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HomeMy WebLinkAboutCONSENT Turf Tank Department of Public Works O Consent Agenda Page 1 of 1 Jefferson County Board of Commissioners Agenda Request To: Board of Commissioners Josh Peters, County Administrator From: Monte Reinders, Public Works Director Agenda Date: August 25, 2025 Subject: Agreement for Robotic Athletic Field Marking Machine Statement of Issue: Parks and Recreation researched and selected a robotic athletic field striping machine called "Turf Tank". An annual rental agreement for the machine has been prepared and is ready for review and approval by the BoCC. Analysis/Strategic Goals/Pro's Ft Con's: Staff tested the Turf Tank and support its use. The machine needs one person to fill it with paint and set it up. It can autonomously stripe a football field in approximately 1.5 hours while the staff member does something else. This is compared to the 6 hours it takes two staff members to complete the same task. The Turf Tank will be used at both Memorial Field and HJ Carroll Park for football and soccer. Field users will appreciate the clean bright lines. It can also paint numbers and logos if desired. Fiscal Impact/Cost Benefit Analysis: The annual lease is $11,000 and includes support and a comprehensive warranty. The average annual cost of the aerosol paint currently used is $10,500. The machine will free-up approximately 132 hours of staff time over the course of the year. Memorial Field and HJ Carroll are critically important athletic facilities for youth and adults. In 2024 Memorial Field was used for 112 days of athletic events, and HJ Carroll was reserved for 67 days of soccer games and 27 days of softball games. Multiple games are played on each day at each location. Parks and Recreation will have the same number of maintenance staff in 2026 as it did in 2008. By three independent criteria, park use has tripled in that same time period. Park amenities like the JUMP! playground and the expansion of Gibbs Lake Park have also increased maintenance. The support of county leadership and innovations like this will continue to help parks and recreation rise to the challenge. Recommendation: Approve the rental agreement and return it to Public Works for signature by Turf Tank Inc. Department Contact: Matt Tyler, 385-9129 Reviewed By: Jos Peters, County Administrator Date CONTRACT REVIEW FORM Clear Form (INSTRUCTIONS ARE ON THE NEXT PAGE) CONTRACT WITH: Turf Tank USA Inc Contract No: N/A 1 ec045—Q77. Contract For: Rental agreement for robotic field striping machine Term: 8/6/25 to 8/6/28 COUNTY DEPARTMENT: Public Works Contact Person: Matt Tyler Contact Phone: 360-385-9129 Contact email: mtyler@co.jefferson.wa.us AMOUNT: $11,000/year for 3 years.(can be canceled at the end of any year) PROCESS: 3� Exempt from Bid Process Revenue: _ Cooperative Purchase Expenditure: Oil $?sa0 .4S14,0 Competitive Sealed Bid Matching Funds Required: n/a _ Small Works Roster Sources(s) of Matching Funds _ Vendor List Bid Fund# _ RFP or RFQ Munis Org/Obj Other: APPROVAL STEPS: STEP 1: DEPARTMENT CERTIFIES COMPLIANCE WITH JCC 3.55.080 AND CH PTER 42.23 RCW. CERTIFIED: El N/A:l—I ("C `�S Signature C Date STEP 2: DEPARTMENT CERTIFIES THE PERSON PROPOSED FOR CONTRACTING WITH THE COUNTY (CONTRACTOR) HAS NOT BEEN DEBARRED BY ANY FEDERAL, STATE, OR LOCAL AGENCY. Wikiv.)reaCERTIFIED: I J N/A: 1 '\c Signatuto STEP 3: RISK MANAGEMENT REVIEW(will be added electronically through Laserfiche): Electronically approved by Risk Management on 8/20/2025. STEP 4: PROSECUTING ATTORNEY REVIEW(will be added electronically through Laserfiche): Electronically approved as to form by PAO on 8/20/2025. Rental agreement resubmitted after revisions made to choice of law provision and auto renewal terms. Thank you for making the changes. STEP 5: DEPARTMENT MAKES REVISIONS & RESUBMITS TO RISK MANAGEMENT AND PROSECUTING ATTORNEY(IF REQUIRED). STEP 6: CONTRACTOR SIGNS STEP 7: SUBMIT TO BOCC FOR APPROVAL DLA PIPER Turf Tank USA Inc. +ter TURF TANK Rental Agreement Appendix to Rental Agreement on Turf Tank autonomous line marking robot Appendix(A)—Annual Appropriation Clause;Right of First Refusal Customer represents that funds either are,or can and will be,obtained in amounts sufficient to make all Rental Payments during the Rental term in each fiscal year. If Customer's official governing body fails to appropriate Customer funds for the succeeding fiscal year to meet all payment obligations under the Rental Agreement for such fiscal year,as determined by Customer in good faith, Customer may terminate the Rental Agreement at the end of the then-current fiscal year,by giving ninety(90)days prior written notice to Lessor; provided that prior to any such termination of the Rental Agreement,the parties agree to meet and discuss such shortfall of funds and the effect of such shortfall on Customer's ability to pay the Rental Payments for the subsequent fiscal year. Customer's written notice of termination will include a signed statement by Customer's President, or another authorized individual of Customer, confirming termination of the Rental Agreement due to a loss of funding or appropriations to make the Rental Payments for the Equipment and services described in the Rental Agreement, and such statement will ensure Customer will not purchase such related equipment or services for the remainder of the fiscal year for which Customer has certified the lack of funding or appropriations applies. Upon termination of the Rental Agreement, Customer will be responsible for the payment due prior to the end of the 90-day notice period referred to above. Upon the occurrence of this event,Customer shall, at Customer's cost and expense, both restore the Equipment to its original condition (excepting only reasonable wear and tear) and return it to Lessor in accordance with the terms set forth in the Rental Agreement. During the term of the Rental Agreement and for a period of two (2) year thereafter,Customer will not,directly or indirectly,enter into any agreement or consummate any transaction, or accept an offer from, a third party for equipment or services (related to field painting)(a"Third Party Transaction")without first complying with this Appendix A. If Customer proposes to enter into any bona fide Third Party Transaction,then at least sixty(60)days prior to the closing of such Third Party Transaction,Customer shall provide Lessor with written notice of such proposed Third Party Transaction(a"ROFR Notice").Each ROFR Notice shall include the identity of all proposed parties to the Third Party Transaction and the material financial and other terms and conditions of such Third Party Transaction (the"Material Terms"). Each ROFR Notice constitutes an offer made by Customer to enter into an agreement with Lessor on the Material Terms(the"ROFR Offer"). At any time prior to the expiration of the thirty (30) day period following lessor's receipt of the ROFR Notice (the "Exercise Period"), Lessor may accept the offer by delivery to Customer of a written notice of acceptance of the ROFR Offer, executed by Lessor. Upon Lessor's acceptance of a ROFR Offer, Customer and Lessor will use reasonable commercial efforts to execute an agreement that incorporates the Material Terms and such other terms and conditions as are customary in transactions of a similar size and nature. If,by the expiration of the Exercise Period,Lessor has not accepted the ROFR Offer,and provided that Customer has complied with all of the provisions of this Appendix A, at any time during the thirty (30) day period following the expiration of the Exercise Period, Customer may consummate the Third Party Transaction with the counterparty identified in the applicable ROFR Notice,on terms and conditions that are the same or more favorable to Customer as the Material Terms set forth in the ROFR Notice. If such Third Party Transaction is not consummated within such thirty (30) day period,the terms and conditions of this Appendix A will again apply and Customer will not enter into any Third Party Transaction during the ROFR Period without affording Lessor the right of first refusal on the terms and conditions of this Appendix A.This Appendix A shall survive the termination or expiration of the Rental Agreement and remain in full force and effect. (Signature Page Follows) For the Customer: For the Lessor,Turf Tank USA Inc. Title: Rental Agreement Commencement Date Full Legal Name: Rental Agreement Number: Accepted by and Date: Accepted by and Date: Customer Signature: Lessor Signature: Approved as to fo only: for 08/20/2025 hilip C.Hunsucker, Date Chief Civil Deputy Prosecuting Attorney Jefferson County,Washington TURF TANK Rental Agreement 2025 CUSTOMER INFORMATION Company Name Country Phone Number [WA]Jefferson County Parks and Recreation United States Billing Address City State Zip 623 Sheridan Street Port Townsend WA 98368 PALLET DELIVERY Address(Estimated Weight:Up to 400lbs.) City State Zip 623 Sheridan Street Port Townsend WA 98368 EQUIPMENT INFORMATION Equipment Description Package Type Record ID Quantity Turf Tank Two Plus 8353480054 1 PAYMENT INFORMATION Recurring Turf Tank Two - Plus -3 Years Subscription -With Paint (SKU:90301030211) - $11,000.00 Includes: - Unlimited Sports included -Turf Tank Two+GPS Package -Tablet(Samsung Galaxy Tab) -5.5 gal Paint Capacity -Annual Paint Allotment Included: $2,000 (White) -Continuous Software Improvements - Geometry Package included - Free-form text creation included -Training& Online resources included - (2) Robot Batteries for Turf Tank Two - Upgrade kit Included: 1x Suction Rod, 3x Ground Spikes -Customer Support: Normal Business Hours (Mon-Fri) -Major Components Warranty- Covered (See warranty document) -Wear and tear warranty-60 days covered (See warranty document) 1 Total $11,000.00 Maintenance Visit Price $750.00 Discount. $750.00 • 1 Total $0.00 Total Annual Value $11,000.00 Total Contractual Value $33,000.00 Total Number of Payments 3 Amount Due per Payment $11,000.00 One-time Implementation Fee Price $1,700.00 Includes: Discount 100 -Configuration &Shipping of Robot - Secure Inventory& Lock in Installation Date - Product Training & Online Resources Quantity 1 Total $0.00 One-time total $0.00 Fee 0% Total 1st Invoice $11,000.00 TERMS AND CONDITIONS 1.Equipment and Services:NAME OF CUSTOMER: [WA]Jefferson County Parks and Recreation ("Customer"or"You")requires access to certain equipment and software and Intelligent Marking USA Inc.dba Turf Tank("Turf Tank","us"or"we)has the right to rent or sell the equipment listed above and,on any schedule,attached to this Agreement(the"Equipment")and to provide access to certain software embedded in the Equipment.Turf Tank ApS(the"Owner")holds full and unconditional title to the Equipment and all underlying software(see Section 3 below).This Agreement is effective on the date that it is accepted and signed by us,and the term of this Agreement begins on that date or any later date that we designate(the "Commencement Date')and continues thereafter for the number of months indicated above("Initial Rental Term").This Agreement shall automatically renew for successive twelve(12)month periods(each an"Extended Term"and together with the Initial Term,the"Term")unless either party notifies the other party of its intent not to renew at least thirty(30)days prior to the expiration of the Initial Term or then-current Extended Term.Turf Tank grants you a limited,nontransferable,non- sublicensable right to use the Equipment and underlying software during the Term of this Agreement,subject to these terms and conditions. 2.Fees,Billing,and Payment Terms:The implementation fee and the initial Equipment subscription fee("Service Fees")will be invoiced on the date of Equipment shipment and shall be payable Net 18 from the invoice date.At each Renewal Term,the Service Fees will be invoiced thirty(30)days prior to the anniversary of the install date and shall be payable Net 30 from the invoice date.In addition to Service Fees,you agree to pay when due,either directly or as reimbursement to Turf Tank,all sales,use and personal property taxes and charges in connection with the ownership and use of the Equipment,unless you provide us with a copy of your valid tax-exempt certificate.Any such applicable charges will be reflected on invoices issued to you.You agree to pay all undisputed charges on a timely basis.You shall provide written notice of,and the basis for,any such good faith disputed amount,(via e-mail at billing@turftank.com)within forty-five(45)days of the date of the invoice.The parties will reasonably and expeditiously work to resolve the dispute.Failure of Turf Tank to invoice you in a timely manner for any amounts due under this Agreement shall not be deemed a waiver by Turf Tank of its rights to payment and all outstanding amounts shall remain due and payable in full by you. 3.Title:The Owner,a Danish private limited company validly incorporated under the laws of Denmark with a company registration no.36722436 and a registered address at Skjoldet 20 DK9230 Svenstrup J,has full and unconditional title to the Equipment and software. 4.Equipment Use,Maintenance,Warranties and Data Access:During the Term,Turf Tank hereby transfers to you any manufacturer warranties to the extent the same are provided to us by Owner,and such warranty coverage is set forth on Subscription Warranty document to this Agreement("Warranty").You shall promptly notify us of any defect or issue related to the Equipment covered by Warranty("Warranty Claim")and Turf Tank will,at our option,and as our sole and exclusive liability and your sole and exclusive remedy,either repair the defect or issue,or replace the Equipment.Aside from items covered by Warranty,you shall,at your cost,keep the Equipment in good working condition,including maintaining all supplies and repairs.You hereby acknowledge and consent to the acquisition by us or Owner of certain data generated from your operation of the Equipment("Usage Data").You agree that we or Owner shall own all rights in and to such Usage Data,and may access and use such Usage Data.The Warranty does not apply to any Equipment that has been:(i)subjected to(a)abuse,misuse,neglect, accident,(b)improper testing,installation,storage,or handling,(c)abnormal physical stress,environmental conditions or use contrary to any instructions issued by us;(ii)reconstructed,repaired or altered by any party other than Turf Tank;(iii)used with any third-party product(s),hardware or product that has not been authorized in writing by Turf Tank;or(iv)damaged or destroyed due to an event beyond your or our reasonable control. 5.Assignment:You shall not transfer,sell,sublease,assign,pledge,or encumber either the Equipment or any rights under this Agreement without Turf Tank's prior written consent.You agree that Turf Tank may freely sell,assign,or transfer this Agreement.The rights of the new owner will not be subject to any claims, defenses,or setoffs that you may have against us,the Owner or any third party. 6.Risk of Loss;Limit of Liability:To the fullest extent permitted by applicable law,you are responsible for all risks of loss or damage to the Equipment and responsible and liable for any personal injury(including death),or real or personal property damage resulting from the Equipment,and if any such damages or loss occurs,you shall be required to satisfy all of yourobligations under this Agreement.Neither we nor the Owners are responsible for any losses or injuries caused by the Equipment.In no event shall Turf Tank or Owner be liable to you or any third party for any lost profits,loss of data,special,consequential,exemplary,punitive, incidental,or indirect damages or costs(including legal fees and expenses)in connection with any claim arising from this agreement.The total cumulative liability shall not in the aggregate exceed the service fees paid by you to Turf Tank under this agreement in the twelve(12)months immediately preceding the event. 7.End of Agreement:At the end of the Term,you shall have the option to renew the existing agreement for an additional three(3)years at current rate or the Extended Term from section 1 takes effect and shall automatically renew for a maximum of one time for an additional twelve(12)months.If you choose to end agreement per section 1 conditions,you shall return the Equipment in Good Working Condition(as defined below)at your cost to the location we specify.The Equipment must be returned with accessories,parts,and major components that were originally delivered with the equipment.Major components consist of but not limited to the following-the control unit,rover,base station,robot batteries,etc.Any clear,visual damage to the Equipment that will require repair,as determined in Turf Tank's discretion,will be invoiced.Regular wear and tear is acceptable."Good Working Condition"of Equipment means:(a)the base must be able to power on and connect to a minimum of 12 satellites;(b)the robot must be able to power on and connect to a tablet;(c)the robot must be able to run the standard installed plan;and(d)the tablet must be able to power on and connect to the robot. 8.Default and Remedies:You shall be deemed in default on this Agreement if:(a)you fail to pay any Service Fees or any other amount when due;or(b)you breach any other obligation under this Agreement or any other agreement with us.If you are in default,we may:(i)remotely disable the Equipment and/or its software so that it is unable to function for its intended use,(ii)escalate the aged debt to a third party collection agency,(iii)place any supplies,parts or service on hold,(iv) peacefully repossess the Equipment,and(v)pursue any and all other legal and/or equitable remedies for any unpaid balances,including court costs and legal fees. 9.Attorney Fees and Miscellaneous:This Agreement was made in the State of Georgia,is to be performed in WA and shall be governed in accordance with the laws of WA.Any action arising out of this Agreement shall be adjudicated in a court of competent jurisdiction in Jefferson County,Washington.You agree the Equipment shall only be used for your internal business purposes and not for personal,family or household use,and shall not be moved from the above location or a location under your control,without our consent.We,or whoever we authorize hereto,may inspect the Equipment during the Term of this Agreement.Any amendment or revision to this Agreement must be in writing and signed by both parties to be enforceable.You agree that a facsimile or electronic mail copy of this Agreement with facsimile or electronic mail signatures may be treated as an original and will be admissible as evidence of this Agreement. 10.Special Terms: FIRST INVOICE DETAILS CUSTOMER SIGNATURE TURF TANK REPRESENTATIVE 1st Subscription Invoice + $11,000.00 Full Name Full Name Implementation Fee + $0.00 Title Title Other + Sales Manager Total Payment Enclosed + $11,000.00 Date Date ©DUE NET 18 DOther: Signature !Signature 0 PURCHASE TERMS & COMMENTS INVOICE INVOICE DETAILS Implementation Fee Invoice& Implementation Fee&Subscription or Purchase Invoice will be issued atdate of First Invoice shipment with net 18 payment terms.The invoice will be emailed tothe billing contact on file and will be from billing@turftank.com. Renewal Invoices Subscription Renewal Invoices will be emailed to the billing contact on file30-days prior to the subscription date with net 30 payment terms. ***Sales Tax is not included in the above quote. If you are not tax-exempt you will be subject to sales tax on your invoices. If you are tax-exempt,we will need to collect and validate your tax-exempt certificate. SUBSCRIPTION WARRANTY TURF TANK Subscription Type Basic The Gridiron Plus Pro Major Components Rover qrs V V Base Station V e, , Vi` Control Unit v ev Harness v ./' Robot Chassis V' I Complete Rear Wheel Mount III J Battery Holder ../' —� v V GNSS Antenna VI V V Actuator V' 40 ✓ Wheel Motor Set ,r'' Shell `v' ?P' 'V V Complete Rack&Pinion Holder V V V ve Control Panel V V V Disc Lift System ,V Robot Battery Charger V V v V Complete Front Bumper V/ V Complete Rear Bumper Nil V V Robot Battery _'./ V V V Tablet :V V V V Warranty Benefits&Coverage Annual Site Visits $750/per visit $750/per visit $750/per visit 2xi year Annual Service Kit X X X lxf year Wear&Tear Parts 30 days 60 days 60 days 90 days Discount on Major Components X X 20% 40% Discount on Wear&Tear Parts X X 20% 40% Upon Delivery of Robot`(V/ear&Tear Components) All major components of the robot are covered under the standard subscription warranty.You shall promply notify us of any defect or issue related to the Equipment covered by Warranty and Turf Tank will,at our option,and as our sole and exclusive liability and your sole and exclusive remedy,either repair the defect or issue,or replace the Equipment.The Warranty does not apply to any Equipment that has been:(i)subject to(a)abuse,misuse,neglect,accident, (b)improper testing,installation,storage,or handling,(c)abnormal physical stress,environmental conditions or use contrary to any instructions issued by us;(ii) reconstructed,repaired or altered by any party other than Turf Tank;(iii)used with any third-party product(s),hardware or product that has been authorized in writing by Turf Tank;or(iv)damaged or destroyed due to en event beyond your or our reasonable control. "Upon delivery and training of the robot,each robot regarldess of subscription type or robot type will be equipped with a new pump,valves,and tubes. • Standard Ground Shipping:Covered by Turf Tank on warranty parts. • Use of non-approved paint will vo'.d warranty or paint system:Pump,Suction • Overnight/Express Shipping:Covered by customers at cost. Rod assembly,Solenoid,Tubina • Custom Modifications of Turf Tank robot will void warranty. a Service Kit:includes lx Solenoid,ix Suction Rod Assembly,lx Tubing Set lx Pump. • Above Warra^ty does not cover breakdowns and general repairs di'ectly • Warranty components will be invoiced upon shipment,ano t^e^credited or caused by the owner/operator neglect,acc.dental damage abuser r,,usa, cancelled immediately upon return of the defective component bac<to Tort Tank. including inadequate cleaning a^d improper storage • Warranty does not cover laboreost. • All parts not mentioned on the 1st above is considered Wear&Tear.