22-519ORDINANCE NO.22-519
AN ORDINANCE OF THE CITY OF DENTON, A TEXAS HOME-RULE MUNICIPAL
CORPORATION, AUTHORIZING THE CITY MANAGER TO EXECUTE A CONTRACT WITHBRINK’S U.S., A DIVISION OF BRINK’S INCORPORATED, FOR ARMORED CAR
DELIVERY SERVICES TO THE CUSTOMER SERVICE, SOLID WASTE, AND AQUATICSDEPARTMENTS; PROVIDING FOR THE EXPENDITURE OF FUNDS THEREFOR; AND
PROVIDING AN EFFECTIVE DATE (RFP 7692 – AWARDED TO BRINK’S U.S., A DIVISIONOF BRINK’S INCORPORATED, FOR ONE (1) YEAR, WITH THE OPTION FOR FOUR (4)ADDITIONAL ONE (1) YEAR EXTENSIONS, IN THE TOTAL FIVE (5) YEAR NOT-TO-
EXCEED AMOUNT OF $50,000.00).
WHEREAS, the City has solicited, received, and evaluated competitive proposals for
armored car delivery services to the Customer Service, Solid Waste, and Aquatics Departments; and
WHEREAS, the City Manager, or a designated employee, has received, reviewed, and
recommended that the herein described proposals are the most advantageous to the City considering
the relative importance of price and the other evaluation factors included in the request for
proposals; and
WHEREAS, the City Council has provided in the City Budget for the appropriation of funds
to be used for the purchase of the materials, equipment, supplies, or services approved and acceptedherein; NOW, THEREFORE,
THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS:
SECTION 1. The items in the following numbered request for proposal for materials,
equipment, supplies, or services shown in the “Request Proposals” on file in the office of the
Purchasing Agent, are hereby accepted and approved as being the most advantageous to the City
considering the relative importance of price and the other evaluation factors included in the request
for proposals.
RFPNUMBER
7692
CONTRACTOR
Brink’s U.S., a Division of
Brink’s Incorporated
AMOUNT
$50,000.00
SECTION 2. That by the acceptance and approval of the above numbered items of the
submitted proposals, the City accepts the offer of the persons submitting the proposals for such items
and agrees to purchase the materials, equipment, supplies, or services in accordance with the terms,
specifications, standards, quantities, and for the specified sums contained in the Proposal Invitations,
Proposals, and related documents.
SECTION 3 . That should the City and person submitting approved and accepted items wish
to enter into a formal written agreement as a result of the acceptance, approval, and awarding of the
proposals, the City Manager, or their designated representative, is hereby authorized to execute the
written contract which shall be attached hereto; provided that the written contract is in accordance
with the terms, conditions, specifications, standards, quantities, and specified sums contained in theProposal and related documents herein approved and accepted.
SECTION 4. The City Council of the City of Denton, hereby expressly delegates the
authority to take any actions that may be required or permitted to be performed by the City ofDenton under this ordinance to the City Manager of the City of Denton, or their designee.
SECTION 5. By the acceptance and approval of the above enumerated bids, the CityCouncil hereby authorizes the expenditure of funds therefor in the amount and in accordance with
the approved bids.
SECTION 6. This ordinance shall become effective immediately upon its passage and
approval.
The motion to approve this ordinance was made by Bf ian %dC and
seconded by J@M. This ordinance was passed and approved by the
following vote LC - C)
Aye
./
1/
b/
/
b/a
Nay Abstain Absent
Mayor Gerard Hudspeth:Vicki Byrd, District 1 :Brian Beck. District 2:
Jesse Davis, District 3 :
Alison Maguire, District 4:
Deb Armintor, At Large Place 5 :
Paul Meltzer, At Large Place 6:
PASSED AND APPROVED thi, th, 22"& d,y ,f E4arch _, 2022.
E FN
ATTEST:
ROSA RIOS, CITY SECRETARY
\\ \ \ \ t E FI I
APPROVED AS TO LEGAL FORM:MACK REINWAND, CITY ATTORNEY
Digitally signed by Marcella Lunn
DN: cn=Marcella Lunn, o, ou=City
U\'on.com, c=US
Date: 2022.02.15 14:56:28 -06'00'
of Denton.h' .nr,@,ity,fd,.tXI-“ \x#MaILI
Docusign City Council Transmittal Coversheet
File Name
Purchasing Contact
City Council Target Date
Piggy Back Option
Contract Expiration
Ordinance
DocuSign Envelope ID: 78DC160C-F81A-4FE5-B1E8-821F94F0C92C
Armored Car Services
No
RFP
Erica Garcia
7692
MARCH 22, 2022
MARCH 22, 2027
22-519
DocuSign Envelope ID: 1CA9EC53-718E-4102-A81B-A369EFA0A83D
CITY OF DENTON Page 1 of 10 Services Agreement (Rev. 2017-08)
NONSTANDARD
SERVICES AGREEMENT
AGREEMENT # 10000140714
THIS SERVICES AGREEMENT (together with Attachment(s) the “Agreement”) is made by and between Brink’s U.S., a
Division of Brink’s, Incorporated (“Brink’s”), a Delaware corporation with offices located at 555 Dividend Drive, Coppell,
TX 75019, and CITY OF DENTON (“Customer”) (EIN: 75-6000514) with offices located at 601 EAST HICKORY STREET,
DENTON, TX-76205 is entered into this 01 day of January, 2022.
I. DEFINITIONS
A. Attachment - any statement of work ("SOW"), exhibit, schedule, amendment or addendum, all of which are hereby incorporated into
this Services Agreement.
B. Business Day - Monday through Friday except holidays observed by the Facility performing Services hereunder.
C. Distinctively and Securely Sealed - the container used to hold any Property has been closed and fastened with a device or method
of sealing having a distinguishing mark that can be clearly seen and recognized as a unique identification number or special mark
that is attached to the container so that the Property is firmly enclosed, and the device or method of sealing cannot be removed and
reapplied to the container without leaving visible external evidence of tampering to the container. The container must also include
bar coding compliant with Brink’s specifications.
D. Facility(ies) - Brink's location(s) where certain Services will be performed.
E. Loss - any loss of, damage to, theft of, or destruction of Property for which Customer has provided timely Notice to Brink’s.
F. Maximum Liability Amount - the total liability assumed by Brink's for a Loss as specified in the Attachment(s).
G. Property - currency, coin, checks, securities, other financial instruments, and other valuables agreed upon by Brink's in an Attachment.
H. Rates - charges for Services as listed in Attachment(s).
I. Services - services to be provided to Customer as described in the applicable Attachment(s).
J. Shipment - one or more sealed or locked container(s) of Property collected or received by Brink's in one place at any one time.
II. SERVICES
A. Brink's shall perform Services as set forth in the SOW(s) signed by Brink's and Customer. Services will be performed at the
Facility(ies) and other locations specified in the applicable SOW. Services will be performed on Business Days, unless otherwise
specified in the applicable SOW. In the event of inclement weather or some other irregularity, performance shall be as mutually
agreed upon. Customer agrees to look only to the provisions of this Agreement and the applicable SOW for any claim against
Brink's relating to Customer's Property.
B. The Customer locations serviced under any SOW, whether listed in an Attachment or otherwise, shall not be deleted by Customer
during the term of the Agreement. If a Customer location is moved from one location to another, Brink's will be given the right of first
refusal to service such location in its new site.
III. TERM
This Agreement shall begin on the earliest effective date of a SOW and shall remain in effect until expiration or termination of all SOWs.
IV. CHARGES AND PAYMENT
A. Within thirty (30) days of the date of each invoice, Customer shall pay Brink's the Rates. Payment shall be made by check,
electronic funds transfer (EFT) or Fedwire. The Rates may be amended by Brink's invoices, letters, or other writings. Except for
Rate changes made pursuant to paragraph C of this section, Customer may, by written Notice within twenty (20) days of such
invoice, letter or other writing, reject any charges differing from the Rates. Otherwise, Customer shall be deemed to have accepted
such increase. If Customer disputes the accuracy of an invoice, Customer will provide Brink's written Notice of the claimed
inaccuracy within sixty (60) days of the invoice date or such claim will be deemed waived by Customer.
B. All charges remaining unpaid after the invoice due date are subject to an interest charge at the lesser of: 1½% per month; or, the
maximum rate allowed by law.
C. Brink's may increase Rates effective January 1 of each year of this Agreement, Brink’s may also increase Rates upon written
communication in the event of a change in economic conditions that increases Brink's operating costs. Brink’s will provide thirty (30)
days prior written notice for a Rate increase due to a change in economic conditions affecting the services in Customer’s service
areas. A change in economic conditions may include, but is not limited to: (i) an act of God; (ii) an act of war; (iii) an increase in the
then current local, state, or federal minimum wage; (iv) legislative or regulatory requirements related to the performance of the
Services hereunder; or (v) any event that affects Brink’s ability to obtain insurance as required under this Agreement. Customer shall also pay the Monthly fuel surcharge as set forth in the Rates for the applicable SOW.
D. Customer shall pay Brink's for all changes in scope of Services (e.g. frequency, days of service, addition or deletion of locations,
etc.) whether requested by Customer in writing or verbally.
V. BRINK’S LIABILITY; LIMITATIONS; EXCLUSIONS
A. Brink's liability for any of its obligations under this Agreement, including without limitation liability for a Loss of a Shipment, shall not
exceed the lesser of the following: (1) Maximum Liability Amount; (2) the actual value of the Loss; or (3) the declared value of the
Property subject to the Loss. Brink’s liability shall commence when the Property has been received into Brink’s possession and a
receipt has been signed by Brink’s and shall terminate when the Property has been delivered to the location or agent designated by
Customer pursuant to the applicable Attachment, or returned to Customer or its agent in the event that delivery cannot reasonably
DocuSign Envelope ID: 78DC160C-F81A-4FE5-B1E8-821F94F0C92CDocuSign Envelope ID: 1CA9EC53-718E-4102-A81B-A369EFA0A83D
CITY OF DENTON Page 2 of 10 Services Agreement (Rev. 2017-08)
be made by Brink’s.
B. Brink’s liability for a Loss shall not exceed the Maximum Liability Amount, notwithstanding anything to the contrary contained in any
oral statement, invoice, receipt or other document.
C. Brink’s shall not be liable for any shortage within any Shipment that: (1) is not Distinctively and Securely Sealed when received by
Brink’s; (2) occurred before Brink’s received possession of the Shipment; or (3) shows no external evidence of tampering when
received by Brink’s. Brink’s shall not be liable for a Loss caused in whole or in part by the criminal acts, or fraud of Customer, its
employees, representatives or agents.
D. Does Customer have the ability to reconstruct checks? YES ◇ NO ◈
If “Yes” is checked above, the following language applies:
E. In the event of a Loss of checks or other financial instruments (together “Checks”), Brink’s agrees to pay for: (1) Customer’s
reasonable costs in identifying and replacing the Checks, and (2) the face value of the Checks not identified, except for those
Checks which could not be collected on at the time of the Loss up to a combined limit of $25,000 per Shipment. The Maximum
Liability Amount that applies to the Loss shall include the referenced $25,000. Customer shall maintain a complete record of all
Checks it places in a Shipment and agrees to diligently pursue identification and replacement efforts of the Checks. Customer
further agrees to reimburse Brink’s for all amounts that are recovered as the result of such efforts.
F. Brink’s shall not be liable for non-performance or delays of Service caused by strikes, lockouts or other labor disturbances, riots,
authority of law, acts of God, fire, flood, tornado, hurricane, earthquake or means beyond Brink’s control.
G. Brink’s shall not be liable for a Loss or for non-performance or delays of Service (or for any cost, expense or liability related thereto)
caused by or resulting from: (1) war, hostile or warlike action in time of peace or war, including action in hindering, combating or
defending against an actual, impending or expected attack (a) by any government or sovereign power (de jure or de facto), or by
any authority maintaining or using military, naval or air forces; or (b) by military, naval or air forces; or (c) by an agent of any such
government, power, authority or forces; (2) insurrection, rebellion, revolution, civil war, usurped power, or action taken by
governmental authority in hindering, combating or defending against such an occurrence or confiscation by order of any
government or public authority.
H. In no case shall Brink’s be liable for Loss or for non-performance or delays of Service (or for any cost, expense or liability related
thereto) directly or indirectly caused by or contributed to or arising from: (1) any chemical, biological, bio-chemical or
electromagnetic weapon; (2) the use or operation, as a means for inflicting harm, of any computer, computer system, computer software program, malicious code, computer virus or process or any other electronic system; (3) ionizing radiations from or
contamination by radioactivity from any nuclear fuel or from any nuclear waste or from the combustion of nuclear fuel; (4) the
radioactive, toxic, explosive or other hazardous or contaminating properties of any nuclear installation, reactor or other nuclear
assembly or nuclear component thereof; (5) any weapon or device employing atomic or nuclear fission and/or fusion or other like
reaction or radioactive force or matter; or (6) the radioactive, toxic, explosive or other hazardous or contaminating properties of any
radioactive matter. The exclusion in sub-clause (6) does not extend to radioactive isotopes, other than nuclear fuel, when such
isotopes are being prepared, carried, stored or used for commercial, agricultural, medical, scientific or other similar peaceful
purposes.
I. The following limitation shall not apply to Property in transit. Brink’s shall not be liable for Loss or for nonperformance or
delays of Service (or for any liability, cost or expense related thereto) directly or indirectly caused by, resulting from or in connection
with, any act of terrorism or any action taken in controlling, preventing, suppressing or in any way relating to any act of terrorism. An
act of terrorism means an act, including but not limited to the use of force or violence and/or the threat thereof, of any person or
group(s) of persons, whether acting alone or on behalf of or in connection with any organization(s) or government(s), committed for
political, religious, ideological or similar purposes including the intention to influence any government and/or to put the public, or any
section of the public, in fear.
J. Brink’s is not an insurer under this Agreement. Brink’s shall not be liable under any circumstance for consequential, special,
incidental, indirect or punitive losses or damages (including lost profits, interest or savings) whether or not caused by the fault or
negligence of Brink’s and whether or not Brink’s had knowledge that such losses or damages might be incurred.
VI. INSURANCE
A. Brink's will maintain at all times during the term of this Agreement, insurance payable to Brink's in such amounts and against such
risks as shall adequately cover the Maximum Liability Amount. Upon Customer's written request, Brink's will provide a certificate of
insurance. Customer shall be given thirty (30) days’ notice in the event such insurance coverage is canceled, not renewed or
materially restricted.
B. Customer shall at all times maintain comprehensive general liability insurance coverage, including contractual liability and premises
liability. Such insurance shall be in reasonable amounts and with insurance companies of recognized financial responsibility. Upon written request, Customer shall provide to Brink's evidence of such insurance coverage, and Customer agrees that Brink's shall be
given thirty (30) days’ notice in the event that such insurance coverage shall be canceled, not renewed or materially restricted.
VII. FILING OF CLAIMS;PROOF OF LOSS
A. In the event of Loss under this Agreement, Customer shall notify Brink’s as soon as practicable upon discovery and provide written
Notice to Brink’s no more than thirty (30) days after the Property which is the subject of the claim was received into Brink’s
possession or, as applicable, the inventory report or transaction report indicating a Loss or discrepancy is delivered to Customer. To file a Loss claim, Customer shall submit the claim to Brink’s designated website or email address. Timely and complete
submission of a Loss claim shall constitute notice of Loss under this paragraph. Customer shall retain a copy of the notification of
Loss receipt provided via email or available from the Brink’s designated website. It is Customer’s responsibility to promptly verify
deliveries, transaction reports and inventory reports, as applicable. Unless such Notice is given by Customer within the time
prescribed in this section, Brink’s shall not be liable to Customer for any claims made pursuant to this Agreement and Customer
shall be deemed to have expressly waived any such claim.
B. Customer shall maintain a record of all Property placed in a Shipment and shall promptly and diligently assist Brink’s in establishing
the identity of any Loss. Customer agrees to mitigate its damages in connection with any Loss. Brink’s and Customer shall fully
cooperate in conducting an investigation, and any question of a Loss or the cause thereof, to the extent reasonably possible, shall
be resolved by the findings of such investigation. C. Affirmative written proof of the Loss, subscribed and sworn to by Customer and substantiated by the books, records and accounts
of Customer, shall be furnished to Brink’s prior to payment of a claim. Upon payment of a claim by Brink’s, Customer hereby
assigns to Brink’s all of its right, title and interest in the Property which was the subject of the Loss and all rights of recovery against
DocuSign Envelope ID: 78DC160C-F81A-4FE5-B1E8-821F94F0C92CDocuSign Envelope ID: 1CA9EC53-718E-4102-A81B-A369EFA0A83D
CITY OF DENTON Page 3 of 10 Services Agreement (Rev. 2017-08)
third parties that are the subject of the claim. Customer will execute any documents necessary to perfect such assignment upon
request by Brink’s or Brink’s insurers.
VIII. DEFAULT; REMEDIES; TERMINATION
A. In the event of early termination under this Agreement and/or any SOW, other than for material breach by Brink’s, Customer agrees that actual damages might be sustained by Brink’s which are uncertain and would be difficult to determine. Customer
hereby agrees to pay Brink’s, as liquidated damages and not as a penalty, all remaining charges that would have been payable to
Brink’s from the date of termination up to and including the date of expiration of the then current term of this Agreement, plus any
capital costs incurred by Brink’s as a result of entering into this Agreement. Should Customer default in the payment to Brink’s of
any amounts due under this Agreement, then Customer shall also be responsible for interest as provided above and all attorney’s fees, costs and expenses incurred by Brink’s in the collection of such past due amounts. The past due amounts, interest and
collection costs constitute “Unpaid Obligations”. In addition to the other remedies provided in this Agreement and under applicable
law, Customer hereby agrees that Brink’s shall be permitted to retain as a credit and to offset against such Unpaid Obligations, on
a dollar for dollar basis, any Property which Brink’s has in its possession under this Agreement.
B. Either party may terminate this Agreement in the event of a material breach of this Agreement (including non-payment) by the other
party, provided that such breach continues for a period of thirty (30) days after receipt by the breaching party of written Notice from
the non-breaching party specifying the nature of such breach. No written Notice is required if the breach is non-payment of
amounts due. If such breach is cured within the applicable cure period, then this Agreement shall continue in full force and effect.
IX. MISCELLANEOUS
A. Brink’s may, in its discretion, choose to perform any or all of the Services itself or through its employees, agents or independent
subcontractors. Any employee, agent or independent subcontractor performing Services shall be entitled to the benefit of every limitation and defense to which Brink’s is entitled hereunder. Notwithstanding the foregoing, Customer shall look solely to Brink’s
for reimbursement of any Loss in accordance with the terms of this Agreement.
B. All “Notices” under this Agreement, shall be in writing and shall be deemed given to the other party immediately upon: personal or
messenger delivery; proof of transmission date of facsimile transmission; or delivery date of overnight courier or certified mail
service. Notice shall be sent to the party at the address shown on the front of this Agreement or to such other address as either party may specify by Notice. Notice to Brink’s, including bankruptcy notifications, shall also be sent to: Brink’s U.S., Attn: Legal
Department, 555 Dividend Drive, Coppell, TX 75019.
C. Conflicting terms in SOWs will prevail over terms stated in this Services Agreement. Any pre-printed terms and conditions
contained in any purchase order or other similar document used by Customer shall be null and void and have no force or effect in
modifying the terms and conditions of this Agreement.
D. This Agreement governs the rights and responsibilities of Customer and Brink’s. Customer agrees to look only to the provisions of
this Agreement for any claim against Brink’s relating to Customer’s Property.
E. Each party agrees to comply with all applicable laws, rules and regulations in the performance of its obligations hereunder.
F. This Agreement and the Attachments, all as may be amended from time to time, constitute the entire agreement and understanding
between Customer and Brink’s with respect to the subject matter hereof and supersedes all prior agreements and understandings,
whether oral or written, express or implied. Except with respect to Rates, this Agreement may only be amended or superseded by
a writing signed by the parties. The sole and exclusive remedies for any breach of the terms and provisions of this Agreement or
any claim or cause of action otherwise arising out of or related to this Agreement shall be those remedies available at law or in
equity for breach of contract only (as such contractual remedies have been further limited or excluded pursuant to the express
terms of this Agreement), and neither of the parties hereto, nor other person or entity will have any other entitlement, remedy or recourse, whether in contract, tort or otherwise.
G. Neither party shall use the other party’s trade name, likeness, trademarks or logo, without the other party’s prior written consent.
H. The failure of either party to require strict adherence to any term of this Agreement will not be deemed a waiver or deprive that party
of the right thereafter to insist upon strict adherence to any term of this Agreement.
I. The illegality or invalidity of any provision of this Agreement shall not affect or invalidate the remainder of the Agreement.
J. CUSTOMER AND BRINK’S HEREBY KNOWINGLY, VOLUNTARILY AND INTENTIONALLY WAIVE THE RIGHT EITHER MAY
HAVE TO A TRIAL BY JURY IN RESPECT OF ANY LITIGATION ARISING IN ANY WAY OUT OF THIS AGREEMENT. THIS
PROVISION IS A MATERIAL INDUCEMENT FOR THE PARTIES TO ENTER INTO THIS AGREEMENT.
K. The provisions of this Agreement, which by their sense and context are meant to survive expiration of this Agreement, shall so
survive.
L. Customer's performance of its obligations hereunder shall not be excused or relieved by any claims of Customer to a right(s) of
abatement, deduction, setoff or recoupment against Brink’s.
M. THE LAWS OF THE STATE OF TEXAS SHALL GOVERN THE VALIDITY OF THIS AGREEMENT, THE CONSTRUCTION OF ITS
TERMS AND CONDITIONS, THE INTERPRETATION OF THE RIGHTS AND RELATIONSHIPS OF THE PARTIES HERETO,
INCLUDING BUT NOT LIMITED TO ALL CLAIMS OR CAUSES OF ACTION (WHETHER BROUGHT IN CONTRACT OR TORT) THAT MAY BE BASED ON, ARISE OUT OF OR RELATE TO THIS AGREEMENT, WITHOUT REGARD TO THE CONFLICTS OF
LAWS AND PRINCIPLES THEREOF.
N. If Customer files for protection under any provision of the Bankruptcy Code (11 U.S.C. S. 101, et seq.), Customer shall file among
its first day motions a motion seeking authorization to: (1) assume the Brink’s contract, (2) pay Brink’s all amounts due under the
Agreement on an ongoing basis, and (3) pay as a cure claim any past due amounts. Customer acknowledges that the Services are critical to the continued and uninterrupted operation of its business locations and cash flow. Customer shall promptly seek court
authority to treat Brink’s as a critical vendor.
O. To the extent Services include transportation, Customer agrees: (a) that none of the provisions of the Carmack Amendment apply
to any obligation of Brink’s under this Agreement and (b) Customer shall comply with the Private Express Statutes (United States
Postal Laws and Regulations) in the preparation of all Shipments.
P. Customer will not assign this Agreement without the prior written consent of Brink’s.
Q. To the extent not prohibited by law, Customer must commence any action, suit, or proceeding for a Loss within twelve (12) months
after receipt of the Property into Brink’s possession.
R. This Agreement may be executed in multiple counterparts, each of which will be deemed an original but all of which together will
constitute one and the same instrument.
DocuSign Envelope ID: 78DC160C-F81A-4FE5-B1E8-821F94F0C92CDocuSign Envelope ID: 1CA9EC53-718E-4102-A81B-A369EFA0A83D
CITY OF DENTON Page 4 of 10 Services Agreement (Rev. 2017-08)
AGREED AND ACCEPTED:
“CUSTOMER”:
CITY OF DENTON
“BRINK’S”:
Brink’s U.S., a Division of Brink’s, Incorporated
By: (Customer Signature) By:
Name:
Name:
Title:
Title:
DocuSign Envelope ID: 78DC160C-F81A-4FE5-B1E8-821F94F0C92C
Sara Hensley
City Manager
DocuSign Envelope ID: 1CA9EC53-718E-4102-A81B-A369EFA0A83D
SVP
Steven Brown
THIS AGREEMENT HAS BEEN
BOTH REVIEWED AND APPROVED
as to financial and operational obligations
and business terms.
_______________ ________________
SIGNATURE PRINTED NAME
__________________________________
TITLE
__________________________________
DEPARTMENT
ATTEST:
ROSA RIOS, CITY SECRETARY
BY: _______________________________
APPROVED AS TO LEGAL FORM:
BY: _______________________________
DocuSign Envelope ID: 78DC160C-F81A-4FE5-B1E8-821F94F0C92C
Interim Chief of Staff
City Manager's Office
Ryan Adams
MACK REINWAND, CITY ATTORNEY
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CITY OF DENTON Page 5 of 10 Armored Transportation Services SOW (2017-08)
ARMORED TRANSPORTATION SERVICES
STATEMENT OF WORK
AGREEMENT # 10000140714 SOW # 23735
This Armored Transportation Services Statement of Work (the “Armored Transportation SOW”)
entered into as of January 1, 2022 (the “Effective Date”), is an Attachment to the Services Agreement
by and between CITY OF DENTON (“Customer”) and Brink’s, U.S., a Division of Brink’s, Incorporated
(“Brink’s”), dated January 1, 2022, (the “Agreement”). This Armored Transportation Services SOW and
any additional Attachments hereto: (i) are incorporated by reference into the Agreement, (ii) apply only
to the Armored Transportation Services and not to products or services covered by any other SOW or
Attachment under the Agreement, and (iii) amend and supplement the terms of the Agreement as set
forth herein. Capitalized terms not defined herein shall have the same meaning as set forth in the
Agreement.
1. DEFINITIONS
A. Armored Transportation Services - Armored transportation of Property and related services to
be provided to Customer as described in this SOW.
B. Delivery Location - The location designated by Customer in an Attachment as the place where
Brink’s is to deliver Shipments.
C. Fragile Property - Any breakable item, including without limitation, decorative pieces, works of
art, and jewelry.
D. Night Depository - A non-ATM receptacle in which Customer’s customers can deposit
Property.
E. Pick-Up Location - The location designated by Customer in an Attachment as the place where
Brink’s is to receive Shipments, which may include a Night Depository location.
F. Shipment - For purposes of this Armored Transportation SOW, one or more sealed or locked
containers of Property received by Brink’s at the same time at a single Pick-Up Location, which
are to be delivered to a single Delivery Location.
2. TERM
Armored Transportation Services shall begin on the Effective Date and shall continue for a term
ending on the last day of the calendar month five (5) years following the Effective Date. Thereafter
this Armored Transportation SOW shall automatically renew for successive one (1) year periods
until cancelled by either party on at least sixty (60) days written notice prior to the expiration of the
then-current term.
3. SCOPE OF SERVICES
A. Brink’s Responsibilities
Brink’s shall: (i) arrive at the Pick-Up Location to collect Shipments; (ii) sign a receipt for
Shipments received by Brink’s; (iii) deliver such Shipments to the Delivery Location; and (iv)
obtain a receipt for such delivery. Brink’s may return the Shipment to the Pick-Up Location in
the event that delivery to the applicable Delivery Location cannot reasonably be made by
Brink’s. The Armored Transportation Services will be performed during Brink’s regular
business hours as scheduled by Brink’s Facility(ies) performing the Armored Transportation
Services, unless otherwise specified herein. In the event of inclement weather or some other
irregularity, performance shall be as mutually agreed upon.
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B. Customer’s Responsibilities
(i) Customer shall place all Property to be received by Brink’s in Distinctively and Securely
Sealed containers.
(ii) Customer warrants that it shall declare the actual value of each Shipment and in each
Distinctively and Securely Sealed container in the Shipment. Customer shall not conceal
or misrepresent any material fact or circumstance concerning the Property delivered to
Brink’s and agrees, in the event of Loss, to be bound by its declaration of value.
(iii) Customer will not include Fragile Property in a Shipment unless specifically agreed to by
Brink’s in an Attachment.
4. BRINK’S LIABILITY
A. Subject to the terms of the Agreement, BRINK’S MAXIMUM LIABILITY AMOUNT FOR THE
SERVICES UNDER THIS ARMORED TRANSPORTATION SERVICES SOW SHALL BE
$1,000,000.00 PER SHIPMENT UNLESS OTHERWISE DESIGNATED IN A LOCATIONS
ATTACHMENT.
B. Brink’s is not responsible for determining the contents or value of any Shipment.
C. Night Depository (if applicable). Brink’s shall not be liable for any Property contained in a Night
Depository. Customer agrees that such Property shall be in Brink’s possession only after
Brink’s removes the Property from the Night Depository. Brink’s count of the number of items
collected from a Night Depository is binding and conclusive. Brink’s shall not be liable for any
unexplained Night Depository shortage. Customer is responsible for assuring that the Night
Depository is secure.
5. RATES
Customer agrees to pay the Rates for the Armored Transportation Services as described in
Exhibit A.
“CUSTOMER”:
CITY OF DENTON
“BRINK’S”:
Brink’s U.S., a Division of Brink’s,
Incorporated
By: (Customer Signature) By:
Name:
Name:
Title: Title:
DocuSign Envelope ID: 78DC160C-F81A-4FE5-B1E8-821F94F0C92C
City Manager
Sara Hensley
DocuSign Envelope ID: 1CA9EC53-718E-4102-A81B-A369EFA0A83D
SVP
Steven Brown
CITY OF DENTON Page 7 of 10 Exhibit A – Armored Transportation Services SOW (Rev 2017-08)
EXHIBIT A
To the ARMORED TRANSPORTATION SERVICES SOW
LOCATIONS & RATES
AGREEMENT # 10000140714 SOW # 23735
This Exhibit A to the Armored Transportation Services SOW, entered into as of January 1, 2022 by and between Brink’s U.S., a Division
of Brink’s, Incorporated (“Brink’s”) and CITY OF DENTON (“Customer”), sets forth the Locations & Rates for armored transportation
Services. This Exhibit A and the Armored Transportation Services SOW are Attachments to the Services Agreement by and between
Customer and Brink’s, dated January 1, 2022 (the “Agreement”) and: (i) are incorporated by reference into the Agreement, (ii) apply
only to the Armored Transportation Services and not to products or services covered by any other SOW or Attachment under the
Agreement, and (iii) amend and supplement the terms of the Agreement as set forth herein. Capitalized terms not defined herein shall
have the same meaning as set forth in the Agreement.
I. Service Locations
Service Day or Date Liability
(A) Call at: Customer’s locations listed in Section II Service days as shown in Section II Maximum : $1,000,000.00
Deliver to: Designated local bank Same or following banking day Average :
(B) Call at: Designated local bank At same time as Item A Maximum : $1,000,000.00
Deliver to: Customer’s locations listed in Section II Next scheduled day Average :
II. Rates
PRICE LIST LOCATION ID SERVICE ADDRESS BRINK’S FACILITY CONJ FREQ ZONE EZ CHANGE SERVICE DAY(S) RATE/ MO. RATE/ TRIP EXCESS ITEMS EXCESS LIAB EXCESS PREMISES
Price List 001 CITY HALL EAST_2 601 EAST HICKORY STREET,
DENTON, TX, 76205 DALLAS -
GRAPEVINE 036 No Weekly URB No M W F $945.00 10 $1,000,000 10 minutes - 0:01 -
23:59
Price List 001 WATER WORKS
PARK_4 2400 LONG ROAD, DENTON, TX,
76207-4230 DALLAS -
GRAPEVINE 036 No Weekly URB No M W F $945.00 10 $1,000,000 10 minutes - 0:01 -
23:59
Price List 001
DocuSign Envelope ID: 78DC160C-F81A-4FE5-B1E8-821F94F0C92CDocuSign Envelope ID: 1CA9EC53-718E-4102-A81B-A369EFA0A83D
CITY OF DENTON Page 8 of 10 Exhibit A – Armored Transportation Services SOW (Rev 2017-08)
Monthly Billed Service
CIT Service Urban Rural Over the Road
1 day a week
2 day a week
3 day a week $945.00
4 day a week $1,260.00
5 day a week $1,575.00
6 day a week
7 day a week
Every other Week
Once a month
Usage Billed Service
Service Description Urban Rural Over the Road
Excess Items $2.00 $2.00 $2.00
Excess Liability per $1000 $0.25 $0.25 $0.25
Excess Time $3.00 $3.00 $3.00
Holiday Service $45.00 $45.00 $45.00
Unscheduled Service $105.00 $113.00 $130.00
Service Description Urban Rural Over the Road
Emergency Service - Per Hour $150/Hr (0-1)/Hrs $350/Hr (0-2)/Hrs $800/Hr (0-4)/Hrs
$150/Hr (1-2)/Hrs $175/Hr (2-3)/Hrs $200/Hr (4-5)/Hrs
$150/Hr (2-3)/Hrs $175/Hr (3-4)/Hrs $200/Hr (5-6)/Hrs
$150/Hr (3-4)/Hrs $175/Hr (4-5)/Hrs $200/Hr (6-7)/Hrs
$150/Hr (4-5)/Hrs $175/Hr (5-6)/Hrs $200/Hr (7-8)/Hrs
$150/Hr (5-6)/Hrs $175/Hr (6-7)/Hrs $200/Hr (8-9)/Hrs
$150/Hr (6-7)/Hrs $175/Hr (7-8)/Hrs $200/Hr (9-10)/Hrs
$150/Hr (7-8)/Hrs $175/Hr (8-9)/Hrs
$150/Hr (8-9)/Hrs $175/Hr (9-10)/Hrs
$150/Hr (9-10)/Hrs
*Hourly rates are charged for round-trip hours - Portal to Portal
Holiday List
Christmas Day; Columbus Day; Independence Day; Labor Day; Martin Luther King Day; Memorial Day; New Year's Day; Presidents' Day; Thanksgiving Day; Veterans Day
This Exhibit A is entered into as of January 1, 2022 (the “Effective Date”). This Exhibit A supersedes and replaces any prior Locations or Rates Attachment(s).
DocuSign Envelope ID: 78DC160C-F81A-4FE5-B1E8-821F94F0C92CDocuSign Envelope ID: 1CA9EC53-718E-4102-A81B-A369EFA0A83D
CITY OF DENTON Page 9 of 10 Exhibit A – Armored Transportation Services SOW (Rev 2017-08)
AGREED AND ACCEPTED:
“CUSTOMER”:
CITY OF DENTON
“BRINK’S”:
Brink’s U.S., a Division of Brink’s, Incorporated
By:
(Customer Signature) By:
Name:
Name:
Title:
Title:
DocuSign Envelope ID: 78DC160C-F81A-4FE5-B1E8-821F94F0C92C
City Manager
Sara Hensley
DocuSign Envelope ID: 1CA9EC53-718E-4102-A81B-A369EFA0A83D
SVP
Steven Brown
3/29/2022 | 8:54 AM PDT
CITY OF DENTON Page 10 of 10 Fuel Surcharge Exhibit (2017-08)
FUEL SURCHARGE EXHIBIT
AGREEMENT # 10000140714 SOW # 23735
This Fuel Surcharge Exhibit is incorporated by reference into the Agreement dated January 1, 2022
(and, where applicable, any Attachments thereto) between Brink's U.S., a Division of Brink's,
Incorporated ("Brink's") and CITY OF DENTON ("Customer").
A fuel surcharge will be determined on a monthly basis according to the charts and formula below. The
formula to determine the fuel surcharge is:
Applicable fee(s) for Services requiring/involving transportation for the month x fuel surcharge
percentage as set forth in the table below = Total fuel surcharge
The fuel surcharge is based on the Retail On-Highway Diesel Fuel Prices reported by the U.S. Energy
Information Administration (eia.doe.gov.), regardless of the fuel type used to perform services for any
Customer location.
FUEL PRICE/GAL
Minimum Maximum Surcharge
$0.00 $3.25 10.00%
$3.26 $3.30 10.25%
$3.31 $3.35 10.50%
$3.36 $3.40 10.75%
$3.41 $3.45 11.00%
$3.46 $3.50 11.25%
$3.51 $3.55 11.50%
$3.56 $3.60 11.75%
$3.61 $3.65 12.00%
$3.66 $3.70 12.25%
$3.71 $3.75 12.50%
$3.76 $3.80 12.75%
$3.81 $3.85 13.00%
$3.86 $3.90 13.25%
$3.91 $3.95 13.50%
Minimum Maximum Surcharge
$3.96 $4.00 13.75%
$4.01 $4.05 14.00%
$4.06 $4.10 14.25%
$4.11 $4.15 14.50%
$4.16 $4.20 14.75%
$4.21 $4.25 15.00%
$4.26 $4.30 15.25%
$4.31 $4.35 15.50%
$4.36 $4.40 15.75%
$4.41 $4.45 16.00%
$4.46 $4.50 16.25%
$4.51 $4.55 16.50%
$4.56 $4.60 16.75%
$4.61 $4.65 17.00%
$4.66 $4.70 17.25%
$4.71 $4.75 17.50%
Note: For every additional $.05 increase in fuel price will result in an additional .25% in surcharge.
DocuSign Envelope ID: 78DC160C-F81A-4FE5-B1E8-821F94F0C92CDocuSign Envelope ID: 1CA9EC53-718E-4102-A81B-A369EFA0A83D
CONFLICT OF INTEREST QUESTIONNAIRE
CONFLICT OF INTEREST QUESTIONNAIRE - FORM CIQ
For vendor or other person doing business with local governmental entity
This questionnaire reflects changes made to the law by H.B. 23, 84th Leg., Regular Session.
This questionnaire is being filed in accordance with Chapter 176, Local Government Code, by a vendor who has a business relationship as
defined by Section 176.001(1-a) with a local governmental entity and the vendor meets requirements under Section 176.006(a).
By law this questionnaire must be filed with the records administrator of the local government entity not later than the 7th business day after
the date the vendor becomes aware of facts that require the statement to be filed. See Section 176.006(a-1), Local Government Code.
A vendor commits an offense if the vendor knowingly violates Section 176.006, Local Government Code. An offense under this section is a
misdemeanor.
1 Name of vendor who has a business relationship with local governmental entity.
2
Check this box if you are filing an update to a previously filed questionnaire.
(The law requires that you file an updated completed questionnaire with the appropriate filing authority not later than the 7th business day after the
date on which you became aware that the originally filed questionnaire was incomplete or inaccurate.)
3 Name of local government officer about whom the information in this section is being disclosed.
Name of Officer
This section, (item 3 including subparts A, B, C & D), must be completed for each officer with whom the vendor has an employment or other business
relationship as defined by Section 176.001(1-a), Local Government Code. Attach additional pages to this Form CIQ as necessary.
A. Is the local government officer named in this section receiving or likely to receive taxable income, other than investment income, from the vendor?
Yes No
B. Is the vendor receiving or likely to receive taxable income, other than investment income, from or at the direction of the local government officer
named in this section AND the taxable income is not received from the local governmental entity?
Yes No
C. Is the filer of this questionnaire employed by a corporation or other business entity with respect to which the local government officer serves as an
officer or director, or holds an ownership of one percent or more?
Yes No
D. Describe each employment or business and family relationship with the local government officer named in this section.
4
I have no Conflict of Interest to disclose.
5
Signature of vendor doing business with the governmental entity Date
Brink's, Incorporated
N/A
7/6/2021
DocuSign Envelope ID: 78DC160C-F81A-4FE5-B1E8-821F94F0C92CDocuSign Envelope ID: 1CA9EC53-718E-4102-A81B-A369EFA0A83D