Loading...
HomeMy WebLinkAboutTurf Tank USA Inc Rental Agreement for Robotic Field Stripping Machine - 082525 DLA PIPER Turf Tank USA Inc. 44tio 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. 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 4001bs.) 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 1 Total $0.00 One-time total $0.00 Fee 0 Total 1st Invoice $11,000.00 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 fi1e30-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 • • • • Base Station Control Unit III • Harness Robot Chassis • • • • Complete Rear Wheel Mount a Ir It e Battery Holder • • • • GNSS Antenna `0 • Actuator 11P1 1111 N., • Wheel Motor Set V V % • Shell .i .i NI • — --- • Complete Rack&Pinion Holder V V' V Control Panel V/ V V t' Disc Lift System ,V/ V V \V Robot Battery Charger V ,../ ;Y t Complete Front Bumper V/ V e e Complete Rear Bumper V V It t1 Robot Battery Villt ' Tablet • r Warranty Benefits&Coverage Annual Site Visits $750/per visit $750/per visit I 8750/pc,visit 2xiycar Annual Service Kit • 1 • { X lx/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 Corr:ponents) e e it e All major components of the robot are covered under the standard subscription warranty.You shall promptly 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;(i) 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 an 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 void warranty orr paint system:Pump,Succor Rod assembly,Solenoia,Tubing. • Overnight/Express Shipping:Covered by customers at cost. • Custom Modifications of Turf Tank robot wit void warranty. se:.. • Service Kit:Includes 1x Solenoid,lx Suction Rod Assembly,lx Tubing Set lx Pump, • Above Warranty does not cover breakdowns and general repairs c' "11y ■ Warranty components will be invoiced upon shipment,and fie credited or caused by the owner/operator neglect,acc.dental damage abuser r;use. cancelled immediatelyupon return of the defective component baca to IA Tank. including inadequate cleaning and improper storage • lhlartardy does not cover abor cos •■ All parts not mentioned on the et above is considered Wear&Tear. 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 £t 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: .12,take2 /<?C' Jos Peters, County Administrator Date CONTRACT REVIEW FORM Clear Form (INSTRUCTIONS ARE ON THE NEXT PAGE) �v7 CONTRACT WITH: Turf Tank USA Inc Contract No: N/A 7 a)s(o4.5—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: Exempt from Bid Process Revenue: Cooperative Purchase Expenditure: 17y s sao 4Sa 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: ElN/A: (.nCk Signature v 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. , ) CERTIFIED: 17 N/A: I— ! �fik ��1 Li., l/L-' S Signature to 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 1