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HomeMy WebLinkAboutContract 48873.�` _ - . `.!�� `�,- _ � �. r"' ��c��vGU `` h�AR 1 fi 2011 6' E- cmroFFo�rwoRt� CITYSEGRETARY , CITY SECRETARI� � �%7� CONTRqCT N0. O / PROFESSIONAL SERVICES AGREEMENT Veterinary Health Care Concepts, PC, a Texas Professional Corporation d/b/a Hulen Hills Animal Hospital This PROFESSIONAL SERVICES AGREEMENT ("Agreement") is made and entered into by and between the CITY OF FORT WORTH (the "City"), a Texas home rule municipal coiporation, acting by and through Jesus J. Chapa, its duly authorized Assistant City Manager, and Veterinary Health Care Concepts, PC, a Texas Professional Corporation d/b/a Hulen Hills Animal Hospital ("Veterinarian"), acting by and tlu•ough Kristen Thomason, its duly authorized Director, each individually referred to as a "party" and collectively referred to as the "parties." AGREEMENT DOCUMENTS: The Agreement documents shall include the following: 1. This Professional Services Agreement; 2. Exhibit A— Scope of Seivices, Veterinarian's Proposal in response to RFP 17-0088; 3. E�ibit B— Price Schedule; and 4. Exhibit C— Verification of Signature Authority Form. Exhibits A, B and C, which are attached hereto and incorporated herein, ai•e made a part of this Agreement for all purposes. In the event of any conflict between the terms and conditions of E�ibits A, B or C and the terms and conditions set forth in the body of this Agreement, the terms and conditions of this Agreement shall conri•ol. 1. SCOPE OF SERVICES. Vetei•inarian hereby agrees to perform x-rays, comprehensive physical exams, annual and bi- annual vaccines, dentistry and other annual diagnostic testing to screen for early illness and diseases, for newly purchased and current Canines, for the Police Department ("Services"). Attached hereto and incorporated for all purposes incident to this Agreement is Exhibit "A," Statement of Work, more specifically describing the seivices to be provided hereunder. 2. TERM. This Agreement shall begin on February 20, 2017 ("Effective Date") and shall expire on Februaiy 19, 2018 ("Expiration Date"), unless terminated earlier in accordance with this Agreement ("Initial Term"). Following the Initial Term, there shall be four (4) one-year renewals at the City's sole option (each a "Renewal Term"). The City shall provide Vetet•inarian with written notice of its intent to t•enew at least thirty (30) days prior to the end of each term. 3. COMPENSATION. The City shall pay Veterinarian in accordance with the fee schedule of the Veterinarian personnel who perform services under this Agreement in accordance with the provisions of this Agreement and the Price Schedule attached as Exhibit "B," which is incorporated for all purposes herein; however, total payment made under this Agreement by the City for all seivices shall be in the amount of Twelve Thousand Nine Hundred Ninety-Eight Dollars ($12,998.00). Veterinarian shall not perform any additional services or bill for actual expenses related to work for the City not specified by this Agreement unless the City requests and approves in writing the additional costs or expenses for such services. The City Professional Services Agreement �FFICI�,�. ttECORD �IT'Y' ���It�'ARY i'. YId�9iCili, TX Page 1 of 10 shall not be liable for any additional expenses of Veterinarian not specified by this Agreement unless the City first approves such expenses in writing. 4. TERMINATION. 4.1. Written Notice. City or Veterinarian may terminate this Agreement at any time and for any reason by providing the other party with 30 days' written notice of termination. 4.2 Non-ap�ropriation of Funds. In the event no funds or insufficient funds are appropriated by City in any fiscai period for any payments due hereunder, City will notify Veterinarian of such occurrence and this Agreement shall terminate on the last day of the fiscal period for which appropriations were received without penalty or expense to City of any kind whatsoever, except as to the portions of the payments herein agt•eed upon for which funds ha�e been appropriated. 43 Duties and Obli�ations of the Parties. In the event that this Agreement is terminated prior to the Expiration Date, City shall pay Veterinarian for services actually rendered up to the effective date of termination and Veterinarian shall continue to provide City with services requested by City and in accordance with this Agreement up to the effective date of termination. Upon termination of this Agreement for any reason, Veterinarian shall provide City with copies of all completed or partially completed documents prepared under this Agreement. In the event Veterinarian has received access to City Information or data as a requirement to perform services hereunder, Veterinarian shall return all City provided data to City in a machine readable format or other format deemed acceptable to City. 5. DISCLOSURE OF CONFLICTS AND CONFIDENTIAL INFORMATION. 5.1 Disclosure of Conflicts. Veterinarian hereby warrants to City that Veterinarian has made full disclosur•e in writing of any existing or potential conflicts of interest related to Veterinarian's seivices under this Agreement. In the event that any conflicts of interest arise after the Effective Date of this Agreement, Veterinarian hereby agrees immediately to make full disclosure to City in writing. 5.2 Confidential Information. Veterinarian, for itself and its officers, agents and employees, agrees that it shall treat all information provided to it by City ("City Information") as confidential and shall not disclose any such information to a third party without the prior written approval of City. 5.3 Unauthorized Access. Veterinarian shall store and maintain City Information in a secure manner and shall not allow unauthorized users to access, modify, delete or otherwise corrupt City Information in any way. Veterinarian shall notify City immediately if the security or integrity of any City Information has been compromised or is believed to ha�e been compromised, in which event, Veterinarian shall, in good faith, use all commercially reasonable efforts to cooperate with City in identifying what information has been accessed by unauthorized means and shail fully cooperate with City to protect such City Information from further unauthorized disclosure. 6. RIGHT TO AUDIT. Veterinarian agrees that City shall, until the expiration of three (3) years after final payment under this contract, or the final conclusion of any audit commenced during the said three years, ha�e access to and the right to examine at reasonable times any directly pertinent books, documents, papers and records, including, but not limited to, all electronic recards, of Veterinarian involving transactions relating to this Contract at no additional cost to City. Veterinarian agrees that City shall have access during normal working hours to all necessary Veterinarian facilities and shall be provided adequate and appropriate work space in Professional Services Agreement Page 2 of 10 arder to conduct audits in compliance with the provisions of this section. City shali give Veterinarian reasonable advance notice of intended audits. 7. INDEPENDENT CONTRACTOR. It is expressly understood and agreed that Veterinarian shall operate as an independent contractor as to all rights and privileges and work performed under this Agreement, and not as agent, representative or employee of City. Subject to and in accordance with the conditions and provisions of this Agreement, Veterinarian shall have the exclusive right to control the details of its operations and activities and be solely responsible for the acts and omissions of its officers, agents, servants, employees, consultants and subVeterinarians. Veterinarian acknowledges that the doctrine of f•espondeat superiior� shall not apply as between City, its officers, agents, servants and employees, and Veterinarian, its officers, agents, employees, servants, Veterinarians and subVeterinarians. Veterinarian further agrees that nothing herein shall be construed as the creation of a partnership or joint enterprise between City and Veterinarian. It is further understood that City shall in no way be considered a Co-employer ar a Joint employer of Veterinarian ar any officers, agents, servants, employees or subVeterinarian of Veterinarian. Neither Veterinarian, nor any officers, agents, servants, employees or subVeterinarian of Veterinarian shall be entitled to any employment benefits from City. Veterinarian shail be responsible and liable for any and all payment and repoi�ting of taxes on behalf of itself, and any of its officers, agents, servants, employees or subVeterinarian. 8. LIABILITY AND INDEMNIFICATION. 8.1 LIABILITY - VETERINARIAN SHALL BE LIABLE AND RESPONSIBLE FOR ANY AND ALL PROPERTY LOSS, PROPERTY DAMAGE AND/OR PERSONAL INJURY, INCL UDING DEATH, TO ANYAND ALL PERSONS, OFANYKIND OR CHARACTER, WHETHER REAL OR ASSERTED, TO THE EXTENT CAUSED BY THE NEGLIGENT ACT(S) OR OMISSION(S), MALFEASANCE OR INTENTIONAL MISCONDIICT OF VETERINARIAN, ITS OFFICERS, AGENTS, SERVANTS OR EMPLOYEES. 8.2 GENERAL INDEMNIFICATION - VETERINARIAN HEREBY COVENANTS AND AGREES TO INDEMNIFY, HOLD HARMLESS AND DEFEND CITY, ITS OFFICERS, AGENTS, SERVANTS AND EMPLOYEES, FROM AND AGAINST ANYAND ALL CLAIMS OR LAWSUITS OF ANY KIND OR CHARACTER, WHETHER REAL OR ASSERTED, FOR EITHER PROPERTY DAMAGE OR LOSS (INCLUDING ALLEGED DAMAGE OR LOSS TO VETERINARIAN'S B USINESS AND ANY RESULTING LOST PROFITS) AND/OR PERSONAL INJURY, INCL UDING DEATH, TO ANY AND ALL PERSONS, ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, TO THE EXTENT CAUSED BY THE NEGLIGENT ACTS OR OMISSIONS OR MALFEASANCE OF VETERINARIAN, ITS OFFICERS, AGENTS, SER i�ANTS OR EMPLOYEES. 8.3 IIVTELLECTUAL PROPERTY INDEMNIFICATION — Veterinarian agrees to defend, settle, or pay, at its own cost and expense, any claim or action against City for infringement of any patent, copyright, trade mark, trade secret, or similar property right arising from City's use of the software and/or documentation in accordance with this Agreement, it being understood that this agreement to defend, settle or pay shall not apply if City modifies or misuses the software and/or documentation. So long as Veterinarian bears the cost and expense of payment for claims or actions against City pursuant to this section, Veterinarian shall have the right to conduct the defense of any such claim or action and all negotiations for its settlement or compromise and to settle or compromise any such claim; however, City shall have the right to fully participate in any and all such settlement, negotiations, or lawsuit as necessary to protect City's interest, and City agrees to cooperate with Veterinarian in doing so. In the event City, for whatever reason, assumes the responsibility for Professional Services Agreement Page 3 of 10 payment of costs and expenses for any claim or action brought against City for infringement arising under this Agreement, City shall have the sole right to conduct the defense of any such claim or action and all negotiations for its settlement or compromise and to settle or compromise any such claim; however, Veterinarian shall fully participate and cooperate with City in defense of such claim or action. City agrees to give Veterinarian timely written notice of any such claim or action, with copies of all papers City may receive relating thereto. Noh�vithstanding the foregoing, City's assumption of payment of costs or expenses shall not eliminate Veterinarian's duty to indemnify City under this Agreement. If the software and/or documentation or any part thereof is held to infringe and the use thereof is enjoined or restrained or, if as a result of a settlement or compromise, such use is materially adversely restricted, Veterinarian shall, at its own expense and as City's sole remedy, either: (a) procure for City the right to continue to use the software and/or documentation; or (b) modify the sofhvare and/or documentation to make it non-infringing, provided that such modi�cation does not materially adversely affect City's authorized use of the software and/or documentation; or (c) replace the software and/or documentation with equally suitable, compatible, and functionally equivalent non-infringing software and/or documentation at no additional charge to City; or (d) if none of the foregoing alternatives is reasonably available to Veterinarian terminate this Agreement, and refund all amounts paid to Veterinarian by City, subsequent to which termination City may seek any and all remedies available to City under law. 9. ASSIGNMENT AND SUBCONTRACTING. 9.1 Assi_� Veterinarian shall not assign or subcontract any of its duties, obligations or rights under this Agreement without the priar written consent of City. If City grants consent to an assignment, the assignee shall execute a written agreement with City and Veterinarian under which the assignee agrees to be bound by the duties and obligations of Veterinarian under this Agreement. Veterinarian and Assignee shall be jointly liable for all obligations of Veterinarian under this Agreement prior to the effective date of the assignment. 9.2 Subcontract. If City grants consent to a subcontract, sub Veterinarian shall execute a written agreement with Veterinar•ian referencing this Agreement under which sub Veterinarian shall agree to be bound by the duties and obligations of Veterinarian under this Agreement as such duties and obligations may apply. Veterinarian shall provide City with a fully executed copy of any such subcontract. 10. INSURANCE. Veterinarian shall provide City with cer�tificate(s) of insurance documenting policies of the following minimum coverage limits that are to be in effect prior to commencement of any work pursuant to this Agreement: 10.1 Covera�e and Limits (a) Commercial General Liability: $1,000,000 - Each Occurrence $2,000,000 - Aggregate (b) Automobile Liability: $1,000,000 - Each occurrence on a combined single limit basis Professional Services Agreement Page 4 of 10 Coverage shall be on any vehicle used by Veterinarian, its employees, agents, representatives in the course of the providing services under this Agreement. "Any vehicle" shall be any vehicle owned, hired and non-owned. (c) Worker's Compensation: Statutory limits Employer's liability $100,000 - Each accident/occurrence $100,000 - Disease - per each employee $500,000 - Disease - policy limit This coverage may be written as follows: Workers' Compensation and Employers' Liability coverage with limits consistent with statutory benefits outlined in the Texas workers' Compensation Act (Art. 8308 —1.0 et seq. Tex. Rev. Civ. Stat.) and minimum policy limits for Employers' Liability o£ $100,000 - each accident/occurrence, $500,000 bodily injury disease policy limit $100,000 - per disease per employee. (d) Professional Liability (Errors & Omissions) $1,000,000 - Each Claim Limit $1,000,000 - Aggregate Limit Professional Liability coverage may be provided through an endorsement to the Commercial General Liability (CGL) policy, ar a separate policy specific to Professional E&O. Either is acceptable if coverage meets all other requirements. Coverage shall be claims-made, and 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 City to evidence coverage. 10.2 General Requirements (a) The commercial general liability and automobile liability policies shall name 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. (b) The workers' compensation policy shall include a Waiver of Subrogation (Right of Recovery) in favor of City. (c) A minimum of Thirty (30) days' notice of cancellation or reduction in limits of coverage shall be provided to 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 Professional Services Agreement Page 5 of 10 of Fort Worth, 200 Texas Street, Fort Worth, Texas 76102, with copies to the Fort Worth City Attorney at the same address. (d) 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 ha�e 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. (e) �fl Any failure on the part of City to request required insurance documentation shall not constitute a waiver of the insurance requirement. Certificates of Insurance evidencing that Veterinarian has obtained all required insurance shall be delivered to the City prior to Veterinarian proceeding with any work pursuant to this Agreement. 11. COMPLIANCE WITH LAWS, ORDINANCES, RULES AND REGULATIONS. Veterinarian agrees that in the performance of its obligations hereunder, it shall comply with all applicable federal, state and local laws, ordinances, rules and regulations and that any work it produces in connection with this Agreement will also comply with all applicable federal, state and local laws, ordinances, rules and regulations. If City notifies Veterinarian of any violation of such laws, ordinances, rules or regulations, Veterinarian shall immediately desist from and correct the violation. 12. NON-DISCRIMINATION COVENANT. Veterinarian, for itself, its personal representatives, assigns, subVeterinarians and successors in interest, as part of the consideration herein, agrees that in the performance of Veterinarian's duties and obligations hereunder, it shall not discriminate in the treatment or employment of any individual or group of individuals on any basis prohibited by law. IF ANY CLAIM ARISES FROM AN ALLEGED VIOLATION OF THIS NON-DISCRIMINATION COVENANT BY VETERINARIAN, ITS PERSONAL REPRESENTATIVES, ASSIGNS, SUBVETERINARIANSS OR SUCCESSORS IN INTEREST, VETERINARIAN AGREES TO ASSUME SUCH LIABILITY AND TO INDEMNIFY AND DEFEND CITY AND HOLD CITY HARMLESS FROM SUCH CLAIM. 13. NOTICES. Notices required pursuant to the provisions of this Agreement shall be conclusively determined to have been delivered when (1) hand-delivered to the other party, its agents, employees, servants or representatives, (2) delivered by facsimile with electronic confirmation of the transmission, or (3) received by the other party by United States Mail, registered, return receipt requested, addressed as follows: To CITY: City of Fort Worth Attn: Jesus J. Chapa, Assistant City Manager 200 Texas Street To VETERINARIAN: Hulen Hills Animal Hospital Attn: Kristen Thomason 3201 Hulen Street Professional Services Agreement Page 6 of 10 Fort Worth, TX 76102-6314 Facsimile: (817) 392-8654 With copy to Fort Worth City Attorney's Office at same address 14. SOLICITATION OF EMPLOYEES. Fort Worth, TX 76107 Facsimile: (817) 731-4798 Neither City nor Veterinarian shall, during the term of this Agreement and additionally for a period of one year after its termination, solicit for employment or employ, whether as employee or independent contractor, any person who is or has been employed by the other during the term of this Agreement, without the prior written consent of the person's employer. Notwithstanding the foregoing, this provision shall not apply to an employee of either party who responds to a general solicitation of advertisement of employment by either party. 15. GOVERNMENTAL POWERS. It is understood and agreed that by execution of this Agreement, City does not waive or surrender any of its governmental powers or immunities. 16. NO WAIVER. The failure of City or Veterinarian to insist upon the performance of any term or provision of this Agreement or to exercise any right granted herein shall not constitute a waiver of City's or Veterinarian's respective right to insist upon appropriate performance or to assert any such right on any future occasion. 17. GOVERNING LAW / VENUE. This Agreement shall be construed in accordance with the laws of the State of Texas. If any action, whether real or asserted, at law or in equity, is brought pursuant to this Agreement, venue for such action shall lie in state courts located in Tarrant County, Texas or the United States District Court for the Northern District of Texas, Foi�t Worth Division. 18. SEVERABILITY. If any provision of this Agreement is held to be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions shall not in any way be affected or impaired. 19. FORCE MAJEURE. City and Veter•inarian shall exercise their best efforts to meet their respective duties and obligations as set forth in this Agreement, but shall not be held liable for any delay or omission in performance due to force majeure or other causes beyond their reasonable control, including, but not limited to, compliance with any government law, ordinance or regulation, acts of God, acts of the public enemy, fires, strikes, lockouts, natural disasters, wars, riots, material or labor restrictions by any governmental authority, transportation problems and/or any other similar causes. 20. HEADINGS NOT CONTROLLING. Professional Services Agreement Page 7 of 10 Headings and titles used in this Agreement are for reference purposes only, shall not be deemed a part of this Agreement, and are not intended to define or limit the scope of any provision of this Agreement. 21. REVIEW OF COUNSEL. The pa�•ties acknowledge that each party and its counsel have reviewed and revised this Agreement and that the normal rules of construction to the effect that any ambiguities are to be resolved against the drafting party shall not be employed in the interpretation of this Agreement or E�ibits A, B, and C. 22. AMENDMENTS/ MODIFICATIONS/ EXTENSIONS. No amendment, modification, or extension of this Agreement shall be binding upon a party hereto unless set forth in a written instrument, which is executed by an authorized representative of each party. 23. ENTIRETY OF AGREEMENT. This Agreement, including Exhibits A, B and C, contains the entire understanding and agreement between City and Veter•inarian, their assigns and successors in interest, as to the matters contained herein. Any prior or contemporaneous oral or written agreement is hereby declared null and void to the extent in conflict with any provision of this Agreement. 24. COUNTERPARTS. This Agreement may be executed in one or more counterparts and each counterpat-t shall, for all purposes, be deemed an original, but all such counterparts shall together constitute one and the same instrument. 25. WARRANTY OF SERVICES. Veterinarian warrants that its services will be of a professional quality and conform to generally prevailing industry standards. City must give written notice of any breach of this warranty within thirty (30) days from the date that the services are completed. In such event, at Veterinarian's option, Veterinarian shall either (a) use commercialiy reasonable efforts to re-perform the services in a manner that conforms with the warranty, or (b) refund the fees paid by City to Veterinarian for the nonconforming services. 26. IMMIGRATION NATIONALITY ACT. City actively supports the Immigration & Nationality Act (INA) which includes provisions addressing employment eligibility, employment verification, and nondiscrimination. Veterinarian shall verify the identity and employment eligibility of all employees who perform work under this Agreement. Veterinarian shall complete the Employment Eligibility Verification Form (I-9), maintain photocopies of all supporting employment eligibility and identity documentation for all employees, and upon request, provide City with copies of all I-9 forms and supporting eligibility documentation for each employee who performs work under this Agreement. Veterinarian shall establish appropriate procedures and controls so that no services will be performed by any employee who is not legally eligible to perform such services. Veterinarian shall provide City with a certification letter that it has complied with the veriiication requirements required by this Agreement. Veterinarian shall indemnify City from any penalties ar liabilities due to violations of this provision. City shall have the right to immediately terminate this Agreement for violations of this provision by Veterinarian. 27. OWNERSHIP OF WORK PRODUCT. Professional Services Agreement Page 8 of 10 City shall be the sole and exclusive owner of all reports, work papers, procedures, guides, and documentation, created, published, displayed, and/or produced in conjunction with the services provided under this Agreement (collectively, "Work Product"). Further, City shall be the sole and exclusive owner of all copyright, patent, trademark, trade secret and other proprieta�y rights in and to the Work Product. Ownership of the Work Product shall inure to the benefit of City fi•om the date of conception, creation or fixation of the Work Product in a tangible medium of expression (whichever occurs first). Each copyrightable aspect of the Work Product shall be considered a"work-made-for-hire" within the meaning of the Copyright Act of 1976, as amended. If and to the extent such Work Product, or any part thereof, is not considered a"work-made-for-hire" within the meaning of the Copyright Act of 1976, as amended, Veterinarian hereby expressly assigns to City all exclusive right, title and interest in and to the Work Product, and all copies thereof, and in and to the copyright, patent, trademark, trade secret, and all other proprietary rights therein, that City may have or obtain, without further consideration, free from any claim, lien for balance due, or rights of retention thereto on the part of City. 28. SIGNATURE AUTHORITY. The person signing this Agreement hereby warrants that he/she has the legal author•ity to execute this Agreement on behalf of the respective party, and that such binding authority has been granted by proper order, resolution, ordinance or other authorization of the entity. This Agreement and any amendment hereto, may be executed by any authorized representative of Veterinarian whose name, title and signature is affixed on the Verification of Signature Authority Foim, which is attached hereto as E�ibit "C". Each party is fully entitled to rely on these warranties and representations in entering into this Agreement or any amendment hereto. 29. CHANGE IN COMPANY NAME OR OWNERSHIP Veterinarian shall notify City's Purchasing Manager, in writing, of a company name, ownership, or address change for the purpose of maintaining updated City records. The president of Veterinarian or authorized official must sign the letter. A lettet� indicating changes in a company name or ownership must be accompanied with supporting legal documentation such as an updated W-9, documents filed with the state indicating such change, copy of the board of director's resolution approving the action, or an executed merger or acquisition agreement. Failure to do so may adversely impact future invoice payments. �IN WITNESS WHEREOF, the parties hereto have executed this Agreement in multiples this day of � f i � , 2017. (signature page follows) ACCEPTED AND AGREED: CITY OF FORT WORTH: VETERINARIAN: � �r Veterinary Health Care Concepts, PC, a Texas ' A / Professional Corporation d/b/a Hulen Hills Animal ; By: �'���,/l,�ti� f �}Qi' Hospital �`Name: Jesus J. Chapa Assistant City Manager / C� u.,• I (��.t.�.l��l�.f�l.. 19fY���.-c�'l�a Professional Services Agreement �I�F'ICI�� ��OR� Cii'Y SECRETARY �'. WORTH, TX Page 9 of 10 Date: APPROVAL R�COMMENDED: I�. � `�Z,�_ Name: Joel Fitz�erald Title: Chief of Police ATTEST: By: � CONTRACT COMPLIANCE MANAGER: "''�� By signing I acknowledge that I am the person responsible for the monitoring and adminish•ation of this contract, including ensuring all performance and reporting requirements. By: .J . /�� Nam Title: �7� �'� ' ��-` � APPROV�D AS TO FORM AND LEGALITY: � ��, By: %�� ; , '� '�'r�'� � ame: John B. on� Assistant City Attorney I CONTRACT AUTHORIZATION: M&C: N/A Name: Kristen Thomason Title: Directar Date: �L'- 7 ( � .. ,�(�i � � ATTEST: . .�� ,5 A � '� ��'�'1C��� ��.�CORD ?y'�',`'�A ���:��ARY �r.;,.. �.- '"d�'�"s''�,� TX r Professional Services Agreement Page 10 of 10 EXIHIBIT A STATEMENT OF WORK I. SCOPE OF WORK The Veterinarian shall be responsible for the following scope of services: 1. Perform x-rays, comprehensive physical exams, annual and bi-annual vaccines, dentistry, annual diagnostic testing to screen for early illness and/or disease, bi-annual fecal exams, bi-annual deworming, spay and neuter surgery, declawing and heartworm protection for Police Canine Dogs; 2. Annual wellness exams of all assigned dogs including vaccinations and medication; 3. Treatment of minor injuries or illness, and continued monitoring of each dog's health; 4. Major tr•auma care and surgery, to include injuries from auto accidents, gunshots and stabbings; 5. Provide emergency Veterinary treatment, at a Veterinarian hospital for Canines as r•equired by the Police Department, 24 hours a day, seven (7) days a week, to all injured Canines; 6. Provide kennel space and care to assigned Canine during the supervisor's absence; 7. Provide newly-assigned Canine supervisor's training in emergency dog care, and allow the supervisor to observe the clinic for one (1) to two (2) weeks at no cost to the City; 8. Conform to all surgical standards as dictated by the Texas Veterinary Medical Act. Professional Services Agreement — E�ibit A EXHIBIT B PRICE SCHEDULE Service TvUe Unit Fee (x number of Annual Total , services Initial Wellness Exam Each $364.04 x 11 $4,004.44 Bi-Annual Wellness Each $108.71 g 11 $1,195.81 Kennel Services Daily $35.00 x 18 $630.00 Major Trauma Estimated $3,584.00 x 2 $7,168.00 Total $12,998.25 1. Annual Wellness ApAointment Fees (required once Aer Vear): Service Type Per Anime) Fee Wellness Exam $54.00 Rabies Vaccine $24.33 Distemper Vaccine $37.13 Parvo Vaccine $37.13 Lepto Vaccine $37.13 Bordetella Vaccine $24.40 Professional Services Agreement — Exhibit B Fecal Test $24.40 De-Worming $16.54 Heartworm Test $39.89 Routine Blood Work $99.00 Urinalysis Test $58.94 2. Bi-Annual Wellness Appointment Fees (Required Everv Sig (6) Months) Service Type Per Animal Fee Wellness Exam (12-Point $54.00 Physical Exam) Bordetella Vaccine $24.40 Fecal Test $25.89 De-Worming $16.54 3. Additional Veterinarian Services Fees EXHIBIT C VERIFICATION OF SIGNATURE AUTHORITY Full Legal Name of Company: Veterinary Health Care Concepts, PC, a Texas Professional Corporation d/b/a Hulen Hills Animal Hospital Legal Address: 3201 Hulen Street Fort Worth, TX 76107 Services to be provided: Perform x-rays, comprehensive physical exams, annual and bi-annual vaccines, dentistry and other annual diagnostic testing to screen for• early illness and diseases, for newly purchased and current Canines. Auditor hereby agrees to provide City with independent audit basic financial statements, but also the fair presentation of the financial statements of individual funds. Execution of this Signature Veri�cation Form ("Form") hereby certifies that the following individuals and/or positions ha�e the authority to legally bind Veterinarian and to execute any agreement, amendment or change order on behalf of Veterinarian. Such binding authority has been granted by proper order, resolution, ordinance or other authorization of Veterinarian. City is fully entitled to rely on the warranty and representation set forth in this Form in entering into any agreement or amendment with Veterinarian. Veterinarian will submit an updated Form within ten (10) business days if there are any changes to the signatory authority. City is entitled to rely on any current executed Form until it receives a revised Form that has been properly executed by Veterinarian. 1. Name: �� �-��ti'�-�1���}'LC��i'7 Position: D���;�,r.. IG--��f��,� ��� S ignature 2. Name: Position: Signature Name: Position: Signature Name: Si atu f e i ent / O Other Title: Date: ��-'/l'�^ / % Libcrty Mutual, INSURANCE Coverege !s Provlded ln: Ohio Security Insurance Company Commercial Protector Policy Declarations (�amed Insured Ager� VETERIIVARY HEALTH CARE CONCEPTS . . • � � � • � .t:. Busi nessow►�rs ua�i�ty Limits of Insurance 6q�lanation of alai'C�@S �::�•• - • Policy Number: B25 (18) 56 96 87 76 Policy Period: From 01/01/2017 To 01/01/2018 12:01 am Sfandard Time at Insured Mailing Location (972) 5 t 2-7700 HOTCHKISS INSURANCE AGENCY LLC Liability and Medical Expenses - Occurrence 1, 000, 000 Aggregate Limits of Insurance Products-Completed Operations 2, 000, 000 Other than Products-Comipleted Oaerations 2� 000, 000 Broadened Coverage For Damage To Premises Rented To You �. , 000 , 000 Medical Exp -nc c(Any One Personl 15.000 '��:�'■• ' � il I:..1�1'.K .1'"�il I. i I'.�. 1 � I' R� I' I f. To report a clalm, cell your Agent or 1-800-362-0000 Total Charges: . , Note: This is not a bill DS 70 22 Ol 08 12/24/16 9BB68T/6 N010T743 30� AC�Q�PNO INSUF� OCf�Y OOQI88 PA(� � CF 196 Libcrty MutuaL INSURANC6 Coverage !s Provlded In: Ohio Security Insurance Company Business Automobile Policy Declarations ITEM ONE: f�lamed Insured Agerrt � Policy Number: 8AS (18) 56 96 87 76 Policy Period: From 01/01/2017 To 0yl01/2018 12:01 am Standard Time at lnsured Mailing Location VE'I'ERINARY HEALTH CARE CONCEPTS (972) 512-7700 PC DBA: HULEN HILLS ANIMAL HOTCHKISS INSURANCE AGENCY LLC � ITEM TWO: SCH�DUI.E QF COVERAGES AND COVERED AUTOS � This policy provides only those coverages where a charge is shown in the premium column belo�v. Each of these �� coverages will apply only to those "autos" sho�vn as covered "autos". "Autos" are shown as covered "autos" for a � particulaz coverage by the entry of one or more of the symbols from the COWERED AtlTO Section of the Business � Auto Coverage Form next to the name of the coverage. *See Basiness Auto Coverage Form CA 00 Ol for Covered Auto Symbol Descriptions •�.�=._e�� Liability Insurance LJMIT $1,000,000 each accident Covered Auto Symbol(s) O8, 09* Total Provisional Charges: Note: This is not a bill ITEM FOUR: HIRED AUTO COVERAGE Esttimated Annual Rate Per F�ch Cbst of Hre $100 Annual Gbst of H re Liability If Any Gbst of Hre means the totai anaurrt you incur for the hire of "autos" you don't own (not inciuding "autos" you borrow or rer� from your partners or employces or thei r family or their famiiy members}. Gbst of hi re does not include charges for services performed by motor carriers of property or passengers. To report a clalm, ca/t your Agent or i-800�382-0000 DS 70 43 Ol 08 11/02/16 5�/76 PCI.SVI:S 300 AC�Q�'F�PtO INSt1Fi37 OCPY OOQ127 PAGE 9 aF 44 12/�ry6 �- Libcrty Mutual. INSURANCE NCCI Co. No. 19291 .._.._f_._�_".___ __.__. ____C._�___ _...�.._.✓ __.........._ _.._.J Coverage fs Provlded In: Qh10 Securltv lnsurance Comaanv Workers Compensation and Empioyers Liability Insurance Policy Information Page Policy Number: (XVI+6 (18) 56 96 87 76 ( Prior Policy Number: Ixv�sc�n ss ss a� �s I Risk ID 420702655 ITBVI 1: The Insured & Mailing Address Agerit Mailing Address & Phone t�b. VETERINARY HEALTH CARE CONCEPTS (972) 512-7700 PC DBA HULEN HILLS ANIMAL � HOTCHKISS INSURANCE AGENCY LLC 3201 HULEN ST PO BOX 117388 FORT WORTH, TX 76107 CARROLLTON, TX 75011-7388 Individu� _Partnership X tbrporation or FH�t 752470947 NAI(5541940 Cxher workplaces not shown above: ITBV12 The policy period is from 01/Ol/2017 to 01/01/2018 12:01 am StandardTimeat the insured'smailingaddress. ITHUI 3 A V1bfkGt'S CbmpetlSatlOn InSUr8t1Ce: Part One of the policy applies to the Workers Compensation Law of the states listed here: TX B EfrplOyefS Liability 111SU1'artCe: Part Two of the poticy applies to work in each state listed in item 3.A. The limits of our liability under Part Two are: Bodily Injury by Accident $1,000,000 each accident Bodily Injury by Disease $1,000,000 policy limit Bodily injury by Disease $1,000,000 each employee � Qher States (nsUral'�Ce: Part Three of the policy applies to the states, if any, listed here: See Extension of tnformation Page Q ThiS p01iCy irlCiUdeS ttieSe 21'tdOrsementS and 9Cheduies: See Policy Forms and Endorsements Summary ITHiII 4 The premium for this policy will be determined by our Manuais of Rules, Classitications, Rates and Rating Plans. All information required below is subject to verification and change by audit. Qassifications Cbde Premium Basis - Total Rate per Estimated (�b. Estimated Annual $100 of Annual I�muneration Remuneration Premium See Extension of Information Page(s) Total Esiimated Annual Premium Total Charges Minirrum Premium $250.00 TX Total Estimated Premium If indicated below, interim adjustments of premiums shall be made. Deposit Premium Servicing Office Northem Texas Regional Office Countersigned by: and Issue Date 12/29116 To report a claim, call your Agent or 1-BOU-362-0000 WCOOOOOIA(WC3010E) � 1987 National Council on Compensation Insurance, Inc. 5E968T76 N0107743 300 AC�'F'PIO - INSIh� OCPY Q00118 PAC� 9� 46