HomeMy WebLinkAboutContract 52263-AD1 CITY SECRETARY
CONTRACT NO.._5 o12o3—AD
ADDENDUM TO THE SOFTWARE SERVICE AGREEMENT
BETWEEN
THE CITY OF FORT WORTH
AND
LCPTRACKER, INC.
This Addendum to Contract#GS35F-364BA("Addendum")is entered into by and between
the LCPtracker, Inc. ("Seller") and the City of Fort Worth("City"), collectively the "parties", for
a purchase of licenses.
The Contract documents shall include the following:
1. Proposal for Davis-Bacon/Prevailing Wage Verification Software, inclusive of Contract
#GS35F-364BA; and
2. This Addendum.
Notwithstanding any language to the contrary in the attached Contract #GS35F-364BA
(the"Agreement"),the Parties hereby stipulate by evidence of execution of this Addendum below
by a representative of each party duly authorized to bind the parties hereto,that the parties hereby
agree that the provisions in this Addendum below shall be applicable to the Agreement as follows:
1. Term. The Agreement shall become effective upon the signing of the Agreement
(the "Effective Date") and shall expire one (1) year after the Effective Date (the "Expiration
Date"), unless terminated earlier in accordance with the provisions of the Agreement or otherwise
extended by the parties. The Agreement may be renewed to extent such a renewal is provided for
by the terms of the Agreement.
2. Termination.
a. Convenience.Either City or Seller may terminate the Agreement at any time
and for any reason by providing the other party with 30 days written notice of termination.
b. Breach.If either party commits a material breach of the Agreement,the non-
breaching Party must give written notice to the breaching party that describes the breach
in reasonable detail. The breaching party must cure the breach no later than ten (10)
calendar days after receipt of notice from the non-breaching party, or within some other
time frame if agreed to by the parties. If the breaching party fails to cure the breach within
the stated period of time, the non-breaching party may, in its sole discretion, and without
prejudice to any other right under the Agreement, law, or equity, immediately terminate
MPS SOP this Agreement by giving written notice to the breaching party.
C. Fiscal Funding Out. In the event no funds or insufficient funds are
appropriated by City in any fiscal period for any payments due hereunder, City will notify
Seller of such occurrence and the Agreement shall terminate on the last day of the fiscal
period for which appropriations were received. Nothing in this section shall be construed
as limiting the Seller's remedies as provided for under the terms of the Agreement.
RD
Addendum to Contract#GS35F-364BA CITY�Pa �E IARY
FT. WORTH,TX
d. Duties and Obligations of the Parties. In the event that the Agreement is
terminated prior to the Expiration Date, City shall pay Seller for services actually rendered
up to the effective date of termination and Seller shall continue to provide City with
services requested by City and in accordance with the Agreement up to the effective date
of termination. Upon termination of the Agreement for any reason, Seller shall provide
City with copies of all completed or partially completed documents prepared under the
Agreement. In the event Seller has received access to City information or data as a
requirement to perform services hereunder, Seller shall return all City provided data to City
in a machine readable format or other format deemed acceptable to City. The provisions
of this Section, however, are subject to any applicable provisions in the Agreement,
including, without limitation, any fees associated with the provision or return of various
papers or data which the Agreement requires.
3. Attorneys' Fees, Penalties, and Liquidated Damages. Neither party shall be liable
for attorney's fees, penalties, or liquidated damage awards, provided, however, that this clause
shall not effect or apply to any of the indemnity provisions provided by the Agreement.
4. [RESERVED]
5. Sovereign Immunity. Nothing herein constitutes a waiver of City's sovereign
immunity. To the extent the Agreement requires City to waive its rights or immunities as a
government entity; such provisions are hereby deleted and shall have no force or effect.
6. No Debt. In compliance with Article 11 § 5 of the Texas Constitution, it is
understood and agreed that all obligations of City hereunder are subject to the availability of funds.
If such funds are not appropriated or become unavailable,City shall have the right to terminate the
Agreement except for those portions of funds which have been appropriated prior to termination.
The provisions of this section are subject to the provisions of section 2, subsection c of this
Addendum.
7, Confidential Information. City is a government entity under the laws of the State
of Texas and all documents held or maintained by City are subject to disclosure under the Texas
Public Information Act. To the extent the Agreement requires that City maintain records in
violation of the Act, City hereby objects to such provisions and such provisions are hereby deleted
from the Agreement and shall have no force or effect.In the event there is a request for information
marked Confidential or Proprietary, City shall promptly notify Seller. It will be the responsibility
of Seller to submit reasons objecting to disclosure. A determination on whether such reasons are
sufficient will not be decided by City, but by the Office of the Attorney General of the State of
Texas or by a court of competent jurisdiction.
8. Addendum Controlling. If any provisions of the attached Agreement, conflict with
the terms herein, are prohibited by applicable law, conflict with any applicable rule, regulation or
ordinance of City,the terms in this Addendum shall control.
Addendum to Contract 4GS35F-364BA Page 2 of 4
9. Immigration Nationality Act. City actively supports the Immigration&Nationality
Act(INA)which includes provisions addressing employment eligibility,employment verification,
and nondiscrimination. Seller shall verify the identity and employment eligibility of all employees
who perform work under the Agreement. Seller 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 the Agreement.
Seller 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. Seller shall provide City with a
certification letter that it has complied with the verification requirements required by the
Agreement. Seller shall indemnify City from any penalties or liabilities due to violations of this
provision. City shall have the right to immediately terminate the Agreement for violations of this
provision by Seller.
10. No Boycott of Israel. Seller acknowledges that in accordance with Chapter 2270
of the Texas Government Code, City is prohibited from entering into a contract with a company
for goods or services unless the contract contains a written verification from the company that it:
(1) does not boycott Israel; and (2) will not boycott Israel during the term of the contract. The
terms"boycott Israel" and"company" shall have the meanings ascribed to those terms in Section
808.001 of the Texas Government Code. By signing this Addendum, Seller certifies that Seller's
signature provides written verification to City that Seller: (1) does not boycottIwael; and(2) will
not boycott Israel during the term of the Agreement.
11. Right to Audit. Seller agrees that City shall, until the expiration of three (3) years
after final payment under the Agreement, have access to and the right to examine any directly
pertinent books, documents, papers and records of Seller involving transactions relating to the
Agreement, except to the extent that such items contain information that is confidential,
proprietary, or trade secret. City shall give Seller reasonable advance notice of intended audits.
Any audits preformed under this Agreement are subject to the provisions of the Agreement.
(signature page follows)
Addendum to Contract 4GS35F-364BA Page 3 of 4
IAJA
Executed this the day of , 2 8.
CITY:
City of Fort Worth Contract Compliance Manager:
By signing I acknowledge that I am the person
responsible for the monitoring and administration
of this contract, including ensuring all
By: performance and reporting requirements.
ame: usan Alanis
Tt As ist t City Manager �+
Date: By: 11
Name: Steve S re ffert
Approval Recommended: Title: Assistant Director,IT Solutions
Approved as to Form and Legality:
By:
Name:
Title: By:
N e: Jo B. S g
Attest: tle: AssistanCCity Attorney
.Contract Authorization:
C: N/A
By. Name: Ma .ka ser o
Title: City Secretary
�r; 7�'
`., .
a
SELLER:
LCPft ,11"t DocuSigned by.
EI s VIIA�ClI.
By: A04FE27ARACC42C...
Name: Kris Vinci l
Title: Business unit Director
Date: 4/17/2019
OFFICIAL RECORD
CITY SECRETARY
Addendum to Contract#GS35F-364BA FT. Wo ' ,V(X4