Lose Design to provide professional services for
the design of four tennis courts and four to six pickleball courts at Generations Park
at Boys Ranch, in an amount not to exceed $222,000.
Parks and Recreation Director Mark Long presented information regarding this item. He stated it
is part of a $750,000 grant from the Texas Parks and Wildlife Department (TPWD), which requires
a 100 percent match from the City. He explained the budget for the courts is slightly over $1
million and that the City’s matching funds will come from interest earnings on the Phase Next
bonds. He stated that the design phase included in the proposed agreement is not eligible for
reimbursement from the grant.
Mr. Long outlined the scope of the contract, which includes engineering services; site master
planning and conceptual design; preparation of construction documents for the bid process;
construction-related services once work begins; and the development of an opinion of probable
construction cost. He stated that if construction costs exceed the budget, the additional expenses
would be covered by the Phase Next interest earnings in addition to the grant funds. He noted
that other amenities funded by the grant, including shade structures, disc golf additions, and hike
and bike trails, are currently projected to come in under budget.
Mr. Long stated that approximately $835,000 in Phase Next interest earnings are available and,
under the bond language, may only be used at Generations Park. He discussed the complexity
of the site, including elevation changes that may require a retaining wall, drainage issues, and
existing underground utilities. He further discussed parking considerations as well as accessibility
requirements mandated by TPWD. He explained that the state will not issue a notice to proceed
until they receive stamped architectural and engineering drawings. He stated that professional
design services are essential to deliver a safe, functional, and cost-effective project. He further
stated that design should take approximately six months, followed by two months for bidding,
and six to eight months for construction.
There was discussion on the possibility of incorporating flexibility designed into the court design.
In response to questions from Council, Mr. Long stated that a skate park was not included in the
grant application because it did not rank high enough on the priority list in the Parks Master Plan.

AGENDA
Council Minutes December 9, 2025
He explained that the courts would be operated by staff, open to the public, lighted, and selfpaced, with reservations likely managed through an internal, non-fee reservation system.
Motioned by Councilmember Gagliardi, seconded by Councilmember Donovan Brandon, to
approve a resolution authorizing the City Manager or her designee to execute a professional
services contract with Lose Design to provide professional services for the design of four tennis
courts and four to six pickleball courts at Generations Park at Boys Ranch, in an amount not to
exceed $222,000.
Motion approved 7-0-0. Mayor Cogan declared the motion carried.
7. Consider a resolution authorizing the City Manager or her designee to enter into an
amendment to a Ground and Tower Lease Agreement with New Cingular Wireless PCS,
LLC for cellular equipment located on the water tower at 537 Bedford Road.
Assistant City Manager Caryn Riggs presented information regarding this item. She explained
that cell companies lease space from the City, such as on water towers, to install their equipment.
This item is to renew an existing lease that is set to expire in 2027. The proposed renewal is for
an additional 25 years, in five-year increments, with rent remaining flat for the first five-year
period, and a 10 percent escalation built in for each renewal period.
In response to questions from Council, Ms. Riggs stated that the company currently pays the City
$4,372.52 per month, and that the combined revenue from all similar leases in the current budget
is approximately $272,400.
Motioned by Councilmember Farco, seconded by Councilmember Gagliardi, to approve a
resolution authorizing the City Manager or her designee to enter into an amendment to a Ground
and Tower Lease Agreement with New Cingular Wireless PCS, LLC for cellular equipment
located on the water tower at 537 Bedford Road.
Motion approved 7-0-0. Mayor Cogan declared the motion carried.
8. Consider a resolution authorizing the casting of the City of Bedford’s allocated votes
for appointment on the Tarrant Appraisal District Board of Directors.
City Manager Andrea Roy presented information regarding this item, which is to cast votes for
two open positions on the Tarrant Appraisal District (TAD) Board of Directors. She stated that
there are four candidates and she reviewed the current voting tabulations, explaining that Bedford
has 11 votes out of a total of 2,000. There was discussion on candidates Wendy Burgess and
Eric Crile expressing opposition to TAD’s reappraisal plan.
Motioned by Councilmember Farco, seconded by Councilmember Gagliardi, casting 11 votes for
Wendy Burgess.
Motion approved 7-0-0. Mayor Cogan declared the motion carried.
REPORTS
9. Mayor/Council Member Reports
Mayor Cogan reported on attending the ribbon cutting for Dr. Snowball, a family-owned HVAC
company, at the Hurst-Euless-Bedford (HEB) Chamber of Commerce on November 25. He

AGENDA
Council Minutes December 9, 2025
attended the Tarrant County Mayors’ Council meeting on December 1, where Fort Worth Police
Chief Eddie Garcia provided an update on his plans for the department as well as a public health
update. He attended the HEB Chamber’s leadership lunch with other area mayors on December
4, where he discussed his reasons for running for office and strategies for redevelopment. He
attended the annual Christmas tree lighting event on December 5, which he described as a great
success, and he thanked the employees who worked on the event. He wished everybody a Merry
Christmas and Happy Holidays.
Councilmember Farco reminded everybody about the upcoming HEB Chamber luncheon on
Thursday at Texas Star.
Mayor Pro Tem Dawkins reported that she participated in the economic development tour of the
cities as part of the HEB Chamber 2026 leadership class and commended City Manager Andrea
Roy and Economic Development Manager Christian Smith for their work.
Councilmember Donovan Brandon congratulated the L.D. Bell High School band on their
participation in the Macy’s Thanksgiving Day Parade and appearance on The Today Show. She
reported that children and adults with sensory issues can attend “A Gentle Nutcracker” performed
by the North Central Ballet on December 14 at the IM Terrell Performing Arts Center.
Councilmember Gagliardi reported that he was unable to attend the Christmas tree lighting due
to work but commented on the large turnout he observed at the park on his way home.
10. Report on most recent meeting of the following Boards:
• Animal Shelter Advisory Board
Councilmember Farco thanked the Friends of the Bedford Animal Shelter, Councilmember Sabol,
and Animal Shelter staff for all that they do. He reminded people to take precautions to care for
their pets as the weather turns colder, and he advised that the Animal Shelter is always accepting
donations.
•

Beautification Advisory Board

Mayor Pro Tem Dawkins reported that the Board did not meet in November but received very
positive feedback on the trees recently planted in Generations Park. She stated that they plan to
develop a tree plan in the coming year.
•

Library Advisory Board

Councilmember Donovan Brandon thanked everybody who supported “A Bedford Christmas” and
reported that the Library Foundation raised over $9,000 for children’s literacy initiatives. She
further reported that starting in January, anyone wanting access to the Library’s study rooms will
be required to have a library card to reserve one.
•

Parks and Recreation Advisory Board

Councilmember Steves echoed the Mayor’s appreciation given to staff for the Christmas tree
lighting event and thanked the Board members who manned the live reindeer station.
•

Senior Advisory Board

AGENDA
Council Minutes December 9, 2025
No report was given.
11. City Manager/Staff Reports
No report was given.
EXECUTIVE SESSION
a) Pursuant to Section 551.072, to deliberate the purchase, exchange, lease or value
of real property and Section 551.087, deliberations regarding economic
development negotiations - the property bordered by EM Bilger Jr. Boulevard, L
Don Dodson Drive, Parkwood Drive, and Bedford Road.
b) Pursuant to Section 551.071. Consultation with Attorney. The City Council may
convene in executive session to conduct a private consultation with its attorney on
any legally posted agenda item, when the City Council seeks the advice of its
attorney about pending or contemplated litigation, a settlement offer, or on a matter
in which the duty of the attorney to the governmental body under the Texas
Disciplinary Rules of Professional Conduct of the State Bar of Texas clearly
conflicts with the provisions of Chapter 551, including the following item:
a. Contract with Allied Waste Services of Fort Worth, LLC (dba Republic
Services) for Citywide Solid Waste Collection and Recycling Services.
Council convened into Executive Session pursuant to the above at 8:09 p.m.
Council reconvened from Executive Session at 8:59 p.m.
12. Take any action necessary as a result of the Executive Session.
No action was necessary as a result of the Executive Session.
ADJOURNMENT
Mayor Cogan adjourned the meeting at 9:00 p.m.

___________________________________
Daniel S. Cogan, Mayor
ATTEST:
_________________________________
Michael Wells, City Secretary

AGENDA

PRESENTER: Caryn Riggs, Assistant City Manager
Council Mission Area:

DATE: 01/13/26

Demonstrate excellent customer service in an efficient manner.

ITEM:
Consider a resolution authorizing the City Manager or her designee to purchase building signage and parking lot
signage for City Hall through OakSpy Signs and Graphics in an estimated amount of $5,111.35.
City Attorney Review: N/A Purchasing Review: Yes
City Manager’s Office Review: 

Budget Review: Yes

BACKGROUND:
With the demolition of City Hall Building B, the two remaining buildings were renamed City Hall and City Hall Annex.
Phase one was approved on June 24, 2025. This item includes updating the signage in and around City Hall,
replacement of existing parking lot signage and building signage to direct visitors to City departments within the two
remaining buildings in the City Hall Complex, and replacement of aging door vinyl signage to alert visitors to correct
entrances, such as Municipal Court and Staff Only entrances.
Three quotes were received: Silva Signs and Service estimated $4,911.08, Elevated Exposure Signs and Graphics
estimated $3,679.09, and OakSpy Signs and Graphics estimated $3,299.35. Staff recommend OakSpy Signs and
Graphics, who installed phase one signage. OakSpy Signs and Graphics quote also includes a change order to the
June 2025 phase one approved signage in the amount of $1,812 bringing the total to $5,111.35.
Funding is provided through ARPA interest. Total interest earned through September 30, 2025, is $887,426.07.
Previous interest earnings allocated totaled $359,629.01, leaving $527,797.06 available.

RECOMMENDATION:
Staff recommends the following motion:
Approval of a resolution authorizing the City Manager or her designee to purchase building signage and parking lot
signage for City Hall through OakSpy Signs and Graphics in an estimated amount of $5,111.35.

FISCAL IMPACT:

ATTACHMENTS:

ARPA Fund Interest Earnings

Resolution
Quote

AGENDA
CITY OF BEDFORD, TEXAS
RESOLUTION NO. 2026A RESOLUTION AUTHORIZING THE CITY MANAGER OR HER DESIGNEE TO
PURCHASE BUILDING SIGNAGE AND PARKING LOT SIGNAGE FOR CITY
HALL THROUGH OAKSPY SIGNS AND GRAPHICS IN AN ESTIMATED
AMOUNT OF $5,111.35.
WHEREAS, the City Council of Bedford, Texas recognizes the importance of improving
customer experience within the City; and,
WHEREAS, the City Council of Bedford, Texas recognizes the importance of providing
signage to assist those visiting City facilities.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF
BEDFORD, TEXAS, THAT:
SECTION 1.
The findings above are found to be true and correct and are incorporated herein in their
entirety.
SECTION 2.
The City Council hereby authorizes the City Manager or her designee to purchase building
signage and parking lot signage for City Hall through OakSpy Signs and Graphics in an estimated
amount of $5,111.35.
SECTION 3.
Funding will come from interest earnings in the ARPA Fund.
PRESENTED AND PASSED this 13th day of January 2026, by a vote of __ ayes, __
nays, and __ abstentions, at a regular meeting of the City Council of the City of Bedford,
Texas.
_____________________________
Daniel S. Cogan, Mayor
ATTEST:

_______________________________
Michael Wells, City Secretary

AGENDA
7335 Airport Freeway
Richland Hills, TX 76118
(817) 591-1231

ESTIMATE
EST-2732

Strong Visible Signs
www.oakspysignsandgraphics.com

PO Number:
Payment Terms: Payment Upon Completion

Created Date: 11/4/2025

DESCRIPTION: City Hall Parking and Vinyl
Bill To:

City of Bedford
2140 L Don Dotson

Installed: City of Bedford
2000 Forest Ridge dr

Bedford, TX 76021
US

Requested By: Chris Clark
Email: [email protected]
Work Phone: (817) 713-0625
Cell Phone: (817) 713-0625

Bedford, TX 76021
US

Salesperson: Jodi Oakley
Email: [email protected]
Work Phone: 8175914092

Tax ID: 1166224
NO.

Product Summary

QTY

1

Door/Window Vinyl

1.1

Vinyl - Cast (RTA HxW) -

1.2

Vinyl - Cast (Overlaminate) -

1.3

Installation -

UNIT PRICE

UNIT PRICE

AMOUNT

1

$553.05

$553.05

$553.05

2

$485.70

$485.70

$971.40

1

$622.37

$622.37

$622.37

1

$610.28

$610.28

$610.28

Text:
Removal and Installation of vinyl on
window/doors

2

Parking on building single sided 42.25" x 48.25"

2.1

Fabrication -

2.2

Vinyl - Cast (RTA HxW) -

2.3

Vinyl - Cast (Overlaminate) -

2.4

Installation -

3

Parking double sided 36.25" x 54.25"

3.1

Fabrication -

3.2

Vinyl - Cast (RTA HxW) -

3.3

Vinyl - Cast (Overlaminate) -

3.4

Installation -

4
4.1

Parking reface sign single sided 36.25" x 60"
Fabrication Text:
Material: 080 aluminum
Size: 36.25x60"

4.2

Vinyl - Cast (RTA HxW) -

4.3

Vinyl - Cast (Overlaminate) -

Generated On: 1/7/2026 1:18 PM

Page 1 of 4

4.4

5
5.1

AGENDA

Installation -

Parking reface sign single sided 36.25x 54.25" (moved)

1

$542.25

$542.25

$542.25

1

$1,812.00

$1,812.00

$1,812.00

Fabrication Text:
Material: 080 aluminum

5.2

Vinyl - Cast (RTA HxW) -

5.3

Vinyl - Cast (Overlaminate) -

5.4

Installation -

6

Large Logo

6.1

Fabrication -

6.2

Lift Installation -

OakSpy Signs and Graphics
Standard Terms and Conditions:
We appreciate the opportunity to provide you with this proposal for your
project. We believe that with our color management processes and quality that
we can earn your business and trust. We are happy to compare our pricing with
others in order to evaluate the potential use of like processes and materials to
match or beat pricing. It should be noted, an official Corporate Purchase Order
{P. O.} is also acceptable to start the project. Any project over $500 will require
a 50% deposit before production begins. Full payment is due upon completion
of the job; a 5% late charge will be added to all invoices over 30 days each
month until the balance is fully paid.

Subtotal:

$5,111.35

Taxes:

$0.00

Grand Total:

$5,111.35

Deposit Required:

$2,555.68

General
1) This is an estimate, not a quote. Any changes with respect to job specifications may result in additional cost to be paid by Client
and may contribute to additional time to complete the job.

2) Some minimal design and layout work is included in the above quote. However, based on the complexity of the design, the quality
of the art file received from the client, and the number of changes requested by the client, additional design charges may be added
to the final invoice. (See Artwork and Design under Special Terms and Conditions below). If the client cancels the project during or
after the design phase is completed, then design charges will be due and payable. This contract is for custom work and accordingly
once the design phase is accepted cannot be cancelled.
3) Full payment is due upon completion of the job. A 5% late fee will be added to all invoices over 30 days each month until the
balance is fully paid. Please allow a minimum of 15 working days from ‘final’ approval (and city permit processes if applicable) for
fabrication and installation. Illuminated signs will require a minimum of 20 business days.
4) Client agrees to pay all attorney’s fees, collection costs, and other related expenses incurred by OakSpy Signs and Graphics in
order to collect any money due under the payment terms of this agreement, plus interest and late fees, that is permitted by law, on
all past due amounts. All signs and related products described above are the property of OakSpy Signs and Graphics until all
money’s owed under this agreement are paid in full. The client will provide access to said property if payment is not made in full for
removal or a lien will be filed within 90 days for failure to pay.
5) Client indemnifies OakSpy Signs and Graphics against any claim by any property owner, landlord, or any other party that the
above signs may violate. This includes any agreements the client may have with said parties or where such signs are not properly
authorized by the parties and where their authorization is required. This is particularly relative to the Landlord or HOA by-laws for

Generated On: 1/7/2026 1:18 PM

Page 2 of 4

the tenants.

AGENDA

6) Electrical signs require their own dedicated circuit which is the responsibility of the client prior to installation. The client is
provided with the appropriate permits (if requested) for a fee. The client also schedules and handles any required ‘final’ city
inspections after installation. OakSpy Signs and Graphics can aid with the final inspection at an ‘additional charge’.
7) This quote is valid for 30 days. If after the proposal is signed off, the client does not approve the designs and authorize the
fabrication process within 60 days of the proposal date, OakSpy Signs and Graphics may adjust the price accordingly based on then
current material costs.
Special Terms and Conditions:
1) Artwork and Design
Specific Client logo, Artwork and Design shall be provided by in digital format, ready for output unless otherwise specified, free of
encumbrances or copyrights. Client agrees to indemnify OakSpy Signs and Graphics for any use of encumbered or copyrighted
artwork provided to OakSpy Signs and Graphics.
2) Permitting, Engineering and Owner Approval
If requested, OakSpy Signs and Graphics agrees to procure permits. Permits, permit acquisition and approval are not a part of this
contract unless specified as a separate line item. Structural Engineering calculations are not a part of this contract unless specified
as a separate line item and will be added as billed from the Engineer or affiliated firm. Client is required to procure authorization
and approval for all signage from the property Owner in writing. Outdoor Signage is subject to city and municipality codes and
ordinance requirements and therefore the estimate may be subject to change. A $300 charge will be added to the final invoice for
administrative expenses incurred to research City or Municipality code this item. OakSpy Signs and Graphics will not be liable or
responsible for any disputes with the Owner or City.
3) Documentation and Bonds/Waivers
Any documentation required by Client from OakSpy Signs and Graphics, including certificates of insurance and release of lien(s)
must be requested at the time of order. If a Performance Bond is required, an add-on Charge of 3.5% will be added to the original
contract amount at the time of invoicing. Waivers of Subrogation can only be requested before the job commences and must be
made in writing. A $250 charge will be added to the final invoice for this item.
4) Schedule and Installation
The services will be completed as agreed by both parties in writing and by email pursuant to the schedule as detailed in the
estimate. Any deadlines or hard dates must be defined initially. Expedited installation will necessarily incur more costs. Any
installation costs quoted are based on optimum conditions at the site, readiness of the walls or surfaces, the grounds, and other
areas where the sign may be installed, as well as a detailed description to be provided by the client. Additional charges will apply
based on unexpected or unknown factors during the installation process. Client is responsible for ensuring that the installation site
is free and clear of all obstructions and that installation equipment can readily access the area of installation without encumbrance.
OakSpy Signs and Graphics cannot be held responsible for any damage to landscape, plantings, or other obstructions during
performance of installation or service work unless detailed in this proposal. Quoted installation charges are subject to change due
to unforeseen obstructions or impairment. OakSpy Signs and Graphics is not responsible for cost or repairs due to damage by
others unless they are the express sub-contractor or agent of OakSpy Signs and Graphics.
5) Electrical Connections
Client must ensure that a licensed electrician will provide an electrical connection within five feet of signage site before OakSpy Signs
and Graphics installer(s) arrive. Additional stand-by and additional trip charges will apply. If no electrical power is available at time of
installation, the Client will assume the responsibility for having a licensed electrician complete the wiring from the power source to
the sign. Any programming of high-tech signage is billable upon final invoice. Client will assume liability for the sign once inspection
and approval are completed.
6) Paint
Due to Texas weather conditions, we cannot be held responsible for damage to surfaces due to conditions. When we are doing a
removal of any signage and the paint starts to chip, or peel. It will be the responsibility of the client to do any prep work that needs
to be done before installation of the new sign can be done. This can be unforeseen and can delay the deadline of getting the new
sign up. Having said this, we are very careful with the removal process.

Generated On: 1/7/2026 1:18 PM

Page 3 of 4

AGENDA

PRESENTER: Bill Walker, Fire Chief
Council Strategic Focus Area:

DATE: 01/13/26

Organizational Excellence

ITEM:
Consider a resolution authorizing the City Manager or her designee to enter into a one-year agreement with
Motorola Solutions, Inc. through the HGAC Cooperative Purchasing Agreement in the amount of $509,064.12
for support and maintenance of the trunk radio infrastructure.
City Attorney Review: Yes Purchasing Review: Yes
City Manager’s Office Review: 

Budget Review: Yes

BACKGROUND:
The City of Bedford initially entered into an inter-local agreement on October 1, 1996, forming the Northeast
Tarrant County (800 MHz) Trunk Radio Consortium (NETCO) with the cities of Colleyville, Euless, Grapevine,
Keller and Southlake, sharing expenses equally. Bedford is considered the system owner of this multi-city
endeavor.
The City of Bedford will enter into a one-year agreement with Motorola Solutions, Inc. in the amount of
$509,064.12 for support and maintenance of the trunk radio infrastructure. The total of $509,064.12 will be
divided equally, with one-sixth, or $84,844.02, being paid by each member city. The term for the agreement is
October 1, 2025, through September 30, 2026.
State purchasing laws, Local Government Code, Chapter 271.102 authorize local governments to enter into
joint contracts and cooperative agreements for the performance of governmental functions normally
associated with the operation of government such as purchasing necessary materials and supplies.

RECOMMENDATION:
Staff recommends the following motion:
Approval of a resolution authorizing the City Manager or her designee to enter into a one-year agreement with
Motorola Solutions, Inc. through the HGAC Cooperative Purchasing Agreement in the amount of $509,064.12
for support and maintenance of the trunk radio infrastructure

FISCAL IMPACT:
General Fund:
Water Fund:
Sewer Fund:
Total:

ATTACHMENTS:
$79,753.42
$4,242.44
$848.16
$84,844.02

Resolution
Agreement

AGENDA
CITY OF BEDFORD, TEXAS
RESOLUTION NO. 2026A RESOLUTION AUTHORIZING THE CITY MANAGER OR HER DESIGNEE TO
ENTER INTO AN AGREEMENT WITH MOTOROLA SOLUTIONS, INC.
THROUGH THE HGAC COOPERATIVE PURCHASING AGREEMENT IN THE
AMOUNT OF $509,064.12 FOR SUPPORT AND MAINTENANCE OF THE
TRUNK RADIO INFRASTRUCTURE.
WHEREAS, the City Council of Bedford, Texas determines the necessity to enter into an
agreement with Motorola Solutions, Inc. in the amount of $509,064.12 for support and
maintenance of the trunk radio infrastructure and for the trunk radio system manager; and,
WHEREAS, the City of Bedford is a member of the Northeast Tarrant County Trunk Radio
Consortium through an inter-local agreement with the cities of Colleyville, Euless, Grapevine,
Keller, and Southlake; and,
WHEREAS, the City of Bedford will equally share the expense total of $509,064.12 with
each member city of the Northeast Tarrant County Trunk Radio Consortium with Bedford’s portion
being $84,844.02; and,
WHEREAS, the agreement for the support and maintenance of the Trunk Radio system
that would commence October 1, 2025 and expire September 30, 2026.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF
BEDFORD, TEXAS, THAT:
SECTION 1.
The findings above are found to be true and correct and are incorporated herein in their
entirety.
SECTION 2.
The City Council hereby authorizes the City Manager or her designee to enter into an
agreement with Motorola Solutions, Inc. for support and maintenance of the trunk radio
infrastructure in the amount of $509,064.12.
SECTION 3.
The City of Bedford will be fiscally responsible for one-sixth of the total amount, or
$84,844.02.
PRESENTED AND PASSED this 13th day of January 2026, by a vote of __ ayes, __
nays, and __ abstentions, at a regular meeting of the City Council of the City of Bedford,
Texas.
_____________________________
Daniel S. Cogan, Mayor
ATTEST:

_______________________________
Michael Wells, City Secretary

Docusign Envelope ID: DEA06235-D4E6-4786-B952-843E6884DC6B

AGENDA

SERVICE AGREEMENT
Contract Number: USC000007725
Contract Modifier: R02-JUN-25 10:07:40

500 W Monroe St
Chicago, IL 60661
(800) 247-2346

Date: 25-SEP-2025
P.O.#:
Customer #:
Bill to Tag#:
Contract Start Date:
Contract End Date:
Payment Cycle:
Currency:

Company Name: Bedford, City Of
Attn.: Joey Lankford
Billing Address: 1816 Bedford Rd
City, State, Zip Code: Bedford, TX 76021
Customer Contact: Joey Lankford
Phone: 817-713-0525
QTY

MODEL/OPTION
LSV00S01372A
LSV01S01107A
SVC01SVC0132A
SVC02SVC0126A
SVC02SVC0201A
SVC02SVC0343A
SVC02SVC0344A
SVC02SVC0433A
SVC02SVC0487A
SVC04SVC0169A

MONTHLY
EXT

SERVICES DESCRIPTION
***** Recurring Services *****
NETWORK MONITORING 3RD PARTY
LOGGING
ASTRO SYSTEM ESSENTIAL PLUS
PACKAGE
SHARED SYSTEM MANAGER
NICE GOLD-LITE PACKAGE
ASTRO SUA II UO IMPLEMENTATION
SERVICES
RELEASE IMPACT TRAINING
RELEASE IMPLEMENTATION TRAINING
ASTRO SUA II FIELD IMPLEMENTATN SVC
NICE-SUA II
SYSTEM UPGRADE AGREEMENT II

SPECIAL INSTRUCTIONS - ATTACH STATEMENT OF WORK FOR PERFORMANCE

N/A
1011247039
0002
01-OCT-2025
30-SEP-2026
ANNUALLY
USD

Sub Total
Taxes
Grand Total

EXTENDED AMT

$0.00

$0.00

$22,191.36

$266,296.18

$0.00
$11,109.60
$0.00

$0.00
$133,315.08
$0.00

$0.00
$0.00
$0.00
$9,121.08
$0.00

$0.00
$0.00
$0.00
$109,452.86
$0.00

$42,422.01
$0.00
$42,422.01

$509,064.12
$0.00
$509,064.12

DESCRIPTIONS
THIS SERVICE AMOUNT IS SUBJECT TO STATE AND LOCAL TAXING
JURISDICTIONS WHERE APPLICABLE, TO BE VERIFIED BY MOTOROLA
SOLUTIONS

Docusign Envelope ID: DEA06235-D4E6-4786-B952-843E6884DC6B

AGENDA

This Service Agreement is subject to the terms and conditions of the H-GAC CSSA signed on
01/21/21 which incorporates the H-GAC RA05-21 cooperative purchasing agreement.
Any purchase order should specifically reference "PO is subject to Motorola's Service Agreement USC000007725 and CO
No.1 and the terms and conditions of the H-GAC CSSA which incorporates the H-GAC RA05-21 cooperative purchasing
agreement.”

AUTHORIZED CUSTOMER SIGNATURE

TITLE

DATE

CUSTOMER (PRINT NAME)

09/25/2025

RSM
MOTOROLA REPRESENTATIVE (SIGNATURE)

Paul Newman
MOTOROLA REPRESENTATIVE (PRINT NAME)

Revised Sep 3, 2022

TITLE

307-256-0344
PHONE

DATE

Docusign Envelope ID: DEA06235-D4E6-4786-B952-843E6884DC6B

Company Name
Contract Number
Contract Modifier
Contract Start Date
Contract End Date

Revised Sep 3, 2022

:
:
:
:
:

Bedford, City Of
USC000007725
R02-JUN-25 10:07:40
01-OCT-2025
30-SEP-2026

AGENDA

Docusign Envelope ID: DEA06235-D4E6-4786-B952-843E6884DC6B

AGENDA

Cybersecurity Online Terms Acknowledgement
This Cybersecurity Online Terms Acknowledgement (this “Acknowledgement”) is entered into between Motorola Solutions,
Inc. (“Motorola”) and the entity set forth in the signature block below (“Customer”).
1.
Applicability and Self Deletion. This Cybersecurity Online Terms Acknowledgement applies to the extent
cybersecurity products and services, including Remote Security Update Service, Security Update Service, and Managed
Detection & Response subscription services, are purchased by or otherwise provided to Customer, including through
bundled or integrated offerings or otherwise.
NOTE: This Acknowledgement is self deleting if not applicable under this Section 1.
2.
Online Terms Acknowledgement. The Parties acknowledge and agree that the terms of the Cyber Subscription
Renewals and Integrations Addendum available at http://www.motorolasolutions.com/cyber-renewals-integrations
are incorporated in and form part of the Parties’ agreement as it relates to any cybersecurity products or services sold or
provided to Customer. By signing the signature block below, Customer certifies that it has read and agrees to the
provisions set forth and linked on-line in this Acknowledgement. To the extent Customer is unable to access the above
referenced online terms for any reason, Customer may request a paper copy from Motorola. The signatory to this
Acknowledgement represents and warrants that he or she has the requisite authority to bind Customer to this
Acknowledgement and referenced online terms.
3.
Entire Agreement. This Acknowledgement supplements any and all applicable and existing agreements and
supersedes any contrary terms as it relates to Customer's purchase of cybersecurity products and services. This
Acknowledgement and referenced terms constitute the entire agreement of the parties regarding the subject matter
hereof and as set out in the referenced terms, and supersedes all previous agreements, proposals, and understandings,
whether written or oral, relating to this subject matter.
4.
Execution and Amendments. This Acknowledgement may be executed in multiple counterparts, and will have the
same legal force and effect as if the Parties had executed it as a single document. The Parties may sign in writing or by
electronic signature. An electronic signature, facsimile copy, or computer image of a signature, will be treated, and will
have the same effect as an original signature, and will have the same effect, as an original signed copy of this document.
This Acknowledgement may be amended or modified only by a written instrument signed by authorized representatives of
both Parties.

Revised Sep 3, 2022

Docusign Envelope ID: DEA06235-D4E6-4786-B952-843E6884DC6B

AGENDA

H-GAC Communications System and Services Agreement
Motorola Solutions, Inc. (“Motorola”) and Bedford, City of (NETCO) (“Customer”) enter into this “Agreement,”
pursuant to which Customer will purchase and Motorola will sell the Products, as described below. Motorola
and Customer may be referred to individually as a “Party” and collectively as the “Parties.”
WHEREAS, the Customer desires to purchase Products; and
WHEREAS, Motorola desires to sell Products to Customer; and
WHEREAS, Houston-Galveston Area Council (“H-GAC”), acting as the agent for various local governmental
entities who are “End Users” under interlocal agreements (including the Customer) has solicited proposals for
communications equipment and conducted discussions with Motorola concerning its proposal and, where
applicable, in accordance with the competitive procurement procedures of Texas law; and
WHEREAS, H-GAC and Motorola entered into that certain Contract No. RA05-21 executed on September 28,
2021, (the “H-GAC Contract”), which provided that End Users may purchase communications and related
Equipment, Licensed Software, and Services from Motorola pursuant to certain terms contained therein;
WHEREAS,
the
H-GAC
Contract
is
located
https://www.hgacbuy.org/contracts/documents?contractid=124; and

at

the

following

address:

WHEREAS, pursuant to Motorola Special Provisions, Articles 2 and 6 of the H-GAC Contract, Motorola and
Customer now wish to enter into this Agreement to delineate the specific terms of the purchase of
communications and related equipment and services from Motorola by the Customer. For good and valuable
consideration, the Parties agree as follows:
1.

Agreement.

1.1. Scope; Agreement Documents. This H-GAC CSSA governs Customer’s purchase of Products (as defined
below) from Motorola. Additional terms and conditions applicable to specific Products are set forth in one
or more agreed upon addenda incorporated within this H-GAC CSSA (each an “Addendum”, and
collectively the “Addenda”). This H-GAC CSSA, the applicable Addenda, and Proposal collectively form
the Parties’ “Agreement”.
1.2. Order of Precedence. In interpreting this Agreement and resolving any ambiguities each Addendum will
control with respect to conflicting terms in the Agreement, but only as applicable to the Products described
in such Addendum. The Proposal will control with respect to conflicting terms in the H-GAC CSSA or any
Addenda, but only as applicable to the Products and Services described in the Proposal.
2.

Definitions.
“Authorized Users” means Customer’s employees and contractors engaged for the purpose of supporting or
using the Products and Services on behalf of Customer, and that are not competitors of Motorola, and the
entities (if any) specified in a Proposal or otherwise approved by Motorola in writing (email from an authorized
Motorola signatory accepted), which may include affiliates or other Customer agencies.
“Change Order” means a written amendment to this Agreement after the Effective Date.
“Communications System” is a solution that includes at least one radio Product, whether devices, software,
or infrastructure, and requires Integration Services to deploy such radio Product at a Customer Site or onto any
Customer-Provided Equipment or Equipment provided to Customer.
“Contract Price” or “Fees” means the charges applicable to the Products, including the H-GAC administrative
fee, but excluding applicable sales or similar taxes and freight charges.

Motorola Solutions, Inc
H-GAC CSSA

1

Docusign Envelope ID: DEA06235-D4E6-4786-B952-843E6884DC6B

AGENDA

“Confidential Information” means any and all non-public information provided by one Party to the other that is
disclosed under this Agreement in oral, written, graphic, machine recognizable, or sample form, being clearly
designated, labeled or marked as confidential or its equivalent or that a reasonable business person would
consider non-public and confidential by its nature. With respect to Motorola, Confidential Information will also
include Products, and Documentation, as well as any other information relating to the Products.
“Customer Data” has the meaning given to it in the DPA.
“Customer-Provided Equipment” means components, including equipment and software, not provided by
Motorola which may be used with the Products.
“Data Processing Addendum” or “DPA” means the Motorola Data Processing Addendum applicable to
processing of data, including Customer Data, as updated, supplemented, or superseded from time to time.
The DPA is incorporated into and made a part of this Agreement for all purposes pertaining to the contents of
the DPA. Where terms or provisions in the Agreement conflict with terms or provisions of the DPA, the terms or
provisions of the DPA will control with respect to the contents of the DPA.
“Documentation” means the documentation for the Products, or data, that is delivered or made available with
the Products that specifies technical and performance features, capabilities, users, or operation, including
training manuals, and other deliverables, such as reports, specifications, designs, plans, drawings, analytics,
or other information.
“Equipment” means hardware provided by Motorola.
“Equipment Lease-Purchase Agreement” means the agreement by which Customer finances all or a portion
of the Contract Price.
“Feedback” means comments or information, in oral or written form, given to Motorola by Customer or
Authorized Users, including end users, in connection with or relating to the Products.
“Integration Services” means the design, deployment, implementation, and integration Services provided by
Motorola in order to design, install, set up, configure, and/or integrate the applicable Products as agreed upon
by the Parties.
“Licensed Software” means software which is made available to Customer by Motorola (for example
software preinstalled on Equipment, accessible via a website provided by Motorola, or software installed on or
made available for Customer-Provided Equipment) and is licensed to Customer by Motorola.
“Lifecycle Management Services” or “LMS” means upgrade services as set out in the applicable Proposal.
“Maintenance and Support Services” means the break/fix maintenance, technical support, or other Services
described in the applicable Proposal.
“Motorola Data” means data owned by Motorola and made available to Customer in connection with the
Products;
“Motorola Materials” means proprietary equipment, hardware, content, software, tools, data, and other
materials, including designs, utilities, models, methodologies, systems, and specifications, which Motorola has
developed or licensed from third parties (including any corrections, bug fixes, enhancements, updates,
modifications, adaptations, translations, de-compilations, disassemblies, or derivative works of the foregoing,
whether made by Motorola or another party). Products, Motorola Data, Third-Party Data (as defined in the
DPA), and Documentation, are considered Motorola Materials.
“Non-Motorola Materials” means collectively, Customer or third-party equipment, software, services,
hardware, content, and data that is not provided by Motorola.
“Proposal” means solution descriptions, pricing, equipment lists, statements of work (“SOW”), schedules,
technical specifications, quotes, order forms, and other documents setting forth the Products to be purchased
Motorola Solutions, Inc
H-GAC CSSA

2

Docusign Envelope ID: DEA06235-D4E6-4786-B952-843E6884DC6B

AGENDA

by Customer and provided by Motorola. The Proposal may also include an Acceptance Test Plan (“ATP”); a
“Payment” Form (Communications System purchase only); or a “System Acceptance Certificate”
(Communications System only), depending on the Products purchased by Customer.
“Products” or “Product” is how the Equipment, Licensed Software, and Services being purchased by the
Customer is collectively referred to in this Agreement (collectively as “Products”, or individually as a “Product”).
“Professional Services” are services provided by Motorola to Customer under this Agreement, including
Integration Services, the nature and scope of which are more fully described in the Proposal.
“Prohibited Jurisdiction” means any jurisdiction in which the provision of such Products is prohibited under
applicable laws or regulations.
“Services” means services, including access to services, as described in the Proposal, and includes
Integration Services, Subscription Services, Professional Services, Maintenance & Support Services, and
Lifecycle Management Services provided by Motorola.
“Service Completion Date” means the date of Motorola’s completion of the Services described in a Proposal.
“Service Use Data” has the meaning given to it in the DPA.
“Site” or “Sites” means the location where the Integration Services, Lifecycle Management Services, or
Maintenance and Support Services will take place.
“Software-as-a-Service” or “SaaS” means a solution that includes at least one Subscription Service and
associated Licensed Software, which may include, as an example, client software or a web page.
“Software System” means a solution that includes at least one Licensed Software Product and requires
Integration Services to deploy such Licensed Software Product at a Customer Site or onto any CustomerProvided Equipment or Equipment provided by or made available to Customer by Motorola.
“Subscription” means a recurring payment for Products, as set out in the Proposal.
“Subscription Services” or “Recurring Services” means Services, including access to Services, paid for on
a subscription basis. Subscription Services includes services available through SaaS Products.
“Term” means the term of this H-GAC CSSA which will commence on the Effective Date and continue until six
(6) months after the later of (a) the termination, expiration, or discontinuance of Services under the last
Proposal in effect, or (b) the expiration of all applicable warranty periods, unless the H-GAC CSSA is earlier
terminated as set forth herein.
3.

Products and Services.

3.1. Products. Motorola will sell (a) Equipment, (b) licenses to Licensed Software, and (c) Services to
Customer, to the extent each is set forth in this Agreement. At any time during the Term, Motorola may
substitute any Products at no cost to Customer, if the substitute is substantially similar to the Products set
forth in this Agreement. All Licensed Software is provided pursuant to the terms of the Software License
Agreement.
3.2. Services.
3.2.1.

Motorola will provide Services, to the extent set forth in this Agreement.

3.2.2.

Integration Services; Maintenance and Support Services. Motorola will provide (a) Integration Services
at the applicable Sites, agreed upon by the Parties, or (b) Maintenance and Support Services or
Lifecycle Management Services, each as further described in the applicable SOW. Terms applicable to
Maintenance, Support and Lifecycle Management can be found in the Maintenance, Support and
Lifecycle Management Addendum.
Motorola Solutions, Inc
H-GAC CSSA

3

Docusign Envelope ID: DEA06235-D4E6-4786-B952-843E6884DC6B

AGENDA

3.2.3.

Service Proposals. The Fees for Services will be set forth in Motorola’s Proposal. A Customer point of
contact may be set forth in the applicable SOW for the Services.

3.2.4.

Service Completion. Services described in a Proposal will be deemed complete upon the Service
Completion Date, or as Services expire, or are renewed or terminated.

3.2.5.

Professional Services

3.2.5.1.

Additional Service Terms. If Customer is purchasing Professional Services to evaluate or assess
networks, systems or operations; network security assessment or network monitoring; software
application development Services; or transport connectivity services, Additional Services Terms
apply.

3.3. Additional Product Terms. If the Products include one of the following Products or Product types,
additional terms apply as found in the below links:
Mobile Video Products, such as LPR cameras, bodycams, or vehicle cameras, and related software
Drone related Products
Comparison Manager
Data licensed from Motorola
3.4. Non-Preclusion. If, in connection with the Products provided under this Agreement, Motorola performs
assessments of its own, or related, products or makes recommendations, including a recommendation to
purchase other products, nothing in this Agreement precludes such efforts nor precludes Motorola from
participating in a future competitive bidding process or otherwise offering or selling the recommended
products to Customer. Customer represents that this paragraph does not violate its procurement standards
or other laws, regulations, or policies.
3.5. Customer Obligations. Customer represents that information Customer provides to Motorola in connection
with receipt of Products are accurate and complete in all material respects. If any assumptions in the
Proposals or information provided by Customer prove to be incorrect, or if Customer fails to perform any of
its obligations under this Agreement, Motorola’s ability to perform its obligations may be impacted and
changes to the Agreement, including the scope, Fees, and performance schedule may be required.
3.6. Documentation. Products may be delivered with Documentation. Documentation is and will be owned by
Motorola, unless otherwise expressly stated in a Proposal that certain Documentation will be owned by
Customer. Motorola hereby grants Customer a limited, royalty-free, worldwide, non-exclusive license to
use the Documentation solely for its internal business purposes in connection with the Products.
3.7. Motorola Tools and Equipment. As part of delivering the Products, Motorola may provide certain tools,
equipment, models, and other materials of its own. Such tools and equipment will remain the sole property
of Motorola unless they are to be purchased by Customer as Products and are explicitly listed on the
Proposal. The tools and equipment may be held by Customer for Motorola’s use without charge and may
be removed from Customer’s premises by Motorola at any time without restriction. Customer will safeguard
all tools and equipment while in its custody or control, and be liable for any loss or damage. Upon the
expiration or earlier termination of this Agreement, Customer, at its expense, will return to Motorola all
such tools and equipment in its possession or control.
3.8. Authorized Users. Customer will ensure its employees and Authorized Users comply with the terms of this
Agreement and will be liable for all acts and omissions of its employees and Authorized Users. Customer
is responsible for the secure management of Authorized Users’ names, passwords and login credentials
for access to Products.
3.9. Export Control. Customer, its employees, and any other Authorized Users will not access or use the
Products in any Prohibited Jurisdiction, and Customer will not provide access to the Products to any
government, entity, or individual located in a Prohibited Jurisdiction. Customer represents and warrants
that (a) it and its Authorized Users are not named on any U.S. government list of persons prohibited from
receiving U.S. exports, or transacting with any U.S. person; (b) it and its Authorized Users are not a
national of, or a company registered in, any Prohibited Jurisdiction; (c) Customer will not permit its
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Authorized Users to access or use the Products or Services in violation of any U.S. or other applicable
export embargoes, prohibitions or restrictions; and (d) Customer and its Authorized Users will comply with
all applicable laws regarding the transmission of technical data exported from the U.S. and the country in
which Customer, its employees, and the Authorized Users are located.
3.10. Change Orders. Unless a different change control process is agreed upon in writing by the Parties, a Party
may request changes to an Addendum or a Proposal by submitting a Change Order to the other Party. If a
requested change causes an increase or decrease in the Products, the Parties by means of the Change
Order will make appropriate adjustments to the Fees, project schedule, or other matters. Change Orders
are effective and binding on the Parties only upon execution of the Change Order by an authorized
representative of both Parties.
4.

Term and Termination.

4.1. Term. The applicable Addendum or Proposal will set forth the Term for the Products governed thereby.
4.1.1.

Subscription Terms. Unless otherwise specified in the Proposal, if the Products are purchased as a
Subscription, the Subscription commences upon delivery of, or Customer having access to, the first
applicable Product ordered under this Agreement and will continue for a twelve (12) month period or
such other period identified in a Proposal (the “Initial Subscription Period”) and, unless otherwise
stated in the Proposal, will automatically renew for additional twelve (12) month periods (each, a
“Renewal Subscription Year”), unless either Party notifies the other of its intent not to renew at least
thirty (30) days before the conclusion of the then-current Subscription Term. (The Initial Subscription
Period and each Renewal Subscription Year will each be referred to herein as a “Subscription Term”.)
Motorola may increase Fees prior to any Renewal Subscription Year by notifying Customer of the
proposed increase no later than thirty (30) days prior to commencement of the Renewal Subscription
Year.

4.2. Termination. Either Party may terminate the Agreement or the applicable Addendum or Proposal if the
other Party breaches a material obligation under the Agreement and does not cure such breach within
thirty (30) days after receipt of notice of the breach or fails to produce a cure plan within such period of
time. Each Addendum and Proposal may be separately terminable as set forth therein.
4.3. Termination for Non-Appropriation. In the event any identified funding is not appropriated or becomes
unavailable, the Customer reserves the right to terminate this Agreement for non-appropriation upon thirty
(30) days’ advance written notice to Motorola. In the event of such termination, Motorola shall be entitled to
compensation for all conforming Products delivered or performed prior to the date of termination.
4.4. Suspension of Services. Motorola may promptly terminate or suspend any Products under a Proposal if
Motorola determines: (a) the related Product license has expired or has terminated for any reason; (b) the
applicable Product is being used on a hardware platform, operating system, or version not approved by
Motorola; (c) Customer fails to make any payments when due; or (d) Customer fails to comply with any of
its other obligations or otherwise delays Motorola’s ability to perform.
4.5. Wind Down of Subscription. In addition to the termination rights in this Agreement, Motorola may terminate
any Subscription Term, in whole or in part, in the event Motorola plans to cease offering the applicable
Licensed Software or Subscription Services to customers.
4.6. Effect of Termination or Expiration. Upon termination for any reason or expiration of this Agreement, an
Addendum, or a Proposal, Customer and the Authorized Users will return or destroy (at Motorola’s option)
all Motorola Materials and Motorola’s Confidential Information in their possession or control and, as
applicable, provide proof of such destruction, except that Equipment purchased by Customer should not
be returned. If Customer has any outstanding payment obligations under this Agreement, Motorola may
accelerate and declare all such obligations of Customer immediately due and payable by Customer.
Notwithstanding the reason for termination or expiration, Customer agrees to pay Motorola for Products
already delivered or performed. Customer has a duty to mitigate any damages under this Agreement,
including in the event of default by Motorola and Customer’s termination of this Agreement.

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4.7. Equipment. In the event that Customer purchases any Product at a price below the published list price for
such Product in connection with Customer entering into a fixed- or minimum required-term agreement for
Products, and Customer or Motorola terminates the Agreement prior to the expiration of such fixed- or
minimum required-term, then Motorola will have the right to invoice Customer for, and Customer will pay,
the amount of the discount to the published list price for the Product or such other amount set forth in
writing. This Section will not limit any other remedies Motorola may have with respect to an early
termination.
5.

Payment, Invoicing, Delivery and Risk of Loss

5.1. The Contract Price of $509,064.12, which includes the H-GAC administrative fee, excluding taxes, is fully
committed and identified, including all subsequent years of any contracted Services. Motorola will pay HGAC’s administrative fee in accordance with the payment terms of the Motorola/H-GAC Contract No.
RA05-21. The Customer will pay all invoices as received from Motorola subject to the terms of this
Agreement and any changes in scope will be subject to the change order process as described in this
Agreement.
Motorola acknowledges the Customer may require the issuance(s) of a purchase order or notice to
proceed as part of the Customer’s procurement process. However, Customer agrees that the issuance or
non-issuance of a purchase order or notice to proceed does not preclude the Customer from its contractual
obligations as defined in this Agreement.
5.2. Fees. Fees and charges applicable to the Products will be as set forth in the applicable Proposal. Changes
in the scope of Products described in a Proposal that require an adjustment to the Fees will be set forth in
the applicable pricing schedule. The Fees for any Products exclude expenses associated with unusual and
costly Site access requirements (e.g., if Site access requires a helicopter or other equipment), tariffs,
fluctuations in the costs of energy, raw materials, and fuel. Motorola reserves the right to equitably adjust
the Fees for these expenses upon written notice to Customer. Customer will reimburse Motorola for
expenses reasonably incurred by Motorola in connection with the Products. The annual Subscription Fee
for Products may include certain one-time Fees, such as start-up fees, license fees, or other fees set forth
in a Proposal. Motorola may suspend Licensed Software and any Subscription Services if Customer fails
to make any payments within thirty (30) days of invoice due date when due.
5.3. Taxes. The Fees do not include any excise, sales, lease, use, property, or other taxes, assessments,
duties, or regulatory charges or contribution requirements (collectively, “Taxes”), all of which will be paid
by Customer, except as exempt by law, unless otherwise specified in a Proposal. If Motorola is required to
pay any Taxes, Customer will reimburse Motorola for such Taxes (including any interest and penalties)
within thirty (30) days after Customer’s receipt of an invoice therefore. Customer will be solely responsible
for reporting the Products for personal property tax purposes, and Motorola will be solely responsible for
reporting taxes on its income and net worth.
5.4. Invoicing. Motorola will invoice Customer as described in this Agreement and Customer will pay all
invoices within thirty (30) days of the invoice date or as otherwise specified in writing. In the event
Customer finances the purchase of the Motorola Products contemplated herein via Motorola Solutions
Credit Corporation (“MSCC”), invoices for such purchase will be paid via the disbursement of the financing
proceeds pursuant to the Equipment Lease - Purchase Agreement executed between the parties and the
payment schedule enclosed therein shall control payment of the related invoices. Late payments will be
subject to interest charges at the maximum rate permitted by law, commencing upon the due date.
Motorola may invoice electronically via email, and Customer agrees to receive invoices via email at the
email address set forth in Section 5.6. Customer acknowledges and agrees that a purchase order or other
notice to proceed is not required for payment for Products.
5.5. Payment. Customer will pay invoices for the Products provided under this Agreement in accordance with
the invoice payment terms set forth in Section 5.4. Generally, invoices are issued after shipment of
Equipment or upon Motorola’s delivery of Licensed Software, Customer access to SaaS, or upon System
Completion Date of a Software System, as applicable, but if a specific invoicing or payment schedule is set
forth in the Agreement, such schedule will determine the invoicing cadence.

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Motorola will have the right to suspend future deliveries of Products if Customer fails to make any
payments when due.
5.6. INVOICING AND SHIPPING ADDRESSES.
address:

Invoices will be sent to the Customer at the following

Name:JoeyLankford
Address:2000 Forest Ridge Dr. Bedford TX 76021
Phone:_817-713-0525
E-INVOICE. To receive invoices via email:
Customer Account Number: 11247039
Customer Accounts Payable Email:[email protected]
Customer CC (optional) Email:
The address which is the ultimate destination where the Equipment will be delivered to Customer is:
Name:
Address:
The Equipment will be shipped to the Customer at the following address (insert if this information is known):
Name:
Address:
Phone:
Customer may change this information by giving written notice to Motorola.
5.7. Delivery, Title and Risk of Loss. Motorola will provide to Customer the Products set forth in a Proposal, in
accordance with the terms of the Agreement. Motorola will, using commercially reasonable practices, pack
the ordered Equipment and ship such Equipment to the Customer address set forth in Section 5.6 or
otherwise provided by Customer in writing, using a carrier selected by Motorola.
Notwithstanding the foregoing and unless otherwise stated in a Equipment Lease - Purchase Agreement,
delivery of Equipment (and any incorporated Licensed Software) will occur, and title and risk of loss for the
Equipment will pass to Customer, upon shipment by Motorola in accordance with ExWorks, Motorola’s
premises (Incoterms 2020). Customer will pay all shipping costs, taxes, and other charges applicable to
the shipment and import or export of the Products and Services, as applicable, and Customer will be
responsible for reporting the Products for personal property tax purposes.
Delivery of Licensed Software for installation on Equipment or Customer-Provided Equipment will occur
upon the earlier of (a) electronic delivery of the Licensed Software by Motorola, or (b) the date Motorola
otherwise makes the Licensed Software available for download or use by Customer. If agreed upon in a
Proposal, Motorola will also provide Services related to such Products. Title to Licensed Software will not
pass to Customer at any time. Delivery of SaaS Products will occur when the Services are made available
to Customer.
5.8. Delays. Any shipping dates set forth in a Proposal are approximate, and while Motorola will make
reasonable efforts to ship Products by any such estimated shipping date, Motorola will not be liable for any
delay or related damages to Customer. Time for delivery will not be of the essence, and delays will not
constitute grounds for cancellation, penalties, termination, or a refund.
5.9. Future Regulatory Requirements. The Parties acknowledge and agree that certain Products (for example,
cyber services) are in evolving technological areas and therefore, laws and regulations regarding Products
may change. Changes to existing Products required to achieve regulatory compliance may be available for
an additional fee. Any required changes may also impact the price for Products.

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5.10. Resale of Equipment. Equipment may contain embedded Licensed Software. If Customer desires to sell its
used Equipment to a third party, Customer must first receive prior written authorization from Motorola,
which will not be unreasonably denied, and obtain written acceptance of the applicable Licensed Software
license terms, including the obligation to pay relevant license fees, from such third party. Customer will
take appropriate security measures when disposing of Equipment, including the deletion of all data stored
in the Equipment.
6.

Sites; Customer-Provided Equipment; Non-Motorola Materials.

6.1. Access to Sites. Customer will be responsible for providing all necessary permits, licenses, and other
approvals necessary for the performance, installation and use of the Products at each applicable Site,
including for Motorola to perform its obligations hereunder, and for facilitating Motorola’s access to the
Sites. No waivers of liability will be imposed on Motorola or its subcontractors by Customer or others at
Customer facilities or other Sites, but if and to the extent any such waivers are imposed, the Parties agree
such waivers are void.
6.2. Site Conditions. Customer will ensure that (a) all Sites are safe and secure, (b) Site conditions meet all
applicable industry and legal standards (including standards promulgated by OSHA or other governmental
or regulatory bodies), (c) to the extent applicable, Sites have adequate physical space, air conditioning,
and other environmental conditions, electrical power outlets, distribution, equipment, connections, and
telephone or other communication lines (including modem access and interfacing networking capabilities),
and (d) Sites are suitable for the installation, use, and maintenance of the Products. This Agreement is
predicated upon normal soil conditions as defined by the version of E.I.A. standard RS-222 in effect on the
Effective Date.
6.3. Site Issues. Upon its request, which will not be unreasonably denied, Motorola will have the right to inspect
the Sites and advise Customer of any deficiencies or non-conformities with the requirements of this
Section 6 – Sites; Customer-Provided Equipment; Non-Motorola Materials. If Motorola or Customer
identifies any deficiencies or non-conformities, Customer will promptly remediate such issues or the
Parties will select a replacement Site. If a Party determines that a Site identified in a Proposal is not
acceptable or desired, the Parties will cooperate to investigate the conditions and select a replacement
Site or otherwise adjust the installation plans and specifications as necessary. A change in Site or
adjustment to the installation plans and specifications may cause a change in the Fees or performance
schedule under the applicable Proposal.
6.4. Customer-Provided Equipment. Customer will be responsible, at its sole cost and expense, for providing
and maintaining the Customer-Provided Equipment in good working order. Customer represents and
warrants that it has all rights in Customer-Provided Equipment to permit Motorola to access and use the
applicable Customer-Provided Equipment to provide the Products under this Agreement, and such access
and use will not violate any laws or infringe any third-party rights (including intellectual property rights).
Customer (and not Motorola) will be fully liable for Customer-Provided Equipment, and Customer will
immediately notify Motorola of any Customer-Provided Equipment damage, loss, change, or theft that may
impact Motorola’s ability to provide the Products under this Agreement, and Customer acknowledges that
any such events may cause a change in the Fees or performance schedule under the applicable Proposal.
6.5. Non-Motorola Materials. In certain instances, Customer may be permitted to access, use, or integrate NonMotorola Materials with or through the Products. If Customer accesses, uses, or integrates any NonMotorola Materials with the Products, Customer will first obtain all necessary rights and licenses to permit
Customer’s and its Authorized Users’ use of the Non-Motorola Materials in connection with the Products.
Customer will also obtain the necessary rights for Motorola to use such Non-Motorola Materials in
connection with providing the Products, including the right for Motorola to access, store, and process such
Non-Motorola Materials (e.g., in connection with SaaS Products), and to otherwise enable interoperation
with the Products. Customer represents and warrants that it will obtain the foregoing rights and licenses
prior to accessing, using, or integrating the applicable Non-Motorola Materials with the Products, and that
Customer and its Authorized Users will comply with any terms and conditions applicable to such NonMotorola Materials. If any Non-Motorola Materials requires access to Customer Data, Customer hereby

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authorizes Motorola to allow the provider of such Non-Motorola Materials to access Customer Data, in
connection with the interoperation of such Non-Motorola Materials with the Products.
6.6. Customer acknowledges and agrees that Motorola is not responsible for, and makes no representations or
warranties with respect to, the Non-Motorola Materials (including any disclosure, modification, or deletion
of Customer Data resulting from use of Non-Motorola Materials or failure to properly interoperate with the
Products). If Customer receives notice that any Non-Motorola Materials must be removed, modified, or
disabled within the Products, Customer will promptly do so. Motorola will have the right to disable or
remove Non-Motorola Materials if Motorola believes a violation of law, third-party rights, or Motorola’s
policies is likely to occur, or if such Non-Motorola Materials poses or may pose a security or other risk or
adverse impact to the Products, Motorola, Motorola’s systems, or any third party (including other Motorola
customers).
6.7. Motorola may provide certain Non-Motorola Materials as an authorized sales representative of a third party
as set out in a Proposal. As an authorized sales representative, the third party’s terms and conditions will
apply to any such sales. Any orders for such Non-Motorola Materials will be fulfilled by the third party.
6.8. End User Licenses. Notwithstanding any provision to the contrary in the Agreement, certain Non-Motorola
Materials software are governed by a separate license, EULA, or other agreement, including terms
governing third-party equipment or software, such as open source software, included in the Products.
Customer will comply, and ensure its Authorized Users comply, with any such additional terms applicable
to third-party equipment or software. Certain third party flow-down terms applicable to Motorola Products
may apply.
6.9. Prohibited Use. Customer will not integrate or use, or permit a third party or an Authorized User to
integrate or use, any Non-Motorola Materials with or in connection with a Software System or other
Licensed Software provided by Motorola under this Agreement, without the express written permission of
Motorola.
6.10. API and Client Support. Motorola will use reasonable efforts to maintain its Application Programming
Interfaces (APIs) for each Software System, understanding that APIs will evolve. Motorola will support
each API version for 6 months after introduction but may discontinue support with reasonable notice or
without notice if a security risk is present. For Licensed Software requiring a local client installation,
Customer is responsible for installing the current version. Motorola will support each client version for 45
days after its release but may update the client at any time, and does not guarantee support for prior client
versions.
7.

Representations and Warranties.

7.1. Mutual Representations and Warranties. Each Party represents and warrants to the other Party that (a) it
has the right to enter into, and execute, the Agreement and perform its obligations hereunder, and (b) the
Agreement will be binding on such Party.
7.2. System Warranty. Subject to the disclaimers and exclusions below, Motorola represents and warrants
that, on the date of System Acceptance (for Communications Systems), System Completion Date (for
Software Systems), or delivery, as applicable (a) the Communications System will perform in accordance
with the descriptions in the applicable Proposal in all material respects, (b) the Software System will
perform in accordance with the descriptions in the applicable Proposals in all material respects, and (c) if
Customer has purchased any Licensed Software (but, for clarity, excluding SaaS Products) as part of such
Communications System or Software System, the warranty period applicable to such Licensed Software
will continue for a period of one (1) year commencing upon System Acceptance, System Completion, or
date the Licensed Software is delivered (the “Warranty Period”).
7.3. Communications Systems. During the Warranty Period, in addition to warranty services, Motorola will
provide Maintenance and Support Services for the Equipment and support for the Motorola Licensed
Software in Communication Systems pursuant to the applicable maintenance and support Proposal.
Support for the Licensed Software will be in accordance with Motorola's established Software Support

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Policy (“SwSP”). If Customer wishes to purchase (a) additional Maintenance and Support Services during
the Warranty Period; or (b) continue or expand maintenance, software support, installation, and/or
Motorola’s LMS after the Warranty Period, Motorola will provide the description of and pricing for such
services in a separate proposal document and such terms will be agreed upon in a Proposal. Unless
otherwise agreed by the Parties in writing, the terms and conditions of the MSLMA referenced in Section
3.2.2 will govern the provision of such Services.
7.4. SaaS. SaaS Products do not qualify for the System Warranty above.
7.5. Motorola Warranties - Services. Subject to the disclaimers and exclusions below, Motorola represents and
warrants that (a) Services will be provided in a good and workmanlike manner and will conform in all
material respects to the descriptions in the applicable Proposal; and (b) for a period of ninety (90) days
commencing upon the Service Completion Date for one-time Services, the Services will be free of material
defects in materials and workmanship. Other than as set forth in subsection (a) above, recurring Services
are not warranted but rather will be subject to the requirements of the applicable Addendum or Proposal.
7.6. Motorola Warranties - Equipment. Subject to the disclaimers and exclusions set forth below, (a) for a
period of one (1) year commencing upon the delivery of Motorola-manufactured Equipment under Section
5.7 – Delivery, Title and Risk of Loss, Motorola represents and warrants that such Motorolamanufactured Equipment, under normal use, will be free from material defects in materials and
workmanship; and (b) the warranties applicable to Motorola-manufactured Equipment set forth in herein
shall be applicable to all radio Equipment purchased hereunder whether or not such Equipment was
manufactured by Motorola.
7.7. Warranty Claims; Remedies. To assert a warranty claim, Customer must notify Motorola in writing of the
claim prior to the expiration of any warranty period set forth in this Agreement. Unless a different remedy is
otherwise expressly set forth herein, upon receipt of such claim, Motorola will investigate the claim and use
commercially reasonable efforts to repair or replace any confirmed materially non-conforming Product or
re-perform any non-conforming Service, at its option. Such remedies are Customer’s sole and exclusive
remedies for Motorola’s breach of a warranty. Motorola’s warranties are extended by Motorola to Customer
only, and are not assignable or transferable.
7.8. Pass-Through Warranties. Notwithstanding any provision of this Agreement to the contrary, Motorola will
have no liability for third-party software or hardware provided by Motorola; provided, however, that to the
extent offered by third-party providers of software or hardware and to the extent permitted by law, Motorola
will pass through express warranties provided by such third parties.
7.9. WARRANTY DISCLAIMER. EXCEPT FOR THE EXPRESS AND PASS THROUGH WARRANTIES IN
THIS AGREEMENT, PRODUCTS AND SERVICES PURCHASED HEREUNDER ARE PROVIDED “AS
IS” AND WITH ALL FAULTS. WARRANTIES SET FORTH IN THE AGREEMENT ARE THE COMPLETE
WARRANTIES FOR THE PRODUCTS AND SERVICES AND MOTOROLA DISCLAIMS ALL OTHER
WARRANTIES OR CONDITIONS, EXPRESS OR IMPLIED, INCLUDING IMPLIED WARRANTIES OF
MERCHANTABILITY, NON-INFRINGEMENT, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND
QUALITY. MOTOROLA DOES NOT REPRESENT OR WARRANT THAT USE OF THE PRODUCTS AND
SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, OR FREE OF SECURITY VULNERABILITIES,
OR THAT THEY WILL MEET CUSTOMER’S PARTICULAR REQUIREMENTS.
7.10. ADDITIONAL WARRANTY EXCLUSIONS. NOTWITHSTANDING ANY PROVISION OF THE
AGREEMENT TO THE CONTRARY, MOTOROLA WILL HAVE NO LIABILITY FOR (A) DEFECTS IN OR
DAMAGE TO PRODUCTS RESULTING FROM USE OTHER THAN IN THE NORMAL AUTHORIZED
MANNER, OR FROM ACCIDENT, LIQUIDS, OR NEGLECT; (B) TESTING, MAINTENANCE, REPAIR,
INSTALLATION, OR MODIFICATION BY PARTIES OTHER THAN MOTOROLA; (C) CUSTOMER’S OR
ANY AUTHORIZED USER’S FAILURE TO COMPLY WITH INDUSTRY AND OSHA OR OTHER LEGAL
STANDARDS; (D) DAMAGE TO RADIO ANTENNAS, UNLESS CAUSED BY DEFECTS IN MATERIAL OR
WORKMANSHIP; (E) EQUIPMENT WITH NO SERIAL NUMBER; (F) BATTERIES OR CONSUMABLES;
(G) FREIGHT COSTS FOR SHIPMENT TO REPAIR DEPOTS; (H) COSMETIC DAMAGE THAT DOES
NOT AFFECT OPERATION; (I) NORMAL WEAR AND TEAR; (J) ISSUES OR OBSOLESCENCE OF

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LICENSED SOFTWARE DUE TO CHANGES IN CUSTOMER OR AUTHORIZED USER REQUIREMENTS,
EQUIPMENT, OR SYSTEMS; (K) TRACKING AND LOCATION-BASED SERVICES; OR (L) BETA
SERVICES.
8.

Indemnification.

8.1. General Indemnity. Motorola will defend, indemnify, and hold Customer harmless from and against any
and all damages, losses, liabilities, and expenses (including reasonable fees and expenses of attorneys)
arising from any actual third-party claim, demand, action, or proceeding (“Claim”) for personal injury, death,
or direct damage to tangible property to the extent caused by Motorola’s negligence, gross negligence or
willful misconduct while performing its duties under this Agreement, except to the extent the claim arises
from Customer’s negligence or willful misconduct. Motorola’s duties under this Section 8.1 – General
Indemnity are conditioned upon: (a) Customer promptly notifying Motorola in writing of the Claim; (b)
Motorola having sole control of the defense of the suit and all negotiations for its settlement or compromise
to the extent allowed by applicable law; and (c) Customer cooperating with Motorola and, if requested by
Motorola, providing reasonable assistance in the defense of the Claim.
8.2. Intellectual Property Infringement. Motorola will defend Customer against any third-party claim alleging that
a Motorola-developed or manufactured Product (the “Infringing Product”) directly infringes a United States
patent or copyright (“Infringement Claim”), and Motorola will pay all damages finally awarded against
Customer by a court of competent jurisdiction for an Infringement Claim, or agreed to in writing by Motorola
in settlement of an Infringement Claim. Motorola’s duties under this Section 8.2 – Intellectual Property
Infringement are conditioned upon: (a) Customer promptly notifying Motorola in writing of the Infringement
Claim; (b) Motorola having sole control of the defense of the suit and all negotiations for its settlement or
compromise; and (c) Customer cooperating with Motorola and, if requested by Motorola, providing
reasonable assistance in the defense of the Infringement Claim.
8.2.1.

If an Infringement Claim occurs, or in Motorola’s opinion is likely to occur, Motorola may at its option
and expense: (a) procure for Customer the right to continue using the Infringing Product; (b) replace or
modify the Infringing Product so that it becomes non-infringing; or (c) grant Customer (i) a prorated
refund of any amounts pre-paid for the Infringing Product (if the Infringing Product is Licensed Software)
or (ii) a credit for the Infringing Product, less a reasonable charge for depreciation (if the Infringing
Product is Equipment, including Equipment with embedded Licensed Software).

8.2.2.

In addition to the other damages disclaimed under this Agreement, Motorola will have no duty to defend
or indemnify Customer for any Infringement Claim that arises from or is based upon: (a) Customer
Data, Customer-Provided Equipment, Non-Motorola Materials, or third-party equipment, hardware,
software, data, or other third-party materials; (b) the combination of the Product with any products or
materials not provided by Motorola; (c) a Product designed, modified, or manufactured in accordance
with Customer’s designs, specifications, guidelines or instructions; (d) a modification of the Product by a
party other than Motorola; (e) use of the Product in a manner for which the Product was not designed or
that is inconsistent with the terms of this Agreement; or (f) the failure by Customer to use or install an
update to the Product that is intended to correct the claimed infringement. In no event will Motorola’s
liability resulting from an Infringement Claim extend in any way to any payments due on a royalty basis,
other than a reasonable royalty based upon revenue derived by Motorola from Customer from sales or
license of the Infringing Product.

8.2.3.

This Section 8.2 – Intellectual Property Infringement provides Customer’s sole and exclusive
remedies and Motorola’s entire liability in the event of an Infringement Claim.

8.3. Customer Indemnity. To the extent allowed by applicable law, Customer will defend, indemnify, and hold
Motorola and its subcontractors, subsidiaries and other affiliates harmless from and against any and all
damages, losses, liabilities, and expenses (including reasonable fees and expenses of attorneys) arising
from any actual or threatened third-party claim, demand, action, or proceeding arising from or related to (a)
Customer-Provided Equipment, Customer Data, or Non-Motorola Materials, including any claim, demand,
action, or proceeding alleging that any such equipment, data, or materials (or the integration or use thereof
with the Products) infringes or misappropriates a third-party intellectual property or other right, violates

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applicable law, or breaches the Agreement; (b) Customer-Provided Equipment’s failure to meet the
minimum requirements set forth in the applicable Documentation or match the applicable specifications
provided to Motorola by Customer in connection with the Products; (c) Customer’s (or its service providers,
agents, employees, or Authorized User’s) negligence or willful misconduct; and (d) Customer’s or its
Authorized User’s breach of this Agreement. This indemnity will not apply to the extent any such claim is
caused by Motorola’s use of Customer-Provided Equipment, Customer Data, or Non-Motorola Materials in
violation of the Agreement. Motorola will give Customer prompt, written notice of any claim subject to the
foregoing indemnity. Motorola will, at its own expense, cooperate with Customer in its defense or
settlement of the claim.
9.

Limitation of Liability.

9.1. EXCEPT FOR PERSONAL INJURY OR DEATH, THE TOTAL AGGREGATE LIABILITY OF MOTOROLA,
ITS AFFILIATES, AND ITS AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES,
SUBCONTRACTORS, AGENTS, SUCCESSORS, AND ASSIGNS (COLLECTIVELY, THE “MOTOROLA
PARTIES”), WHETHER BASED ON A CLAIM IN CONTRACT OR IN TORT, LAW OR EQUITY,
RELATING TO OR ARISING OUT OF THE AGREEMENT WILL NOT EXCEED THE FEES, OR PORTION
OF FEES, RELATED TO THE PRODUCT UNDER WHICH THE CLAIM AROSE. WITH RESPECT TO
ANY RECURRING SERVICES, THE MOTOROLA PARTIES’ TOTAL AGGREGATE LIABILITY FOR ALL
CLAIMS RELATED TO SUCH RECURRING SERVICES WILL NOT EXCEED THE TOTAL FEES PAID
FOR THE APPLICABLE PRODUCT DURING THE CONSECUTIVE TWELVE (12) MONTH PERIOD
IMMEDIATELY PRECEDING THE EVENT FROM WHICH THE FIRST CLAIM AROSE. EXCEPT FOR
PERSONAL INJURY OR DEATH, THE MOTOROLA PARTIES WILL NOT BE LIABLE IN CONNECTION
WITH THIS AGREEMENT (WHETHER UNDER MOTOROLA’S INDEMNITY OBLIGATIONS, A CAUSE
OF ACTION FOR BREACH OF CONTRACT, UNDER TORT THEORY, OR OTHERWISE) FOR ANY
INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES OR
DAMAGES FOR LOST PROFITS OR REVENUES, EVEN IF MOTOROLA HAS BEEN ADVISED BY
CUSTOMER OR ANY THIRD PARTY OF THE POSSIBILITY OF SUCH DAMAGES OR LOSSES AND
WHETHER OR NOT SUCH DAMAGES OR LOSSES ARE FORESEEABLE.
9.2. EXCLUSIONS FROM LIABILITY. NOTWITHSTANDING ANY OTHER PROVISION OF THIS
AGREEMENT, MOTOROLA WILL HAVE NO LIABILITY FOR DAMAGES ARISING OUT OF (A)
CUSTOMER DATA, INCLUDING ITS TRANSMISSION TO MOTOROLA, OR ANY OTHER DATA
AVAILABLE THROUGH THE PRODUCTS; (B) CUSTOMER-PROVIDED EQUIPMENT OR SITES; NONMOTOROLA MATERIALS; THIRD-PARTY EQUIPMENT, HARDWARE, SOFTWARE, DATA, OR
CONTENT; OR UNKNOWN OR UNAUTHORIZED COMBINATION OF PRODUCTS AND SERVICES; (C)
LOSS OF DATA, HACKING, RANSOMWARE, THIRD-PARTY ATTACKS OR DEMANDS; (D)
MODIFICATION OF PRODUCTS NOT AUTHORIZED BY MOTOROLA; (E) RECOMMENDATIONS
PROVIDED IN CONNECTION WITH THE PRODUCTS PROVIDED UNDER THIS AGREEMENT; (F) DATA
RECOVERY SERVICES OR DATABASE MODIFICATIONS; OR (G) CUSTOMER’S OR ANY
AUTHORIZED USER’S BREACH OF THIS AGREEMENT OR MISUSE OF THE PRODUCTS.
IN ADDITION TO THE FOREGOING EXCLUSIONS FROM DAMAGES, AND NOTWITHSTANDING ANY
PROVISION OF THE AGREEMENT TO THE CONTRARY, MOTOROLA WILL HAVE NO LIABILITY FOR
(A) INTERRUPTION OR FAILURE OF CONNECTIVITY, VULNERABILITIES, OR SECURITY EVENTS; (B)
DISRUPTION OF OR DAMAGE TO CUSTOMER’S OR THIRD PARTIES’ SYSTEMS, EQUIPMENT, OR
DATA, INCLUDING DENIAL OF ACCESS TO USERS, OR SHUTDOWN OF SYSTEMS CAUSED BY
INTRUSION DETECTION SOFTWARE OR HARDWARE; (C) AVAILABILITY OR ACCURACY OF ANY
DATA AVAILABLE THROUGH SOFTWARE-AS-A-SERVICE, OR INTERPRETATION, USE, OR MISUSE
THEREOF; (D) TRACKING AND LOCATION-BASED SERVICES; OR (E) BETA SERVICES.
9.3. Statute of Limitations. Customer may not bring any claims against a Motorola Party in connection with this
Agreement or the Products and Services more than one (1) year after the date of accrual of the cause of
action.
10.

Confidentiality.

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10.1. Confidential Information. Customer and Motorola agree that, subject to any applicable freedom of
information or public records legislation, Motorola’s Confidentiality Terms apply to information shared
between the Parties.
11.

Proprietary Rights; Data; Feedback.

11.1. Motorola Materials. Customer acknowledges that Motorola may use or provide Customer with access to
“Motorola Materials”. Except when Motorola has expressly transferred title or other interest to Customer in
writing, the Motorola Materials are the property of Motorola or its licensors, and Motorola or its licensors
retain all right, title and interest in and to the Motorola Materials (including, all rights in patents, copyrights,
trademarks, trade names, trade secrets, know-how, other intellectual property and proprietary rights, and
all associated goodwill and moral rights).
This Agreement does not grant to Customer any shared development rights in or to any Motorola Materials
or other intellectual property, and Customer agrees to execute any documents and take any other actions
reasonably requested by Motorola to effectuate the foregoing. Motorola and its licensors reserve all rights
not expressly granted to Customer, and no rights, other than those expressly granted herein, are granted
to Customer by implication, estoppel or otherwise. Customer will not modify, disassemble, reverse
engineer, derive source code or create derivative works from, merge with other software, distribute,
sublicense, sell, or export the Products and Services or other Motorola Materials, or permit any third party
to do so.
11.2. Ownership of Customer Data. Customer retains all right, title and interest, including intellectual property
rights, if any, in and to Customer Data. Motorola acquires no rights to Customer Data except those rights
granted under this Agreement including the right to Process (as defined in the DPA) and use the Customer
Data as set forth in the DPA.
11.3. Feedback. Any Feedback provided by Customer is entirely voluntary, and will not create any confidentiality
obligation for Motorola, even if designated as confidential by Customer. Motorola may use, reproduce,
license, and otherwise distribute and exploit the Feedback without any obligation or payment to Customer
or Authorized Users and Customer represents and warrants that it has obtained all necessary rights and
consents to grant Motorola the foregoing rights.
11.4. Improvements; Products and Services. The Parties agree that, notwithstanding any provision of this
Agreement to the contrary, all fixes, modifications and improvements to the Services or Products
conceived of or made by or on behalf of Motorola that are based either in whole or in part on the
Feedback, Customer Data, or Service Use Data (or otherwise) are the exclusive property of Motorola and
all right, title and interest in and to such fixes, modifications or improvements will vest solely in Motorola.
Customer agrees to execute any written documents necessary to assign any intellectual property or other
rights it may have in such fixes, modifications or improvements to Motorola.
12.

Acceptance

12.1. Communications System Acceptance. Unless further defined in the applicable Proposal or Statement of
Work, System Acceptance for a Communications System occurs upon successful completion of
Acceptance Tests as detailed in the Acceptance Test Plan. Motorola will provide ten days' notice before
testing begins, and upon successful completion, both parties will sign an acceptance certificate. If the plan
includes tests for subsystems or phases, acceptance occurs upon successful completion of those tests
and separate certificates will be issued. If Customer believes the system has failed, they must provide a
detailed written notice within thirty days; otherwise, System Acceptance is deemed to have occurred.
Minor, non-material issues will not delay acceptance but will be addressed per a mutually agreed
schedule. Customer use of the system before System Acceptance requires Motorola's written authorization
and transfers responsibility for system operation to the Customer. Software System Completion is defined
by Customer's Beneficial Use of each Product within the system, with Beneficial Use deemed to occur
thirty days after functional demonstration if not otherwise defined in the Proposal.
13.

Force Majeure; Delays Caused by Customer.

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13.1. Force Majeure. Except for Customer’s payment obligations hereunder, neither Party will be responsible for
nonperformance or delayed performance due to events outside of its reasonable control. If performance
will be significantly delayed, the affected Party will provide notice to the other Party, and the Parties will
agree (in writing) upon a reasonable extension to any applicable performance schedule.
13.2. Delays Caused by Customer. Motorola’s performance of the Products will be excused for delays caused
by Customer or its Authorized Users or subcontractors, or by failure of any assumptions set forth in this
Agreement (including in any Addendum or Proposal). In the event of a delay under this Section 13.2 –
Delays Caused by Customer, (a) Customer will continue to pay the Fees as required hereunder, (b) the
Parties will agree (in writing) upon a reasonable extension to any applicable performance schedule, and (c)
Customer will compensate Motorola for its out-of-pocket costs incurred due to the delay (including those
incurred by Motorola’s affiliates, vendors, and subcontractors).
14.

Disputes. The Parties will use the following procedure to resolve any disputes relating to or arising out
of this Agreement (each, a “Dispute”):

14.1. Governing Law. All matters relating to or arising out of the Agreement are governed by the laws of the
State of Illinois, unless Customer is the United States Government (or an agency thereof) or a state
government or state agency or local municipality within the United States, in which case all matters relating
to or arising out of the Agreement will be governed by the laws of the State in which the Products and
Services are provided. The terms of the U.N. Convention on Contracts for the International Sale of Goods
and the Uniform Computer Information Transactions Act will not apply.
14.2. Negotiation; Mediation. The Parties will attempt to timely resolve the Dispute promptly through good faith
negotiations. Either Party may initiate dispute resolution procedures by sending a notice of Dispute
(“Notice of Dispute”) to the other Party. The Parties will choose an independent mediator within thirty (30)
days of such Notice of Mediation. Neither Party may unreasonably withhold consent to the selection of a
mediator, but if the Parties are unable to agree upon a mediator, either Party may request that the
American Arbitration Association nominate a mediator. Each Party will bear its own costs of mediation, but
the Parties will share the cost of the mediator equally. Unless otherwise agreed in writing, all in person
meetings under this Section 14.2 – Negotiation; Mediation will take place in Chicago, Illinois, and all
communication relating to the Dispute resolution will be maintained in strict confidence by the Parties.
Notwithstanding the foregoing, any Dispute arising from or relating to Motorola’s intellectual property rights
must be decided by a court of competent jurisdiction, in accordance with Section 14.3 – Litigation,
Venue, Jurisdiction below.
14.3. Litigation, Venue, Jurisdiction. If the Dispute has not been resolved by mediation within sixty (60) days
from the Notice of Mediation, either Party may submit the Dispute exclusively to a court in Cook County,
Illinois, or in the case the Customer is the United States, a state agency, or local municipality, then the
appropriate court in the State in which the Products and Services are provided. Each Party expressly
consents to the exclusive jurisdiction of such courts for resolution of any Dispute and to enforce the
outcome of any mediation.
15.

General.

15.1. Compliance with Laws. Each Party will comply with applicable laws in connection with the performance of
its obligations under this Agreement, including that Customer will ensure its and its Authorized Users’ use
of the Products complies with law (including privacy laws), and Customer will obtain any FCC, FAA, and
other licenses or authorizations (including licenses or authorizations required by foreign regulatory bodies)
required for its and its Authorized Users’ use of the Products. Motorola may, at its discretion, cease
providing or otherwise modify Products (or any terms related thereto in an Addendum or Proposal), in
order to comply with any changes in applicable law.
15.2. Audit; Monitoring. Motorola will have the right to monitor and audit use of the Products, including an audit
of total user licenses credentialed by Customer for any Licensed Software or SaaS Products, which may
also include access by Motorola to Customer Data and Service Use Data. Customer will provide notice of
such monitoring to its Authorized Users and obtain any required consents, including individual end users,

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and will cooperate with Motorola in any monitoring or audit. Customer will maintain during the Term, and
for two (2) years thereafter, accurate records relating to any licenses granted under this Agreement to
verify compliance with this Agreement. Motorola or a third party (“Auditor”) may inspect Customer’s and, as
applicable, Authorized Users’ premises, books, and records. Motorola will pay expenses and costs of the
Auditor, unless Customer is found to be in violation of the terms of the Agreement, in which case Customer
will be responsible for such expenses and costs. In the event Motorola determines that Customer’s usage
of the Licensed Software or SaaS Product exceeded the number of licenses purchased by Customer at a
given time, Motorola may invoice Customer for the additional licenses used by Customer, pro-rated for
each additional license from the date such license was activated, and Customer will pay such invoice in
accordance with the payment terms in the Agreement.
15.3. Assignment and Subcontracting. Neither Party may assign or otherwise transfer this Agreement without
the prior written approval of the other Party. Motorola may assign or otherwise transfer this Agreement or
any of its rights or obligations under this Agreement without consent (a) for financing purposes, (b) in
connection with a merger, acquisition or sale of all or substantially all of its assets, (c) as part of a
corporate reorganization, or (d) to a subsidiary corporation. Subject to the foregoing, this Agreement will be
binding upon the Parties and their respective successors and assigns. Motorola may subcontract any of
the work, but subcontracting will not relieve Motorola of its duties under this Agreement.
15.4. Waiver. A delay or omission by either Party to exercise any right under this Agreement will not be
construed to be a waiver of such right. A waiver by either Party of any of the obligations to be performed
by the other, or any breach thereof, will not be construed to be a waiver of any succeeding breach or of
any other obligation. All waivers must be in writing and signed by the Party waiving its rights.
15.5. Severability. If any provision of the Agreement is found by a court of competent jurisdiction to be invalid,
illegal, or otherwise unenforceable, such provision will be deemed to be modified to reflect as nearly as
possible the original intentions of the Parties in accordance with applicable law. The remaining provisions
of this Agreement will not be affected, and each such provision will be valid and enforceable to the full
extent permitted by applicable law.
15.6. Independent Contractors. Each Party will perform its duties under this Agreement as an independent
contractor. The Parties and their personnel will not be considered to be employees or agents of the other
Party. Nothing in this Agreement will be interpreted as granting either Party the right or authority to make
commitments of any kind for the other. This Agreement will not constitute, create, or be interpreted as a
joint venture, partnership, or formal business organization of any kind.
15.7. Third-Party Beneficiaries. The Agreement is entered into solely between, and may be enforced only by, the
Parties. Each Party intends that the Agreement will not benefit, or create any right or cause of action in or
on behalf of, any entity other than the Parties. Notwithstanding the foregoing, a licensor or supplier of thirdparty software included in the software Products will be a direct and intended third-party beneficiary of this
Agreement.
15.8. Interpretation. The section headings in this Agreement are included only for convenience The words
“including” and “include” will be deemed to be followed by the phrase “without limitation”. This Agreement
will be fairly interpreted in accordance with its terms and conditions and not for or against either Party.
15.9. Notices. Notices required under this Agreement to be given by one Party to the other must be in writing
and either personally delivered or sent to the address provided by the other Party by certified mail, return
receipt requested and postage prepaid (or by a recognized courier service, such as FedEx, UPS, or DHL),
and will be effective upon receipt.
15.10. Cumulative Remedies. Except as specifically stated in this Agreement, all remedies provided for in this
Agreement will be cumulative and in addition to, and not in lieu of, any other remedies available to either
Party at law, in equity, by contract, or otherwise. Except as specifically stated in this Agreement, the
election by a Party of any remedy provided for in this Agreement or otherwise available to such Party will
not preclude such Party from pursuing any other remedies available to such Party at law, in equity, by
contract, or otherwise.

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15.11. Survival. The following provisions will survive the expiration or termination of this Agreement for any
reason: Section 3.5 – Customer Obligations; Section 4.6 – Effect of Termination or Expiration; Section 5 –
Payment and Invoicing; Section 7.9 – Warranty Disclaimer; Section 7.10 - Additional Warranty Exclusions;
Section 8.3 – Customer Indemnity; Section 9 – Limitation of Liability; Section 10 – Confidentiality; Section
11 – Proprietary Rights; Data; Feedback; Section 13 – Force Majeure; Delays Caused by Customer;
Section 14 – Disputes; and Section 15 – General.
15.12. Entire Agreement. This Agreement, including all Addenda, and Proposals, constitutes the entire agreement
of the Parties regarding the subject matter hereto, and supersedes all previous agreements, proposals,
and understandings, whether written or oral, relating to this subject matter. This Agreement may be
executed in multiple counterparts, and will have the same legal force and effect as if the Parties had
executed it as a single document. The Parties may sign in writing or by electronic signature. An electronic
signature, facsimile copy, or computer image of a signature, will be treated, and will have the same effect
as an original signature, and will have the same effect, as an original signed copy of this document. This
Agreement may be amended or modified only by a written instrument signed by authorized representatives
of both Parties. The preprinted terms and conditions found on any Customer purchase order,
acknowledgment, or other form will not be considered an amendment or modification or part of this
Agreement, even if a representative of each Party signs such document.
The Parties hereby enter into this H-GAC CSSA as of the Effective Date.
Motorola Solutions, Inc.

Customer:

By:

By:

Name: Paul Newman

Name:

Title: RSM

Title:

Date: 09/25/2025

Date:

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AGENDA

PRESENTER: Wes Morrison, Director of Development
Council Strategic Focus Area:

DATE: 01/13/26

Planning and Zoning Application

ITEM:
Public hearing and consider an ordinance regarding a rezoning of the property described as Whisperwood
Center Addition Block 1 Lot 1R from Heavy Commercial/Master Highway Corridor to Heavy Commercial/
Master Highway Corridor/Specific Use Permit – Private Business and Professional Schools. The property is
generally located south of Harwood Road, to the east of State Highway 121, and commonly known as 3516
Harwood Road Suite 116. (SUP-25-14). The Planning and Zoning Commission recommended approval by a
vote of 7-0-0.
City Attorney Review: Yes Purchasing Review: N/A
City Manager’s Office Review: 

Budget Review: N/A

BACKGROUND:
The applicant is requesting a Specific Use Permit (SUP) to operate a driving school within a 1,050 square-foot
suite within an existing retail strip center. The applicant states the hours of operation would be Monday through
Sunday from 9:00 a.m. to 7:00 p.m. and would offer several classes throughout the week of both classroom
and driving instruction. The purpose of requiring an SUP is to determine if the proposed use is compatible with
the surrounding land uses.
The subject property was developed in 1987 and currently contains two buildings, an office showroom and a
retail strip building. The shopping center is currently divided into several suites, which include a variety of uses,
including a restaurant, personal service shops, and other retail stores.
The Comprehensive Plan/Future Land Use Map identifies the property as being located within the Place
Focused Commercial development pattern. Characteristics of this development pattern include minor
destination level density and a mix of uses that include dining and/or entertainment. Social gathering spaces
and possibly limited shopping are also encouraged. While the proposed use is not specifically mentioned in
the goals of the underlying development pattern, it is not believed that the use would be a detriment to the strip
center.
In addition to classroom instruction, the driving school would also offer on-site driving instruction. The applicant
and the property manager have identified a location to the west side of the property for the parallel parking
component. Approximately four spaces would have to be restriped for parallel parking. However, the site as a
whole contains sufficient parking, that at peak capacity for all uses, the reduction of four spaces would not be
a detriment.

RECOMMENDATION:
Staff recommends the following motion:
If to approve:
Approval of an ordinance regarding a rezoning of the property described as Whisperwood Center Addition
Block 1 Lot 1R from Heavy Commercial/Master Highway Corridor to Heavy Commercial/Master Highway
Corridor/Specific Use Permit – Private Business and Professional Schools. The property is generally located
south of Harwood Road, to the east of State Highway 121, and commonly known as 3516 Harwood Road
Suite 116. (SUP-25-14)

AGENDA
If to deny:
Denial of an ordinance regarding a rezoning of the property described as Whisperwood Center Addition Block
1 Lot 1R from Heavy Commercial/Master Highway Corridor to Heavy Commercial/Master Highway
Corridor/Specific Use Permit – Private Business and Professional Schools. The property is generally located
south of Harwood Road, to the east of State Highway 121, and commonly known as 3516 Harwood Road
Suite 116. (SUP-25-14)

FISCAL IMPACT:

ATTACHMENTS:

N/A

Ordinance
Exhibit A – Site Plan
Planning and Zoning Staff Report
Planning and Zoning Commission Minutes

Page 2 of 2

AGENDA
CITY OF BEDFORD
ORDINANCE NO. 2026AN ORDINANCE OF THE CITY OF BEDFORD, TEXAS, AMENDING THE
ZONING ON PROPERTY LEGALLY DESCRIBED AS BLOCK 1, LOT 1R,
WHISPERWOOD CENTER ADDITION, AN ADDITION TO THE CITY OF
BEDFORD, TARRANT COUNTY, TEXAS (KNOWN LOCALLY AS 3516
HARWOOD ROAD, SUITE 116, BEDFORD, TEXAS), ZONED “H” HEAVY
COMMERCIAL/“MHC” MASTER HIGHWAY CORRIDOR OVERLAY BY
APPROVING A SPECIFIC USE PERMIT FOR A PRIVATE BUSINESS AND
PROFESSIONAL SCHOOLS USE; PROVIDING FOR THE AMENDMENT OF
THE OFFICIAL ZONING MAP TO REFLECT SUCH CHANGE; PROVIDING THAT
THIS ORDINANCE SHALL BE CUMULATIVE OF ALL ORDINANCES;
PROVIDING FOR A PENALTY FOR VIOLATIONS HEREOF; PROVIDING A
SAVINGS CLAUSE; PROVIDING A SEVERABILITY CLAUSE; AND PROVIDING
AN EFFECTIVE DATE.
WHEREAS, the City of Bedford, Texas (the “City”), is a home rule municipality acting
under its Charter adopted by the electorate pursuant to Article XI, Section 5 of the Texas
Constitution and Chapter 9 of the Local Government Code; and,
WHEREAS, pursuant to Chapter 211 of the Local Government Code, the City has adopted
a comprehensive zoning ordinance (the “Zoning Ordinance”) and zoning map, which regulate the
location and use of buildings, other structures, and land for business, industrial, residential, or
other purposes, for the purpose of promoting the public health, safety, morals, and general welfare
of the City, all in accordance with a comprehensive plan; and,
WHEREAS, the owner of property described as Block 1, Lot 1R, Whisperwood Center
Addition, Tarrant County, Texas, known locally as 3516 Harwood Road, Suite 116, Bedford,
Texas, has applied for a Specific Use Permit to permit a Private Business and Professional
Schools use on the property to allow the operation of a driving school; and,
WHEREAS, a public hearing was duly held by the Planning and Zoning Commission of
the City on the 11th day of December, 2025, and the City Council of the City on the 13th day of
January, 2026, with respect to the requested approval described herein; and,
WHEREAS, the City has complied with all requirements of law dealing with notice to other
property owners, publication, and all procedural requirements in accordance with Chapter 211 of
the Local Government Code; and,
WHEREAS, the City Council has determined that a Private Business and Professional
Schools use is an appropriate use for the property described below and is in accordance with the
future land use plan and with the standards in the Zoning Ordinance, and that an amendment to
the current zoning to approve a Specific Use Permit is appropriate; and,
WHEREAS, the City Council does hereby deem it advisable and in the public interest to
amend the City's Zoning Ordinance as described herein.
NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF
BEDFORD, TEXAS, THAT:

Page 1 of 4

AGENDA
CITY OF BEDFORD
ORDINANCE NO. 2026SECTION 1.
The findings above are found to be true and correct and are incorporated herein in their
entirety.
SECTION 2.
The Zoning Ordinance is hereby amended so that the zoning classification and the uses
in the hereinafter described area shall be changed and/or restricted as depicted on Exhibit “A,”
attached hereto, and described below:
Block 1, Lot 1R, Whisperwood Center Addition, Tarrant County, Texas, known locally as
3516 Harwood Road, Suite 116, Bedford, Texas (the “Property”), and zoned “H” Heavy
Commercial / “MHC” Master Highway Corridor.
The property shall remain in the “H” Heavy Commercial / “MHC” Master Highway Corridor
Overlay districts, and a specific use permit is hereby approved to allow a Private Business
and Professional Schools use on the Property to allow the operation of a driving school
as detailed herein and as more fully described in the exhibits attached hereto and
incorporated herein, with the condition that the location shall be utilized for classroom
instruction only.
SECTION 3.
The Site Plan, attached hereto as Exhibit “A,” is approved as a component of this specific
use permit approval.
SECTION 4.
The Official Zoning Map of the City is hereby amended to reflect the approved specific use
permit as set forth above.
SECTION 5.
This Ordinance shall be cumulative of all provisions of ordinances and of the Code of
Ordinances, City of Bedford, Texas, as amended, including but not limited to all ordinances of the
City affecting zoning and land use, and shall not repeal any of the provisions of such ordinances
except in those instances where provisions of such ordinances are in direct conflict with the
provisions of this Ordinance.
SECTION 6.
Any person, firm, or corporation who violates, disobeys, omits, neglects, or refuses to
comply with or who resists enforcement of any of the provisions of this Ordinance shall be fined
not more than Two Thousand Dollars ($2,000.00) for each offense. Each day that a violation is
permitted to exist shall constitute a separate offense.
SECTION 7.
All rights or remedies of the City are expressly saved as to any and all violations of any
ordinances governing zoning or of any amendments thereto that have accrued at the time of the
Page 2 of 4

AGENDA
CITY OF BEDFORD
ORDINANCE NO. 2026effective date of this Ordinance and as to such accrued violations and all pending litigation both
civil and criminal same shall not be affected by this Ordinance, but may be prosecuted until final
disposition by the courts.
SECTION 8.
It is hereby declared to be the intention of the City Council that the phrases, clauses,
sentences, paragraphs, and sections of this Ordinance are severable and if any phrase, clause,
sentence, paragraph, or section of this Ordinance shall be declared unconstitutional by the valid
judgment or decree of any court of competent jurisdiction such unconstitutionality shall not affect
any of the remaining phrases, clauses, sentences, paragraphs, and sections of this Ordinance
since the same would have been enacted by the City Council without the incorporation in this
Ordinance of any such unconstitutional phrase, clause, sentence, paragraph, or section.
SECTION 9.
This Ordinance shall be in full force and effect from and after its passage, and it is so
ordained.
PRESENTED AND PASSED this 13th day of January 2026, by a vote of __ ayes, __
nays and __ abstentions, at a regular meeting of the City Council of Bedford, Texas.

________________________________
Daniel S. Cogan, Mayor
ATTEST:

_________________________________
Michael Wells, City Secretary

APPROVED AS TO FORM:

_____________________________
Bryn Meredith, City Attorney

Page 3 of 4

AGENDA
CITY OF BEDFORD
ORDINANCE NO. 2026-

EXHIBIT “A”
SITE PLAN

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AGENDA

Planning & Zoning Commission
Staff Report
Planning & Zoning Division

_________________________________________________________________________________

Specific Use Permit No. SUP-25-14
P&Z Meeting Date:

December 11, 2025

Agenda Caption:

Conduct a public hearing and consider making a recommendation to City
Council regarding a rezoning of the property described as Whisperwood
Center Addition Block 1 Lot 1R from Heavy Commercial / Master Highway
Corridor to Heavy Commercial / Master Highway Corridor / Specific Use
Permit – Private Business & Professional Schools. The property is
generally located south of Harwood Road, to the east of State Highway
121, and commonly known as 3516 Harwood Road Suite 116. (SUP-2514)

Applicant:

Abdullahel Ghazi, 8901 San Joaquin Trail, Fort Worth, TX 76118

Owner:

Moose Texas Holdings LP, 7819 42nd St. W. Rock Island, IL 61201

Existing Zoning:

Heavy Commercial / Master Highway Corridor

Proposed Zoning:

Heavy Commercial / Master Highway Corridor / Specific Use Permit –
Private Business & Professional Schools.

Location:

3516 Harwood Road Suite 116 Bedford, TX 76021

________________________________________________________________________________
Summary of Request:

The applicant is requesting a Specific Use Permit to operate a driving
school within an approximately 1,050-square-foot suite within an existing
retail strip center. According to the application, there will be 1 employee on
site with hours of operation being Monday – Sunday from 9 AM to 7 PM.
Several courses will be offered throughout the day, which include
classroom instruction and driving training. Classes offered will consist of
approximately 4-6 students with 1 vehicle parked on-site. The proposed
use is classified as a Private Business and Professional School, and a
Specific Use Permit is required to be obtained for this use.

Site Conditions:

The subject property, which consists of one platted lot, developed in 1987.
There are currently 2 buildings on the property, consisting of an office
showroom and a retail strip building. The retail strip building, consisting of
approximately 41,222-square-feet, is currently subdivided into several
suites. Land uses currently include a restaurant, personal service shops,
and other retail stores.

SUP-25-14 STAFF REPORT

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AGENDA

Planning & Zoning Commission
Staff Report
Planning & Zoning Division

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Site and Surrounding Area:
Zoning of Adjacent
Property
Land Use

Development Review
Analysis:

North

South

East

West

Light
Commercial
(L)
Retail
Shopping
Center

R-7,500
Residential

Heavy Commercial
(H) / Planned Unit
Development (PUD
Vacant Land /
Townhomes

Heavy Commercial
(H) / Multi-Family (MF)

Single-Family
Residential

Restaurant / MultiFamily Apartments

Specific Use Permit Requirements: The purpose of a Specific Use Permit
is to determine if the use is compatible with surrounding land uses based
on site design and the existing built environment, or if conditions are
needed to ensure compatibility. Conditions can be applied related to the
design/layout of the site or the operation of the proposed use. Private
Business & Professional Schools are defined in the Zoning Ordinance as
the following,
“A business organized to operate for profit and offering instruction and
training in a service or art such as secretarial, barber, beauty, or
commercial art, but not including manual trade schools.”
The Zoning Ordinance does not place additional conditions on the
operation of a Private Business & Professional School, aside from a
required site plan.
As shown on the site plan provided by the applicant, there will be an area
within the parking lot that is dedicated to parallel parking instruction. The
parallel parking location will be on the west side of the property behind the
retail building. This proposed use will also require the conversion of 4
regular spaces into 1 single parallel parking space. These spaces will be
required to be restriped to indicate their use for parallel parking only.
Parking: The most applicable parking requirement based on land use
would be an institutional-trade school designation, which requires 1 parking
space per 4 students. Based on the applicant’s narrative, classes are
anticipated to have 4-6 students at a maximum. This anticipated class size
would only require a maximum of 2 parking spaces. Between the two
buildings on the property, there are approximately 772 parking spaces
provided. At peak capacity between the uses in both locations, 567 spaces

SUP-25-14 STAFF REPORT

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AGENDA

Planning & Zoning Commission
Staff Report
Planning & Zoning Division

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are required. While the proposed parallel parking space will require the
removal of up to 4 spaces, it is not believed that the proposed driving
school will interfere with adjacent uses and overall parking on the site.
Comprehensive Plan
Analysis:

The Comprehensive Plan/Future Land Use Map identified the subject
property as being located within the Place Focused Commercial
development pattern. Characteristics of this development pattern include
minor destination level density and a mix of uses that include dining and/or
entertainment. Social gathering spaces and possibly limited shopping are
also encouraged. While the proposed use is not specifically mentioned in
the goals of the underlying development pattern, it is not believed that the
use would be a detriment to the strip center due to its proposed size, scale,
and operational needs relating to parking.

Staff Findings:

A Specific Use Permit is required to determine if the proposed use is
compatible with the surrounding built environment. Staff finds the
following facts regarding this request:
1. The proposed use is best classified as a Private Business &
Professional School use as defined by the adopted zoning ordinance;
and
2. The site is currently developed and exterior changes required would
include restriping up to 4 parking spaces; and
3. Parking on the site is sufficient to sustain all uses at peak capacity; and
4. The subject property is located within the Place Focused Commercial
development pattern within the Comprehensive Plan; and
5. Conditions can be placed on the property if the Commission finds that
such conditions may address any land use compatibility concerns.

Staff Contact:

Enrique Alvarez, Planner, [email protected]

________________________________________________________________________________
Development Review Committee Comments (These comments are provided to the Applicant for
informational purposes only)
DRC Meeting Date:

Staff reviewed the application on August 20th.

Engineering Notes:

No Outstanding Comments.

Fire Department Notes:

No Outstanding Comments.

SUP-25-14 STAFF REPORT

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AGENDA

Planning & Zoning Commission
Staff Report
Planning & Zoning Division

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Police Department Notes:

No Outstanding Comments.

Zoning Department Notes:

If approval is received from City Council, the next step would be to
apply for a Certificate of Occupancy and any possible remodel
permits, if necessary.

Attachments:
Exhibit A:

Location/Aerial Map

Exhibit B:

Zoning Map

Exhibit C:

Site Photos

Exhibit D:

Property Owner Notice Map

Exhibit E:

Detailed Narrative & Site Plan

SUP-25-14 STAFF REPORT

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AGENDA

Planning & Zoning Commission
Staff Report
Planning & Zoning Division

_________________________________________________________________________________

EXHIBIT A
Location/Aerial Map

SUP-25-14 STAFF REPORT

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AGENDA

Planning & Zoning Commission
Staff Report
Planning & Zoning Division

_________________________________________________________________________________

EXHIBIT B
Zoning Map

SUP-25-14 STAFF REPORT

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AGENDA

Planning & Zoning Commission
Staff Report
Planning & Zoning Division

_________________________________________________________________________________

EXHIBIT C
Site Photos

View of the front door of Suite 116

View of strip center facing west

View of strip center facing east

View of parking lot facing north

Location of proposed parallel parking spaces facing west

Location of proposed parallel parking spaces facing north

SUP-25-14 STAFF REPORT

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AGENDA

Planning & Zoning Commission
Staff Report
Planning & Zoning Division

_________________________________________________________________________________

EXHIBIT D
Property Owner Notice Map

SUP-25-14 STAFF REPORT

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AGENDA

Planning & Zoning Commission
Staff Report
Planning & Zoning Division

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EXHIBIT E
ATTACHMENTS:
Detailed Narrative

SUP-25-14 STAFF REPORT

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AGENDA

Planning & Zoning Commission
Staff Report
Planning & Zoning Division

_________________________________________________________________________________
Site Plan

NORTH

Proposed
Parallel
Parking Area

Ste. 116

SUP-25-14 STAFF REPORT

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AGENDA
Planning & Zoning Commission Meeting Minutes Excerpt
December 11, 2025
PUBLIC HEARINGS
2. Conduct a public hearing and consider making a recommendation to City
Council regarding a rezoning of the property described as Whisperwood
Center Addition Block 1 Lot 1R from Heavy Commercial / Master Highway
Corridor to Heavy Commercial / Master Highway Corridor / Specific Use
Permit – Private Business & Professional Schools. The property is
generally located south of Harwood Road, to the east of State Highway
121, and commonly known as 3516 Harwood Road Suite 116. (SUP-25-14)

Chairman Emery introduced the item and recognized City Planner Enrique Alvarez to
speak on the item.
Mr. Alvarez gave a presentation and an overview of the Specific Use Permit application
for the driving school.
Commissioner Gallenstein asked staff if the parallel parking component would be
sectioned off. Mr. Alvarez stated this would largely be up to the property management to
section this area off for solely parallel parking, but it was likely this would not be an issue.
Vice-Chair Jacobsen stated he had no concerns about the parallel parking component
since it was far enough away from pedestrian and vehicular traffic.
Chairman Emery opened the public hearing at 6:08 PM.
Abdullahel Gazi, 3516 Harwood Rd. Bedford, TX – Applicant. Mr. Gazi stated he offers
classroom and driving instruction. Mr. Gazi stated he currently operates a driving school
in Irving. Mr. Gazi thanked the Commission for hearing the item.
Chairman Emery closed the public hearing at 6:10 PM.
With no further discussion, a motion was made.
Motion:

Commissioner Crawford made a motion to approve the SUP
application as presented, seconded by Commissioner Loper

Motion approved by a vote of 7-0-0

AGENDA

Mark Long, Parks, Recreation and Facilities

PRESENTER: Director

Council Strategic Focus Area:

DATE: 01/13/26

Quality of Life

ITEM:
Consider a resolution authorizing the City Manager or her designee to amend the operational management
agreement with Sunfield Development, dba Generational Play Sports (GenPlay), at the Generations Park
Sports Complex by extending the initial five-year term to 15 years and adding two additional five-year renewal
options, for a potential of 25 years if all extensions are exercised.
City Attorney Review: Yes Purchasing Review: Yes
City Manager’s Office Review: 

Budget Review: N/A

BACKGROUND:
This request is to authorize the City Manager or her designee to amend the operational management
agreement with Sunfield Development, dba Generational Play Sports (GenPlay), at the Generations Park
Sports Complex. The amendment adds provisions for the installation of synthetic turf infields on the
baseball/softball fields and extends the agreement term.
GenPlay is currently entering into the third year of a five-year agreement. The proposed amendment would
extend the initial term to 15 years, with two additional five-year renewal options, for a potential total term of 25
years if all extensions are exercised.
In November of 2025, GenPlay approached City staff requesting approval to install synthetic turf on the
baseball/softball infields at Generations Park at Boys Ranch. Under the amended agreement, GenPlay will
fully fund and install synthetic turf on all three infields at no cost to the City. The estimated project cost is
$535,000. In exchange for this significant capital investment, GenPlay has requested a longer-term
commitment from the City through the extension of the agreement.
If approved, the project will be completed in two phases over approximately six months, beginning in midJanuary 2026. Phase one will include fields #1 and #3 and is expected to take approximately 30 days under
optimal weather conditions. Phase two will consist of field #2 and is anticipated to start in the summer of 2026
and will take two to three weeks to complete the installation. Phasing the project will allow GenPlay to minimize
disruption to practices, lessons, and clinics by ensuring at least one field always remains available.
Installation of synthetic turf infields will increase field availability during and after weather events, reduce wear
on the infields, and significantly decrease field preparation and ongoing maintenance costs. Synthetic turf also
improves playability and safety by providing more consistent playing surfaces and eliminating the need to drag
and line fields between games.
Under the amended agreement, GenPlay will continue to provide operational management of the
baseball/softball fields, adjacent parking areas, restroom and concession facilities. Due to GenPlay’s capital
investment, the agreement will include an annual depreciation provision allowing GenPlay to recover the
unamortized cost of improvement should the City terminate the agreement without cause. The depreciation is
calculated using the straight-line method, based on a 15-year useful life for the turf infield, with no salvage
value, resulting in an annual depreciation rate of 6.67% or $35,685 per year.
GenPlay will continue to program and operate the facility for the benefit of the local baseball and softball
community through tournaments, leagues, camps, practices, lessons, and instructional clinics. Bedford
residents will continue to receive discounted field rental rates. GenPlay will also continue to pay the City a
base fee of $6,000 per month ($72,000 annually), 10% of revenue collected from field rentals, lessons,
tournaments and clinics, and 25% of concession revenue collected.

AGENDA
GenPlay has been a strong partner during the first two years of the agreement and has exceeded revenue
projections in both years of the initial agreement. In year one, the City received $94,689 in revenue (March
through December), and in year two the City is projected to receive approximately $115,000 (GenPlay’s 2025
financials are not yet finalized). Revenue is expected to increase further with the installation of synthetic turf
due to improved field availability following weather events.

RECOMMENDATION:
Staff recommends the following motion:
Approval of a resolution authorizing the City Manager or her designee to amend the operational management
agreement with Sunfield Development, dba Generational Play Sports (GenPlay), at the Generations Park
Sports Complex by extending the initial five-year term to 15 years and adding two additional five-year renewal
options, for a potential of 25 years if all extensions are exercised.

FISCAL IMPACT:

ATTACHMENTS:

N/A

Resolution
Agreement – Redline
Agreement – Clean

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AGENDA
CITY OF BEDFORD, TEXAS
RESOLUTION NO. 2026A RESOLUTION AUTHORIZING THE CITY MANAGER OR HER DESIGNEE TO
AMEND THE OPERATIONAL MANAGEMENT AGREEMENT WITH SUNFIELD
DEVELOPMENT, DBA GENERATIONAL PLAY SPORTS (GENPLAY) AT THE
GENERATIONS PARK SPORTS COMPLEX BY EXTENDING THE INITIAL
FIVE-YEAR TERM TO 15 YEARS AND ADDING TWO ADDITIONAL FIVE-YEAR
RENEWAL OPTIONS, FOR A POTENTIAL OF 25 YEARS IF ALL EXTENSIONS
ARE EXERCISED.
WHEREAS, the City Council of the City of Bedford desires operational and management
services for the Generations Park Sports Complex.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF
BEDFORD, TEXAS, THAT:
SECTION 1.
The findings above are found to be true and correct and are incorporated herein in their
entirety.
SECTION 2.
The City Council does hereby authorize the City Manager or her designee to amend the
operational management agreement with Sunfield Development dba Generational Play Sports
(GenPlay) at the Generations Park Sports Complex by extending the initial five-year term to 15
years and adding two additional five-year renewal options, for a potential of 25 years if all
extensions are exercised.
SECTION 3.
This resolution shall be in full force and effect from and after its date of passage and it is
so resolved.
PRESENTED AND PASSED this 13th day of January 2026, by a vote of __ ayes, __
nays, and __ abstentions, at a regular meeting of the City Council of the City of Bedford,
Texas.
_____________________________
Daniel S. Cogan, Mayor
ATTEST:

_______________________________
Michael Wells, City Secretary

AGENDA

STATE OF TEXAS
COUNTY OF TARRANT

§
§
§

RESTATED & AMENDED PROFESSIONAL SERVICES CONTRACT
COUNTY OF TARRANT §

This AGREEMENTProfessional Services Contract, hereinafter referred to as the “Agreement” is
between the City of Bedford, a Texas home-rule municipal
corporation (“(hereinafter referred to as the “City”), and Suns Field Development, LLC., dbad/b/a
Generational Play Sports, LLC, a Texas Limited Liability Company (“(hereinafter referred to as
the “Consultant”), for a project generally described as: operationalOperational and management
servicesManagement Services for the Generations Park Ball Park Sports Complex. (“, (hereinafter
referred to as the “Project”). This effective dateAgreement amends and restates the Agreement
between the parties dated February 15, 2024. The Effective Date of this Restated Agreement shall
be the date the latter of the two parties sign the Agreement.
1. Scope of Services.
a. Consultant agrees to perform as an independent contractor the services set forth in
the Scope of Services attached hereto as Attachment “A”.” and incorporated by
reference as if fully set forth herein.
b. Additional services, if any, will be requested in writing by the City.
c. City shall not pay for any work performed by Consultant or its subconsultants,
subcontractors and/or suppliers that has not been ordered in writing.
b.d.It is specifically agreed that Consultant shall not be compensated for any alleged
additional work resulting from oral orders of any person.
2. Compensation.
a. Rental Fee and Revenue Sharing: The Contractor shall pay the City a monthly rental
fee and a percentage of gross revenue from tournaments, registration fees, and
concession sales, as proposed in the RFP.
b. Payment Terms: Payment terms shall be net thirty (30) days upon receipt of invoice,
unless otherwise specified.
c. Acceptance by Consultant of said payment shall operate as and shall release the
City from all claims or liabilities under this Agreement for anything related to,

Generational Play Sports, LLC Professional Services Contract

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AGENDA

done, or furnished in connection with the services for which payment is made,
including any act or omission of the City in connection with such services.
3. Term and Renewal. Unless terminated pursuant toin accordance with the terms
herein,provisions of this Agreement , the initial term shall be for a term of fifteen (15) years
commencing on February 15, 2024, with two (2) years from award date with three (one
year)optional renewal periods of five (5) years each.
3.
Either Party shall have the option periods. to renew this Agreement for up to two
(2) additional periods of five (5) years each (each, an “Option Period”), subject to the
following conditions:
a. The renewing Party shall provide written notice of its intent to exercise a renewal
option no less than ninety (90) days prior to the expiration of the then current term;
b. Renewal shall be at the same terms and conditions as set forth herein, unless
otherwise agreed in writing by the Parties; and
c. Failure to provide timely notice shall result in the expiration of the Agreement at
the end of then-current term.
This Agreement may be terminated prior to the expiration of the initial term or any Option
Period only in accordance with the termination provisions set forth herein.
4. Independent Contractor. Consultant shall operate hereunder as an independent
contractor, and not as an officer, agent, servant, or employee of the City. Consultant shall
have exclusive control of and the exclusive right to control the details of its work to be
performed hereunder and all persons performing the same, and shall be solely responsible
for the acts and omissions of its officers, agents, employees, contractors, and
subcontractors. The doctrine of respondent superior shall not apply as between City and
Consultant, its officers, agents, employees, contractors, and subcontractors, and nothing
herein shall be construed as creating a partnership or joint venture between City and
Consultant.
5. Ownership of Documents. All information prepared or assembled by the Consultant under
this Agreement shall become the sole property of City and shall be delivered to City,
without restriction as to future use. Consultant may retain copies of all information and all
other pertinent information for the work. Concepts and ideas embodied in the information
may be freely used by Consultant without restriction. Consultant shall have no liability for
changes made to the information and other documents by others subsequent to the
completion of the Agreement.
6. Professional Competence and Indemnification
a. Work performed by Consultant for the Project shall comply in all aspects with the
professional skillskills and care ordinarily provided by similar professionals
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AGENDA

providing services under the same or similar circumstances and professional
licensure, all applicable local, state and federal laws and with all applicable rules
and regulations promulgated by the local, state and national boards, bureaus and
agencies. Approval of any work by the City shall not constitute or be deemed to be
a release of the responsibility and liability of Consultant or its officers, agents,
employees, contractors and subcontractors for the accuracy and competency of its
services performed hereunder.
b. The Consultant agrees to waive all claims, release, indemnify, defend and hold
harmless the City, all of its officials, officers, agents, and employees, in both
their public and private capacities, from any and all liability, claims, suits,
demands or causes of action which may arise by reason of injury to property
or persons occasioned by error, omission, or negligent act of Consultant, its
officers, agents, employees, invitees or other persons, arising out of or in
connection with this Agreement or any and all activity or use pursuant to this
Agreement, and Consultant will, at its own cost and expense, defend and
protect the City from any and all such claims and demands. Consultant also
agrees to and shall indemnify, defend and hold harmless the City, and all of its
officials, officers, agents, and employees, from and against any and all claims,
losses, damages, causes of action, suits and liability of every kind, including all
expenses of litigation, court costs and attorney fees for injury to or death of
any person or for damage to any property arising out of or in connection with
this Agreement or any and all activity or use pursuant to this Agreement.
b. THE CONSULTANT AGREES TO WAIVE ALL CLAIMS, RELEASE,
INDEMNIFY, DEFEND AND HOLD HARMLESS THE CITY, ALL OF ITS
OFFICIALS, OFFICERS, AGENTS, AND EMPLOYEES, IN BOTH THEIR
PUBLIC AND PRIVATE CAPACITIES, FROM ANY AND ALL
LIABILITY, CLAIMS, SUITS, DEMANDS OR CAUSES OF ACTION
WHICH MAY ARISE BY REASON OF INJURY TO PROPERTY OR
PERSONS OCCASIONED BY ERROR, OMISSION, OR NEGLIGENT ACT
OF CONSULTANT, ITS OFFICERS, AGENTS, EMPLOYEES, INVITEES
OR OTHER PERSONS, ARISING OUT OF OR IN CONNECTION WITH
THIS AGREEMENT OR ANY AND ALL ACTIVITY OR USE PURSUANT
TO THIS AGREEMENT, AND CONSULTANT WILL, AT ITS OWN COST
AND EXPENSE, DEFEND AND PROTECT THE CITY FROM ANY AND
ALL SUCH CLAIMS AND DEMANDS. CONSULTANT ALSO AGREES
TO AND SHALL INDEMNIFY, DEFEND AND HOLD HARMLESS THE
CITY, AND ALL OF ITS OFFICIALS, OFFICERS, AGENTS, AND
EMPLOYEES, FROM AND AGAINST ANY AND ALL CLAIMS, LOSSES,
DAMAGES, CAUSES OF ACTION, SUITS AND LIABILITY OF EVERY
KIND, INCLUDING ALL EXPENSES OF LITIGATION, COURT COSTS
AND ATTORNEY FEES FOR INJURY TO OR DEATH OF ANY PERSON
OR FOR DAMAGE TO ANY PROPERTY ARISING OUT OF OR IN
CONNECTION WITH THIS AGREEMENT OR ANY AND ALL
ACTIVITY OR USE PURSUANT TO THIS AGREEMENT.

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AGENDA

c. The Consultant, if an engineer or architect, by law, indemnifies, holds harmless,
and defends the City against liability for any damage caused by or resulting from
an act of negligence, intentional tort, intellectual property infringement, or failure
to pay a subcontractor or supplier committed by the Consultant or Consultant’s
agent, consultant under contract, or another entity over which the Consultant’s
exercises control for this Project.
7. Insurance. Consultant shall not commence work under this Agreement until it has obtained
all insurance set forth in Exhibit “C” and the City has approved such insurance, nor shall
Consultant allow any subcontractor to commence work on its subcontract until all similar
insurance of the subcontractor has been so obtained and approval given by the City;
provided, however, Consultant may elect to add any subconsultant as an additional insured
under its liability policies.
8. Transfer or Assignment. City and Consultant each bind themselves, and their lawful
successors and assigns, to this Agreement. Consultant, its lawful successors and assigns,
shall not assign, this Agreement, any rights hereunder, nor sublet or, transfer any interest
in this Agreement, or any monies due or to become due from the City, nor enter into any
factoring arrangement or assignment of accounts that purports to bind the City without
prior written consent of the City. Any attempted assignment or transfer in violation of this
Section is void ab initio and shall constitute a material breach.
9. Termination of Contract.
a. City may terminate this Agreement for its convenience on 30 days' written notice.
Either the City or the Consultant for cause may terminate this Agreement if either
Party fails substantially to perform through no fault of the other and does not
commence correction of such nonperformance with five (5) days of written notice
and diligently complete the correction thereafter
b. If City chooses to terminate this Agreement under this section, upon receipt of
notice of termination, Consultant shall discontinue services rendered up to the date
of such termination and CityConsultant shall compensate ConsultantCity based
upon calculations in section 2 of this Agreement and Exhibit “B” attached hereto
and incorporated herein.
c. All reports, whether partial or complete, prepared under this Agreement, including
any original drawings or documents, whether furnished by the City, its officers,
agents, employees, consultants, or contractors, or prepared by Consultant, shall be
or become the property of the City, and shall be furnished to the City prior to or at
the time such services are completed, or upon termination or expiration of this
Agreement.
10. Right to Audit.

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AGENDA

a. Consultant agrees that the City shall, until the expiration of three (3) years after
final payment under this Agreement, have access to and the right to examine any
directly pertinent books, documents, papers and records of Consultant involving
transactions relating to this Agreement. Consultant agrees that the City shall have
access during normal working hours to all necessary facilities and shall be provided
adequate and appropriate workspace in order to conduct audits in compliance with
the provisions of this section. City shall give Consultant reasonable advance notice
of intended audits.
b. Consultant further agrees to include in all its subcontracts hereunder, a provision to
the effect that the subcontracting consultant agrees that the City shall, until the
expiration of three (3) years after final payment under the subcontract, have access
to and the right to examine any directly pertinent books, documents, papers and
records of such sub-consultant, involving transactions to the subcontract, and
further, that City shall have access during normal working hours to all subconsultant facilities, and shall be provided adequate and appropriate work space in
order to conduct audits in compliance with the provisions of this article. City shall
give Consultant and any sub-consultant reasonable advance notice of intended
audit.
c. Consultant and sub-consultants agree to photocopy such documents as may be
requested by the City. The City agrees to reimburse Consultant for the cost of copies
at the rate published in the Texas Administrative Code in effect as of the time
copying is performed.
11. Observe and Comply with All Applicable Laws. Consultant shall at all times observe
and comply with all federal, state, and local laws and regulations and with all City
ordinances and regulations which in any way affect this Agreement and the work
hereunder, and shall observe and comply with all orders, laws ordinances and regulations
which may exist or may be enacted later by governing bodies having jurisdiction or
authority for such enactment. No plea of misunderstanding or ignorance thereof shall be
considered. Consultant agrees to defend, indemnify and hold harmless City and all of its
officers, agents and employees from and against all claims or liability arising out of the
violation of any such order, law, ordinance, or regulation, whether it be by itself or its
employees.
12. Venue and Jurisdiction. If any action, whether real or asserted, at law or in equity, arises
on the basis of any provision of this Agreement, venue for such action shall lie in state
courts located in Tarrant County, Texas or the United States District Court for the Northern
District of Texas – Fort Worth Division. This Agreement shall be construed in accordance
with the laws of the State of Texas.

13. Contract Construction. The Parties acknowledge that each party and, if it so chooses, its
counsel have reviewed and revised this Agreement and that the normal rule of construction
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AGENDA

to the effect that any ambiguities are to be resolved against the drafting party must not be
employed in the interpretation of this Agreement or any amendments or exhibits hereto.
14. Severability. The provisions of this Agreement are severable, and if any word, phrase,
clause, sentence, paragraph, section or other part of this Agreement or the application
thereof to any person or circumstance shall ever be held by any court of competent
jurisdiction to be invalid or unconstitutional for any reason, the remainder of this
Agreement and the application of such word, phrase, clause, sentence, paragraph, section,
or other part of this Agreement to other persons or circumstances shall not be affected
thereby and this Agreement shall be construed as if such invalid or unconstitutional portion
had never been contained therein.
15. Notices. Notices to be provided hereunder shall be sufficient if forwarded to the other Party
by hand-delivery or via U.S. Postal Service certified mail return receipt requested, postage
prepaid, to the address of the other Party shown below:
If to City:
Mutasem Shannag
Purchasing Manager
City of Bedford
Angi Mize, Purchasing Manager
2000 Forrest Ridge Drive
Bedford, Texas 76021
If to Consultant:
Steve Padia
Generational Play Sports, LLC
309 Springhill Dr
Hurst, TX 76054
16. Headings. The headings contained herein are for the convenience in reference and are not
intended to define or limit the scope of any provision of this Agreement.
17. Counterparts. This Agreement may be executed in one or more counterparts and each
counterpart shall, for all purposes, be deemed an original, but all such counterparts shall
together constitute but one and the same instrument.
18. Contractor Financing.
a. No City Debt or Credit; Limited Obligation: Consultant acknowledges and agrees
that any financing it obtains in connection with the Project and Scope of Services
is solely the obligation of Consultant. This Agreement does not create, evidence, or
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AGENDA

constitute a debt, liability, or pledge of the credit of the City, does not grant any
security interest in City Funds or property, and does not grant any security interest
in City funds or property, and does not obligate the City beyond the City’s limited,
current-funds payment obligations expressly stated herein and subject to
appropriation, availability of funds, and applicable Texas law. Consultant shall not
represent to any lender or third party that the City has guaranteed, endorsed,
assumed, or otherwise agreed to be responsible for any Consultant debt or
financing.
b. No Liens or Security Interests Against City. Consultant shall not permit or cause
any lien, security interest, encumbrance, financing statement (including the
Uniform Commercial Code “UCC”), or other claim to be filed against the City, City
funds, City property (real or personal), City records, or any City-owned
improvements or intellectual property, in connection with Consultant’s financing
or performance under this Agreement. Consultant shall, at its sole expense,
promptly (and in any event within ten (10) days of notice) discharge, release, or
bond off any such prohibited filing or claim. The City may, without prejudice to
other remedies, withhold amounts otherwise payable until such discharge and may
recover all costs, fees, and expenses (including reasonable attorneys’ fees) incurred
to remove or contest any prohibited filing or claim.
c. Notice of Financing; Continuing Disclosure Obligation. Consultant shall provide
the City written notice at least fifteen (15) days prior to closing any financing
related to the Project or Scope of Services, identifying the lender, the nature of the
financing, and confirming compliance with this Section. Consultant shall promptly
notify the City of any default, acceleration, foreclosure, receivership, insolvency
proceeding, or other adverse action by any lender that could affect Consultant’s
performance.
d. INDEMNITY FOR FINANCING-RELATED CLAIMS. CONSULTANT
SHALL DEFEND, INDEMNIFY, AND HOLD HARMLESS THE CITY, ITS
OFFICERS, EMPLOYEES, AND AGENTS FROM AND AGAINST ANY
AND ALL CLAIMS, DEMENDS, CAUSES OF ACTION, LOSSES,
DAMAGES, LIBABILITES, LIENS, ENCUMBRANCES, UCC FILINGS,
COSTS, AND EXPENSES (INCLUDING REASONABLE ATTORNEYS’
FEES) ARISING OUT OF OR RELATED TO CONSULTANT’S
FINANCING, CONSULTANT’S DEBT OBLIGATIONS, OR ANY
LENDER’S ACTIONS, INCLUDING ANY ASSERTION OF RIGHTS
AGAINST THE CITY OR ITS PROPERTY. THIS INDEMNITY IS
INDEPENDENT OF CONSULTANT’S INSURANCE OBLIGATIONS AND
SHALL SURVIVE TERMINATION OR EXPIRATION OF THIS
AGREEMENT.
e. No impairment; Default Not Excuse. Consultant’s financing arrangements shall not
impair or delay performance, and any lender default, Consultant default under a
loan, or lender enforcement action shall not excuse Consultant’s timely and
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AGENDA

complete performance under this Agreement. the City may exercise all remedies
available at law or in equity for any failure of performance.
f. Right to Withold; Setoff. Without waiving any other rights, the City may withhold
payments or set off amounts otherwise due to Consultant to protect the City against
any financing-related claims, liens, or encumbrances asserted in violation of this
Section, provided that the City’s setoff does not contravene applicable law
governing municipal payment obligations.
g. Wavier of Subrogation and Reimbursement by Consultant. Consultant waives, and
shall ensure its lenders waive, any right of subrogation against the City with respect
to any financing-related claim or lien, Consultant shall reimburse the City within
ninety (90) days of receipt of invoice from the City.
h. Ancillary Remedies; Injunctive Relief. The City shall be entitled to injunctive and
declaratory relief to prevent or remove any prohibited filing, lien, or encumbrance,
in addition to recovery of damages and other remedies provided by this Agreement
and applicable law.
i. Lender Acknowledgement and Non-Recourse to City. As a condition precedent to
any financing related to the Project or Scope of Services, Consultant shall obtain
and deliver to the City a written acknowledgement executed by each lender or
financing party, in a form reasonably acceptable to the City, stating that:
i.

the lender has no recourse to the City, its funds, property, taxing power, or
credit;

ii.

the lender’s collateral excludes any interest in the City, this Agreement, or
any payment by the City prior to the Consultant’s receipt thereof in
Consultant's bank account;

iii.

the lender will not file, and waives any right to file, any lien, security
interest, UCC financing statement, or similar encumbrance against the City
or its property; and

iv.

the lender’s remedies are limited to Consultant and its property(ies).

18.19.
Attachments. This Agreement includes the following attachmentsattached hereto
and incorporated by reference as if fully set forth herein:
a. Attachment A – Scope of Services;
b. Attachment B – Compensation; and
c. Attachment C – Insurance Requirements.
IN WITNESS WHEREOF, the parties have hereunto set their hands by their
representatives duly authorized on the day and year first written above.
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AGENDA

CONSULTANT:
CONSULTING FIRM
BY:
Consultant Name
Title
CITY OF BEDFORD, TEXAS:
BY:
City Manager

APPROVED AS TO FORM:
Bryn Meredith, City Attorney

ATTEST:
Michael Wells, City Secretary

BY:

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AGENDA

THE STATE OF TEXAS
COUNTY OF TARRANT

§
§
§

COUNTY OF TARRANT

§

Consultant Acknowledgment
BEFORE ME, the undersigned authority, a Notary Public in and for the State of Texas, on
this day personally appeared ________________________ , □ who is known to me or
who
was proved to me on the oath of
(name of person identifying the
acknowledging person) or
who was proved to me through
(description
of identity card or other document issued by the federal or state government containing the picture
and signature of the acknowledging person) to be the person whose name is subscribed to the
foregoing instrument, and acknowledged to me that he/she executed same for the purposes and
consideration therein expressed.
of

GIVEN UNDER MY HAND AND SEAL OF OFFICE this the
, 20__.

day

Notary Public In and For The State of Texas
Notary's Printed Name

THE STATE OF TEXAS §
§
COUNTY OF TARRANT §
City Acknowledgement
COUNTY OF TARRANT §
BEFORE ME, the undersigned authority, a Notary Public in and for the State of
Texas, on this day personally appeared
, known to me to be a person
and officer whose name is subscribed to the foregoing instrument, and acknowledged to
me that he/she executed same for and as the act of the City of Bedford, Texas, a Texas
municipal corporation, and as
thereof, and for the purposes and consideration
therein expressed.
of

GIVEN UNDER MY HAND AND SEAL OF OFFICE this the
, 20__.

day

Notary Public In and For The State of Texas

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Notary's Printed Name

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Attachment A – Scope of Services
SCOPE OF WORK TECHNICAL SPECIFICATIONS:
The Consultant shall operate and manage the City’s Generations Park Ball Park Sports Complex
located at 2801 Forest Ridge Dr. (“Generations Park Complex”). The Generations Park Complex
comprises three (3) multi-use baseball/softball fields, adjacent parking, and restroom/concession
facilities. The three (3) fields are identical in size, shape and dimension. The fence distances are
275’ to center, and 235’ down the lines. Base distances can accommodate up to 12U baseball (70’
max base distance) and all ages of fast pitch softball.
The Consultant shall act as an independent contractor to develop, promote, and manage all related
programs at the leased premises, which shall be subject to the overall policy direction and approval
of the Director of Parks and Recreation. The City’s intent in awarding this contract to a private
operator is to provide a high-quality experience for all players and fans.
Role of the Consultant:
The Consultant shall furnish all required labor, materials, supplies, and travel required in
connection with the project. The City will provide several supplies including cleaning products,
toilet paper, trash bags. The city currently budgets for paint that is used in the infield and the use
of a city owned blower and 4wheeler. The City expects the Consultant to provide excellent
management at the facility, with specifics including, but not limited to:
Expectations for field management:
The Consultant shall provide the following services:
• Maintain a pristine facility at all times; and the facility’s impact for the local baseball and
softball community as well as the facility’s use as a tourism attraction; and
• Partner with the City, putting the community’s interest, first and foremost; and
• Experienced in operating and managing baseball and softball facilities, their maintenance,
operations, and associated agreements (i.e., sponsorships, etc.); and
• Schedule twenty-five (25) to thirty (30) tournaments annually at minimum; and
• Schedule camps, leagues, lessons, sport specific instructional programs and clinics; and
• Work with the City to schedule access for City athletic programming throughout the year.
Expectations for Concessions:
Concession operations are a key component to the overall character of the park. The Consultant
shall satisfy the following conditions as a part of the concession operations:
• Personnel. The Consultant shall be responsible for hiring and paying the necessary personnel
to conduct the daily operation of the concession in accordance with all health and pertinent
regulations.
• Operating hours. Hours of operation may vary based upon seasons and weather. Minimum
hours may include weekdays, weeknights, and weekends. It is expected that the concession
stand will be open from the beginning of games until after games are over. Opening during
practices would be optional.
• Menu items. The concessionaire is expected to serve quality food and drinks to meet the
needs of the visiting public at a reasonable price.
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• Utilities. The city will pay utilities.
• Equipment. The City will provide all start-up equipment necessary to conduct operations
(i.e., ice machine, microwave, popcorn machine, hot dog roller, etc.).
• Lights. The Consultant shall be required to assist in ensuring lights are turned off at the end
of the night and assist with other basic duties.
• Consultant shall be required to operate the concession building in accordance with all
Federal, State, County and City regulations governing food establishments.
Role of the City:
The City will make available copies of any relevant reports, studies, or other resources as may be
needed for the completion of the project. The City’s Contract Administrator will be the Director
of Parks and Recreation or a designated representative, who will coordinate the services to be
provided by the City to the Consultant.
The City will provide all maintenance to fields during the terms of the agreement. This will include
mowing, pest control, fertilizing, and weed control.
Shared Responsibilities:
The Consultant shall work directly with Parks and Recreation staff. Many responsibilities will be
shared. These duties will include:
• Limited field preparation for games.
•
Cleaning of City staff will complete field prep on Fridays in anticipation of the
upcoming weekend tournament. This includes prepping turf, setting bases, and moving
mounds.
City staff will clean restrooms during operational hours.
• Trash pickup, remove trash and litter abatement during operational hours.
•

•

•
Maintainmaintain the leaseleased premises in a safe, clean, sanitary, and workable
condition Monday thru Friday.

•

•
ProtectCity staff will ensure the outfield foul lines are painted and in game
condition each week.

•

City staff will complete all mowing and trimming of the complex.

•

Consultant will handle turf prep and game prep Monday thru Thursday and on weekends
of tournaments.

•

Consultant will clean restrooms, remove trash and maintain the facility on the weekends.

•

Consultant will schedule the lights and follow current policy.

•

Both groups will protect all city owned assets.

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Blackout Dates:
The Consultant shall work with Parks and Recreation staff to ensure that certain dates are kept free
due to City Sponsored or Co-Sponsored park activity. Below is a list of dates that may require a
weekend be kept free of tournament play at Generations Park. Some of these dates will be recurring
annually, others may change based on the year.
•

Holi Festival (March)

•

Pacific Islander (May)

•

Bedford In Bloom (May & October)

•

Art at the Park (October)

•

4th Fest (July)

•

Bedford Beats & Eats (Saturday of Labor Day Weekend)

•

Halloween Bash / Concert (October)

•

Christmas Tree Lighting (December)

Oct.1 – Oct. 12 (or 10 days for Fall seeding, determined by Staff in conjunction with
Consultant)
Ownership of Field Improvements
All improvements made to the baseball facility located at Generations Park at Boys Ranch,
including but not limited to, turf installation, provided and installed by Consultant, shall remain
the property of the Consultant during the term of this Agreement.
Upon the termination or expiration of this Agreement, whether by lapse of time, default by
Consultant, or for any other reason, all such improvements shall automatically merge with the title
to the land and become the sole property of the City, free and clear of any lien, claim, or
encumbrance by Consultant.
If this Agreement is terminated by the City for convenience, the City shall pay the Consultant the
depreciated value of the cost of installation of the field improvements, calculated using a straightline depreciation rate of 6.67%, as outlined in the below chart.
If this Agreement is terminated by the City due to Consultant’s negligence, abandonment,
intentional misconduct, bad faith, or default, the City shall owe no payment for any improvements,
and all improvements shall immediately become the property of the City without compensation to
Consultant.

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AGENDA

Consultant shall ensure that all subcontractors, sub-subcontractors, suppliers, and laborers
providing work or materials for the improvements execute a valid lien wavier in favor of the City.
Consultant shall indemnify and hold harmless the City from any and all claims, liens, or
encumbrances arising from the work performed or materials supplied under this Agreement.
Consultant shall not permit any lien or claim to be filed against the City’s property and shall
promptly discharge any such lien at its sole expense.

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Attachment B – Compensation
The Consultant shall pay the City a monthly rental fee and a percentage of gross revenue from
tournaments, registration fees, and concession sales, in accordance with the table below:
Minimum Monthly Rental Fee
Fixed annual compensation paid back to
the City for monthly rental of three (3)
ball fields.
Percentage of Gross Revenue:
Consultant’s annual compensation
percentage to the City of the gross
revenue generated from expected
tournament fees, registration fees and
other fees paid to use the ball fields
(Practices, skill training sessions, etc.).
Percentage of Concession Sales:
Consultant’s annual compensation
percentage to the City of the gross
revenue generated by sale of concession
items.

$6,000.00/mo
($72,000/annually)

10%

25%

The Consultant shall pay the above monthly fees due to the City within 10-business days from
the end of the month along with any accompanying documentation the City requests.

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Attachment C – Insurance Requirements.
A.
Insurance: The Proposer, consistent with its status as an independent contractor, shall carry,
and shall require any of its subcontractors to carry, and list the City of Bedford, its officers, and
employees as an additional insured, at least the following insurance in such form, with such
companies, and in such amounts (unless otherwise specified) as City may require:
i.Worker’s Compensation and Employer’s Liability insurance, including All States
Endorsement, to the extent required by federal law and complying with the laws of the
State of Texas;
ii.Commercial General Liability insurance, including Blanket Contractual Liability, Broad
Form Property Damage, Personal Injury, Completed Operations/Products Liability,
Premises Liability, Medical Payments, Interest of Employees as additional insureds, and
Broad Form General Liability Endorsements, for at least One Million Dollars ($1,000,000)
Combined Single Limit Bodily Injury and Property Damage on an occurrence basis;
iii.Comprehensive Automobile Liability insurance covering all owned, non-owned or hired
automobiles to be used by the Contractor, with coverage for at least One Million Dollars
($1,000,000) Combined Single Limit Bodily Injury and Property Damage.

END OF DOCUMENT

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AGENDA

STATE OF TEXAS
COUNTY OF TARRANT

§
§
§

RESTATED & AMENDED PROFESSIONAL SERVICES CONTRACT
This Professional Services Contract, hereinafter referred to as the “Agreement” is between the City
of Bedford, a Texas home-rule municipal corporation (hereinafter referred to as the “City”), and
Suns Field Development, LLC., d/b/a Generational Play Sports, LLC, a Texas Limited Liability
Company (hereinafter referred to as the “Consultant”), for a project generally described as:
Operational and Management Services for the Generations Park Sports Complex, (hereinafter
referred to as the “Project”). This Agreement amends and restates the Agreement between the
parties dated February 15, 2024. The Effective Date of this Restated Agreement shall be the date
the latter of the two parties sign the Agreement.
1. Scope of Services.
a. Consultant agrees to perform as an independent contractor the services set forth in
the Scope of Services attached hereto as Attachment “A” and incorporated by
reference as if fully set forth herein.
b. Additional services, if any, will be requested in writing by the City.
c. City shall not pay for any work performed by Consultant or its subconsultants,
subcontractors and/or suppliers that has not been ordered in writing.
d. It is specifically agreed that Consultant shall not be compensated for any alleged
additional work resulting from oral orders of any person.
2. Compensation.
a. Rental Fee and Revenue Sharing: The Contractor shall pay the City a monthly rental
fee and a percentage of gross revenue from tournaments, registration fees, and
concession sales, as proposed in the RFP.
b. Payment Terms: Payment terms shall be net thirty (30) days upon receipt of invoice,
unless otherwise specified.
c. Acceptance by Consultant of said payment shall operate as and shall release the
City from all claims or liabilities under this Agreement for anything related to,
done, or furnished in connection with the services for which payment is made,
including any act or omission of the City in connection with such services.

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AGENDA

3. Term and Renewal. Unless terminated in accordance with the provisions of this
Agreement, the initial term shall be fifteen (15) years commencing on February 15, 2024,
with two (2) optional renewal periods of five (5) years each.
Either Party shall have the option to renew this Agreement for up to two (2) additional
periods of five (5) years each (each, an “Option Period”), subject to the following
conditions:
a. The renewing Party shall provide written notice of its intent to exercise a renewal
option no less than ninety (90) days prior to the expiration of the then current term;
b. Renewal shall be at the same terms and conditions as set forth herein, unless
otherwise agreed in writing by the Parties; and
c. Failure to provide timely notice shall result in the expiration of the Agreement at
the end of then-current term.
This Agreement may be terminated prior to the expiration of the initial term or any Option
Period only in accordance with the termination provisions set forth herein.
4. Independent Contractor. Consultant shall operate hereunder as an independent
contractor, and not as an officer, agent, servant, or employee of the City. Consultant shall
have exclusive control of and the exclusive right to control the details of its work to be
performed hereunder and all persons performing the same and shall be solely responsible
for the acts and omissions of its officers, agents, employees, contractors, and
subcontractors. The doctrine of respondent superior shall not apply between City and
Consultant, its officers, agents, employees, contractors, and subcontractors, and nothing
herein shall be construed as creating a partnership or joint venture between City and
Consultant.
5. Ownership of Documents. All information prepared or assembled by the Consultant under
this Agreement shall become the sole property of City and shall be delivered to City,
without restriction as to future use. Consultant may retain copies of all information and all
other pertinent information for the work. Concepts and ideas embodied in the information
may be freely used by Consultant without restriction. Consultant shall have no liability for
changes made to the information and other documents by others subsequent to the
completion of the Agreement.
6. Professional Competence and Indemnification
a. Work performed by Consultant for the Project shall comply in all aspects with the
professional skills and care ordinarily provided by similar professionals providing
services under the same or similar circumstances and professional licensure, all
applicable local, state and federal laws and with all applicable rules and regulations
promulgated by the local, state and national boards, bureaus and agencies. Approval
of any work by the City shall not constitute or be deemed to be a release of the
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responsibility and liability of Consultant or its officers, agents, employees,
contractors and subcontractors for the accuracy and competency of its services
performed hereunder.
b. THE CONSULTANT AGREES TO WAIVE ALL CLAIMS, RELEASE,
INDEMNIFY, DEFEND AND HOLD HARMLESS THE CITY, ALL OF ITS
OFFICIALS, OFFICERS, AGENTS, AND EMPLOYEES, IN BOTH THEIR
PUBLIC AND PRIVATE CAPACITIES, FROM ANY AND ALL
LIABILITY, CLAIMS, SUITS, DEMANDS OR CAUSES OF ACTION
WHICH MAY ARISE BY REASON OF INJURY TO PROPERTY OR
PERSONS OCCASIONED BY ERROR, OMISSION, OR NEGLIGENT ACT
OF CONSULTANT, ITS OFFICERS, AGENTS, EMPLOYEES, INVITEES
OR OTHER PERSONS, ARISING OUT OF OR IN CONNECTION WITH
THIS AGREEMENT OR ANY AND ALL ACTIVITY OR USE PURSUANT
TO THIS AGREEMENT, AND CONSULTANT WILL, AT ITS OWN COST
AND EXPENSE, DEFEND AND PROTECT THE CITY FROM ANY AND
ALL SUCH CLAIMS AND DEMANDS. CONSULTANT ALSO AGREES
TO AND SHALL INDEMNIFY, DEFEND AND HOLD HARMLESS THE
CITY, AND ALL OF ITS OFFICIALS, OFFICERS, AGENTS, AND
EMPLOYEES, FROM AND AGAINST ANY AND ALL CLAIMS, LOSSES,
DAMAGES, CAUSES OF ACTION, SUITS AND LIABILITY OF EVERY
KIND, INCLUDING ALL EXPENSES OF LITIGATION, COURT COSTS
AND ATTORNEY FEES FOR INJURY TO OR DEATH OF ANY PERSON
OR FOR DAMAGE TO ANY PROPERTY ARISING OUT OF OR IN
CONNECTION WITH THIS AGREEMENT OR ANY AND ALL
ACTIVITY OR USE PURSUANT TO THIS AGREEMENT.
c. The Consultant, if an engineer or architect, by law, indemnifies, holds harmless,
and defends the City against liability for any damage caused by or resulting from
an act of negligence, intentional tort, intellectual property infringement, or failure
to pay a subcontractor or supplier committed by the Consultant or Consultant’s
agent, consultant under contract, or another entity over which the Consultant’s
exercises control for this Project.
7. Insurance. Consultant shall not commence work under this Agreement until it has obtained
all insurance set forth in Exhibit “C” and the City has approved such insurance, nor shall
Consultant allow any subcontractor to commence work on its subcontract until all similar
insurance of the subcontractor has been so obtained and approval given by the City;
provided, however, Consultant may elect to add any subconsultant as an additional insured
under its liability policies.
8. Transfer or Assignment. City and Consultant each bind themselves, and their lawful
successors and assigns, to this Agreement. Consultant, its lawful successors and assigns,
shall not assign this Agreement, any rights hereunder, nor sublet, transfer any interest, or
any monies due or to become due from the City, nor enter into any factoring arrangement
or assignment of accounts that purports to bind the City without prior written consent of
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AGENDA

the City. Any attempted assignment or transfer in violation of this Section is void ab initio
and shall constitute a material breach.
9. Termination of Contract.
a. City may terminate this Agreement for its convenience on 30 days' written notice.
Either the City or the Consultant for cause may terminate this Agreement if either
Party fails substantially to perform through no fault of the other and does not
commence correction of such nonperformance with five (5) days of written notice
and diligently complete the correction thereafter
b. If City chooses to terminate this Agreement under this section, upon receipt of
notice of termination, Consultant shall discontinue services rendered up to the date
of such termination and Consultant shall compensate City based upon calculations
in section 2 of this Agreement and Exhibit “B” attached hereto and incorporated
herein.
c. All reports, whether partial or complete, prepared under this Agreement, including
any original drawings or documents, whether furnished by the City, its officers,
agents, employees, consultants, or contractors, or prepared by Consultant, shall be
or become the property of the City, and shall be furnished to the City prior to or at
the time such services are completed, or upon termination or expiration of this
Agreement.
10. Right to Audit.
a. Consultant agrees that the City shall, until the expiration of three (3) years after
final payment under this Agreement, have access to and the right to examine any
directly pertinent books, documents, papers and records of Consultant involving
transactions relating to this Agreement. Consultant agrees that the City shall have
access during normal working hours to all necessary facilities and shall be provided
adequate and appropriate workspace in order to conduct audits in compliance with
the provisions of this section. City shall give Consultant reasonable advance notice
of intended audits.
b. Consultant further agrees to include in all its subcontracts hereunder, a provision to
the effect that the subcontracting consultant agrees that the City shall, until the
expiration of three (3) years after final payment under the subcontract, have access
to and the right to examine any directly pertinent books, documents, papers and
records of such sub-consultant, involving transactions to the subcontract, and
further, that City shall have access during normal working hours to all subconsultant facilities, and shall be provided adequate and appropriate work space in
order to conduct audits in compliance with the provisions of this article. City shall
give Consultant and any sub-consultant reasonable advance notice of intended
audit.

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AGENDA

c. Consultant and sub-consultants agree to photocopy such documents as may be
requested by the City. The City agrees to reimburse Consultant for the cost of copies
at the rate published in the Texas Administrative Code in effect as of the time
copying is performed.
11. Observe and Comply with All Applicable Laws. Consultant shall at all times observe
and comply with all federal, state, and local laws and regulations and with all City
ordinances and regulations which in any way affect this Agreement and the work
hereunder, and shall observe and comply with all orders, laws ordinances and regulations
which may exist or may be enacted later by governing bodies having jurisdiction or
authority for such enactment. No plea of misunderstanding or ignorance thereof shall be
considered. Consultant agrees to defend, indemnify and hold harmless City and all of its
officers, agents and employees from and against all claims or liability arising out of the
violation of any such order, law, ordinance, or regulation, whether it be by itself or its
employees.
12. Venue and Jurisdiction. If any action, whether real or asserted, at law or in equity, arises
on the basis of any provision of this Agreement, venue for such action shall lie in state
courts located in Tarrant County, Texas or the United States District Court for the Northern
District of Texas – Fort Worth Division. This Agreement shall be construed in accordance
with the laws of the State of Texas.
13. Contract Construction. The Parties acknowledge that each party and, if it so chooses, its
counsel have reviewed and revised this Agreement and that the normal rule of construction
to the effect that any ambiguities are to be resolved against the drafting party must not be
employed in the interpretation of this Agreement or any amendments or exhibits hereto.
14. Severability. The provisions of this Agreement are severable, and if any word, phrase,
clause, sentence, paragraph, section or other part of this Agreement or the application
thereof to any person or circumstance shall ever be held by any court of competent
jurisdiction to be invalid or unconstitutional for any reason, the remainder of this
Agreement and the application of such word, phrase, clause, sentence, paragraph, section,
or other part of this Agreement to other persons or circumstances shall not be affected
thereby and this Agreement shall be construed as if such invalid or unconstitutional portion
had never been contained therein.
15. Notices. Notices to be provided hereunder shall be sufficient if forwarded to the other Party
by hand-delivery or via U.S. Postal Service certified mail return receipt requested, postage
prepaid, to the address of the other Party shown below:
If to City:
City of Bedford
Angi Mize, Purchasing Manager
2000 Forrest Ridge Drive
Bedford, Texas 76021
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AGENDA

If to Consultant:
Steve Padia
Generational Play Sports, LLC
309 Springhill Dr
Hurst, TX 76054
16. Headings. The headings contained herein are for the convenience in reference and are not
intended to define or limit the scope of any provision of this Agreement.
17. Counterparts. This Agreement may be executed in one or more counterparts and each
counterpart shall, for all purposes, be deemed an original, but all such counterparts shall
together constitute but one and the same instrument.
18. Contractor Financing.
a. No City Debt or Credit; Limited Obligation: Consultant acknowledges and agrees
that any financing it obtains in connection with the Project and Scope of Services
is solely the obligation of Consultant. This Agreement does not create, evidence, or
constitute a debt, liability, or pledge of the credit of the City, does not grant any
security interest in City Funds or property, and does not grant any security interest
in City funds or property, and does not obligate the City beyond the City’s limited,
current-funds payment obligations expressly stated herein and subject to
appropriation, availability of funds, and applicable Texas law. Consultant shall not
represent to any lender or third party that the City has guaranteed, endorsed,
assumed, or otherwise agreed to be responsible for any Consultant debt or
financing.
b. No Liens or Security Interests Against City. Consultant shall not permit or cause
any lien, security interest, encumbrance, financing statement (including the
Uniform Commercial Code “UCC”), or other claim to be filed against the City, City
funds, City property (real or personal), City records, or any City-owned
improvements or intellectual property, in connection with Consultant’s financing
or performance under this Agreement. Consultant shall, at its sole expense,
promptly (and in any event within ten (10) days of notice) discharge, release, or
bond off any such prohibited filing or claim. The City may, without prejudice to
other remedies, withhold amounts otherwise payable until such discharge and may
recover all costs, fees, and expenses (including reasonable attorneys’ fees) incurred
to remove or contest any prohibited filing or claim.
c. Notice of Financing; Continuing Disclosure Obligation. Consultant shall provide
the City written notice at least fifteen (15) days prior to closing any financing
related to the Project or Scope of Services, identifying the lender, the nature of the
financing, and confirming compliance with this Section. Consultant shall promptly
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AGENDA

notify the City of any default, acceleration, foreclosure, receivership, insolvency
proceeding, or other adverse action by any lender that could affect Consultant’s
performance.
d. INDEMNITY FOR FINANCING-RELATED CLAIMS. CONSULTANT
SHALL DEFEND, INDEMNIFY, AND HOLD HARMLESS THE CITY, ITS
OFFICERS, EMPLOYEES, AND AGENTS FROM AND AGAINST ANY
AND ALL CLAIMS, DEMENDS, CAUSES OF ACTION, LOSSES,
DAMAGES, LIBABILITES, LIENS, ENCUMBRANCES, UCC FILINGS,
COSTS, AND EXPENSES (INCLUDING REASONABLE ATTORNEYS’
FEES) ARISING OUT OF OR RELATED TO CONSULTANT’S
FINANCING, CONSULTANT’S DEBT OBLIGATIONS, OR ANY
LENDER’S ACTIONS, INCLUDING ANY ASSERTION OF RIGHTS
AGAINST THE CITY OR ITS PROPERTY. THIS INDEMNITY IS
INDEPENDENT OF CONSULTANT’S INSURANCE OBLIGATIONS AND
SHALL SURVIVE TERMINATION OR EXPIRATION OF THIS
AGREEMENT.
e. No impairment; Default Not Excuse. Consultant’s financing arrangements shall not
impair or delay performance, and any lender default, Consultant default under a
loan, or lender enforcement action shall not excuse Consultant’s timely and
complete performance under this Agreement. the City may exercise all remedies
available at law or in equity for any failure of performance.
f. Right to Withold; Setoff. Without waiving any other rights, the City may withhold
payments or set off amounts otherwise due to Consultant to protect the City against
any financing-related claims, liens, or encumbrances asserted in violation of this
Section, provided that the City’s setoff does not contravene applicable law
governing municipal payment obligations.
g. Wavier of Subrogation and Reimbursement by Consultant. Consultant waives, and
shall ensure its lenders waive, any right of subrogation against the City with respect
to any financing-related claim or lien, Consultant shall reimburse the City within
ninety (90) days of receipt of invoice from the City.
h. Ancillary Remedies; Injunctive Relief. The City shall be entitled to injunctive and
declaratory relief to prevent or remove any prohibited filing, lien, or encumbrance,
in addition to recovery of damages and other remedies provided by this Agreement
and applicable law.
i. Lender Acknowledgement and Non-Recourse to City. As a condition precedent to
any financing related to the Project or Scope of Services, Consultant shall obtain
and deliver to the City a written acknowledgement executed by each lender or
financing party, in a form reasonably acceptable to the City, stating that:

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AGENDA

i.

the lender has no recourse to the City, its funds, property, taxing power, or
credit;

ii.

the lender’s collateral excludes any interest in the City, this Agreement, or
any payment by the City prior to the Consultant’s receipt thereof in
Consultant's bank account;

iii.

the lender will not file, and waives any right to file, any lien, security
interest, UCC financing statement, or similar encumbrance against the City
or its property; and

iv.

the lender’s remedies are limited to Consultant and its property(ies).

19. Attachments. This Agreement includes the following attached hereto and incorporated by
reference as if fully set forth herein:
a. Attachment A – Scope of Services;
b. Attachment B – Compensation; and
c. Attachment C – Insurance Requirements.
IN WITNESS WHEREOF, the parties have hereunto set their hands by their
representatives duly authorized on the day and year first written above.
CONSULTANT:
CONSULTING FIRM
BY:
Consultant Name
Title
CITY OF BEDFORD, TEXAS:
BY:
City Manager
APPROVED AS TO FORM:
Bryn Meredith, City Attorney

ATTEST:

Michael Wells, City Secretary

BY:

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AGENDA

THE STATE OF TEXAS
COUNTY OF TARRANT

§
§
§
Consultant Acknowledgment

BEFORE ME, the undersigned authority, a Notary Public in and for the State of Texas, on
this day personally appeared ________________________ , □ who is known to me or
who
was proved to me on the oath of
(name of person identifying the
acknowledging person) or
who was proved to me through
(description
of identity card or other document issued by the federal or state government containing the picture
and signature of the acknowledging person) to be the person whose name is subscribed to the
foregoing instrument, and acknowledged to me that he/she executed same for the purposes and
consideration therein expressed.
of

GIVEN UNDER MY HAND AND SEAL OF OFFICE this the
, 20__.

day

Notary Public In and For The State of Texas
Notary's Printed Name
THE STATE OF TEXAS §
§
COUNTY OF TARRANT §
City Acknowledgement
BEFORE ME, the undersigned authority, a Notary Public in and for the State of
Texas, on this day personally appeared
, known to me to be a person
and officer whose name is subscribed to the foregoing instrument, and acknowledged to
me that he/she executed same for and as the act of the City of Bedford, Texas, a Texas
municipal corporation, and as
thereof, and for the purposes and consideration
therein expressed.
of

GIVEN UNDER MY HAND AND SEAL OF OFFICE this the
, 20__.

day

Notary Public In and For The State of Texas
Notary's Printed Name

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AGENDA

Attachment A – Scope of Services
SCOPE OF WORK TECHNICAL SPECIFICATIONS:
The Consultant shall operate and manage the City’s Generations Park Sports Complex located at
2801 Forest Ridge Dr. (“Generations Park Complex”). The Generations Park Complex comprises
three (3) multi-use baseball/softball fields, adjacent parking, and restroom/concession facilities.
The three (3) fields are identical in size, shape and dimension. The fence distances are 275’ to
center, and 235’ down the lines. Base distances can accommodate up to 12U baseball (70’ max
base distance) and all ages of fast pitch softball.
The Consultant shall act as an independent contractor to develop, promote, and manage all related
programs at the leased premises, which shall be subject to the overall policy direction and approval
of the Director of Parks and Recreation. The City’s intent in awarding this contract to a private
operator is to provide a high-quality experience for all players and fans.
Role of the Consultant:
The Consultant shall furnish all required labor, materials, supplies, and travel required in
connection with the project. The City will provide several supplies including cleaning products,
toilet paper, trash bags. The city currently budgets for paint that is used in the infield and the use
of a city owned blower and 4wheeler. The City expects the Consultant to provide excellent
management at the facility, with specifics including, but not limited to:
Expectations for field management:
The Consultant shall provide the following services:
• Maintain a pristine facility at all times; and the facility’s impact for the local baseball and
softball community as well as the facility’s use as a tourism attraction; and
• Partner with the City, putting the community’s interest, first and foremost; and
• Experienced in operating and managing baseball and softball facilities, their maintenance,
operations, and associated agreements (i.e., sponsorships, etc.); and
• Schedule twenty-five (25) to thirty (30) tournaments annually at minimum; and
• Schedule camps, leagues, lessons, sport specific instructional programs and clinics; and
• Work with the City to schedule access for City athletic programming throughout the year.
Expectations for Concessions:
Concession operations are a key component to the overall character of the park. The Consultant
shall satisfy the following conditions as a part of the concession operations:
• Personnel. The Consultant shall be responsible for hiring and paying the necessary personnel
to conduct the daily operation of the concession in accordance with all health and pertinent
regulations.
• Operating hours. Hours of operation may vary based upon seasons and weather. Minimum
hours may include weekdays, weeknights, and weekends. It is expected that the concession
stand will be open from the beginning of games until after games are over. Opening during
practices would be optional.
• Menu items. The concessionaire is expected to serve quality food and drinks to meet the
needs of the visiting public at a reasonable price.
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AGENDA

• Utilities. The city will pay utilities.
• Equipment. The City will provide all start-up equipment necessary to conduct operations
(i.e., ice machine, microwave, popcorn machine, hot dog roller, etc.).
• Lights. The Consultant shall be required to assist in ensuring lights are turned off at the end
of the night and assist with other basic duties.
• Consultant shall be required to operate the concession building in accordance with all
Federal, State, County and City regulations governing food establishments.
Role of the City:
The City will make available copies of any relevant reports, studies, or other resources as may be
needed for the completion of the project. The City’s Contract Administrator will be the Director
of Parks and Recreation or a designated representative, who will coordinate the services to be
provided by the City to the Consultant.
The City will provide all maintenance to fields during the terms of the agreement. This will include
mowing, pest control, fertilizing, and weed control.
Shared Responsibilities:
The Consultant shall work directly with Parks and Recreation staff. Many responsibilities will be
shared. These duties will include:
•

City staff will complete field prep on Fridays in anticipation of the upcoming weekend
tournament. This includes prepping turf, setting bases, and moving mounds.

•

City staff will clean restrooms, remove trash and maintain the leased premises in a safe,
clean, sanitary, and workable condition Monday thru Friday.

•

City staff will ensure the outfield foul lines are painted and in game condition each week.

•

City staff will complete all mowing and trimming of the complex.

•

Consultant will handle turf prep and game prep Monday thru Thursday and on weekends
of tournaments.

•

Consultant will clean restrooms, remove trash and maintain the facility on the weekends.

•

Consultant will schedule the lights and follow current policy.

•

Both groups will protect all city owned assets

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AGENDA

Blackout Dates:
The Consultant shall work with Parks and Recreation staff to ensure that certain dates are kept free
due to City Sponsored or Co-Sponsored park activity. Below is a list of dates that may require a
weekend be kept free of tournament play at Generations Park. Some of these dates will be recurring
annually, others may change based on the year.
•

Holi Festival (March)

•

Pacific Islander (May)

•

Bedford In Bloom (May & October)

•

Art at the Park (October)

•

4th Fest (July)

•

Bedford Beats & Eats (Saturday of Labor Day Weekend)

•

Halloween Bash / Concert (October)

•

Christmas Tree Lighting (December)

Oct.1 – Oct. 12 (or 10 days for Fall seeding, determined by Staff in conjunction with
Consultant)
Ownership of Field Improvements
All improvements made to the baseball facility located at Generations Park at Boys Ranch,
including but not limited to, turf installation, provided and installed by Consultant, shall remain
the property of the Consultant during the term of this Agreement.
Upon the termination or expiration of this Agreement, whether by lapse of time, default by
Consultant, or for any other reason, all such improvements shall automatically merge with the title
to the land and become the sole property of the City, free and clear of any lien, claim, or
encumbrance by Consultant.
If this Agreement is terminated by the City for convenience, the City shall pay the Consultant the
depreciated value of the cost of installation of the field improvements, calculated using a straightline depreciation rate of 6.67%, as outlined in the below chart.
If this Agreement is terminated by the City due to Consultant’s negligence, abandonment,
intentional misconduct, bad faith, or default, the City shall owe no payment for any improvements,
and all improvements shall immediately become the property of the City without compensation to
Consultant.
Consultant shall ensure that all subcontractors, sub-subcontractors, suppliers, and laborers
providing work or materials for the improvements execute a valid lien wavier in favor of the City.
Consultant shall indemnify and hold harmless the City from any and all claims, liens, or
encumbrances arising from the work performed or materials supplied under this Agreement.
Consultant shall not permit any lien or claim to be filed against the City’s property and shall
promptly discharge any such lien at its sole expense.
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AGENDA

Depreciation Chart

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AGENDA

Attachment B – Compensation
The Consultant shall pay the City a monthly rental fee and a percentage of gross revenue from
tournaments, registration fees, and concession sales, in accordance with the table below:
Minimum Monthly Rental Fee
Fixed annual compensation paid back to
the City for monthly rental of three (3)
ball fields.
Percentage of Gross Revenue:
Consultant’s annual compensation
percentage to the City of the gross
revenue generated from expected
tournament fees, registration fees and
other fees paid to use the ball fields
(Practices, skill training sessions, etc.).
Percentage of Concession Sales:
Consultant’s annual compensation
percentage to the City of the gross
revenue generated by sale of concession
items.

$6,000.00/mo
($72,000/annually)

10%

25%

The Consultant shall pay the above monthly fees due to the City within 10-business days from
the end of the month along with any accompanying documentation the City requests.

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AGENDA

Attachment C – Insurance Requirements.
A.
Insurance: The Proposer, consistent with its status as an independent contractor, shall carry,
and shall require any of its subcontractors to carry, and list the City of Bedford, its officers, and
employees as an additional insured, at least the following insurance in such form, with such
companies, and in such amounts (unless otherwise specified) as City may require:
i.Worker’s Compensation and Employer’s Liability insurance, including All States
Endorsement, to the extent required by federal law and complying with the laws of the
State of Texas;
ii.Commercial General Liability insurance, including Blanket Contractual Liability, Broad
Form Property Damage, Personal Injury, Completed Operations/Products Liability,
Premises Liability, Medical Payments, Interest of Employees as additional insureds, and
Broad Form General Liability Endorsements, for at least One Million Dollars ($1,000,000)
Combined Single Limit Bodily Injury and Property Damage on an occurrence basis;
iii.Comprehensive Automobile Liability insurance covering all owned, non-owned or hired
automobiles to be used by the Contractor, with coverage for at least One Million Dollars
($1,000,000) Combined Single Limit Bodily Injury and Property Damage.
END OF DOCUMENT

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