HomeMy WebLinkAboutContract 47957 ��c�cv�� CITY sEcPoEriyt�r
CONTRACT NO.
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ADDENDUM TO AGREEMENT
BETWEEN
THE CITY OF FORT WORTH
AND
WEST PUBLISHING CORPORATION d/b/a WEST GOVERNMENT SERVICES
Title of Agreement: Print Services Agreement/Order Form ("the Agreement")
Vendor: West Publishing Corporation d/b/a West Government Services (West)
Term of Agreement: 36 months from effective date
Notwithstanding any language to the contrary in the attached Order Form presented by West
Publishing Corporation d/b/a West Government Services (Contractor) for print services
("services"), the City of Fort Worth ("City") and Contractor (collectively the "parties") hereby
stipulate by evidence of execution of this Addendum ("Addendum") below by a representative
of each party duly authorized to bind the parties hereto, that the parties hereby agree that the
provisions in this Addendum below shall be applicable to the Agreement. The parties agree that
Contractor will provide City the services as outlined in the attached Order Form, or as agreed to
upon extension or renegotiation. This Agreement and Addendum replaces all prior agreements
in place between the parties.
1. Term: The initial term of this Agreement shall begin upon execution and remain in effect for
36 months, unless extended or renegotiated by the parties.
2. Services and Costs: Although some terms and conditions of the Order Form are specific to
purchasing subscription services from Contractor, the parties agree that, under this Agreement,
the City is only purchasing print services as outlined in the Order Form and is not purchasing any
subscription services available from Contractor. The terms and conditions applicable to
subscription services in the Order Form shall not apply to this Agreement. The prices for print
services are outlined in the attached Order Form. Despite anything to the contrary in the
Agreement, the percent increase will be no more than 5% for years 2 and 3.
3. Insurance by City: The City is a governmental entity under the laws of the state of Texas
and pursuant to Chapter 2259 of the Texas Government Code, entitled "Self-Insurance by
Governmental Units," is self-insured and therefore is not required to purchase insurance. To the
extent the Agreement requires the City to purchase insurance, the City objects to this provision
and will provide a letter of self-insured status as requested by Contractor.
4. Insurance by Contractor: The Contractor shall carry the following insurance coverage with
a company that is licensed to do business in Texas or otherwise approved by the City:
1. Commercial General Liability
a. Combined limit of not less than $2,000,000 per occurrence; $4million aggregate or
OFFICIAL RECORD
CITY SECRETARY
FT.WORTH,TX
b. Combined limit of not less than $1,000,000 per occurrence; $2,000,000 aggregate and
Umbrella Coverage in the amount of$4,000,000. Umbrella policy shall contain a follow-
form provision and shall include coverage for personal and advertising injury.
2. Automobile Liability Insurance covering any vehicle used in providing services under this
Agreement, including owned, non-owned, or hired vehicles, with a combined limit of not
less than $1,000,000 per occurrence.
3. Professional Liability (Errors & Omissions) in the amount of $1,000,000 per claim and
$1,000,000 aggregate limit.
4. Statutory Workers' Compensation and Employers' Liability Insurance requirements per
the amount required by statute.
5. Technology Liability (Errors & Omissions)
a. Combined limit of not less than $5,000,000 per claim $5 million aggregate or
b. Coverage shall include, but not be limited to, the following:
(i) Failure to prevent unauthorized access
(ii) Unauthorized disclosure of information
(iii) Implantation of malicious code or computer virus
(v) Intellectual Property Infringement coverage, specifically including coverage
for intellectual property infringement claims and for indemnification and legal
defense of any claims of intellectual property infringement, including
infringement of copyright, or trade mark, brought against the City for use of
Deliverables, Software or Services provided by Contractor under this Agreement.
Technology coverage may be provided through an endorsement to the Commercial
General Liability (CGL) policy, a separate policy specific to Technology E&O, or an
umbrella policy that picks up coverage after primary coverage is exhausted. Either is
acceptable if coverage meets all other requirements. Any deductible will be the sole
responsibility of the Contractor Coverage shall be claims-made, with a retroactive or
prior acts date that is on or before the effective date of this Agreement. Coverage shall be
maintained for the duration of the contractual agreement and for two (2) years following
completion of services provided. An annual certificate of insurance shall be submitted to
the City to evidence coverage.
6. Any other insurance as reasonably requested by City.
General Insurance Requirements:
1. All applicable policies shall name the City as an additional insured thereon, as its
interests may appear. The term City shall include its employees, officers, officials,
agents, and volunteers in respect to the contracted services.
CFW/West Addendum
Page 2 of 5 [execution Copy date 6/28/16
2. The workers' compensation policy shall include a Waiver of Subrogation (Right of
Recovery) in favor of the City of Fort Worth.
3. Insurers will endeavor to provide Thirty (30) days' notice of cancellation of coverage to
the City. Ten (10) days' notice shall be acceptable in the event of non-payment of
premium. Notice shall be sent to the Risk Manager, City of Fort Worth, 1000
Throckmorton, Fort Worth, Texas 76102, with copies to the City Attorney at the same
address.
4. The insurers for all policies must be licensed and/or approved to do business in the State
of Texas. All insurers must have a minimum rating of A- VII in the current A.M. Best
Key Rating Guide, or have reasonably equivalent financial strength and solvency to the
satisfaction of Risk Management. If the rating is below that required, written approval of
Risk Management is required.
5. Any failure on the part of the City to request required insurance documentation shall not
constitute a waiver of the insurance requirement.
6. Certificates of Insurance evidencing that the Contractor has obtained all required
insurance shall be delivered to and approved by the City's Risk Management Division
prior to execution of this Agreement.
5. Indemnity: To the extent the attached Agreement requires the City to indemnify or hold
Contractor or any third party harmless from damages of any kind or character, the City objects to
these terms and any such terms are hereby deleted from the Agreement and shall have no force
or effect.
6. Attorneys' Fees, Penalties, and Liquidated Damages: To the extent the attached Agreement
requires the City to pay attorneys' fees for any action contemplated or taken, or penalties or
liquidated damages in any amount, the City objects to these terms and any such terms are hereby
deleted from the Agreement and shall have no force or effect.
7. Law and Venue: This Agreement and the rights and obligations of the parties hereto shall be
governed by, and construed in accordance with the laws of the United States and state of Texas,
exclusive of conflicts of law's provisions. Venue for any suit brought under this Agreement shall
be in a court of competent jurisdiction in Tarrant County, Texas. To the extent this Agreement is
required to be governed by any state law other than Texas or venue in Tarrant County, the City
objects to such terms and any such terms are hereby deleted from this Agreement and shall have
no force or effect.
8. Sovereign Immunity: Nothing herein constitutes a waiver of the City's sovereign immunity.
To the extent this Agreement requires the City to waive its rights or immunities as a government
entity, such provisions are hereby deleted and shall have no force or effect.
CFW/West Addendum
Page 3 of 5 Execution Copy date 6/28/16
9. No Debt: In compliance with Article 11 § 5 of the Texas Constitution, it is understood and
agreed that all obligations of the City hereunder are subject to the availability of funds. If such
funds are not appropriated or become unavailable, the City shall have the right to terminate this
Agreement except for those portions of funds which have been appropriated prior to termination.
10. Assignment: To the extent the Agreement addresses the right to assign any rights or interest
in the agreement to another party, such right of assignment shall be reciprocal, and neither party
shall have the right to assign or transfer any of its rights or interests in the Agreement without the
express prior written consent of the other party. However, the Contractor shall have the right to
assign the Agreement to any entity in which it is a recognized legal affiliate or subsidiary or
which such entity obtains a majority interest without the consent of the City. However,
Contractor shall give the City at least thirty (30) days written notice of any such assignment or
transfer of interest.
11. Confidential Information: The City is a government entity under the laws of the State of
Texas and all documents held or maintained by the City are subject to disclosure under the Texas
Public Information Act. To the extent the Agreement requires that the City maintain records in
violation of the Act, the City hereby objects to such provisions and such provisions are hereby
deleted from the Agreement and shall have no force or effect.
12. Addendum Controlling: If any provisions of the attached Agreement, conflict with the
terms herein, are prohibited by applicable law, conflict with any applicable rule, regulation or
ordinance of the City, the terms in this Addendum shall control.
13. Fiscal Funding Limitation: In the event no funds or insufficient funds are appropriated and
budgeted or are otherwise unavailable by any means whatsoever in any fiscal period for
payments due under this Agreement, then the City will immediately notify Contractor of such
occurrence and this Agreement shall be terminated on the last day of the fiscal period for which
appropriations were received without penalty or expense to the City of any kind whatsoever,
except to the portions of annual payments herein agreed upon for which funds shall have been
appropriated.
14. Right to Audit: Contractor 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 Contractor involving transactions relating to
this Agreement. Contractor agrees that City shall have access during normal working hours to
all necessary Contractor facilities and shall be provided adequate and appropriate workspace in
order to conduct audits in compliance with the provisions of this section. The City shall give
Contractor reasonable advance notice of intended audits.
Contractor further agrees to include in all its subcontracts hereunder a provision to the effect that
the subcontractor 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 subcontractor, involving transactions to the subcontract, and
further, that City shall have access during normal working hours to all subcontractor facilities, and
CFW/West Addendum
Page 4 of 5 Execution CoPe date 6/28/16
shall be provided adequate and appropriate work space, in order to conduct audits in compliance
with the provisions of this article. City shall give subcontractor reasonable advance notice of
intended audits.
Executed this the P4)—day o 29-- .
CITY OF FORT WORTH: WEST PUBLISHING CORPORATION
d/b/a WEST GOVERNMENT
SERVICES
By: _ ' By:
A am : Susan Alanis [Name]
s lstant City Manager [Title] S t�4 " wy eo
Date: Date:
APPROVE S TO FORM AND LEGALITY:
1
By:
JessiO Sangsv g
Assistant City Attorney I FO
0000 R
ATTEST:
V to
By: -0
City tary A�
Form 1295: Not Required
Contract Authorization:
Date Approved:
OFFICIAL RECORD
CFW/west Addendum CITY SECRETARY
Page 5 of 5 Execution Cop) date 6/28/16 FT. WORTH, TX
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FORT WORTH CITY ATTORNEY FORT WORTH CITY ATTORNEY FORT WORTH CITY ATTORNEY
TRACEY MCVAY TRACEY MCVAY TRACEY MCVAY
1000 THROCKMORTON ST 1000 THROCKMORTON ST 1000 THROCKMORTON ST
FORT WORTH,TX 76102 FORT WORTH,TX 76102 FORT WORTH,TX 76102
US US US
817-392-7600 817-392-7600 817-392-7600
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