HomeMy WebLinkAboutContract 42577 CITY SECRETARY
CONTRACT NO. 2 - �-
SERVICES AGREEMENT BETWEEN THE CITY OF FORT WORTH TEXAS AND
FORT WORTH METROPOLITAN BLACK CHAMBER OF COMMERCE
This Agreement ("Agreement") is made and entered into by and between the City of
Fort Worth ("City"), a home-rule municipal corporation organized under the laws of the State
of Texas, acting by and through Fernando Costa, its duly authorized Assistant City
Manager, and the Fort Worth Metropolitan Black Chamber of Commerce ("Contractor"), a
Texas non-profit corporation, acting by and through Devoyd Jennings, its duly uthorized
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President and Chief Executive officer.
RECITALS
WHEREAS, the Fort (North Metropolitan Black Chamber of Commerce p rovides
professional services to small minority and women owned businesses; and
WHEREAS, the City of Fort Worth desires to contract with Fort Worth Metropolitan
Black Chamber of Commerce on a consulting basis to provide professional services, as
outlined in Exhibit "A", to small minority and women owned businesses and to Fort Worth
residents who are owners of these small businesses; and
WHEREAS, the Fort Worth Metropolitan Black Chamber of commerce has offered to
provide such professional services on a consulting basis with the City to citizens of the City
of Fort Worth,
NOW, THEREFORE, for and in consideration of the mutual covenants, promises and
agreements contained herein, the parties hereby covenant and agree as follows:
AGREEMENT
1 Services.
Contractor covenants and agrees to fully perform, or cause to be performed, with
good faith and due diligence, all measurables ("Services") described in the attached Exhibit
"A" and incorporated herein for all purposes incident to this Agreement. The Services shall
be performed in accordance with these measurables, attached hereto as Exhibit "A" and
with the budget, attached hereto as Exhibit "B" and incorporated herein for all purposes
incident to this Agreement.
2. Term.
Such Services are to be provided for a period beginning October 1, 2011, and ending
September 30, 2012 (the "Term").
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SERVICES AGREEMENT
METROPOLITAN BLACK CHAMBER OF COMMERCE
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3. Fee.
In consideration of the Services to be performed hereunder by Contractor, City
promises and agrees to pay contractor $146,821 in twelve installments; 1 payments Y ments of
$12235-08 and one payment of $12235.12 to be dispersed upon submission p p ion and approval
of monthly reports. There will be no payments remitted for this FY2010-11 contract t act term
until all monthly reports have been submitted and approved for the revious contract
p year.
Contractor will submit electronic monthly report only o later than the 20th of
Y the
month which is reported for services performed by contractor in erformance of
p this
Agreement using the form set forth in Exhibit "A". Each measurable shall be submitted d t n an
editable excel format and the attachments shall be in the readable df format. The report sport will
include but is not limited to the following: complete name of business complete ad
. - dress,
complete contact information and the identification of business services of those assist
ed in
the measurable; detailed information associated with outreach activities, capacity
enhancements and workshops. When a measurable involves distinct items a
copy of at
least one item must be attached to the report, when the number reported is t
a p least one. If
information is not complete, payment will not be rendered until such completed p information
is submitted in each measurable.
Each monthly report must be prepared and signed by a representative
of the
Contractor that has received the Iraining for City of Fort Worth Fund Recr gents:
Reportina Requirements ("Fiscal Training"), or by a certified Public Accountant. If the
Contractor deviates from this reporting requirement, the contractor will be '
considered in
non-compliance with this Agreement. Any non-compliance by contractor under Section 3
of
this Agreement may jeopardize the Contractor's ability o receive future funding
city.
Y ng from the
4. Termination.
Either party may cancel this Agreement upon thirty ritten notice Y days Y cetothe
other party of such intent to terminate. If the city exercises its right to terminate urinate this
Agreement prior to its expiration, contractor's obligations to the City nder this s Agreement
shall continue until the date such termination actually takes effect. In the event
. Y ent of such
termination, on the date of termination contractor shall reimburse to the City ll funds sit has
received, but not otherwise committed, earned by Services performed or encumbered by
contract, under this Agreement.
5. Trainin .
The chief Executive officer, Executive officer, or chief Financial Officer of
Contractor shall receive Fiscal Training on an annual basis. Evidence of receipt of such
training shall be submitted to the city no later than December 30, 2011. contractor
shall be
responsible for training its representatives at its own cost and expense.
6. Monitoring.
contractor covenants and agrees to fully cooperate with City n monitoring ng the
effectiveness of the Services, and city shall have access at all reasonable hours u s to offices
and records of contractor for the purpose of such monitoring.
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SERVICES AGREEMENT 2
METROPOLITAN BLACK CHAMBER OF COMMERCE
7. Independent contractor.
Contractor shall operate hereunder as an independent contractor and not as an
officer, agent, servant, or employee of the city of Fort Worth. contractor shall have
exclusive control of and the exclusive right to control the details of the services performed
hereunder, and all persons performing same, and shall be solely responsible for the acts
and omissions of its officers, agents, servants, employees, subcontractors and program
participants. The doctrine of respondent superior shall not apply as between the city and
contractor, its officers, agents, servants, employees, subcontractors, or program
participants, and nothing herein shall be construed as creating a partnership or joint
enterprise between city and contractor. It is expressly understood and agreed that no
officer, agent, employee, or subcontractor of contractor is in the paid service of the city of
Fort Worth.
8. Indemnification.
CONTRACTOR AGREES TO AND SHALL RELEASE CITY, ITS AGENTS,
EMPLOYEES, OFFICERS AND LEGAL REPRESENTATIVES FROM ALL LIABILITY FOR
INJURY, DEATH, DAMAGE OR LOSS TO PERSONS OR PROPERTY SUSTAINED IN
CONNECTION WITH OR INCIDENTAL TO PERFORMANCE UNDER THIS AGREEMENT,
EXCEPT TO THE EXTENT CAUSED BY THE GROSS NEGLIGENCE OR INTENTIONAL
MISCONDUCT OF LESSOR, ITS OFFICERS, AGENTS,, SERVANTS OR EMPL O YEES.
CONTRACTOR COVENANTS AND AGREES TO, AND DOES HEREBY,
INDEMNIFY, HOLD HARMLESS AND DEFEND AT ITS OWN EXPENSE, THE CITY, ITS
OFFICERS, AGENTS, SERVANTS AND EMPL O YEES, FROM!AND A GA INS T ANY AND
ALL CLAIMS OR LAWSUITS FOR EITHER PROPERTY DAMAGE OR LOSS
(INCLUDING ALLEGED DAMAGE OR LOSS TO CONTRACTOR'S BUSINESS AND ANY
RESULTING LOST PROFITS) A NDIO R PERSONAL INJURY, INCLUDING DEATH, TO
ANY AND ALL PERSONS, OF ANY KIND OR CHARACTER, WHETHER REAL OR
ASSERTED, ARISING OUT OF OR IN CONNECTION WITH THE EXECUTION,
PERFORMANCE, OR A TTEMP TED PERFORMANCE OF THIS CONTRACT AND
AGREEMENT, ANDIOR THE SERVICES PERFORMED HEREUNDER, EXCEPT TO THE
EXTENT CAUSED BY THE GROSS NEGLIGENCE OR INTENTIONAL MISCONDUCT OF
THE CITY, ITS OFFICERS AGENTS, SERVANTS OR EMPL O YEES.
IN THE EVENT IT IS DETERMINED THAT CONTRACTOR HAS MISUSED,
MISAPPLIED OR MISAPPROPRIATED ALL OR ANY PART OF THE FUNDS PROVIDED
HEREUNDER, CONTRACTOR AGREES TO INDEMNIFY, HOLD HARMLESS AND
DEFEND THE CITY OF FORT WORTH, ITS OFFICERS, AGENTS,, SERVANTS, AND
EMPL O YEES, FROM AND A GA INS T ANY AND ALL CLAIMS OR SUITS RESULTING
FROM SUCH MISUSE, MISA PPL ICA TION OR MISAPPROPRIATION.
Contractor shall require all of its subcontractors to include in their
subcontracts a release and indemnity in favor of city in substantially the same form
as above.
This Section 8 shall survive the expiration or termination of this Ac
ireement.
SERVICES AGREEMENT 3
METROPOLITAN BLACK CHAMBER OF COMMERCE
9. Nan-Profit.
If Contractor, as a charitable or nonprofit organization, has or claims an immunity or
exemption (statutory or otherwise) from and against liability for damage or injury, including
death, to persons or property, Contractor hereby expressly waives its rights to plead
defensively such immunity or exemption as against the City.
10. Assignment.
Contractor shall not assign or subcontract all or any part of its rights, privileges or
duties under this Agreement without the prior written consent of City, and any attempted
assignment of subcontract or same without such prior written approval shall be void and
constitute a breach of this agreement.
11. Com liance with Law.
Contractor, its officers, agents, employees and subcontractors, shall abide by and
comply with all laws, federal, state and local, including all ordinances, rules and regulations
of the City of Fort Worth. It is agreed and understood that, if City calls to the attention of
Contractor any such violation on the part of Contractor or any of its officers, agents,
employees or subcontractors, then Contractor shall immediately desist from and correct
such violation.
12. Nan-Discrimination.
Contractor, in the execution, performance or attempted performance of this
Agreement, will not discriminate against any person or persons because of disability, age,
familial status, sex, race, religion, color, national origin, transgender, gender identity or
gender expression nor will Contractor permit its officers, agents, employees, or
subcontractors to engage in such discrimination.
This Agreement is made and entered into with reference specifically to Chapter 17,
Article III, Division 3, of the City Code of the City of Fort Worth ("Discrimination in
Employment Practices"), and Contractor hereby covenants and agrees that Contractor, its
agents, employees and subcontractors have fully complied with all provisions of same and
that no employee, or employee-applicant has been discriminated against by the terms of
such ordinance by either Contractor, its agents, employees or subcontractors.
13. Insurance.
a. Contractor shall furnish a certificate of insurance as proof that it has secured
and paid for a policy of public liability insurance covering all public risks incident to or in
connection with the execution, performance, attempted performance or nonperformance of
this contract and agreement.
Such amounts shall be as follows:
Bodily injury or death, per person $250,000
Bodily injury or death, per occurrence $500,000
Property damage, per occurrence $100,000
SERVICES AGREEMENT 4
METROPOLITAN BLACK CHAMBER OF COMMERCE
with the understanding and agreement that such insurance amounts shall be revised
upward at City's option and the Contractor shall revise such amounts within thirty (30) days
following notice to contractors of such requirements. The city of Fort Worth, its' officers,
Employees and Volunteers shall be named as an Additional Insured. This insurance shall
not be canceled, limited in scope or coverage, or non-renewed, unless thirty (30) days prior
written notice has been given to the city of Fort Worth.
b. contractor further agrees that it shall comply with the Worker's compensation
Act of Texas and shall provide Workers' Compensation and Employers' Liability coverage
with limits consistent with statutory benefits outlined in the Texas Workers' Compensation
Act (Art. 8308 — 1.01 et seq. Tex. Rev. Civ. Stat.) and minimum policy limits for Employers'
Liability of $100,000 for each accident/occurrence, $500,000 bodily injury disease policy
limit and $100,000 per disease per employee. The policy shall be endorsed with a Waiver
of Subrogation on behalf of the city of Fork Worth.
14. Fiscal Funding out.
In the event no funds or insufficient funds are appropriated by the city in any fiscal
period for any payments hereunder, city will notify Contractor 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 shall have been appropriated.
15. Audit.
Contractor agrees that the City shall, until the expiration of three (3) years after final
payment under this contract, have access to and the right to examine any directly pertinent
books, documents, papers and records of the Contractor involving transactions relating to
this contract. Contractor agrees that the city shall have access during normal working
hours to all necessary contractor facilities and shall be provided adequate and appropriate
workspace in order to conduct audits in compliance with the provisions of this section. The
City shall give Contractor reasonable advance notice of intended audits.
Contractor further agrees to include in all of its subcontractor agreements hereunder
a provision to the effect that the subcontractor agrees that the City shall, until the expiration
of three (3) years after final payment under the subcontract, have access to and the right to
examine any directly pertinent books, documents, papers and records of such subcontractor
involving transactions to the subcontract, and further that city shall have access during
normal working hours to all subcontractor facilities and shall be provided adequate and
appropriate workspace in order to conduct audits in compliance with the provisions of this
paragraph. city shall give subcontractor reasonable advance notice of intended audits.
16. Entire Agreement.
This written instrument constitutes the entire agreement by the parties hereto
concerning the work and services to be performed hereunder, and any prior or
contemporaneous, oral or written agreement, which purports to vary from the terms hereof
shall be void.
17. Venue.
Should any action, whether real or asserted, at law or in equity, arise out of the
execution, performance, or attempted performance of this Agreement, venue for said action
SERVICES AGREEMENT 5
METROPOLITAN BLACK CHAMBER OF COMMERCE
shall lie in Tarrant County, Texas or the United States District Court for the Northern District
of Texas, Fort Worth Division. This Lease shall be construed in accordance with the laws of
the State of Texas.
18. Notices.
Notices to be provided hereunder shall be sufficient if forwarded to the other party by
hand-delivery or via U.S. Postal Service certified mail, postage prepaid, to the address of
the other party shown below:
William Johnson, Devoyd Jennings, President
Housing & Economic Development and Chief Executive Officer
Department Fort Worth Metropolitan Black
City of Fort Worth Chamber of commerce
1150 south Freeway, Suite 100 1150 South Freeway, Suite 211
Fort Worth, Texas 70104 Fort Worth, Texas 70104
(817) 212-2580 (817) 871-0538
19. Severabilit .
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 Majeure.
The City and Contractor 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 law, ordinance or
regulation, acts of Cod, acts of omission, fires, strikes, lockouts, national disasters, wars,
riots, material or labor restrictions by any governmental authority, transportation problems
and/or any other similar causes.
21. Headings not Controllin
j.
Headings and titles used in this Agreement are for reference purposes only and shall
not be deemed a part of this Agreement.
IN WITNESS WHEREOF, the parties hereto have executed this agreement in
multiples in Fort Worth, Tarrant County, Texas, to be effective October 1, 2011.
SERVICES AGREEMENT 6
METROPOLITAN BLACK CHAMBER OF COMMERCE
FORT WORTH METROPOLITAN
BLACK CHAMBER OF COMMERCE
By; eveyd J n i , President d
Chief Exec iv icer
STATE OF TEXAS §
COUNTY OF TARRANT §
BEFORE ME, the undersigned authority, a Notary Public in and for the State of
Texas, on this day personally appeared Devoyd Jennings, known to me to be the person
whose name is subscribed to the foregoing instrument and acknowledged to me that the
same was the act of the Fort worth Metropolitan Black Chamber of Commerce and that he
executed the same as the act of said Fort Worth Metropolitan Black Chamber of Commerce
for the purpose and consideration therein expressed and in the capacity therein stated.
GIVEN UNDER MY HAND AND SEAL OF OFFICE this 1 day of
2010.
•••
VA 8h LORENE COLLIER
Nvtcry Public,
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40 � y,,,�-" state Of Texas o a ry u b I i c in and for the
State of Texas
SERVICES AGREEMENT
METROPOLITAN BLACK CHAMBER OF COMMERCE `
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CITY of FORT WORTH: ATTE
Fernando Costa a ,y Hendrix
Assistant City Manager V City Secretary
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APPROVED AS To FORM AND LEGALITY: , �C 0000009
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Assistant City Attorney °
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M&C
STATE of TEXAS
COUNTY of TARRANT
BEFORE ME, the undersigned authority, a Notary Public in and for the State of
Texas, on this day personally appeared Fernando Costa, known to me to be the person
whose name is subscribed to the foregoing instrument and acknowledged to me that the
same was the act of the City of Fort Worth for the purpose and consideration therein
expressed and in the capacity therein stated.
GIVEN UNDER MY HAND AND SEAL of OFFICE this 544ay ofZ ,
2011.
IIIIIiIIII06211 K-I/
tarry Public in and for the
State of Texas
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COMMISSION EXPIRE
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SERVICES AGREEMENT '
METROPOLITAN BLACK CHAMBER of COMMERCE FT. yy rx
V V I Lilt; malty ul Fur L vv ur Lr 1 UtiSrr-ti5 lV wntraci wain ine r ort v`rortn
Metropolitan Black Chamber of commerce on a consulting basis to provide such
services during FY 11-12 as listed below to small minority and women owned businesses
and to Fort Worth residents who are owners of these small businesses:
'I. EDUCATION/TRAINING
a. Assist small businesses with completing Business Plans Annual No. 48
b. Assist small businesses with completing Marketing Plans Annual No. 24
c. Outreach activities to encourage business activity Annual No. 12
d. Number of outreach activity attendees Annual No. 240
e. Assist small businesses with Business counseling Annual No. 120
2. PROCUREMENT ASSISTANCE
a. conduct how-to-do-business workshops for small businesses;
particularly city of Fort worth procurement opportunities' Annual No. 4
b. Foster capacity enhancement for small businesses via
mentorship's, joint ventures and partnering Annual No. 17
c. Outreach activities to encourage business activity Annual No. 4
3. CERTIFICATION ASSISTANCE
a. Provide assistance and/or referral to a certification entity Annual No. 28
4. CONSTRUCTION ASSISTANCE
a. Assist small businesses with securing plans and specifications; particularly on
City of Fort Worth / Tarrant county projects Annual No. 54
b. Assist small businesses with a take-off class; plan reading and estimating class
Annual No. 4
c. Assist small businesses with project management process Annual No. 21
d. Assist small businesses with bonding assistance Annual No. 14
e. Assist small businesses with Tarrant County bid opportunities via e-mail
Annual No. Soo
Not to include Agenda for Building capacity (ABC) Events
SERVICES AGREEMENT g
METROPOLITAN BLACK CHAMBER OF COMMERCE
Business ►assistance [enter
From: Metropolitan Black Chamber of Commerce
1150 S. Freeway, Suite 211
Fort Worth, TX 76104
Subject: FY 11-12 Annual Budget
CONTRACT PERIOD:
From: October 1, To: September 30,
2011 2012
Program
Budget
Business
Assistance
Cost cate o Program (BAP)
Personnel Services
Salaries $ 89,860.00
Fica $ 61381.00
Employment Tax-State $ 209.00
Employment Tax-Federal $ 184.00
Worker's Comp $ 400.00
Supplies
Office Supplies $ 61200.00
Postage $ 41700.00
Contractual Services $ 10,000.00
Telephone $ 700.00
Office Lease $ 11400.00
Office Equipment Rental $ 10,000.00
Printing $ 3,500.00
Repair $ 1,500.00
Legal and Accounting $ 71300.00
Private Auto Allowance $ 41100.00
Advertising $ 41500.00
Conference &Seminars $ 41000.00
Office Furniture $ 1,800.00
Computer Equipment $ 4,100.00
Other: Operations and
Maintenance $ 21300.00
TOTAL $ 153,134.00
SERVICES AGREEMENT 10
METROPOLITAN BLACK CHAMBER OF COMMERCE
M&C Review Page I of 2
Official site of the City of Foit Worth,Texas
CITY COUNCIL AGENDA Fo RT Woufl
COUNCIL ACTION: Approved on 1111512011
DATE: 11/15/2011 REFERENCE NO.: **C-25271 LOG NAME: 1712BLCHAMBER
CODE: C TYPE: CONSENT PUBLIC NO
HEARING:
SUBJECT: Authorize Execution of a contract with the Fort Worth Metropolitan Black Chamber of
Commerce to Assist Minority and Women Business Enterprises and Small Businesses for
a Cost Not to Exceed $146,821.00 (ALL COUNCIL DISTRICTS)
RECOMMENDATION:
It is recommended that the City Council authorize the execution of a contract for an amount not to
exceed $146,821.00 with the Fort Worth Metropolitan Black Chamber of Commerce to assist Minority
and Women Business Enterprises and small businesses for the period of October 1, 2011 through
September 30, 2012.
DISCUSSION:
During the Fiscal Year 2011-2012 budget process, the City Council approved financial support for the
Fort Worth Metropolitan Black chamber of commerce (Chamber)to continue providing business
planning assistance, construction assistance and outreach programs to Minority and Women
Business Enterprises (M/WBE) and small businesses located in Fort Worth.
The City will pay the Chamber$146,821.00 to perform the contract measurables.
For several years, the Chamber has provided counseling to individuals within the Fort Worth area on
the topic of small business planning. The chamber provides program services such as business
planning assistance, construction assistance and business counseling. In conjunction with these
programs, the Chamber coordinates a monthly workshop for persons interested in the start-up of a
small business.
It is recommended that the City Council authorize the execution of the Contract with the Fort Worth
Metropolitan Black Chamber of Commerce for the period of October 1, 2011 through September 30,
2012. The Contract includes a detailed description of services to be provided and requires monthly
reporting.
FISCAL INFORMATION/CERTIFICATION:
The Financial Management Services Director certifies that funds are available in the current operating
budget, as appropriated, of the General Fund.
TO-Fund/Account/Centers FROM Fund/Account/centers
1 GG01 539120 0174000 $-146,821.fl0
Submitted for Cif Manager's Office by: Fernando Costa (8180)
Originating Department Head: Jay Chapa (5804)
http://apps.cfwnet.orglcouncil_packetlmc_review.asp?ID=1 6096&councildate=1 1/15/2011 11/18/2011
M&C Review Page 2 of 2
Additional Information Contact: Ossana Hermosillo (212-2665)
ATTACHMENTS
20.11_12 Black Chamber Cantract.doc
http://apps.cfwnet.org/council—Packet/mc_review.asp?ID=16096&councildate=ll/15/2011 11/18/2011