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City Secretary Contract No. 53 `O6
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VENDOR SERVICES AGREEMENT
This VENDOR SERVICES AGREEMENT("Agreement")is made and entered into by and
between the CITY OF FORT WORTH("City"),a Texas home rule municipal corporation and
J.D. Power("Vendor"),a Delaware corporation,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 Vendor Services Agreement;
2. Exhibit A—Scope of Services;
3. Exhibit B—Verification of Signature Authority Form.
Exhibits A and B,which are attached hereto and incorporated herein,are made a part of this Agreement for
all purposes.In the event of any conflict between the terms and conditions of Exhibits A or B and the terms
and conditions set forth in the body of this Agreement, the terms and conditions of this Agreement shall
control.
1. Scope of Services.Purchase of the J.D.Power Annual Water Utility Customer Satisfaction
Study(the"Syndicated Study"). The Syndicated Study may include studies,reports,data and other
information provided by Vendor to City(collectively,the"Syndicated Information"),desk-top software
that allows City to view and use the Syndicated Information(the"Software"),and an electronic platform,
including those accessed through the worldwide web,which enables City access to the Syndicated
Information(the"Platform"). City may also order other services from Vendor related to the Syndicated
Study(together with the Syndicated Information, Software and Platform,the"Services").Exhibit"A,"-
Scope of Services more specifically describes the Services to be provided hereunder.
2. Term. This Agreement shall begin on the date signed by the Assistant City Manager below
("Effective Date") and shall expire on July 31, 2020 ("Expiration Date"), unless terminated earlier in
accordance with this Agreement("Initial Term"). City shall have the option,in its sole discretion,to renew
this Agreement under the same terms and conditions except for relevant price increases for the purchase of
additional studies,for up to four(4)one-year renewal options.
3. Compensation.Total payment made under this Agreement for the 2019-2020 year by City
shall be in an amount up to Thirty-Three Thousand Dollars($33,000.00).Payments for the following years
shall not exceed Forty Thousand dollars($40,000.00).Vendor shall not perform any additional services or
bill for expenses incurred for City not specified by this Agreement unless City requests and approves in
writing the additional costs for such services.City shall not be liable for any additional expenses of Vendor
not specified by this Agreement unless City first approves such expenses in writing.
4. Termination.
4.1. Written Notice.City or Vendor may terminate this Agreement at any time and for
any reason by providing the other party with ninety(90)days' written notice oftermination.
4.2 Non-appropriation of Funds. In the event no funds or insufficient funds are
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appropriated by City in any fiscal period for any payments due hereunder,City will notify Vendor
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 agreed upon for which funds have been appropriated.
4.3 Duties and Obligations of the Parties.In the event that this Agreement is terminated
prior to the Expiration Date,City shall pay Vendor for services actually rendered up to the effective
date of termination and Vendor 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, Vendor shall provide City with copies of all completed or partially
completed documents prepared under this Agreement. In the event Vendor has received access to
City Information or data as a requirement to perform services hereunder, Vendor 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.Vendor hereby warrants to City that Vendor has made full
disclosure in writing of any existing or potential conflicts of interest related to Vendor's services
under this Agreement.In the event that any conflicts of interest arise after the Effective Date of this
Agreement,Vendor hereby agrees immediately to make full disclosure to City in writing.
5.2 Confidential Information.Vendor,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.
(a) "Confidential Information" is defined as any information, whether written, other
tangible form or verbal, of a party("Discloser"),which is disclosed to or observed
by the other party ("Recipient") in connection with performance of its obligations
under this Agreement(the "Purpose"), including copies thereof, and which, at the
time of disclosure is marked as being "Confidential" or "Proprietary" or is
reasonably identifiable as confidential information of the Discloser given the nature
of the information or circumstances of such disclosure. "Confidential Information"
may include, but is not limited to, the Syndicated Study, Software, Platform,
business methods, financial information, purchasing requirements, customer lists,
sales and marketing plans, drawings, models, inventions, know-how, processes,
databases,trade secrets,business plans,forecasts,projections or analyses,software,
hardware or system designs, specifications, documentation, code, architecture,
structure or protocols and other intellectual property. Confidential Information also
includes third party confidential information,which is disclosed with the consent of
that third party. Confidential Information disclosed to Recipient by any of
Discloser's subsidiaries and affiliates are covered by this Agreement.
(b) Unless expressly authorized in writing by Discloser, Recipient agrees to retain the
Confidential Information in confidence and to use the Confidential Information
solely for the Purpose. Recipient will protect the Confidential Information with at
least the degree of care with which it protects its own Confidential Information of a
similar nature, but in no event with less than reasonable care. Confidential
Information will only be disclosed to Recipient's employees,directors,professional
advisors, contractors and consultants ("Representatives") who (i) have a need to
know the information in connection with the Purpose and (ii) are parties to
confidentiality obligations with Recipient with terms no less stringent than those in
this Agreement.Recipient will be responsible for any breach of this Agreement by
its Representatives. Recipient agrees to notify Discloser in writing of any actual or
suspected misuse, misappropriation or unauthorized disclosure of Confidential
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Information of Discloser and cooperate with Discloser to investigate and mitigate
any adverse effects.
(c) Recipient will have no obligations under Section 5.2 with respect to Confidential
Information which: (i) is or becomes publicly known through no wrongful act or
omission of the Recipient; (ii) is, at the time of disclosure, already known to
Recipient,as evidenced by Recipient's written records;(iii)is obtained from a third
party without breach of any obligations of confidentiality; (iv) is approved for
release by written authorization of Discloser;or(v)is independently developed by
Recipient without breach of this Agreement and without the use or benefit of
Discloser's Confidential Information.
(d) Confidential Information may be disclosed by Recipient if specifically required by
law or pursuant to the lawful requirement or request of a governmental agency,
subpoena or court order(each a"Compelled Disclosure");provided that Recipient:
(i) provides prompt notice to Discloser when legally permissible to enable
Discloser to seek a protective order or otherwise restrict such disclosure;
(ii)cooperates with Discloser in seeking a protective order or otherwise preventing
or restricting such disclosure; and (iii) discloses only that portion of the
Confidential Information required to comply with the request or order.
(e) All Confidential Information disclosed, and copies thereof, will remain the
property of Discloser and will be returned to Discloser upon request of Discloser.
If so directed by Discloser,the Confidential Information will be destroyed rather
than returned,and Recipient will certify in writing to Discloser that it has destroyed
the Confidential Information and all copies thereof. Recipient will be entitled to
retain one copy of Discloser's Confidential Information to the extent necessary to
meet any statutory requirements or legal proceedings and any copies stored due to
automatic computer archiving or back-ups undertaken.
5.3 Public Information Act. 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.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.
5.3 Unauthorized Access.Vendor 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. Vendor shall notify City immediately if the security or integrity of any
City Information has been compromised or is believed to have been compromised,in which event,
Vendor shall, in good faith, use all commercially reasonable efforts to cooperate with City in
identifying what information has been accessed by unauthorized means and shall fully cooperate
with City to protect such City Information from further unauthorized disclosure.
6. License,Ownership and Restrictions on Use.
6.1. License. Subject to any restrictions or limitations specified herein,City is hereby
granted a non-exclusive,non-transferable license to(i)use and access the Platform(and any
software,if accessed through the Platform)for one(1)year from the date of account password
activation for access to the Platform,and(ii)use and access the Software for five(5)years from
the date of invoice. City shall not modify,reverse engineer,decompile or disassemble any of the
Software or Platform. City may access the Software from a hard disk,over a network,or by any
other method it chooses,as long as it otherwise complies with the restrictions and limitations of
this Agreement. City may make a reasonable number of copies of the Software subject to the
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limitations on use specified in this Agreement.City shall not provide access to, display,circulate
or otherwise disclose any of the Services, Software or the Platform to any person except
employees or contractors of City who have agreed,for the benefit of Vendor,to comply with the
provisions of this Section 6("Authorized Users"). Notwithstanding the foregoing,all support and
maintenance by Vendor in connection with the Platform shall be for a period of one(1)year from
the date of activation, and,with respect to the Software,one(1)year from the date of invoice.
6.2. Services.City agrees that Vendore is the exclusive owner of the Syndicated
Information and any other media containing the Syndicated Information.The Syndicated
Information is provided for City's internal use only. City shall not use any of the Syndicated
Information except as expressly permitted by this Agreement. Subject to any restrictions or
limitations specified in the Scope of Services for the Syndicated Information,City is hereby
granted a non-exclusive,non-transferable license to use the Syndicated Information for a period
of five(5)years from the access start date on the Scope of Services. City shall cease using the
Syndicated Information at the end of the five-year period.Upon the written request of Vendor
after termination or expiration of such license,City shall destroy or return to Vendor all copies of
the Syndicated Information. City acknowledges and agrees that the Syndicated Information is
disclosed to City in confidence,portions of which are protectable as a trade secret of Vendor.
6.3. Trademarks. City agrees that Vendor is the exclusive owner of Vendor's service
marks,including the name J.D.Power,and each of the J.D.Power Medallions(collectively,the
"Service Marks"). Except as expressly provided in this Agreement,City may not directly or
indirectly use or display the Vendor's name or the Service Marks without the prior written
consent of Vendor.
7. Right to Audit. Vendor agrees that City shall, until the expiration of one (1) year after
final payment under this contract, or the final conclusion of any audit commenced during the said three
years,have access to and the right to examine at reasonable times but no more than once per year any directly
pertinent books, documents, papers and records, including, but not limited to, all electronic records, of
Vendor involving transactions relating to this Agreement at no additional cost to City. Vendor agrees that
City shall have access during normal working hours to all necessary Vendor facilities and shall be provided
adequate and appropriate work space in order to conduct audits in compliance with the provisions of this
section. City shall give Vendor no less than ninety(90)days advance written notice of intended audits.
8. Independent Contractor. It is expressly understood and agreed that Vendor shalloperate
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,Vendor 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, Vendors and subvendors. Vendor acknowledges that the doctrine of respondeat superior shall
not apply as between City, its officers, agents, servants and employees, and Vendor, its officers, agents,
employees,servants,Vendors and subvendors.Vendor further agrees that nothing herein shall be construed
as the creation of a partnership or joint enterprise between City and Vendor. It is further understood that
City shall in no way be considered a co-employer or a joint employer of Vendor or any officers, agents,
servants,employees or subvendor of Vendor.Neither Vendor,nor any officers,agents,servants,employees
or subvendor of Vendor shall be entitled to any employment benefits from City.Vendor shall be responsible
and liable for any and all payment and reporting of taxes on behalf of itself,and any of its officers,agents,
servants, employees or subvendor.
9. Limitation of Liability and Indemnification.
9.1 LIMITATION OF LIABILITY-Vendor shall have no liability to City for any damages
resulting from any interruptions,delays,inadequacies,errors or omissions relating to the Services
or from the loss of City data or otherwise. IN NO EVENT SHALL VENDOR HAVE ANY
LIABILITY,WHETHER ARISING IN CONTRACT,TORT OR OTHERWISE, FOR LOST
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PROFITS OR ANY INDIRECT, SPECIAL,PUNITIVE,CONSEQUENTIAL OR
INCIDENTAL DAMAGES,WHETHER OR NOT CAUSED BY THE NEGLIGENCE OF
VENDOR,EVEN VENDOR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH
DAMAGES. NOTWITHSTANDING THE FOREGOING,VENDOR'S MAXIMUM
LIABILITY TO CITY FOR ANY DAMAGES WITH RESPECT TO THE SERVICES OR
UNDER THIS AGREEMENT SHALL NOT EXCEED THE AGGREGATE TOTAL FEES
PAID BY CITY TO VENDOR UNDER THE INVOICE FOR THE SERVICES.
9.2 INTELLECTUAL PROPERTY INDEMNIFICATION — Vendor agrees to
defend,settle,or pay, at its own cost and expense,any claim or action by a third party against City
that Services provided by Vendor and used by City as provided in this Agreement infringe any
patent, copyright,trade mark,trade secret, or similar property right,it being understood that this
agreement to defend,settle or pay shall not apply if City modifies or misuses the Software,Platform,
Services and/or documentation.So long as Vendor bears the cost and expense of payment for claims
or actions against City pursuant to this section, Vendor 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, City shall have the right to fully participate in any
and all such settlement, negotiations, or lawsuit as necessary to protect City's interest, at City's
expense, and City agrees to cooperate with Vendor in doing so. City agrees to give Vendor timely
written notice of any such claim or action, with copies of all papers City may receive relating
thereto. In the event of such claim, Vendor shall have the right to terminate this Agreement with
respect to the allegedly infringing Services by giving written notice to City and by refunding to
City the prorata share of any prepaid charges relating to such infringing Services.
10. Assignment. Neither party shall assign any of its duties, obligations or rights under this
Agreement without the prior written consent of the other party. If City grants consent to an assignment,the
assignee shall execute a written agreement with City and Vendor under which the assignee agrees to be bound
by the duties and obligations of Vendor under this Agreement.
11. Insurance.Vendor shall provide City with certificate(s)of insurance documenting policies
of the following types and coverage limits that are to be in effect prior to commencement of any work
pursuant to this Agreement:
11.1 Coverage 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
Coverage shall be on any vehicle used by Vendor,and its employeesin the course
of providing services under this Agreement. "Any vehicle" shall be any vehicle
owned,hired and non-owned(as applicable).
(c) Worker's Compensation:Statutory limits according to the Texas Workers'
Compensation Act or any other state workers' compensation laws where the work
is being performed.
(d) Employers' liability
$100,000- Bodily Injury by accident;each accident/occurrence
$100,000- Bodily Injury by disease;each employee
$500,000- Bodily Injury by disease;policy limit
(e) Professional Liability(Errors&Omissions):
$1,000,000- Each Claim Limit
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$1,000,000- Aggregate Limit
Professional Liability coverage may be provided through an endorsement to the
Commercial General Liability (CGL) policy, or 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.
11.2 General Requirements
(a) The commercial general liability policy shall name City as an additional
insured thereon, as its interests may appear. The term City shall include its
employees, officers,and officials 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) Vendor shall make best efforts to provide 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 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 authorized to do business in the State
of Texas. All insurers must have a minimum rating of A-VII in the current A.M.
Best Key Rating Guide, or have reasonably equivalent financial strength and
solvency to the satisfaction of Risk Management. If the rating is below that
required,written approval of Risk Management is required.
(e) Any failure on the part of City to request required insurance
documentation shall not constitute a waiver of the insurance requirement.
(f) Certificates of Insurance evidencing that Vendor has obtained all required
insurance shall be delivered to the City prior to Vendor proceeding with any work
pursuant to this Agreement.
12. Compliance with Laws, Ordinances,Rules and Regulations. Each party 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 either
party notifies the other party of any violation of such laws,ordinances,rules or regulations,such party shall
immediately desist from and correct the violation.
13. Non-Discrimination Covenant. Vendor, for itself, its personal representatives, assigns,
subvendors and successors in interest,as part of the consideration herein,agrees that in the performance of
Vendor'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.
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14. 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, (2) delivered
by overnight delivery service, or(3) received by the other party by United States Mail, registered, return
receipt requested,addressed as follows:
To CITY: To VENDOR:
City of Fort Worth J.D. Power
Attn:Assistant City Manager for IT Attn:Legal Department
200 Texas Street 3200 Park Center Drive, 13th Floor
Fort Worth,TX 76102-6314 Costa Mesa,CA 92626
Facsimile: (817)392-8654
With copy to Fort Worth City Attorney's Office at
same address
15. Solicitation of Employees. Neither City nor Vendor shall, during the term of this
Agreement,solicit for employment, whether as employee or independent contractor, any person who is or
has been employed by the other during the term of this Agreement and performed obligations under this
Agreement, without the prior written consent of the other party. 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 or initiates contact with such party.
16. 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.
17. No Waiver. The failure of City or Vendor 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
Vendor's respective right to insist upon appropriate performance or to assert any such right on any future
occasion.
18. 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,Fort Worth Division.
19. 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.
20. Force Maieure. City and Vendor 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.
21. Headings not Controlling. 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.
22. Review of Counsel.The parties 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
Exhibits A and B.
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23. 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.
24. Entirety of Agreement.This Agreement,including Exhibits A and B, contains the entire
understanding and agreement between City and Vendor,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.
25. Counterparts. This Agreement may be executed in one or more counterparts and each
counterpart shall,for all purposes,be deemed an original,but all such counterparts shall together constitute
one and the same instrument. Facsimile, Portable Document Format (PDF), or photocopied signatures of
the parties will have the same legal validity as original signatures
26. Disclaimer of Warranty of Services.Although Vendor shall use all reasonable efforts to
provide accurate and reliable Services under this Agreement, neither Vendor nor any of its licensors of
Syndicated Information, Software or Platform included in the Services warrants the adequacy or accuracy
thereof. VENDOR AND ITS LICENSORS PROVIDE THE SERVICES AS IS AND HEREBY
DISCLAIM ALL WARRANTIES, WHETHER EXPRESS, IMPLIED OR STATUTORY, AS TO THE
SERVICES OR THE RESULTS TO BE OBTAINED FROM THE USE THEREOF, INCLUDING
WITHOUT LIMITATION ANY WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A
PARTICULAR PURPOSE OR USE.
27. Immieration Nationality Act. Vendor shall verify the identity and employment eligibility
of its employees who perform work under this Agreement, including completing the Employment
Eligibility Verification Form (1-9). Vendor shall adhere to all Federal and State laws as well as establish
appropriate procedures and controls so that no services will be performed by any Vendor employee who is
not legally eligible to perform such services. City, upon written notice to Vendor, shall have the right to
immediately terminate this Agreement for violations of this provision by Vendor.
28. Iniunctive Relief. City acknowledges that Vendor cannot be adequately compensated in
money damages for the consequences of a breach of this Agreement,and agrees that Vendor,in addition to
its other remedies hereunder, in the event of any breach of Sections 5.2 (Confidential Information) or 6
(License,Ownership and Restrictions on Use)of this Agreement,shall be entitled to an order enjoining any
further breach thereof.
29. Survival. Sections 5.2,6,9, 17-26,and 28 shall survive termination of this Agreement.
30. Signature Authority.The person signing this Agreement hereby warrants that he/she has
the legal authority 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 Vendor whose
name, title and signature is affixed on the Verification of Signature Authority Form, which is attached
hereto as Exhibit`B".Each party is fully entitled to rely on these warranties and representations in entering
into this Agreement or any amendment hereto.
31. Change in Company Name or Ownership. Vendor 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 Vendor or authorized officer must sign the letter.A letter 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 provide the
specified documentation so may adversely impact future invoice payments.
32. No Boycott of Israel. If Vendor has fewer than 10 employees or this Agreement is for
less than $100,000, this section does not apply. Vendor acknowledges that in accordance with Chapter
2270 of the Texas Government Code,the City is prohibited from entering into a contract with a company
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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 contract,Vendor certifies that Vendor's signature provides written
verification to the City that Vendor: (1) does not boycott Israel; and(2) will not boycott Israel during the
term of the contract.
(signature page follows)
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IN WITNESS WHEREOF,the panties hereto have executed this Agreement in multiples.
ACCEPTED AND AGREED:
CITY OF FORT WORTH:
CONTRACT COMPLIANCE MANAGER:
By signing I acknowledge that I am the person
responsible for the monitoring and administration of
By: this contract,including ensuring all performance and
Name:B hdoff reporting requirements.
Title:A is an yManager
Date: 20 By:
Name. ran terson
APPROVAL RECOMMENDED: Title: Water Customer Relations Manager
APPROVED AS TO FORM AND LEGALITY:
By: oc, l/�L
Name: Chris Harder
Title: Water Director By:li
NiuneA Stro g
ATTEST: Title:Assistant City A/omey
CONTRACT AUTHORIZATION:
By. S � r �4r ,'M&C: �V
Na .Mary Kayser -t-
Title: City Secretary
VENDOR: =t '��
c _
J.D.POWER
By. /I-
Name: Jeff Conklin
Title: Vice President,Utilities and Telecom
Date: January 10 ,202_Q
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x
EXHIBIT A
SCOPE OF SERVICES
Vendor will provide the annual water utility customer satisfaction survey,to include the following:
• Expert analyst briefing: Insights into key industry trends and study findings, allowing our
Utility to maximize performance and create a highly satisfying customer experience.
• Results delivered via VOX: an online dashboard analytic tool via email and password
• Industry detailed findings: Competitive performance overview by factor
• Access to personalized competitive dataset:Allowing you to see how our Water Utility stacks
up against competitors,the industry,and the highest performers across the six study factors at
both the Regional and National Level.
• An On-site executive presentation with management insights,which include: study results
and analyses of high-performing Water Utilities;ongoing best practices; and customized strategic
recommendations.
Vendor Services Agreement—Exhibit A Page 11 of 12
v
EXHIBIT B
VERIFICATION OF SIGNATURE AUTHORITY
J.D.POWER
3200 PARK CENTER DRIVE, 13TH FLOOR
COSTA MESA,CA 92626
Execution of this Signature Verification Form ("Form") hereby certifies that the following
individuals and/or positions have the authority to legally bind Vendor and to execute any agreement,
amendment or change order on behalf of Vendor. Such binding authority has been granted by proper order,
resolution, ordinance or other authorization of Vendor. City is fully entitled to rely on the warranty and
representation set forth in this Form in entering into any agreement or amendment with Vendor. Vendor
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 Vendor.
1. Name:
Position:
Signature
2. Name:
Position:
Signature
3. Name:
Position:
Signature
Name-
Signature
Title: VP, Utilities and Telecom
Date: 1/10/20
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