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HomeMy WebLinkAboutContract 45177 uTY SECRETARY CONTRACT MANAGEMENT AND IMPROVEMENT SERVICES AGREEMENT Fort Worth Improvement ent➢ r t Herlta This MANAGEMENT AND, IMPROVEMENT SERVICES AGREEMENT ("Agreement") is made and entered into by and between the CITY OF FORT" WORTH (the "City"), a home rule municipal corporation organi Ci zed under the laws of'the State ofTexas, acting by and through Fernando Costa, its duly authorized Assistant City Manager, and a Texas corporation doing business as FIRSTSERVICE RESIDENTIAL TEXAS, INC, ("Contractor") d acting by and through Cindy C. Huey, its duly authorized President. RECITALS The following statements are true and correct and constitute the basis upon which the City and Contractor have entered into this Agreement-, WISE S, pursuant to Chapter 372 of the Texas Local Government Code on September 26, 2000, the City Council of the City of Fort Worth adopted Resolution No. 2675 creati ng Fort Worth Public Improvement District No. 7 (the "District"); anal WHEREAS, the City is authorized to utilize the District to undertake improvements and/or services that confer special benefits on the part oft the City within the District; and WHEREAS, the City Council is authorized to levy and collect special assessments on property in the District, bused on the special services conferred by the improvements and or services, to pay the cost of such improvements anal. services, and WHEREAS, the City desires to enter ire. o a wri tten agreement with Contractor for provision of certain improvements and services in the District, as more specifically set forth in this Agreement; an WHEREAS, such improvements and services constitute a supplement to standard City. services and an added increment of service to provide other special benefits and services which will enhance the vitality and quality of the District; and WHEREAS, Contractor wishes to assist the City by providing, furnishing, or performing such improvements and services,, NOW, THEREFORE, for and in consideration of the mutual covenants, promises, and agreements contained herein, the City and Contractor do hereby covenant and agree as follows: Page I OFFICIAL RECORD Maiiagemet>i and Improvement Services Agreement with t `ery ice Residential Texas,Inc.c. (Heritage) Ft W0RTF1,TX imvr AGREEMENT 1. ENGAGEMENT OF CONTRACTOR. The City hereby engl ages the Contractor, and the Contractor hereby agrees to provide, furnish, oversee or perform in accordance with this Agreement the improvements and/or services set forth in Section 11. 2. IMPROVEMENTS AND SERVICES FOR THE DISTRICT. 2.1. Sc2pe of C'ontractor's Dutieso Contractor shall provide or cause to be provided those improvements and services (the "Improvements and Services") set forth in and subject to the Service Plan and Budget for the District approved by the City Council for the fiscal year covered by this Agreement (the "Service an and Budget"') (which is attached hereto as Exhibit "All and hereby made a part of this Agreement for all purposes), as may subsequently be amended, and the ordinance adopted by the City Council levying assessments, on 1 10 Properties m the ne District for such Improvements and Services (which ordinance is a public document on file in the City Secretary's Office and 'I's hereby incorporated for all purposes). Contractor shall also comply with the following related duties and responsibilities: (a) Oversee the bidding and awarding of any third party contracts for the above-referenced Improvements and Services in accordance with the guidelines set forth in the Policy and Guidelines for Public Improvement Districts adopted by the City Council pursuant to Resolution . 3711-02- 20019 (the "PID Policy"), a copy of which Contractor hereby certifies it has received and which is incorporated herein by reference for all purposes-, (b), Monitor work performed by any subcontractors for any of the above- referenced Improvements and, Services to ascertain that all such work is Performed completely, professionally, and with the appropriate, level of' quality and to make whatever changes are necessary to; achieve these objectives*,, (o Obtain, maintain and pay for insurance necessitated by the above- referenced Improvements and Services,, as may be directed or reviewed by the City's Risk Manager-, (d) In accordance with Section 372.013 of the Texas Local Government Code and the PID Policy, prepare a Service Plan and Budget for the five (5) Page 2 Management and Improvement Services Agreement with FirstService Residential Texas,Inc. PID 7(Heritage) years following the fiscal year covered by this Agreement, to be adopted by the advisory body for the District or other, entity designated by the City and approved by the City Council,-I (e) Maintain a hill and accurate acclounting of disbursements for reimbursement from District revenues and all other financial reporting requirements, set forth in the PID PolicyI "bifities set forth in the 'del (f) Comply with all other,duties and r,esponsi i i I guidelines of the P,ID, Policy- (g) Receive advance written approval by -the Director of the City's Parks and Community Services Department or his/her designee prior to any authorized construction or maintenance o capital improvements in any dedicated City park,- and (h) Comply with all duties and responsibilities set forth in Exhiblft "B" attached hereto and hereby made a part of this Agreement for all purposes. '1i 2.2. Cont actor CoMpensaton., As full compensation for the provision of all. Improvements and Services, during the Terni of this Agreement, the City shall pay Contractor the sum of$1618,507.00, which amount is reflected in the Service Plan and Budget as "Management Fee," which amount shall be paid in prorated installments, in accordance with Section 61 hereof 2.3. Standard of Care; Naturc of Relations00 Contractor shall commence, carry oin, and provide the Improvements and Services with all practicable dispatch, in a sou 1 w sound, economical, and efficient manner., in accordance with this contract and its attachments and all applicable laws. Contractor shall ensure that any work on the Improvements, and Services is properly coordinated with related work being performed by the City. Contractor represents, that it has, or will secure at its own expense, all materials, supplies, machinery, equipment, accessories., and services necessary to provide the Improvements and Services. Unless otherwise specifically provided herein, all of the Improvements and Services will be performed by the Contractor or under the Contractor's supervision. All personnel engaged by the Contractor shall be fully qualified to perform those Improvements and Services delegated to them. 2.4. Securi rsoinnel., In the event Contractor employs, security personnel as a part of providing Improvements and Services under the Agreement, Contractor hereby assumes sole responsibility for any and all acts or omissions of security personnel in the performance 0.1 4.10 of their res ponsiDinties hereunder. Security personnel, shall include, but not be limited to, Page 3 Management and Improvement Services Agreement with First Service Residential Texas,Inc. PID 7(Heritage!) any employee, agent,, representative, security officer, or off-duty Fort Worth Police officer hired by the Contractor to provide Security Services within the District. "Security Services'*' shall not include running radar on drivers,,, writing parking citations, investigating crimes, or other job ftinctions normally performed by on-duty police officers. Contractor shall bear sole responsibility,, if any, for reporting its payment for each security personnel's, services, as taxable income to the Internal Revenue Service. If Contractor employs off*duty Fort Worth police officers to provide Security Services, the parties understand, acknowledge, and agree that, while performing Security Services for the Contractor under this Agreement, the off-duty officers are not considered employees of the City of Fort Worth, except as provided herein. Contractor shall direct residents to call 911 in the case of an emergency. O:ff-,duty Fort Worth police officers, esi working for the Contractor shall, not answer calls for police service from Police Department dispatchers except 'in,the event of a I ife-threatening emergency, in which case the off-duty officer would then be considered "on-duty" and working as an employee of the City of Fort Worth. If the off-duty officer becomes aware of a situation that warrants, immediate police action within 'the District, he or she can take police action while also, advising on-duty officers, of the situation. Responsibility for the incident will be transferred to an on-duty officer as soon as one reaches,the scene. 3. CITY'S DUTIES AND RESPONSIBILITIES. The City shall provide the following services in connection with operation of the District and the Contractor's perfon-nance under this Agreement,- (a) Levying and collecting assessments and recording the same in a separate revenue account; (b) Making payments to, Contractor 'from special assessment revenues, and other District revenues,* (c) Maintaining the same level of services in the District as that which the City p 'des in comparable areas of the City- rovi 1 (d) Maintaining complete and detailed records concerning any expenditure ofspecial assessment revenues, and other District revenues,, which are made through City departments, boards, or agencies; (e), Retaining and expending revenues from special assessments, penalties, interest, and investment income thereon solely in the District,- (f) Preparing an annual report of delinquent property assessments and liens thereon to, be assigned to the City's delinquent tax collection attorney; Page 4 Management and Improvement Services Agreement with FirstService Residential'rexas,Inc. PID 7(Heritage) (g) Maki ng regular reports to Contractor concerning delinquent assessments and making billings thereon as necessary; and (h) Producing an annual assessment roll of property owners and property within the District. The City shall have no financial obligation to -the District other than levying and collecting the assessments levied by the District, except as provided in subsection (c) above, and, pursuant to and in accordance with this Agreement,, paying for Improvements and Services that Contractor performs, in the District. 4. AMENDMENTS. This Agreement may not be amended unless,executed in writing, by both parties. 51 TERM. This Agreement shall commence October 1, 2013 (the "Effective Date") and, unless terminated earlier in accordance with this Agreement, expire September 30�, 2014 (the "''T'erm"'). 6. RELEASE OF FUNDS TO CONTRACTOR. 61.1. Procedure. Periodically, but not more frequently than once per month, Contractor shall present to the individual or individuals designated by the City to oversee and administer, the District (the "Administrator") a report of the Improvements and Services provided by Contractor since (i) for the first report under this Agreement, the Effective Date and ('11) for all subsequent reports,,, the date of the previous report. All such reports must include documentation sufficient demonstrating to the Administrator that any sums paid or incurred by Contractor have been paid or are due. Provided that all such necessary reports and supporting documentation have been provided to the Administrator,, the City shall pay the Contractor for all lawful expense's made or 'incurred by Contractor within fifteen (15) business days of receipt of all such reports and supporting documentation., Notwithstanding anything to the contrary herein, the City shall not be required to pay Contractor any amount that exceeds the then-current balance of District revenues or that is not in accordance with the Service Plan and Budget for the then-current fiscal year. 61.2. 'Work Reports. Contractor shall also submit a periodic work report, no less than quarterly, to, the Administrator. This work report shall detail all of the Contractor's significant work Page 5 Management and Improvement Services Agreement with FirstService Residential Texas,Inc. PID 7'(heritage) activities in the District. The format, of the report shall be mutually agreed 'upon by the Contractor and the Administrator. Notwithstanding anything to the contrary herein, payments to Contractor may be withheld if any such report is not received. The Administrator shall have the night to verify that the report is complete and accurate. 6.3. Insufficient Di'strkt Funds. In the event that District revenues are not available or are Insufficient for the City to make any payment to Contractor hereunder, the City will promptly notify Contractor. At Contract is request, the City and the Contractor shall meet and attempt to negotiate an amendment to this Agreement so that the scope of Improvements and Services may be reduced to correspond to the amount of District funds that are available or are anticipated to become available. If such an amendment cannot be successfully negotiated, Contractor shall have the right to pay the deficit (on a non-reimb�urs,able basis), in which case this Agreement shall continue in effect. If such an amendment cannot be successfully negotiated and Contractor does not elect to find the deficit, either party may terminate this Agreement upon thirty (30) days' advance written notice to the other party. 7. DISCRIMINATION PROHIBITED, 0, Contractor, in the execution, performance, or attempted performance of this Agreement, will not discriminate against any person or persons because of sex, race, religion, color, national origin, sexual orientation or lamilial status, nor will 'the Contractor permit its officers, agents, employees or subcontractors to engage in such discrimination. This Agreement is made and entered into with reference specifically to the ordinances codified at Chapter 17, Article 111, Division 3 (Employment Practices) of the Code of the City of Fort Worth, and Contractor hereby covenants, and agrees that Contractor, its officers, agents, employees and subcontractors, have fully complied with all provisions of same and, that no employee or applicant for employment has been discriminated against under the terms, of such ordinances by either Contractor, its officers, agents, employees or subcontractors. 8. BUSINESS DIVERSITY ENTERPRISE ORDINANCE In accordance with City of Fort Worth Ordinance No. 20020-12-201 1, effective June 1, 2012, the City has established goals for the participation of Minority Business Enterprises ("MBEsll) and Small Business Enterprises ("SBEs") in City contracts. Contractor shall comply, and require that its subcontractors comp�ly, with the terms off`this ordinance and any amendments thereto. Failure by the Contractor to comply, or to require its subcontractors to comply, with such ordinance shall constitute a breach o�f'this Agreement and be grounds for termination of this Agreement by the City. 9. CONTRACTOR LIABILITY. Page 6 Management and Improvement Services Agreement with Firs,tService Residential Texas,Inc. PID 7(Heritage) Contractor hereby assumes full liability for any damages to any public or private property which is due to the negligence of Contractor, its subcontractors, agents, permitees or assi gns. 10. LIABILITY OF C PERSONAL LIABILITV OF PUBLIC OFFICIALS, No employee of the City,, nor any other agent of the City, shall be personally liable for any damages caused by Contractor, its officers,: agents, servants,, employees, cointractors, and subcontractors or any other I iabilities of Contractor under this Agreement or otherwise related to this Agreement. It is further expressly agreed that the City shall not be liable or responsible for any damages caused by Contractor, its officers, agents,, servants, employees., contractors and subcontractors or any other liabilities of Contractor under this Agreement or otherwise related to this Agreement, nor shall the City be liable or responsible to Contractor or any other person for or on account of any stoppage or delay in the work herein provided for by injunction or other legal or equitable proceedings, or from or by or on account of any delay for any cause over which the City has no control. it, INDEMNIFICATION, CONTRACTOR COVENANTS AND AGREES TO, AND DOES HEREBY INDEMNIFY AND HOLD HARMLESS AND DEFEND THE CITY, ITS OFFICERSAND EMPLOYEES, FROM AND AGAINST ANY AND ALL SUITS OR CLAIMS FOR DAA1AGES OR, INJURIES, INCLUDING DEATH,, ANY AND ALL PERSONS OR PROPERTY ., WHETHER REAL OR ASSERTED., ARISING OUT OF OR IN CONNECTION WITH ANY NEGLIGENT ACT OR NEGLIGENT OMISSION ON THE PART' OF THE CONTRACTOR, ITS OFFICERS., AGENTS, SERVANTS, EMPLOYEES OR SUBCONTRACTORS, AND THE CONTRACTOR DOES HEREBY ASSUME ALL LIABILITY AND RESPONSIBILITY FOR INJURIES, CLAIMS OR SUITS FOR, THE DAMAGES TO PERSON SOR PROPERTY, OF WHATSOEVER KIND OR CHARACTER, WHETHER REAL OR ASSERTED., OCCURRING DURING OR ARISING OUT OF THE PERFORMANCE OF THIS CONTRACT AS RESUL TOF ANY NEGLIGENT ACT OR NEGLIGENT OMISSION ON THE PART OF THE CONTRACTOR, ITS OFFICERS, AGENTS, SERVANTS, EMPLOYEES OR SUBCONTRACTORS. SUCH INDEMNIFICA TI ON SHALL INC. UD E WORKERS COMPENSA LION CAI S OF OR B Y ANYONE WHOMSOE VER IN ANY WA Y RES UL TING FJ?OM OR A RISING 0 UT OF CONTRACTOR IS WORK, SERVICES AND OPERATIONS IN CONNECTION HERE WITH, INCL VDING OPERA TIONS OF SUBCONTRA CTORS. CONTRACTORSHALL LIKEWISE INDEMNIFY AND HOLD 11ARMLESS THE CITY FOR ANY AND ALL INJURY OR DAMAGE TO CITY PROPERTY ARISING OUT OF OR IN CONNECTION WITH ANY AND ALL NEGLIGENT ACTS OR NEGLIGENT OMISSIONS OF CONTRACTOR, ITS OFFICERS, AGENTS, EMPLOYEES, CONTRACTOR, SUBCONTRACTORS, LICENSEES OR INVITEES. Page 7 Management and Improvement Services Agreement with FirstService Residential Texas,Inc. SID 7(Heritage) Insurance coverage specified herein constitutes the minimum requirements and said requirements, shall in no way lessen or limit the liability of Contractor under the terms ofthl's contract. Contractor shall procure and maintain,, at its own cost and expense, any additional kinds and amounts of insurance that, in its own judgment, may be necessary for proper protection in the prosecution of its work. 12. INDEPENDENT CONTRACTOR, It is expressly understood and agreed that Contractor shall perform all work and services described herein as an independent contractor and not as an officer, agent, servant or employee of -the City; that Contractor shall have exclusive control of the details of the services and work performed hereunder, and all persons performing the same; and shall be solely responsible for the negligent acts and negligent omissions of its officers, agents, employees, contractors and subcontractors, that the doctrine of respondeat superio�r shall not apply as between City and Contractor, its officers, agents, employees, contractors and subcontractors-, and that nothing herein shall be construed as creating a partnership or Joint enterprise between City and Contractor. No person performing any of the work and services described hereunder shall be considered an officer, agent, servant or employee of the City, 13, INSURANCE. 19 Contractor shall not commence work uncter this Agreement until it has obtained and received approval from the City of all 'insurance coverage required hereunder. Contractor shall be responsible for delivering to the Administrator a certificate or certificates of insurance demonstrating, that Contractor has obtained the coverage required under this Agreement, that all insurance policies provided pursuant to this Agreement are endorsed to name the City as an additional insured, and that all such 'insurance policies cover, not only Contractor, but also Contractor's contractors and subcontractors. The minimum insurance required of Contractor is as follows: WORKER'S COMPENSATION INSURANCE: Contractor shall maintain throughout the Term of this Agreement statutory Worker's Compensation Insurance on all of its employees to be engaged in undertaking any Improvements or Services hereunder. In case any class of employees engaged in hazardous work under this Agreement is not protected under the state's Worker's Compensation statutes,,, Contractor shall provide adequate employer's general liability insurance for the Protection of such employees not so protected. COMPREHENSIVE GENERAL LIABILITY INSURANCE, Contractor shall maintain throughout the Term of this Agreement a commercial general liability insurance policy in an amount of not less than $1,,000,000 covering each occurrence with an aggregate limit of not less than $2,000,000. Page 8 Management and improvement Services Agreement with FirstService Residential Texas,Inc. PID 7(Fleritage) AU"I"OMOBII E INSURANCE - BODILY INJURY AND PROPERTY DAMAGE.- Contractor shall maintain throughout the Term of this Agreement comprehensive automobile liability coverage in an amount not less than 1,000,000 for each accident. This policy shall cover any automobile used in the provision of Improvements and Services under this Agreement. The insurance company with whom Contractor's insurance is written shall be represented by an agent or agents having an office located within the Dallas,-Fort Worth metropolitan area. Each such agent shall be duly qualified, upon who service or process may be had, and must have authority and power to act on behalf of the insurance company to negotiate and settle with the City, or any other, claimant, any claims that the City, or any other claimant, or any property owner who has been damaged may have against the Contractor or insurance company. The name of the agent or agents: shall be set forth on all certificates of insurance. All policies, must provide that they may not be changed or canceled by the insurer in less than five (5) days after the City had received written notice of such change or cancellation. Such insurance amounts may he revised upward at City's request, and Contractor shall revise such amounts within thirty (30), days after receipt of such request. 14. TAXES, Contractor shall pay all federal, state and local taxes that may he chargeable on any Improvements and Services provided hereunder or otherwise in relation to Contractor's duties and obligations hereunder. 15, PERAUTS. Contractor shall and shall cause any of its contractors and, subcontractors to obtain and pay for any necessary permits and licenses, whether issued by the state, county or City, before proceeding with any work hereunder that requires,any such permits. 16. CHARACTER OF WORK AND OPERATIONS., Contractor and Contractor's employees, contractors and subcontractors shall be competent and careful workmen skilled in their respective trades. Contractor shall not employ any person who repeatedly engages in misconduct or is incompetent or negligent 'in the due and proper performance of his duties or has been convicted of any crime of moral turpitude. 'The City shall 'retain the right to require the Contractor to remove any employee who is guilty of misconduct toward the public or is in any way discourteous to the public. This work is being performed for the public benefit and it is necessary that it be performed in an acceptable manner and at a satisfactory rate of progress. Contractor shall at all times maintain its equipment in a clean, Page 9 Management and Improvement Services Agreement with FirstServilee Residential.Texas, Inc. PID 7(Heritage) a see ceable condition. All equipment shall be properly licensed and inspected and clearly marked with the Contractor's name and telephone number. 1.7., ASSIGNMENT AND: SUBCONTRACTING, Contractor shall have the right to subcontract for the provision of any Improvements, and Services authorized hereunder so long as the subcontract is in writing. Contractor shall provide the Administrator with a final executed copy of all subcontracts. The existence of a subcontract shall not relieve Contractor of any responsibility or liability to the City, under this Agreement. Otherwise,, Contractor may not assign, transfer or convey any of'ts duties and responsibilities under this Agreement to another party without 'the advance written approval of the City and execution by such party of a written agreement with the City under which such party agrees,to be bound by the duties and obligations of Contractor under this Agreement. 18, DEFAULT, All terms, conditions and provisions, of this Agreement shall be considered material, and Contractor's failure to perform any part of this Agreement shall constitute an event of default hereunder., Should the Contractor fall to fully cure any default hereunder within, fourteen (14) calendar days after receipt from the City of written notice of the default (or, provided that Contractor has diligently commenced and continuously attempted cure within such time, such additional time as may be reasonably necessary to fully cure the default,), -the City may, at its option and in addition to any other remedies available to it under law or in equity, terminate this Agreement by providing written notice to Contract. Notwithstanding the foregoing, City may terminate this Agreement for any reason upon thirty (30) calendar, days' prior written notice to Contractor. In the event of any termination, any or in progress will continue to completion. unless specified otherwise in the City's termination notice. the City shall pay for any such work in progress that is completed by Contractor and accepted by the City. 19, COOPERATION WITH CITY, Contractor shall, at such time and in such form as City may require, furnish periodic inforination concerning the status of the project and such other statements, certificates and approvals, relative to the project as may be requested by the City. Contractor shall meet with the Administrator or other City officials, as may be requested to discuss any aspect of this Agreement. 20. BOOKS AND RECORDS, AUDITING RIGHTS. Contractor shall maintain compiete and accurate records with respect to all expenditures and costs 'incurred for all Improvements and Services provided hereunder. All such records shall Page 10 Management and improvement Services Agreement with First Service Residential Texas,Inc. PID 7(Heritage) be maintained on a generally accepted accounting basis and shall be clearly identified and readily accessible to the City. Contractor shall provide representatives of City or its appointees free access to such books and records 1. , 'at all proper times, in order that they may examine and audit the same and make copies thereof Contractor shall further allow the City and its representatives to make inspections, of all work data, documents,, proceedings and activities related to this contract. Such right of access and audit shall continue for a per ld of three (3) years from the date of final payment under this Agreement. The City shall also have the right to conduct a performance audit and evaluation of Contractor at such times as the City deems necessary. Contractor shall fully cooperate with any such performance audit. The City may employ consultants at the City's expense to assist City in such performance audit. Contractor agrees to give the City and its consultants access to all reports, data, schedules and other relevant information which may be required to conduct such performance audit. 21. NOTICES,. Any notices, bills, invoices or reports required by this Agreement shall be conclusively determined to have been delivered three (3) business days after It is deposited in the United States mail I in a,sealed envelope with sufficient postage attached, to the addresses listed below or such other addresses as may, from time to time be provided to the other party: OtAr. 1 W.7 0 Contractor*, City of Fort Worth FirstService Residential,, Texas,Inc. Attn: P,ID Administrator Attn: Cindy Huey, President Housing and Economic Dev. Dept. 3102 Oak Lawn Avenue, Suite 202 1000 Throckmorton Street Dallas, TX, 752191-4241 Fort Worth, Texas 76102-6311 22, COMPLIANCE WITH LAWS RDINANCES, RULES AND REGULATIONSO This Agreement will be 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. 23, GOVERNMENTAL POWERS* It is understood that by execution of this Agreement, the City does not, waive or surrender any of it governmental powers or immunities. 24, NO WAIVER. Page I I Management and improvement Services Agreement with FirstService Residential Texas, Inc. PID 7(Heritage) The failure of either party to insist upon the performance of any to 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 can any future occasion. 25. VENUE AND JURISDICTION, If any action, whether real or asserted, at law or in equity,, arises on the basis of any located'1 0 provision of this Agreement, venue for such action shall lie in state courts ioicatect in Tarrant County, Texas or the United States District Court for the Northern District of Texas—Fort Worth Division. This Agreement shal,l be construed in accordance with the laws of the State of Texas. 260, NO THIRD, PARTY RIGHTS. The provisions and conditions of this Agreement are solely for the benefit of the City and 4, Contractor and are not intended to create any rights, contractual or otherwise, to any other person or entity. 27'. INTERPRETATION,. 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. 28. CAPTIIONS., Captions and headings, used 'in this Agreement are for reference purposes only and shall not be deemed a part of this Agreement. 29. ENTIRETY OF AGREEMENT. This Agreement, including any exhibits attached hereto and any documents incorporated herein by reference, contains the entire understanding and agreement between the City and Contractor 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. Page 12 Management and Improvement Services Agreement with First Service Residential Texas,,Inc. PID 7(Heritage,) 304, COUNTERPARTS. This Agreement may be executed in multiple counterparts, each of which shall be considered an original, but all of which shall constitute one instrument., E CUTE,D as of the last date *indicated below.- CITY OF FORT WORTH. FIR,STSERVICE RESIDENTIAL TEXAS., 0 INC90, By: n4" (A41L By Fernando Costa Assistant City Manager President Date: /*_3 Date-, J4 0 ATTESTO TTEST, 0"X 'N BY. I 110TZL.001 AW Wdu ame., nata ia, J 0 .00 :WaCity Sec Tiue.' Ej/tc, APPROVED AS TO FORM AND LEGALITY: Maleshia,B. Fanner Senior Assistant City Attomey M&C_. BH­302 9-10-13 I OFFICIAL RECIORD ,AL RECORD tig ,_c P y R TAR CITYSECRETARY Page 13 "mj WORTH,TX Management and Improvement Services Agreement with Firs,tService Residential Texas,Inc. PID 7(Heritage) IMIV EAHIBITS "A"—Service Plan and Budget for the District "B"—Additional Services to be Provided by Contractor Management andImprovement Services Agreement with F first Serr vice Residential Texas PID 7(Heritage) Exhibit"A" City of Fort Wort Five'"dear Ser vice Plan Public Improvement[district Flo.7'-Heritage. FY 13,/14 _ _FY W15 FY 15/16 �FY 16/17 FY 17/18 REVENUES Budget Budget Budget Budget Budget PID Assessments $ 1,380,'911 % $ 1,405,417 $ 1,414,f 854 $ 11414,864 $ 11414,874 City Payment In-Lieu of Services 1731362 $ 173,362 $ 173.362 173,362 $ 173,362 Prior YearsAssessments $ 380,227 40,00000 $ 419,509 432,277 442,246 Builder Initiation Fee 70 $ 000 $ 31000 Total Revenues $ 1..941,f5,00 1,983,779 $ 20010,725 $ 2,020,503 2,030,482 EXPENSE Management Fee $ 168,507 $ 170,665 172j889 1751179, 175o534 b 'mate r $ 242,000 244,000 ' $ 246, 1 $ 248, $ 250, Utilities $ 26,000, $ 27,685 $ 28150 ' $ 29,500 ` 27,934 4 Landsca e, T'ree Maintenance $ 732,349 $ 738,349 $ 737,299 $ 742,000 $ 749,+ Fence Maaiintenan e $ 65,000 $ 65,000 $ 65,000 $ 6010,00 $ 55,000 Common Area Maintenance $ 42,69 ; $ 45,000 $ 491,000 $ 45,,000 $ 46,000 Hnlida I.i tin $ 25, � 30,000 $ 31,000 $ 32,000 $ 33,000 Security Enhancements 65,0010_ . _ r 1 . 65,00,01 $ 65oOOO1 Public Events $ 61,800, $ 65,000 65,0 $ 67,817 $ %0 I $ 75,0 $ , Insurance $ 81763 $ 8,46 Annual Review $ 2,000 $ 210 $ 21 $ 2o WO $ 2,0100 it do inistrat�en Fee $ 27,385 $ 28,1 $ 28,297 � 281297 $ 28,297 uid et I�� en�e 1,54 ,500 $ 1,5 4,270 1,57 ,�w $ 1,578,256 $ 1,578,228 _. 2,246 - $ 4:52,254 Estimated Oerati�r��g Reserve 4 ,� �N ` $ 41'9,5CM9 � $ 432,277 � 44 m .ee _ --. Total Expenses $1,94+1,50 $ 1,983,779 ; $2,01%725 $2,020,0503 $2,,030j482 Management and Improvement Services,Agreement with First "ervi e Residential Texas PID 7(Heritage) Exhibit IT" Additional Services, to be Provided by Contractor (a) Contractor shall assign one of its employees to manage the PID and, unless, otherwise agreed by the City in writing, Contractor agrees that the management of the PID shall be the sole activity for the assigned employee and such employee shall not manage any other properties for Contractor; (b) Participate in meetings of'City of Fort Worth departments of Housing anc,t hconomie Development, Parks, Transportation and Public Works, Internal Audit, and Budget to coordinate PID activities, (c) Participate in all meetings of the PID advisory body or other entity selected by the City for assistance in the preparation of the Service Plan and Budget for the Diistrict, and update members of any such entity as to authorized PID projects and other pertinent matters. At the request of the PID advisory body or other entity selected by the City, arrange for guest presenters to attend meetings-, (d) Establish means of communication for citizen input to report problems and make suggestions, to the PID. Coordinate responses to citizen input with the PID advisory body or other entity selected by the City, (e) Maintain a full and accurate accounting of di.sbursernents for reimbursement from PID revenues, providing the PID advisory body or other entity selected by the City with a monthly accounting statement, (f) Monitor recurring expenses and perform comparative analysis to 'identify emerging trends and real or potential problems. Notify the PID advisory body or, other entity selected by the City of trends and unusual or excessive expenses, (g) Maintain complete set of historical records of all PID activity to 'Include PID charter, JIi 10 minutes of meetings, and agreements/contracts with other entities, grant applcations, etc. from the beginning of PID to present; and (h) Work with all PID committees to coordinate and handle all details associated with public events that are sponsored by PID. The Contractor shall commence, carry on, and provide such "improvements and/or services with all practicable dispatch, in m a sound, econoical, and efficient manner, in accordance with this contract and its attachments and all applicable laws. Management and Improvement Services Agreement With FirstService Residential Texas PID 7(Heritage)