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HomeMy WebLinkAboutContract 45371 I sc T ammy J CONTRACT , STATE ATE TEXAS COUNTY OF TARRA 1T AGREEMENT This Agreement ("Agreement") is made and entered i ntC by and between the City of Fort Worth ��C its"'� , acting herein by and through its duly authorized Assistant City Manalgerr, and Marguerite M. Reynolds ("Consultant"), the person or entity whose personal services are to be retained hereunder, individually referred to s a "party," collectively referred to as the Itpartias.°' For and in consideration of the covenants and promises contained herein, the parties hereto agree as fillos. 1r General Provisions & Sor e, 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 othertimes 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 March 1, 20,14 and terminate September 30, 2014 ("Initial Term"), unless terminated sooner as provided herein. The City shall have the option to renew and extend this Agreement for one year, with the period beginning October 1, 2014, and terminating on September 30, 2015 "Renewal Term"). The terms and conditions of this Agreement are subject to re-negotiation upon mutual consent ent Cif both parties at the time of such renewal* 3. Point of Contact M Cn Consultant agrees to cooperate with the City Is Director of Governmental Relations and the City Manager, who shall relate to Consultant requests from the City. rri For purposes of this AgIreement, the term City Manager shall include the City Manager and his or her designee. Consultant will respond to re iuests made by the Mayor, the Chair of the Legislative and Intergovernmental Affairs Committee, the City Manager, and the C,iit,y Is Director of Governmental Relations. consultant will coordinate all responses A' or actions taken on the City's behalf through the Director, of Governmental relations or appropriate City staff. OFFICIAL RECORD ClTy SECIRIETARY Marguerite M.Reynolds FT*WORTHs 1M 2014 Legislative Agreement Page 1 olf 4. Independent,Contractor Status Consuitant, 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 control of, and exclusive right to control, the d:etai�ls of the services performed hereunder and shall be solely responsible for the acts or omissions of its officers, agent;, employees, and sub consultants. Nothing herein shall be construed as creating a partnership or joint enterprise between the City and Consultant, its officers agents, employees, and subconsultants, and the doctrine of respondeat superior shall have no application as between the City and Consultant. 5. Payment In full payment and consideration for, all services provided hereunder, the City shall pay Consultant an amount not to exceed 12 ,500-00' per month. It is, understood that said payments are due, and payabile by City upon receipt of an invoice from Consultant. Consultant shall not receive payment for any travel or other expenses under this Agreement. Unless otherwise agreed to by the parties, payment under this Agreement shall not exceed the total amount of�17,500.00 for services provided. 6. T e r mi":n a fi"o n The City may terminate this Agreement at any time for breach of this Agreement by providing a to (10) day written notice to the Consultant. Either party may terminate this Agreement for any reason by providing a thirty (30) day written notice to the other party. Upon termination, all products prepared by Consultant hereunder whether completed or artial,ly 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 under this Agreement shall end. 7. Work Product Consultant shall f'urnish 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:Cl,I*ents Consultant shall inform the City of army other municipalities or 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. Marguerite M.Reynolds 2014 Legislative Agreemcait Page 2 of 8 Consultant, shall comply with Section 305.028 of the Texas Government Code. 9. Govern'lng 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 state courts, located in 'Tarrant County, Texas or the Federal District courts of the Northern District of Texas. 10. Ava'11abifity of Funds In the event no funds, or insufficient funds are appropriated and budgeted or are the ise unavailable by any means, whatsoever in any fiscal period for payments due under this Agreement '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 and budgeted or are otherwise available. 1. NoUces 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 Marguerite M. Reynolds City Manager, 1700 Wind Star Way 1000 Throckmiorton Fort Worth, Texas 76 108 Fort Worth, T'X 7611 2 with copl"es, to: The City Attorney and Governmental Relations Dlirector at the same address 12. Access to Records-,V Audit Consultant agrees that the City shall, until, the expi,ration 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 th,is 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 compiliance with the provisions of Marguerite M.Reynolds 2014 Legislative Agreement Page 3 of 8 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 subconsultant 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 d�irectly pertinent books, documents, papers and records of such su,bconsul,tant, involving transactions to the subcontract, and further, that City shall have access, during noirm:iall working hours to ill 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. 13. Liability CONSULTANT SHALL INDEMNIFY, DEFEND AND HOLD THE CITY HARMLESS FROM ANY AND ALL CLAIMS, CAUSES OF ACTION LAWSUITS, DAMAGES, LOSSES, JUDGMENTS AND LIABILITIES, ARISING FROM CONS�ULTAIT'S OWN NEGLIGENCE, WRONGFUL ACTS, ERRORS, OMISSIONS, OR INTENTIONAL MISCONDUCT AS A RESULT OF CONSUTLAN'T'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., 14. 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 or otherwise, between the Parties that are not er-ribodied, herein. No amendment, change, or variance of or from this Agreement shall be binding on either Party unless ,agreed to in writing signed by both of the Parties. This Agreement may be executed in counterparts,, each of which so executed shall: be deemed an original and such counterparts together shall constitute the same agreement. 15. Headings not, Controlling The headings appearing at the beginning of each paragraph of this Agreement are for convenience only and do not diefine, 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 I the feminine. Marguerite M.Reynolds 2014 Legislative Agreement Page 4 of 8 16 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 ornission 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 hereunder shall constitute, a waiver of any provisions(s), of the Agreement. 17. 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 part thereof shall be deemed not to be a part of this Agreement. 18, Assignment The Consultant may not assign or subcontract any of its rights or obligations under this Agreement without the prior written consent of'the City,, which consent may be withheld in the City$1 s, sole and absolute discretion. 19. Force Ma cure 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 weathers governmental restrictions, regulations, or interferences; fires- strifes, lockouts, national disasters; riots; material or labor restrictions; transportation problems; or any other c,ir,cumstances, 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 I same during such period of delay, so that the time period applicabile, to such, obligation , shall be extended for a period of time equal to the period such party was delayed., [Remainder Intentionally Left Bila�nk] Marguerite M.Reynolds 2014 Legislative Agreement Page 5 of 8 � 2014, Executed on the fi � �� ��' MARGUERITE M. REYNOLDS: CITY OF' FO�RT WORTH: ON By: Ulf" p By'. ­27 r uen, e M. kdy�n o f C ,arles W. Daniels sis ant City Manager Date- Date: 9 . , tt� T Approved as t Form and Legality'.4F r ILL AL k y K ,y�2Males is Farmer City Secret Assistant City Attorney .w Contract Authorization: M&C 000 r Date Approved. 000 OFFICIAL RECORD, CITY SECRETARY No TX Marguerite M.Reynolidis NORMAN= 20,14,Legislative Agreement Page 6 of*8 EXHIBIT "Al SCOPE SERVICES 1. Consultant will provide advice and counsel regarding those state agencies and commissions which interfirace with the City a nd will promote working relationships, and goodwill between the city and key staff and hoard members of those state agencies, and commissions, when. requested by the City. 2. During the legislative session (20 14),, 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 inforrn the City (generally by contacting the City Manager) of any legislative initiatives felt to he possibly detrimental to the interests of the City, as he she lades aware of any such initiative. 4. Consultant will assist the City Manager and other designated city staff in tile development and coordination of the city's legislative program.. 5. Consultant will generally cooperate with City Manager to promote the passage f proposed legislative initiatives included in the City Council adopted legislative a enda/pacl et, in cooperation with City representatives. 6. Consultant will assist the City Manager and ether designated city staff in defeating any legislation, amendments to legislation, appropriation or other action by the Texas Legislature that will erode, weaken, decrease or tale away the City's authority o govern the municipal affairs of the City or that is detrimental to the interests st. the City of port 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 can 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 l"undin opportunities. 9. Consultant will assist the City Manager and ether 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 memtiers, City Management,, City Mrurzte M,.Reynolds 20 14 Legislative Agreement. Page staff and the staffs thereof while said are in Austin attending conferences or public hearings and or meetings. 1. Consultant will ini'onn the City generally by contacting C ty Manager or his/her designee), of any legislative initiatives ;felt to he possibly detrimental to the interests of the City, the City's Comprehensive : 'lan or the City's State Legislative Agenda as he/she becomes aware of any such initiative. 2. 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. 13, 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. 14. 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. 15. 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 hoard leadership and key staff on behalf of the City. As the need arses, s �' � he will discuss with City Manager or his/her designee coverage of ley legislative committee hearings/meetings, state agency hearings/meetings, state hoard hearings/meetings anal proposer will attend hearings/ineetings upon request, as necessary and possible. Marguente M.Reynolds 2014 Legislative Agreement Page8 o 8