HomeMy WebLinkAboutContract 49874 CITY SECRETARY
oNTRACT NO.
Cooperative Agreement for Management Services
between the
Botanical Research Institute of Texas
and the
City of Fort Worth,Texas
This Agreement entered into by the Botanical Research Institute of Texas, a non-profit, 501(c)3
organization located in Fort Worth, Texas, incorporated in the State of Texas and duly recognized under
Federal law(hereinafter referred to as"BRIT"), and the City of Fort Worth,Texas,a home-rule municipal
corporation situated in Tarrant, Denton,Johnson, Wise, and Parker Counties, Texas (hereinafter referred
to as "City"). Each individually referred to herein as a "party" and collectively as the "parties"
WHEREAS, BRIT and the City desire to establish a cooperative agreement for Management
Services for Education and Volunteer Programs; and
WHEREAS, the City owns the Fort Worth Botanic Garden (hereinafter referred to as "FWBG"), a
public botanical garden; and
WHEREAS, both organizations are rooted in Fort Worth, Texas, with the FWBG founded in 1934
by the City of Fort Worth as the first public garden in Texas, and BRIT founded in 1987 as a non-profit,
international research and education center that studies plants and preserves a significant historical
botanical collection; and
WHEREAS, the FWBG mission is to "Engage, inform and inspire with plants, landscapes, and
nature," while BRIT's mission is to "Conserve our natural heritage by expanding our knowledge of plants
and raising public awareness of the value of plants to life"; and
WHEREAS, BRIT has provided significant financial and other benefits to the City and the FWBG;
including, but not limited to a Leeds Platinum building and site improvements valued at over$23,000,000
used to provide scientific research of international importance and numerous educational and public
service programs; and
WHEREAS, the City Council of the City of Fort Worth finds that the payments to BRIT under this
Agreement serve a public purpose and sufficient controls are in place to ensure that the public purpose is
carried out; and
WHEREAS, FWBG and BRIT, in recognition of their common interests and mission in education in
the areas of horticulture, botanical science, biodiversity conservation, and sustainability, and
understanding the vital role volunteers contribute to successful programming, believe that bilateral
engagement and cooperation will contribute to the enrichment and expansion of the education program,
therefore benefitting the community; and
WHEREAS,a cooperative agreement will further the missions of FWBG and BRIT resulting in world-
class botanical organizations; and
WHEREAS,the citizens of Fort Worth will benefit from greater collaboration and interdependence...
between FWBG and BRIT in offering educational and volunteer opportunities; and , OFFICIAL RECORD
CITY SECRETARY
BRIT and City Cooperative Agreement for Management Services FT.W#WPcfjt3
WHEREAS,there will be increased awareness and use of FWBG and BRIT facilities commensurate
with the significant capital investments already made by both entities; and
Whereas, since FWBG and BRIT share common missions and a single campus, the City and BRIT
envision expanded collaboration in coming years beyond what is contemplated in this initial agreement.
NOW,THEREFORE,the parties hereto mutually agree as follows:
SECTION 1
SCOPE
BRIT shall collaborate with City to provide City with management services for education and
volunteer programs at the Fort Worth Botanic Garden.
1.1 BRIT shall be responsible for the following:
1.1.1 Organize and oversee a strategic planning process for comprehensive program re-structure
and development of the education and volunteer programs for both BRIT and the FWBG, with
authorization by the BRIT Board of Directors.
1.1.2 Organize an external evaluation with national leaders to review both the education and
volunteer programs.
1.1.3 Create program standards and benchmarks, and implement them into the plan.
1.1.4 Approve the strategic operational plan with consensus of BRIT, the FWBG Executive
Director, and BRIT's Board of Directors.
1.1.5 Provide oversight of program operations, implementation, and quality control.
1.1.6 Staffing
a.Administer the education and volunteer programs, hiring staff for key positions.
b. Be responsible for all BRIT employees and contractors providing services under this
agreement.
1.1.7 Education Operations
a. For current programming during the transition period, BRIT and FWBG education staff
will review programs to ensure transition of resources and logistical information for
established programs.
b. Supervise the delivery of all education programs and staff performance to ensure each
meets program standards and benchmarks.
1.1.8 Volunteer Operations
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a. Coordinate all volunteer-associated work within a single program that introduces
volunteers to and trains them for all opportunities across the Botanic Garden campus.
1.1.9 Data Sharing
a. Manage data collection and systems for education and volunteer information.
1.1.10 Oversee budgets,grants, and reporting through quarterly and annual reports.
a. Have budgets for the education and volunteers programs approved by the BRIT
Executive Director, the City's Director of the Park and Recreation Department or his/her
designee, and the BRIT Board.
b. Manage budgets in separate restricted accounts within the BRIT budget.
1.1.11 Establish revenue and cost-sharing protocols to fund the education and volunteer
programs, in cooperation with the FWBG Executive Director.
1.1.12 Keep revenue generated by volunteers for education related programs and events(tours,
family events, education programs, etc.) in BRIT's Education/Volunteer budget to fund volunteer
costs.
1.1.13 Allow revenue from education programs and events to stay within BRIT's Education pre-
determined budget to fund costs of supplies, seasonal staffing, and miscellaneous expenses and
to grow the program.
1.1.14 Agree that revenues from special events (such as Butterflies in the Garden) that BRIT
provides management services for volunteer or educational programming shall be allocated
between the parties so that the operating costs of each party is reimbursed first and any remaining
funds are divided equally among the parties.The Executive Directors shall negotiate and the BRIT
Board and the City shall approve the allocation of funds for each special event. The BRIT Board
and the City may approve a different division of revenues to the extent the parties find that such
division is more reflective of the efforts provided by each party in support of the special event or
to meet constraints of funding partners.
1.1.15 Agree that any additional costs outside of normal operations must be raised in order for
the costs to be covered as part of operations.
1.1.16 Develop a co-brand representing both FWBG and BRIT for Education and Volunteers, with
marketing to promote brand awareness and to disseminate promotional materials and
communication.
1.1.17 Work with a professional designer on a concept design and present 2-3 design options
for consideration.
1.1.18 Market and promote brand awareness and disseminate promotional materials and
communication.
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1.1.19 Ensure cooperation between BRIT and the City for use of each entity's grounds and
facilities for program delivery, as well as space accommodation for programs and staff that are
part of the operational plan.
1.1.20 Allow an exemption from charged entry fees or rental fees for use of space for Education
programs in the operational plan. Education programs will cover costs over and above use of
space, such as additional security fees.
1.1.21 Coordinate with the City on space availability and reservations to ensure adequate time
for identifying and using alternative space for program delivery.
1.1.22 Ensure that all activities developed under the auspices of this Agreement will respect and
conform to the corresponding norms, traditions, rules and regulations of each institution
regarding personnel, employee rights, publication and patent policies.
1.1.23 Assume responsibility for all incidental expenses related to participation in this agreement
in accordance with BRIT's internal rules related thereto, unless agreed upon by both parties for
the administration of specific joint projects and paid from individual project funding.
1.2 The City shall be responsible for the following:
1.2.1 Cooperate with the strategic and operational plan and oversight of program operation,
implementation, and quality control by BRIT.
1.2.2 Education Operations
a. For current programming during transition, City shall work collaboratively with BRIT to
review programs to ensure transition of resources and logistical information for
established programs.
b. For adult education programs, work collaboratively with BRIT to plan and teach adult
education programs that will be offered through this Agreement.
1.2.3 Volunteer Operations
a. Provide budget funds for volunteer appreciation and supplies (snacks, badges,
background checks, etc.) until revenue from this Agreement to offset expenses is
achieved.
b. Ensure that all garden-related volunteer needs are coordinated through the joint
volunteer collaboration.
1.2.4 Data Sharing
a. Assist BRIT with managing data collection and systems to provide access to education
and volunteer information to both BRIT and the FWBG.
1.2.5 Establish revenue and cost-sharing protocols to fund the education and volunteer programs,
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in cooperation with the FWBG Exec Director.
1.2.6 Assist BRIT with fundraising to support the funding of education and volunteer programs.
1.2.7 Allow revenue generated by volunteers for education related programs and events (tours,
family events, education programs, etc.) remain within the Education/Volunteer budget to fund
volunteer costs.
1.2.8 Allow revenue from education programs and events to stay within the Education pre-
determined budget to fund costs of supplies, seasonal staffing, and miscellaneous expenses and
to grow the program.
1.2.9 Agree that revenues from special events (such as Butterflies in the Garden) that BRIT
provides management services for volunteer or educational programming shall be allocated
between the parties so that the operating costs of each party is reimbursed first and any remaining
funds are divided equally among the parties.The Executive Directors shall negotiate and the BRIT
Board and the City shall approve the allocation of funds for each special event. The BRIT Board
and the City may approve a different division of revenues to the extent the parties find that such
division is more reflective of the efforts provided by each party in support of the special event or
to meet constraints of funding partners.
1.2.10 Agree that any additional costs outside of normal operations must be raised in order for
the costs to be covered as part of operations.
1.2.11 Ensure cooperation among grounds and facilities for program delivery, as well as space
accommodation for programs and staff that are part of the operational plan.
1.2.12 Allow education programs exemption from charged entry fees or rental fees for use of
space for programs in the operational plan. Education programs will cover costs over and above
use of space, such as additional security fees.
1.2.13 When space reserved for education is needed for rentals, education will require adequate
time to relocate and an alternative space for program delivery,as outlined in the operational plan.
1.2.14 Ensure that all activities developed under the auspices of this Agreement will respect and
conform to the corresponding norms, traditions, rules and regulations of each institution
regarding personnel, employee rights, publication and policies.
SECTION 2
TERMS/TERMINATION.
2.1 The evaluation stage of begins immediately upon execution of this Agreement.
2.2 Program implementation will begin after the strategic planning has been completed, after
October, 2017 and by Spring, 2018.
2.3 The term of the agreement shall be twenty years with no options to renew. However, the City or
BRIT may terminate at any time due to failure of the City Council to allocate funding during the annual
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budget process or,with 6-months' notice,due to failure to achieve jointly agreed goals or otherwise meet
obligations under this agreement.Any changes shall be made by amendments to this agreement. Twenty
four months before expiration the parties shall enter into negotiations on the terms of a subsequent
agreement if it is determined at that time to be mutually beneficial to both parties.
SECTION 3
PAYMENT.
3.1 The City shall make a single annual payment to BRIT in the amount of $191,000.00 (the "Base
Amount"), due not later than November 15th of each year, unless the FWBG Executive Director and BRIT
Executive Director have failed to approve the goals for strength of curriculum based on current state and
federal standards, number of classes provided, number of people served, and growth and success of the
volunteer program as measured by number of hours served and programs impacted, in which case,
payment to BRIT shall be due within thirty days of approval of the goals by the FWBG Executive Director
and BRIT Executive Director Subject to annual appropriations by the City Council, the base amount will
increase by three percent annually or by the Consumer price index,whichever is greater but not to exceed
five percent. If either party has exercised their right to terminate the agreement as outlined in Section
2.3, payment shall be prorated to coincide with the remaining months of operation.
SECTION 4
FORCE MAJEURE
4.1 If either party is unable,either in whole or part,to fulfill its obligations under this Agreement due
to acts of God; strikes, lockouts, or other industrial disturbances; acts of public enemies; wars; blockades;
insurrections; riots;epidemics; public health crisis;earthquakes;fires;floods; restraints or prohibitions by
any court, board, department, commission or agency of the United States or of any state; declaration of a
state of disaster or of emergency by the federal, state, county, or City government in accordance with
applicable law; issuance of an Imminent Threat Alert or Elevated Threat Alert by the United States
Department of Homeland Security or any equivalent alert system that may be instituted by any agency of
the United States;any arrests and restraints;civil disturbances;or explosion;or some other reason beyond
the Party's reasonable control (collectively, "Force Majeure Event"), the obligations so affected by such
Force Majeure Event will be suspended only during the continuance of such event. If a Force Majeure
Event occurs,the City may, in its sole discretion, close or postpone the opening of its community centers,
parks, or other City-owned and operated properties and facilities in the interest of public safety and
operate them as the City sees fit. BRIT waives any claims it may have against the City for damages resulting
from any such Force Majeure Event.
SECTION 5
LIABILITY AND INDEMNIFICATION
5.1 BRIT SHALL BE LIABLE AND RESPONSIBLE FOR ANY AND ALL DAMAGES, INCLUDING, BUT NOT
LIMITED TO, PROPERTY LOSS, PROPERTY DAMAGE AND PERSONAL INJURY, OF ANY KIND OR
CHARACTER, WHETHER REAL OR ASSERTED, TO THE EXTENT CAUSED BY THE ACTS OR OMISSIONS OF
BRIT, OR ITS DIRECTORS, OFFICERS, REPRESENTATIVES, AGENTS, SERVANTS, CONTRACTORS,
EMPLOYEES, VOLUNTEERS, PATRONS, GUESTS, INVITEES, OR PROGRAM PARTICIPANTS. BRIT HEREBY
EXPRESSLY RELEASES AND DISCHARGES CITY FROM ANY AND ALL LIABILITY FOR ANY DAMAGE,
INCLUDING,BUT NOT LIMITED TO,PROPERTY DAMAGE AND LOSS AND PERSONAL INJURY ARISING OUT
OF OR IN CONNECTION WITH, DIRECTLY OR INDIRECTLY,THIS AGREEMENT.
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5.2 INDEMNIFICATION — BRIT, AT ITS SOLE COST AND EXPENSE, AGREES TO AND DOES HEREBY
DEFEND, INDEMNIFY, PROTECT, AND HOLD HARMLESS CITY AND CITY'S OFFICERS, REPRESENTATIVES,
AGENTS, EMPLOYEES,AND SERVANTS(COLLECTIVELY, "INDEMNITEES") FOR, FROM AND AGAINST ANY
AND ALL CLAIMS, LIABILITIES, DAMAGES, LOSSES, LIENS,CAUSES OF ACTION, SUITS,JUDGMENTS AND
EXPENSES (INCLUDING, BUT NOT LIMITED TO, COURT COSTS, ATTORNEYS' FEES AND COSTS OF
INVESTIGATION), OF ANY NATURE, KIND OR DESCRIPTION ARISING OR ALLEGED TO ARISE BY REASON
OF INJURY TO OR DEATH OF ANY PERSON OR DAMAGE TO OR LOSS OF PROPERTY(1)RELATING TO THIS
AGREEMENT (2) BY REASON OF ANY OTHER CLAIM WHATSOEVER OF ANY PERSON OR PARTY
OCCASIONED OR ALLEGED TO BE OCCASIONED IN WHOLE OR IN PART BY ANY ACT OR OMISSION ON
THE PART OF BRIT OR ANY OF ITS OFFICERS, REPRESENTATIVES, AGENTS, SERVANTS, EMPLOYEES,
CONTRACTORS,PATRONS,GUESTS, PROGRAM PARTICIPANTS,OR INVITEES OR OF ANY OTHER PERSON
ENTERING UPON THE BOTANIC GARDEN WITH THE EXPRESS OR IMPLIED INVITATION OR PERMISSION
OF BRIT; OR (3) BY ANY BREACH, VIOLATION OR NONPERFORMANCE OF ANY COVENANT OF BRIT
UNDER THIS AGREEMENT(COLLECTIVELY, "LIABILITIES").
5.3 If any action or proceeding shall be brought by or against the City in connection with any such
liability or claim, BRIT, on notice from City, shall defend such action or proceeding at BRIT's expense, by
or through attorneys reasonably satisfactory to City.
5.4 It is agreed with respect to any legal limitations now or hereafter in effect and affecting the validity
or enforceability of the indemnification obligations under this Section, such legal limitations are made a
part of the indemnification obligation and shall operate to amend the indemnification obligation to the
minimum extent necessary to bring the provision into conformity with the requirements of such
limitations, and as so modified, the indemnification obligation shall continue in full force and effect.
5.5 BRIT agrees to notify City promptly upon the receipt of any claim or lawsuit brought in connection
with any injury, death, or damages in relation to this Agreement. BRIT agrees to make its officers,
representatives, agents, and employees available to City, at all reasonable times,for any statements and
case preparation necessary for the defense of any claims or litigation for which City may be responsible
hereunder.
SECTION 6
INSURANCE
6.01 During the term of this Agreement, BRIT shall procure and maintain at all times, in full force and
effect, a policy or policies of insurance that provide the specific coverage set forth below as well as any
additional coverage that a reasonable person would obtain to cover any and all other public risks related
to BRIT's performance of its obligations under this Agreement. BRIT shall specifically obtain the following
types of insurance at the following limits and subject to the additional requirements listed below.
a. Commercial General Liability (required throughout term of Agreement and any
renewals thereof):
i. $1,000,000.00 Each Occurrence
ii. $2,000,000.00 Aggregate
b. Automobile Liability
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$1,000,000 each accident on a combined single limit
Or
$250,000 Property Damage
$500,000 Bodily Injury per person per occurrence
C. Worker's Compensation:
Coverage A: Statutory limits
Coverage B: Employer's liability
$1,000,000
6.02 All insurance required under this Agreement must comply with the following general
requirements:
a. The City's Risk Manager shall have the right to review and evaluate all required insurance
coverage and to make reasonable requests or revisions pertaining to the types and limits of
that coverage. BRIT and any subcontractors shall comply with such requests or revisions as
a condition precedent to the effectiveness of this Agreement.
b. Each insurance policy shall endeavor to provide the City a minimum thirty(30)days' notice
of cancellation, non-renewal, or material change in policy terms or coverage, provided,
however, that a ten day notice shall be acceptable in the event of cancellation for non-
payment of premium.
C. The City, its officers, employees, representatives, and servants shall be endorsed as an
additional insured on all insurance policies required under this Agreement.
d. All insurance policies required under this Agreement shall be endorsed with a waiver of
subrogation providing rights of recovery in favor of the City.
e. BRIT's insurance policies shall each be endorsed to provide that such insurance is primary
protection and that any self-funded or commercial coverage maintained by City shall not be
called upon to contribute to loss recovery.
f. On the request of City, BRIT shall provide complete copies of all insurance policies required
by this Agreement. Current and revised certificates of insurance shall be delivered to the
Risk Management Division of the City of Fort Worth, 200 Texas Street, Fort Worth, Texas
76102 with a copy to the Botanic Garden,at the Botanic Garden office.
g. Any failure on part of the City to request required insurance documentation shall not
constitute a waiver of the insurance requirements specified herein.
h. Insurers must be authorized to do business in the State of Texas and have a current A. M.
Best rating of A VII or equivalent measure of financial strength and solvency.
i. Deductible limits,or self-funded retention limits,on each policy must not exceed$10,000.00
per occurrence unless otherwise approved by the City.
j. The City may consider alternative coverage or risk treatment measures through insurance
pools or risk retention groups in lieu of traditional insurance. Prior to employing such
alternative coverage, BRIT must obtain City's written approval.
k. During any term of this Agreement, BRIT shall report to the Risk Management Division in a
timely manner any loss occurrence that could give rise to a liability claim or lawsuit or that
could result in a property loss.
I. BRIT's liability shall not be limited to the specified amounts of insurance required herein.
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SECTION 7
TAXES AND BENEFITS
7.1 BRIT shall be responsible for its own taxes and insurance. The City is not responsible for and shall
not withhold taxes from, nor pay FICA contributions on monies paid to BRIT pursuant to the terms of this
Agreement and BRIT shall be responsible for any and all applicable taxes due as a result of payment of
monies to BRIT pursuant to this Agreement. BRIT's employees, representative, agents, servants,officers,
contractors, subcontractors, and volunteers are not entitled to receive any sick leave, vacation,
retirement, health benefits, or any other benefits from the City.
SECTION 8
TERMINATION
8.1 Termination. This Agreement may be terminated without cause by either party upon delivery of
written notice to the other party of such intent to terminate in accordance with Section 2.3 above.
8.2 Fiscal Funding Out. Notwithstanding anything to the contrary, if, for any reason, at any time
during the term of the Agreement,the Fort Worth City Council fails to appropriate funds sufficient for the
City to fulfill its obligations under this Agreement, the City may terminate the portion of the Agreement
regarding such obligations to be effective on the later of: (i) delivery by the City to BRIT of written notice
of the City's intention to terminate or (ii) the last date for which funding has been appropriated by the
Fort Worth City Council for the purposes set forth in this Contract.
SECTION 9
NONDISCRIMINATION
9.1 BRIT shall not engage in any unlawful discrimination based on race, creed, color, national origin,
sex, age, religion, disability, marital status, citizenship status, sexual orientation or any other prohibited
criteria in performing the services under this Agreement.
SECTION 10
VENUE AND CHOICE OF LAW
10.1 BRIT and City agree that 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, arises on the basis of any
provision of 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—Fort Worth Division.
SECTION 11
THIRD-PARTY RIGHTS AND ASSIGNMENTS
11.1 The provisions and conditions of this Agreement are solely for the benefit of the City and BRIT,
and any lawful assign or successor of BRIT, and are not intended to create any rights, contractual or
otherwise,to any other person or entity.
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11.2 BRIT agrees that it will not subcontract or assign all or any part of its rights, privileges or duties
hereunder without the prior written consent of the City, and any attempted subcontract or assignment
of same without such prior consent of the City shall be void.
SECTION 12
BINDING COVENANTS
12.1 Subject to the limitations contained herein, the covenants, conditions and agreements made and
entered into by the parties hereunder are declared to be for the benefit of and binding on their respective
successors, representatives and permitted assigns, if any.
SECTION 13
INDEPENDENT CONTRACTOR
13.1 It is expressly understood and agreed that BRIT operates as an independent contractor as to all
rights and privileges and work performed under this Agreement, and not as an agent, representative or
employee of the City. Subject to and in accordance with the conditions and provisions of this Agreement,
BRIT 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 employees, representative, agents, servants, officers,
contractors,subcontractors,and volunteers. BRIT acknowledges that the doctrine of respondeat superior
shall not apply as between the City and BRIT or its officers, representatives, agents, servants, volunteers
and employees. BRIT further agrees that nothing herein shall be construed as the creation of a partnership
or joint enterprise between City and BRIT. It is further understood that the City shall in no way be
considered a co-employer or a Joint employer of BRIT or any employees, representative,agents,servants,
officers, contractors, subcontractors, and volunteers of BRIT. Neither BRIT, nor any officers, agents,
servants, employees, volunteers or subcontractors of BRIT shall be entitled to any employment benefits
from the City. BRIT shall be responsible and liable for any and all payment and reporting of taxes on behalf
of itself, and any of employees, representative, agents, servants, officers, contractors, subcontractors,
and volunteers.
SECTION 14
AMENDMENTS,CAPTIONS,AND INTERPRETATION
14.1 Except as otherwise provided in this Agreement,the terms and provisions of this Agreement may
not be modified or amended except upon the written consent of both the City and BRIT.
14.2 Captions and headings used in this Agreement are for reference purposes only and shall not be
deemed a part of this Agreement.
14.3 In the event of any dispute over the meaning or application of any provision of this Agreement,
this Agreement shall be interpreted fairly and reasonably, and neither more strongly for or against any
party, regardless of the actual drafter of this Agreement.
SECTION 15
GOVERNMENTAL POWERS AND IMMUNITIES
15.1 It is understood that by execution of this Agreement,the City does not waive or surrender any of
its governmental powers or immunities.
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SECTION 16
AUTHORIZATION,COUNTERPARTS AND ELECTRONIC SIGNATURES
16.1 By executing this Agreement on behalf of BRIT,the person signing below affirms that he or she is
authorized to execute this Agreement and that all representations made herein with regard to the signer's
identity, address, and legal status are true and correct.
16.2 This Agreement may be executed in several counterparts, each of which will be deemed an
original, but all of which together will constitute one and the same instrument. A signature received via
facsimile or electronically via email shall be as legally binding for all purposes as an original signature.
SECTION 17
SEVERABILITY AND NO WAIVER
17.1 It is agreed that in the event any covenant, condition or provision herein contained is held to be
invalid by any court of competent jurisdiction,the invalidity of such covenant, condition or provision shall
in no way affect any other covenant, condition or provision,and does not materially prejudice either BRIT
or City in connection with the rights and obligations contained in the valid covenants, conditions or
provisions of this Agreement.
17.2 The failure of either party to insist upon the performance of any term or provision of this
Agreement or to exercise any right granted hereunder shall not constitute a waiver of that party's right to
insist upon appropriate performance or to assert any such right on any future occasion.
SECTION 18
COMPLIANCE WITH LAWS
18.1 This Agreement is subject to all applicable federal, state and local laws, ordinances, rules and
regulations, including, but not limited to, all provisions of the City's Charter and ordinances,as amended.
18.2 If City notifies BRIT or any of its officers, agents, employees, contractors, subcontractors,
licensees,volunteers,or invitees of any violation of such laws, ordinances, rules or regulations, BRIT shall
immediately desist from and correct the violation.
SECTION 19
SOLE AGREEMENT
19.1 This Agreement, including any exhibits attached hereto and any documents incorporated herein,
contains the entire understanding and agreement between the City and BRIT, and any lawful assign and
successor of BRIT, 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.
[SIGNATURES ON FOLLOWING PAGE]
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IN WITNESS WHEREOF,the parties have executed this Agreement to be effective on the date set
forth in Section 2.
CITY OF FORT WORTH Botanical Research Institute of Texas
By: By:_
'cc's
�_S an Alanis Edward Schneider
Assistant City Manager Executive Director
Date: 10 7 Date: 7Z-
Recommended By:
BQ B
Y Y_
ichard Zavala Greg Bird
Director of Park& Recreation Board President
Bob Byers Edward Bass
Director, Fort Worth Botanic Garden Board Vice President
APPROVED AS TO FORM AND LEGALITY:
Richard A. McCracken
Assistant City Attorney
l CITY p�
ATTEST: * 00.
Mar Ka
City Secretary ........
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Contract Compliance Manager:
By signing, I acknowledge that I am the person responsible for the monitoring and administration of
this contract, including all performance and reporting requirements.
Name: Bob Byers
Title: Executive Director, Fort Worth Botanic Garden
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