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HomeMy WebLinkAboutContract 58246 CSC No. 58246 STATE OF TEXAS § COUNTY OF TARRANT § AGREEMENT This Agreement("Agreement") is made and entered into by and between the City of Fort Worth ("City"), acting herein by and through its duly authorized Assistant City Manager, and Greenberg Traurig, LLP("Consultant"), acting herein by and through its duly authorized Member. The City and Consultant are individually referred to as a "party,"and collectively referred to as the "parties." For and in consideration of the covenants and promises contained herein, the parties hereto agree as follows: 1 . General Provisions&Scope of Services For and in consideration of the payment of the amount of money set out in Section Five (5) below, Consultant agrees to represent the City concerning legislative and administrative matters in the form of communications to be used during the official session of the Texas Legislature and at other times during the term of this Agreement. More specifically, Consultant agrees to perform the personal services described in Exhibit "A," which is attached hereto and made a part of this Agreement for all purposes. 2. Term of Agreement This Agreement shall begin October 1 , 2022 and terminate September 30, 2023 ("Initial Term"), unless terminated sooner as provided herein. The City shall have the option to renew and extend this Agreement up to two additional one-year periods. The terms and conditions of this Agreement are subject to re-negotiation upon mutual consent of both parties at the time of each such renewal. 3. Point of Contact Consultant agrees to cooperate with the City's Governmental Relations staff and the City Manager, who shall relate to Consultant requests from the City. For purposes of this Agreement, the term City Manager shall include the City Manager and his or her designee. Consultant will respond to requests made bythe Mayor,the Chairof the Legislative and Intergovernmental Affairs Committee, the City Manager, and the City's Governmental Relations staff. Consultant will coordinate all responsesor actions taken on the City's behalf through the Governmental Relations staff or appropriate City staff. 4. Independent Contractor Status Consultant shall perform all work and services hereunder as an independent contractor and not as an officer, agent, servant or employee of the City. Consultant shall have exclusive Greenberg Traurig,LLP OFFICIAL RECORD 2023 Legislative Agreement CITY SECRETARY Page 1 of 9 FT.WORTH, TX control of,and exclusive right to control,the details oft he services performed hereunder and shall be solely responsible for the acts or omissions of his officers, agents, employees, and subconsultants. Nothing herein shall be construed as creating a partnership orjoint enterprise between the City and Consultant, its officers' agents, employees, and subconsultants, and the doctrine of respondent superiorshall have no application as between the City and Consultant. 5. Payment, Expenses&Travel In full payment and consideration for all services provided hereunder, the City shall pay Consultant an amount not to exceed $5,416.67 per month. It is understood that said payments are due and payable by City upon receipt of an invoice from Consultant. In addition, the City shall reimburse Consultant an amount not to exceed $1 ,000.00 per year for approved expenses. Unless otherwise agreed to by the parties, payment under this Agreement shall not exceed the total amount of$67,000.00 per year for services and expenses. 6. Termination Either party may terminate this Agreement for breach upon ten (10)days written notice if the other party fails to cure such breach to the satisfaction of the non-breaching party within the 10 daytime period. Either party may terminate this Agreement without cause by providing a thirty (30) day written notice to the other party. Upon termination, all reports and other work product prepared by Consultant hereunder whether fully or partially completed, shall become the property of the City, and shall be returned to the City immediately at no additional cost to the City. Upon termination, all payment obligations of the City underthis Agreement shall end. 7. Work Product Consultant shall furnish the City periodic reports on its work at such time as the City may request. All of the reports, information and data prepared or assembled for City under this Agreement shall be kept confidential and shall not be made available to any individual or organization without the prior written approval of the City, except as such disclosure may be required by law. 8. Conflict of Interest& Other Clients Consultant shall inform the City of any other municipalities, counties, or transit agencies it represents and any other of its clients that might represent a potential conflict of interest. If the City, in its sole discretion, believes that a conflict exists, such conflict shall be discussed by Consultant and the City and resolved to the satisfaction of the City. Consultant shall comply with Section 305.028 of the Texas Government Code. Greenberg Traurig,LLP 2023 Legislative Agreement Page 2 of 9 9. Compliance with State Anti-Boycott and Anti-Discrimination Laws Consultant acknowledges that in accordance with Chapter 2270 of the Texas Government Code, the 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 Agreement, Consultant certifies that Consultant's signature provides written verification to the City that Consultant: (1) does not boycott Israel;and(2) will not boycott Israel during the term of the Agreement. Consultant acknowledges that in accordancewith Chapter 2274 of the Texas Government Code, as added by Acts 2021 , 87th Leg., R.S., S.B. 13, § 2, the City is prohibited from entering into a contract for goods or servicesthat has a value of$100,000 or more that is to be paid wholly or partly from public funds of the City with a company with 10 or more full-time employees unless the contract contains a written verification from the company that it: (1) does not boycott energy companies; and (2)will not boycott energy companies during the term of the contract. The terms "boycott energy company" and "company" have the meaning ascribed to those terms by Chapter 2274 of the Texas Government Code, as added by Acts 2021 , 87th Leg., R.S., S.B. 13, § 2. To the extent that Chapter2274 of the Government Code is applicable to this Agreement, by signing this Agreement, Consultant certifies that Consultant's signature provides written verification to the Citythat Consultant:(1)does not boycott a nergycompanies;and(2)will not boycott energy companies during the term of this Agreement. Consultant acknowledges that except as otherwise provided by Chapter 2274 of the Texas Government Code, as added by Acts 2021, 87th Leg., R.S., S.B. 19, § 1 , the City is prohibited from entering into a contract for goods or services that has a value of$100,000 or more that is to be paid wholly or partly from public funds of the City with a company with 10 or more full-time employees unless the contract contains a written verification from the company that it: (1)does not have a practice, policy, guidance, or directive that discriminates against a firearm entity or firearm trade association; and (2)will not discriminate during the term of the contract against a firearm entity or firearm trade association. The terms "discriminate,""firearm entity"and "firearm trade association" have the meaning ascribed to those terms by Chapter 2274 of the Texas Government Code, as added by Acts 2021 , 87th Leg., R.S., S.B. 19, § 1 . To the extent that Chapter 2274 of the Government Code is applicable to this Agreement, by signing this Agreement, Consultant certifies that Consultant's signature provides written verification to the Citythat Consultant:(1) does not have a practice,policy, guidance, or directive that discriminates against a firearm entity or firearm trade association; and (2) will not discriminate against a firearm entity or firearm trade association during the term of this Agreement. 10. Availabilityof Funds In the event no funds or insufficient funds are appropriated and budgeted or are otherwise unavailable by any means whatsoever in any fiscal period for payments due under thisAgreement including any renewal periods,then the City will immediately notify Consultant of such occurrence and this Agreement shall be terminated on the last day of the fiscal period for which appropriations were received without penalty or expense to the City of any kind whatsoever, except to the portions of annual payments herein agreed upon for which funds shall have been appropriated Greenberg Traurig,LLP 2023 Legislative Agreement Page 3 of 9 and budgeted or are otherwise available. 11. Notices All written notices called for or required by this Agreement shall be addressed to the following, or such other party or address as either party designates in writing, by certified mail, postage prepaid,or by hand delivery: City: Consultant: City of Fort Worth Greenberg Traurig, LLP Attn: City Manager 300 West 6th, Suite 2050 200 Texas Street Austin, Texas 78701 Fort Worth, TX 76102 with copies to: The City Secretary and Governmental Affairs Division at the same address 12. 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, arises on the basis of any provision of this Agreement, venue for such action shall lie in the state courts, located in Tarrant County, Texas of the Federal District courts of the Northern District of Texas. 13. Access to Records;Audit Consultant agrees that the City shall, until the expiration of three (3) years after final payment under this Agreement, have access to and the right to examine any directly pertinent books, documents, papers and records involving transactions relating to this Agreement. Consultant agrees that the City shall have access during normal working hours to all necessary Consultant 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 Consultant reasonable advance notice of intended audits. Consultant further agrees to include in all its subcontracts hereunder a provision to the effect that the subconsultants agree 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 subconsultant, involving transactions to the subcontract, and further, that City shall have access during normal working hours to all subconsultant facilities, and shall be provided adequate and appropriate work space, in order to conduct audits in compliance with the provisions of this article. City shall give subconsultant reasonable advance notice of intended audits. Greenberg Traurig,LLP 2023 Legislative Agreement Page 4 of 9 14. Liability CONSULTANT SHALL INDEMNIFY, DEFEND AND HOLD THE CITY HARMLESS FROM AND AGAINST ANY AND ALL CLAIMS, CAUSES OF ACTION, LAWSUITS, DAMAGES, LOSSES, JUDGMENTS AND LIABILITIES, ARISING FROM CONSULTANTS OWN NEGLIGENCE, WRONGFUL ACTS, ERRORS, OMISSIONS, OR INTENTIONAL MISCONDUCTAS A RESULT OF CONSUTLANT'S PERFORMANCE PURSUANT TO THIS AGREEMENT. CONSULTANT SHALL NOT BE LIABLE FOR ANY DAMAGES OR LOSSES ARISING SOLELY FROM THE CITY'S NEGLIGENCE, WRONGFUL ACTS, ERRORS, OMISSIONS OR INTENTIONAL MISCONDUCT. IN THE EVENT OF JOINT AND CONCURRENT NEGLIGENCE OF BOTH CONSULTANT AND CITY, RESPONSIBILITY, IF ANY, SHALL BE APPORTIONED COMPARATIVELY IN ACCORDANCE WITH THE LAWS OF THE STATE OF TEXAS. NOTHING HEREIN SHALL BE CONSTRUED AS A WAIVER OF THE CITY'S GOVERNMENTAL IMMUNITY AS FURTHER PROVIDED BY THE LAWS OF TEXAS. 15. Reviewof Counsel The parties acknowledge that each party and its counsel have had the opportunity to review and revise 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 hereto. 16. Headings not Controlling The headings appearing at the beginning of each paragraph of this Agreement are for convenience only and do not define, limit or construe the contents of any such paragraph. Whether expressly indicated or not, the singular usage includes the plural, and the neuter usage includes the masculine or the feminine or both the masculine and the feminine. 17. Waiver The City and the Consultant may waive an obligation of or restriction upon the other under this Agreement only in writing. No failure, refusal, neglect, delay, forbearance or omission of the City or the Consultant to exercise any right or remedy under this Agreement or to insist upon full compliance by the other with his, her or its obligation hereundershall constitute a waiver of any provisions(s) of the Agreement. 18. Severability Each provision of this Agreement or part thereof shall be severable. If, for any reason,any provision or part thereof in this Agreement is finally determined to be invalid and contrary to, or in conflict with, any existing or future law or regulation, such determination shall not impair the operation or affect the remaining provisions of this Agreement,and such remaining provisions will continue to be given full force and effect and bind each party. Each invalid provision or partthereof shall be deemed not to be a part of this Agreement. Greenberg Traurig,LLP 2023 Legislative Agreement Page 5 of 9 19. Assignment The Consultant may not assignor subcontract any of its rights or obligations without the prior consent of the City, which consent may be withheld in the City's sole and absolute discretion. 20. Force M ajeure It is expressly understood and agreed by the parties that if the performance of any obligations hereunder is delayed by reason of war; civil commotion; acts of God; inclement weather; governmental restrictions, regulations, or interferences; fires; strikes; lockouts, national disasters; riots; material or labor restrictions; transportation problems; or any other circumstances which are reasonably beyond the control of the party obligated or permitted under the terms of this Agreement to do or perform the same, regardless of whether any such circumstance is similar to any of those enumerated or not,the party so obligated or permitted shall be excused from doing or performing the same during such period of delay, so that the time period applicable to such obligation shall be extended for a period of time equal to the period such party was delayed. 21 . Execution—Signature Authority;Counterparts; Electronic Signatures The person signing this Agreement hereby warrants that he or she has the legal authority to execute this Agreement on behalf of his or her respective party and that such binding authority has been granted by proper order, resolution, ordinance or other authorization of the entity. The other party is fully entitled to rely on this warranty and representation in entering into this Agreement. This Agreement may be executed in counterparts, each of which so executed shall be deemed an original and such counterparts togethershall constitute the same agreement. This Agreement may be executed by electronic signature, which will be considered as an original signature for all purposes and have the same force and effect as an original signature. Forthese purposes,"electronic signature"means electronically scanned and transmitted versions (e.g. via pdf file or facsimile transmission) of an original signature, or signatures electronically inserted via software such as Adobe Sign. 22. Entirety of Agreement This Agreement shall be the entire, full and complete agreement between the parties concerning the subject matter hereof and shall supersede all prior agreements. There are no valid or binding representations, inducements, promises or agreements, oral orotherwise, between the parties that are not embodied herein. No amendment, change, or variance of or from this Agreement shall be binding on either party unless agreedto in writing signed by both of the parties. [signature page follows] Greenberg Traurig,LLP 2023 Legislative Agreement Page 6 of 9 Executed on this day of , 2022. CONSULTANT: CITY OF FORTWORTH: Greenberg Traurig, LLP h1� Ae�eG C Teae, By, Demetrius McDaniel(Oct 2,2022 05:59 CDT) By, RTC Telles(Oct 13,202217:10 CDT) Demetrius G. McDaniel Reyne Telles Co-Regional Operating Shareholder Chief Communications Officer Date: 10/2/2022 Date: October 13, 2022 �ao� lqr °F 00000 Attest: 0� a °O T�nnefe S. Gioodall �0 ���� ---�ette S.Goodall(Oct 14,2022 08:51 CDT) v o S=� Jannette S. Goodall o �� City Secretary 00 ° °°°0000000 Approved as to Form and Legality: Jeremy Anato-Mensah Assistant City Attorney Contract Authorization: No M&C required Form 1295: N/A CONTRACT COMPLIANCE MANAGER: By signing I acknowledge that I am the person responsible for the monitoring and administration of this contract, including ensuring all performance and reporting requirements. By- T.J.Pa son,Jr.(Oct 13,2022 16:36 CDT) TJ Patterson Government Affairs Liaison OFFICIAL RECORD CITY SECRETARY Greenberg Traurig,LLP FT. WORTH, TX 2023 Legislative Agreement Page 7 of 9 EXHIBIT"A" SCOPE OF SERVICES 1 . Consultant will provide advice and counsel regarding those state agencies and commissions which interface with the City and will promote working relationships and goodwill between the City and key staff and board members of those state agencies and commissions, when requested by the City. 2. During the legislative session, Consultant will work with City staff to ensure attendance at relevant interim committee meetings or hearings and legislative committee meetings or hearings and ensure that appropriate written reports are prepared. 3. Consultant will inform the City (generally by contacting the City Manager) of any legislative initiatives felt to be possibly detrimental to the interests of the City, the City's Comprehensive Plan orthe City's State Legislative Agenda,as Consultant becomes aware of any such initiative. 4. Consultant will assist the City Manager and other designated City staff in the development and coordination of the City's legislative program. 5. Consultant will generally cooperate with City Manager to promote the passage of proposed legislative initiatives included in the City Council adopted legislative agenda/packet, in cooperation with City representatives. Consultant will assist, when requested, in acquiring sponsors for bills in the packet. 6. Consultant will assist the City Manager and other designated City staff in defeating any legislation, amendments to legislation,appropriation or other action by the Texas Legislature that will erode, weaken, decrease or take away the City's authority to govern the municipal affairs of the City or that is detrimental to the interests of the City of Fort Worth. 7. Consultant will assist the City Manager and other designated City staff in the review and analysis of pending and proposed legislation as well rule proposals by state regulatory agencies, and provide the City with notification on issues of interest or concern on a proactive basis. 8. Consultant will assist the City Manager and other designated City staff in the development and evaluation of strategies for the support, defeat or amendment of pending legislation, policy, rules and funding opportunities. 9. Consultant will assist the City Manager and other designated City staff in the presentation of regular oral and written reports to the City Council and other stakeholders, as well as provision of requested reports on legislative action. 10. Consultant will assist the City Manager and other designated City staff periodically with logistical support for City Council members, City Management, City staff and the staffs thereof while said are in Austin attending conferences or public hearings and or meetings. Greenberg Traurig,LLP 2023 Legislative Agreement Page 8 of 9 11. Consultant will promote working relationships and goodwill between the City and members of the Legislature, the Executive Branch, state agency leadership, state Commission leadership, state board leadership and the staffs thereof, with particular emphasis on House and Senate leadership, key committee chairs and members, the Tarrant County delegation and members of state agencies, state commissions and state boards. 12. Consultant will assist in introducing City Manager or his/her designee to members of the Legislature and staff members, in particular the leadership and members of the Tarrant County legislative delegation and members of state agencies, state commissions and state boards. 13. Consultant will provide advice and counsel to City Manager or his/her designee, City Council or other City staff regarding legislative strategy and provide such background information as proponents, opponents, attitude of key legislators, and positions of related entities. 14. When requested by City Manager or his/her designee, Consultant will, communicate with written memorandum or telephonically,summarize contacts made with state legislators,state agency leadership, state board leadership and key staff on behalf of the City. As the need arises, he/she will discuss with City Manager or his/her designee coverage of key legislative committee hearings/meetings,state agency hearings/meetings,state board hearings/meetings and proposer will attend hearings/meetings upon request, as necessary and possible. Greenberg Traurig,LLP 2023 Legislative Agreement Page 9 of 9