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HomeMy WebLinkAboutContract 26553 CITY SECRETARY CONTRACT NO. �P STATE OF TEXAS § COUNTIES OF TARRANT § AND DENTON FORT WORTH MUNICIPAL BUILDING FOOD SERVICE FACILITY AGREEMENT WHEREAS, the City of Fort Worth desires to enter into an agreement for operating and servicing of a cafeteria and related vending facilities to provide food service to its employees and members of the public; and WHEREAS, Ralph and Maria Weber, individually and doing business as Weber Cafeteria Services presently provide food services in the Metroplex and propose to equip and operate the cafeteria and vending facilities for the City of Fort Worth; and WHEREAS, the City of Fort Worth and Ralph and Maria Weber, individually and doing business as Weber Cafeteria Services, mutually desire to enter into an agreement whereby, for the below stated consideration, Ralph and Maria Weber, individually and doing business as Weber Cafeteria Services; will operate a cafeteria with related vending facilities as described in its bid proposal to the City of Fort Worth; NOW, THEREFORE, KNOW ALL BY THESE PRESENTS: That, for and in consideration of the mutual covenants,promises and agreements contained herein, the City of Fort Worth, hereinafter referred to as "City", acting by and through Charles R. Boswell, its duly authorized Assistant City Manager, and Ralph and Maria Weber, individually, and doing business as Weber Cafeteria Services, hereinafter referred to as "Contractor", do hereby covenant and agree as follows: 1. PURPOSE Subject to all of the terms, provisions and conditions herein set forth, City hereby grants to Contractor the right to operate the cafeteria and vending facilities in the Fort Worth Municipal Complex designated by the City Manager or his authorized representative. Such facilities will be operated for the purpose of selling to City employees and to the public soft drinks, candies, confections, notions, food and related items. No alcoholic beverages of any kind will be stored, dispensed or sold. 2. LICENSE The license herein granted shall extend to the Contractor only in the area of the Fort Worth Municipal Complex described and delineated on the attached plan marked Exhibit "A", which Exhibit is incorporated herein by reference for all purposes. This Agreement shall not be exclusive in areas intended for use by City employees in connection with the performance of their duties nor shall this Agreement prohibit City from allowing certain groups or organizations to periodically sell food or food products on the premises. No vending equipment shall be located outside of the principal vending area as designated on Exhibit "A" without the express written approval of the City Manager or his duly authorized representative. Contractor shall not permit any person to use the cafeteria or vending facilities for any unlawful or immoral purpose. 3. TERM AND PAYMENT 3.1 The primary term of this Agreement shall be for a period of three (3) years,with the option to renew for two additional one year temps, said primary term commencing on February 12, 2001, or the date of full operation of the cafeteria and vending facilities whichever is later. 3.2 As consideration for the rights granted to Contractor hereunder, Contractor shall pay City a monthly flat fee for the first three years and a renegotiated amount for each one year remaining under the option based on the cost of city services provided to Contractor. The current fee is as follows: 2001 - $650 month 2002 - $650 month 2003 - $650 month Such consideration shall be paid monthly on or before the twelfth (12th) day of each calendar month during the term hereof, for the preceding calendar month, with the first payment to be due February 12, and the final payment January 12, 2003, with the renegoiated amount for the option years to follow the same schedule. Contractor shall be assessed a late payment charge in the event payment is not made as specified, calculated at the maximum interest rate allowed by law, not to exceed twenty-four percent (24%)per annum. 3.3 All such payments shall be made to the Office of the Finance Director, Finance Department, 1000 Throckmorton Street, Fort Worth, Texas 76102. 4. CONTRACTOR OBLIGATIONS 4.1 Contractor agrees to operate the cafeteria and vending facilities in a first class manner and in strict compliance with all applicable laws, Federal, State and local, including all applicable ordinances and the Charter of the City of Fort Worth, all applicablet' _ and ^ requirements of the Health, Police and Fire Departments, and shall ob 3C- Cl oilier applicabble � UN1�J MNl10tl� regulations of the City of Fort Worth. The services and operations to be performed by Contractor are described in Contractor's services proposal, which is attached hereto as Exhibit "B" and incorporated herein for all purposes. Where any conflict in provisions exists between this Agreement and Exhibit "B", this Agreement shall control. All work shall be performed in accordance with the terms of this Agreement and for the consideration herein stated. 4.2 Contractor shall obtain and pay for all necessary permits and licenses in connection with the operation of the cafeteria and vending facilities, and shall pay for and remit to the appropriate authorities all applicable taxes owing in connection with its operations under this Agreement. Contractor shall use only clean, up-to-date vending equipment in its operations on the demised premises. Contractor shall keep the cafeteria and vending facilities open for business during such hours and on such days as may be prescribed by City. 4.3 Contractor agrees that it will, at its own expense, keep , and maintain the food service equipment furnished by Contractor in good condition and to return the cafeteria and vending facilities to City upon the expiration or termination of this Agreement in the condition received, ordinary wear and tear and loss or damage caused by fire, flood or act of God excepted. City shall have the right and privilege, through its agents and officials, to make inspection of the demised premises and thereafter to make reasonable recommendations to Contractor of any repairs that, in the City's opinion, are necessary to be performed by Contractor upon the demised premises in accordance with the foregoing. Contractor will commence repairs within a reasonable time not to exceed thirty (30) days from the date that such recommendations are made. 4.4 It is further agreed that Contractor shall not do or permit to be done anything in or upon the demised premises or bring or keep anything therein or thereon which will in any way conflict with the conditions of any insurance policy upon the Municipal Complex or any part thereof, or in any way increase the rate of fire insurance upon the building or on the property kept herein in effect on the effective date of this Agreement. 4.5 Contractor shall furnish to the City Manager or his duly authorized representative in advance of its operations, a list of the items, goods, services and/or products to be dispensed or sold on a regular basis by Contractor on City premises and the prices to be charged therefor. Such list shall be approved by the City Manager or his ' duly authorized representative and shall be subject to reconsideration and review from time to time when desired by City or the Contractor, but no amendment thereof shall take effect until approved in writing by the City Manager or his duly authorized representative. Items, goods, services and/or products not reflected on said list may be sold by Contractor from time to time at prices comparable to those charged for regularly sold items, but not to the exclusion of any items, goods, service and/or products on said list. Contractor shall post in a conspicuous place on the described premises a list of all approved prices to be charged for items, goods, services and/or products sold hereunder. 4.6 Contractor shall furnish a sufficient number of trained, courteous personnel to efficiently operate the cafeteria and vending services hereunder. 5. CITY RESPONSIBILITIES 5.1 City shall furnish and maintain, at its sole expense, the cafeteria and vending facilities, (but not the food service equipment to be maintained by Contractor) including toilet facilities and dressing rooms for Contractor employees normally made available to City employees. City shall furnish, at its sole expense, such electricity, gas, water, heat, air conditioning and sewerage utilities as are necessary for the efficient operation of the cafeteria and vending facilities. City shall monitor annually the useage of such expense to ensure recoverery of the cost associated therewith. City shall be responsible for the periodic waxing and buffing of floors and cleaning, shampooing and maintaining the carpets. City shall designate a location in the Fort Worth Municipal Building where Contractor shall deposit trash and garbage in such containers as may be prescribed by City, and City shall provide for the removal of trash and garbage from such designated locations. 5.2 City, through its duly authorized representatives, shall have the full and unrestricted right to enter the premises herein demised for the purpose of doing any and all things which City is authorized or required to do under the terms of this Agreement or which may be deemed necessary for the proper conduct and operation of City's Municipal Building. 5.3 City shall be responsible for providing adequate security for Contractor personnel, equipment, inventory and cash while on City's premises; however, City does not warrant the prevention of any loss to Contractor due to vandalism, riot or forcible entry. 6. ALTERATION AND ADDITION TO PREMISES 6.1 Contractor shall not make or suffer any waste or damage to the premises, nor will Contractor cause or permit any holes to be drilled or made into any concrete, stone,brick or plaster, nor any placards or signs, however attached to City premises, to be placed at any location in the Fort Worth Municipal Complex or on the grounds thereof except as specifically provided below. Contractor shall not make any material alterations or additions to the premises without express approval in writing in advance by the City Manager or his duly authorized representative. Any architectural additions or alterations made and attached to the premises by Contractor shall become the property of City upon termination of this contract. Contractor may, at its own expense and with the prior written approval of the City Manager or his duly authorized representative, install signs in the Fort Worth Municipal Complex indicating the location and nature of the food service facilities; however, any signs so installed must be in keeping with the design of the building and of other signs therein. Contractor agrees to reimburse City for any damage or injury resulting from the installation, maintenance or removal of any such signs. City shall not be responsible for any damages or loss to such signs. 6.2. All food service outlets shall be located as identified on Exhibit"A". Any changes require the prior written approval of the City Manager or his duly authorized representative. 7. INSURANCE 7.1 Contractor shall comply with the following insurance requirements: Commercial General Liability $1,000,000.00 each occurrence 2,000,000.00 aggregate 250,000.00 fire legal liability insurance Coverages included under the policy shall not exclude: products/completed operations; contractual liability; personal injury and advertising liability. Auto Liability $1,000,000.00 each accident Coverage is to be any auto used in the course of Contractor's services performed under this contract agreement. Workers' Compensation Insurance Part A: statutory limits Part B: employer's liability $100,000.00 each accident 500,000.00 disease—each employee 100,000.00 disease—policy limit The policy is to be endorsed with a waiver of subrogation in favor of the City of Fort Worth. 7.2 Other insurance requirements and terms (a) The City is to be endorsed as an additional insured under Contractor's liability insurance policies. (b) The deductible limit on any one policy for any one occurance shall not exceed $5,000.00 unless otherwise approved by the City. (c) Insurers of any and all insurance policies maintained by Contractor shall be authorized, or not disapproved to do business in the state of Texas, by the Texas Department of Insurance and be of financial strength and solvency acceptable to the City of Fort Worth. (d) Certificate of Insurance must be provided to the City documenting required insurance coverage prior to commencement of operation d herein. GS � 1D Throughout the term of this contract, failure of the City to request certificates of Contractor's current insurance coverages shall not be construed as a waiver of such insurance requirements. (e) Each Insurance policy shall be endorsed with a thirty days notice of cancellation, non-renewal, or material change in coverage such that the City is assured to receive in writing such notice accordingly. (f) Contractor shall procure certificates of insurance from its key subcontractors and/or suppliers documenting reasonably equivalent insurance coverages and limits thereof as thjosse required of the Contractor. Upon request by the City, Contractor shall provide City such insurance documentation within a reasonable time frame of City's request and at no cost to the City. This insurance requirement may be waived at the sole discretion of the City. 7.3 Property insurance covering the contents belonging to Contractor and/or any supplies or materials for which the Contractor is responsible shall be the legal liability of the Contractor and not that of the City. 8. TERMINATION 8.1 Except as otherwise provided herein, any breach, default or failure by Contractor to perform any of the duties or obligations assumed by Contractor hereunder or to faithfully keep and perform any of the terms, conditions and provisions hereof shall be cause for termination of this agreement by City in the manner set forth in this paragraph. City shall deliver to Contractor thirty (30) working day's prior written notice of its intention to so terminate this agreement, including in such notice a reasonable description of the breach, default or failure. If within said thirty (30) working days Contractor shall fail or refuse to cure, adjust or correct same to the satisfaction of City, then and in such event City shall have the right, without further notice to Contractor and without being deemed guilty of trespass and without any liability whatsoever on the part of the City, to declare this Agreement terminated and enter upon and take full possession of the premises, by force or otherwise, and without legal process, expel, oust and remove any and all parties who may occupy any part of said premises and any or all fixtures and equipment not belonging to City that may be found within or upon said premises without being liable for damages therefor. In the event of termination of this Agreement according to its provisions by City, all rights, powers, and privileges of Contractor hereunder shall cease and terminate as of the effective date of such termination, and Contractor shall immediately vacate said premises within two (2) working days and shall make no claim of any kind whatsoever against City, its agents or representatives,by reason of such termination. 8.2 Any failure by City to so terminate this Agreement or the acceptance by City of fees for any period of time after such breach, default or failure by Contractor shall not be determined to be a waiver by City of any rights to terminate this Agreement for any subsequent breach, default or failure. 1^^�,irt�UllD ��Wo 8.3 City may terminate this Agreement at any time for any reason upon ninety (90) days' written notice to Contractor, and Contractor may terminate this Agreement at any time for any reason upon ninety(90) days' written notice to the City. 8.4 Contractor agrees that in the event any proceedings in bankruptcy or insolvency shall be instituted against Contractor, whether voluntary or involuntary, City may, at its option, declare this Agreement terminated and upon such declaration, Contractor agrees to give and deliver immediate possession of the premises to City. 8.5 The City's right to terminate this Agreement shall be cumulative of any other legal or equitable remedy available to City for breach, default or failure by Contractor. 9. INDEPENDENT CONTRACTOR 9.1 Contractor shall operate hereunder as an independent contractor and not as an officer, agent, servant or employee of City. Contractor shall have exclusive control of, and the exclusive right to control, the details of its operation hereunder, and all persons performing same, and shall be solely responsible for the acts and omissions of its officers, agents, employees, contractors and subcontractors. The doctrine of the respondeat superior shall not apply as between City and Contractor, its officers, agents, employees, contractors and subcontractors. Nothing herein shall be construed as creating a partnership or joint enterprise between City and Contractor, its officers, agents, employees, contractors and subcontractors. 9.2 Contractor agrees that no supervisory employees of City will be hired by Contractor for the term of this Agreement and six (6) months thereafter. 9.3 City acknowledges that Contractor has invested considerable amounts of time and money in training its supervisory employees in the systems,procedures, methods, forms, reports, formulas, computer programs, recipes, menus,plans techniques and other valuable information which is proprietary and unique to Contractor's mariner of conducting its business. Therefore, City agrees that supervisory employees of Contractor will neither be hired by City to perform services similar to Contractor's business for the term of this Agreement and six (6) months thereafter, nor will City permit supervisory employees of Contractor to be employed on City's premise to perform services similar to Contractor's business for a period of six (6) month subsequent to the termination of this Agreement (unless such employees were formerly employees of City). For the purpose of this prohibition, "supervisory employees" shall be defined as those persons who have directly or indirectly performed management or professional services on City's premises at any time during the twelve(12) month period immediately preceding termination of this Agreement. 9.4 In addition, City agrees that if it violates the conditions set forth in the immediately preceding paragraph, then subject to City Council appropriation of funds the City shall pay to Contractor and Contractor shall accept as liquidated damages and not as a penalty for such breach, an amount up to but not exceeding two times the annual salary of the Contractor supervisory employee hired by City or allowed to work on City's premises in violation of the terms of this Agreement. 10. INDEMNIFICATION 10.1 Subject to the terms and conditions of Section 7 hereof, Contractor agrees to, and does hereby, indemnify, hold harmless and defend City, its officers, agents, servants and employees, from and against any and all claims or suits for property damage, loss and/or personal injury, including death, to any and all persons, of whatsoever kind or character, whether real or asserted, arising out of or in connection with Contractor's operations on City's premises. 10.2 Subject to the terms and conditions of Section 8 hereof, Contractor will likewise indemnify and hold harmless City for any and all damage, destruction or loss of City property arising out of or in connection with the acts or omissions of Contractor, its officers, agents, employees, contractors, subcontractors, licensees, invitees or customers. 10.3 It is expressly understood and agreed that Contractor will indemnify, hold harmless and defend City, its officers, agents, servants and employees from and against any and all claims or suits for personal injury, including death, to any and all persons, of whatsoever kind or character, whether real or asserted, arising out of or in connection with the consumption or use of any items, goods, services and/or products sold on the herein described premises by Contractor, its officers, agents, employees, contractors, subcontractors, licensees or invitees. 10.4 Nothing in this Agreement shall require Contractor to indemnify City against or hold City harmless from any claims or suits for property damage, loss and/or personal injury, including death, arising out of City's negligence or that of its officers, agents, servants, employees or subcontractors other than Contractor. 11. DISCRIMINATION BY CONTRACTOR 11.1 Contractor, in the execution, performance or-attempted performance of this Agreement, will not discriminate against any person or persons on any unlawful basis nor will Contractor permit its officers, members, agents, employees or subcontractors to engage in such discrimination. 11.2 This Agreement is made and entered into with reference specifically to the ordinances codified as Chapter 13A, Article III ("Discrimination in Employment Practices") of the City Code of the City of Fort Worth, and Contractor hereby agrees that Contractor, its officers, members, agents, employees and subcontractors, have fully complied with all provisions of same and that no employee or employee-applicant has been discriminated against by the terms of such ordinances by either the Contractor, its officers, members, agents, employees or subcontractors. �CMG�� ° Eff A 12. NOTICES TO PARTIES 12.1 Notice addressed to City pursuant to the provisions of this Agreement shall be conclusively determined to have been delivered at the time same is deposited in the United States mail, in a sealed envelope with sufficient postage attached, addressed to James Keyes, Finance Department, City of Fort Worth, 1000 Throckmorton Street, Fort Worth, Texas 76102, and notice to Contractor shall be conclusively determined to have been delivered at the time same is deposited in the United States mail, in a sealed envelope with sufficient postage attached, and addressed to Ralph and Maria Weber, Weber Cafeteria Services, 2900 SE Loop 820, Fort Worth, TX 76140. 13. VENUE; JURISDICTION 13.1 Should any action, whether real or asserted, at law or in equity, arise out of the execution, performance, attempted performance or nonperformance of this Agreement, exclusive venue for said action shall lie in Tarrant County, Texas. This agreement and any action in connection herewith shall be governed, construed and enforced-by the laws of the State of Texas. 14. SEVERABILITY 14.1 In case any one or more of the provisions contained in this Agreement shall, for any reason, be held to be invalid, illegal or unenforceable in any respect, such invalidity, illegality or unenforceability shall not affect any other provision of this Agreement, which Agreement shall be construed as if such'invalid, illegal or unenforceable provision had never been contained herein. 15. NON-ASSIGNABILITY 15. Except as otherwise expressly provided herein, this Agreement is non-assignable and any unauthorized purported assignment or delegation of any of Contractors rights or duties hereunder, without the prior written consent of City, shall be void and constitute a breach of this Agreement. This agreement shall be binding upon the parties, their successors and permitted assigns. 16. NON-WAIVER 16. The failure of either party to insist upon the performance of any term or provision of this Agreement or to exercise any right herein conferred shall not be construed as a waiver or relinquishment of either party's right to assert or rely upon such term or right on any future occasion. 17. RENEGOTIATION 17.1 The fiscal arrangements set forth in Section 3 are based on conditions in existence on the date Contractor commences operations, including by way of example, City's employee population and working conditions; labor, food and supply costs; Federal, State and local sales, use and excise taxes; and license and permit fees. In the event of a material change in conditions not due to Contractor's action or inaction, the fiscal arrangement shall be re-negotiated on a mutually agreeable basis to reflect such change. 18. FORCE MAJEURE 18.1 Neither party shall be responsible to the other for any losses resulting from the failure to perform any terms or provisions of this Agreement, if the party's failure to perform is attributable to war, not, or other disorder; strike or other work stoppage; fire; flood; or any other act not within the control of the party whose performance is interfered with, and which, by reasonable diligence, such party is unable to prevent. 19. CONFIDENTIALITY 19.1 All financial, statistical, operating and personnel data, including but not limited to recipes, menus and meal plan, relative to or utilized in Contractor's business or the business of any subsidiary of Contractor, shall be the property of Contractor and is intended to be confidential. Except as otherwise required by law, City agrees to keep such information confidential and so instruct its agents, employees, and independent contractors. 20. MISCELLANEOUS PROVISIONS 20.1 Contractor agrees that it will, at the end of the term of this Agreement,peaceably deliver unto City the demised premises and all appurtenances or improvements thereon in the condition received, ordinary wear and tear and loss or damage caused by fire, flood or act of God excepted. 20.2 Contractor agrees that it shall have no power to do any act or make any contract that may create or be the foundation for any lien upon the property or interest in the property of City, and, should any such purported lien be created or filed, Contractor, at its sole cost and expense, shall liquidate and discharge same within ten(10) days next after filing thereof; and should Contractor fail to discharge the same, such failure shall constitute a breach of this Agreement. 20.3 This written instrument, including Exhibits A and B constitutes the entire agreement between the parties hereto concerning the work and services to be performed hereunder, and any prior or contemporaneous oral or written agreements which purport to vary from the terms hereof shall be void. coo �- M#` ±Loa IN WITNESS WHEREOF, the parties hereto have executed this agreement in counterparts on this the February 8, 2001. ATTEST: CITY OF FORT WORTH &.a 62 ' City Secretary - /"e-d Charles Boswell Assistant City Manager APPROVED AS TO FORM AND LEGALITY: Assistant City Attorney —/'y X;� 7 WEBER CAFETERIA SERVICES Contract Authorization '00 v Fvuv V�� � PECO D C�ry � ��ECEP�gG1�7 EXHIBIT A OPERATION OF FOOD SERVICE FACILITY CITY OF FORT WORTH, TEXAS The City of Fort Worth vending operation includes machines located in the following areas: MUNICIPAL BUILDING Snack Bar Can Soda Variety Snacks Lower Level Can Soda Variety Snacks MUNICIPAL ANNEX Can Soda Variety Snacks COURT BUILDING Can Soda Variety Snacks PARKING FACILITY Can Soda Variety Snacks 2rf ml �-'WSMV City of Fort Worth, Texas "agar and Council consmuni coition DATE REFERENCE NUMBER LOG NAMEPAGE 1/16/01 **C-18427 00-0360 1 of 2 SUBJECT AGREEMENT WITH WEBER CAFETERIA SERVICES FOR THE CITY OF FORT WORTH SNACK BAR OPERATIONS RECOMMENDATION: It is recommended that the City Council authorize the City Manager to execute a three-year contract with two one-year renewal options with Weber Cafeteria Services to operate the snack bar and provide vending for the Municipal Complex for a monthly fee of$650.00 paid to the City. DISCUSSION: The City provides facilities necessary for the operation of a snack bar and vending equipment in the Municipal Complex (City Hall, Courts Building, Parking Garage, and the Annex). The snack bar and vending facilities provide hot and cold breakfasts, lunch, and snacks for all City employees and visitors Monday through Friday, 7:30 am to 2:30 p.m. Vending machines are accessible during all hours of building operation. PROPOSAL ADVERTISEMENT - This proposal was advertised for bid in the Commercial Recorder on November 15 and 22, 2000. Six vendors responded to the advertisement. Four vendors responded with bids. Two vendors submitted a "no-bid". PROPOSERS Weber Cafeteria Services Catered Events 2900 Southeast Loop 820 4041 West Wheatland Road, Suite 156-324 Fort Worth, Texas 76104 Dallas, Texas 75237 Cooley's Catfish Shack, LLC. Tasty Southern Choices P.O. Box 331341 2320 East Berry Street Fort Worth, Texas 76163 Fort Worth, Texas 76119 EVALUATION - Five representatives of the City staff evaluated the proposals. The criteria utilized in the evaluation totaled 100 points as follows: • Technical and financial resources 30 points • Experience, organization, and technical skills 35 points • Satisfactory record of performance 20 points • Reasonable cost compared with level of service 15 points The proposers ranked as follows: No. 1 Weber Cafeteria Services 91 points No. 2 Tasty Southern Choices 41 points No. 3 Cooley's Catfish Shack, LLC 34 points No. 4 Catered Events 15 points City of Fort Worth, Texas "floor and council communication DATE REFERENCE NUMBER LOG NAME PAGE 1/16/01 **C-18427 1 00-0360 2 of 2 SUBJECT AGREEMENT WITH WEBER CAFETERIA SERVICES FOR THE CITY OF FORT WORTH SNACK BAR OPERATIONS RENEWAL OPTIONS - This agreement may be renewed for up to two successive one-year terms at the City's option. This action does not require specific City Council approval, provided that Weber Cafeteria Services meets and/or exceeds the required service levels. FISCAL INFORMATION/CERTIFICATION: The Finance Director certifies that the Revenue Section of the Finance Department is responsible for the collection and deposit of all revenues due to the City. CB:k BQN/00-0360/MLL Submitted for City Manager's FUND ACCOUNT CENTER AMOUNT CITY SECRETARY Office by: (to) FE72 488100 51200000 $7,800.00 APPROVED Charles Boswell 8511 Cffy COUNCIL Originating Department Head: Jim Keyes 8517 (from) JAN 16 2001 Additional Information Contact: City Secretary of the Robert Combs 8357 City of Fort worth,TeIrns