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HomeMy WebLinkAboutContract 31926 CITY SECRETARY r , CONTRACT NO. CONTRACT BETWEEN THE CITY OF FORT WORTH AND THE HARRAL GROUP This Contract is made and entered into by and between the City of Fort Worth, a home-rule municipal corporation of the State of Texas, located within Tarrant, Denton and Wise Counties, (herein after referred to as the "CITY"), acting by and through its duly authorized City Manager, and The Harral Group, acting by and through its duly authorized President. WITNESSETH : WHEREAS the City Council of Fort Worth adopted the Citywide Historic Preservation Plan in 2003; and WHEREAS the Citywide Historic Preservation Plan identified the technical aspects of addressing historic preservation within the City and defined strategies to accomplish specific goals of preserving Fort Worth's historic character; and WHEREAS the City of Fort Worth desires to use the services of the Harral Group to implement a process by which the City, developers, and historic preservation organizations can best work together in the common interest of the City of Fort Worth to implement the Citywide Historic Preservation Plan; NOW, THEREFORE, in consideration for the covenants and agreement hereafter set forth, it is mutually agreed as follows: 1. The term of this Contract shall begin May 2005 and extend through December 31, 2005, to be inclusive of three agreed upon meetings by the parties involved, unless this Contract is terminated or extended in accordance with other provisions contained herein. 2. The CITY agrees to pay The Harral Group the amount of eight thousand ($8,000.00) Dollars to cover the costs associated with the facilitation of a series of three meetings among various citizen preservation groups and the CITY. Costs associated with rental, food, copying, etc. shall be borne by the CITY. Payment to The Harral Group will be upon invoice for 1/3 of$8000 ($2666.66) at the conclusion of each of the three meetings. 3. All funds received by The Harral Group from the CITY shall be expended on a schedule for such Historic Preservation meeting purposes as agreed to by the CITY. E C oix � Iu J�-Q3-i)5A11 ( 1!i, Ls'1. 4. The Harral Group shall keep and maintain complete and accurate books and records related to its operations in accordance with generally accepted accounting principles. CITY shall also have the right, at all reasonable times, to examine The Harral Group's financial records relating to this Contract and shall have the right to conduct or cause to be conducted an audit of said records. 5. Termination of this Agreement without cause may be made by either party upon thirty (30) days written notice. Said termination notice shall be considered rendered when placed in the United States Postal Service for delivery to the other party. Upon termination, the parties shall be released from all obligations contained in Agreement except for the Indemnification section in paragraph 6, below. 6. The Harral Group convenants and agrees to and does hereby indemnify, hold harmless and defend, at its own expense, City, its officers, servants and employees, from and against any and all claims or suits for all liability, demands, claims, actions, losses, interest, from and against any and all claims or suits for property loss or damage and/or personal injury, including death, to any and all persons, of whatsoever kind or character, whether real or asserted, arising out of the work and services to be performed hereunder by The Harral Group, its officers, agents, employees, subcontractors, licensees Or invitees, WHETHER OR NOT CAUSED, IN WHOLE OR IN PART,BY THE ALLEGED NEGLIGENCE OF THE OFFICERS,SERVANTS,EMPLOYEES,OF THE CITY; and to the extent permitted by law, The Harral Group does hereby covenant and agree to indemnify, defend and hold harmless the City, its officers, servants and employees for any and all claims or suits for property loss or damage and/or personal injury, including death, to any and all persons, of whatsoever kind or character, whether real or asserted, arising out of, the work and services to be performed hereunder by The Harral Group, its officers, agents, employees, or subcontractors, WHETHER OR NOT CAUSED,IN WHOLE OR IN PART, BY THE ALLEGED NEGLIGENCE OF THE OFFICERS,SERVANTS,EMPLOYEES,OF THE CITY. To the extent permitted by law, the Harral Group likewise covenants and agrees to, and does hereby, indemnify and hold harmless City from and against any and all injuries, damage, loss or destruction to property of City during the performance of any of the terms and conditions of this Contract, WHETHER OR NOT CAUSED, IN WHOLE OR IN PART, BY THE ALLEGED NEGLIGENCE OF THE OFFICERS,SERVANTS, EMPLOYEES,OF THE CITY. 7. It is understood and agreed that the relationship of the Harral Group to the City shall be that of an independent contractor for all purposes and in regard to all matters arising out of this license agreement. The Harral Group shall operate hereunder as an independent contractor and not as an agent, representative or employee of the City. The Harral Group shall have exclusive control of and the exclusive right to control its employees and the details of its operations on the premises and shall be solely responsible for the acts and omissions of its officers, agents, employees, contractors and subcontractors. The doctrine of respondeat superior shall not apply as between the Harral Group and the City, its officers, agents, employees, contractors and subcontractors, and nothing herein shall be construed as creating a partnership or joint enterprise between the Harral Group and the City. 8. Any assignment, transfer or attempted transfer of assignment of this agreement to any other person, firm, or entity shall be void unless the CITY previously approved such assignment or transfer. Upon reassignment, the new person, firm, or entity shall assume all rights, duties and obligations possessed by the Harral Group under this agreement. 9. This Agreement is the final, entire and complete Agreement between the Harral Group and the CITY and supercedes any prior and contemporaneous negotiations, understandings, representations and/or agreements between the parties. 10. This Agreement shall be construed in accordance with the laws of the State of Texas. Exclusive venue for any lawsuits or actions of law or inequity arising hereunder shall be in state courts located in Tarrant County, Texas or the United States District Court for the Northern District of Texas, Fort Worth Division. 11. Fernando Costa will be the representative for the Planning Department in regard to the implementation of this agreement and for the ensuring compliance with all terms and conditions thereof This individual maybe contacted at 817-392-8042. 12. The signature below indicates the agreement and acceptance of the above terms and conditions. Executed on this the day of , 2005. ATTEST CITY OF/� WORTH 4City Secretary b > 'City Manager`" APPROVED AS TO FORM AND LEGALITY: NO M&C REQUIRED Vk S�� - Assistant City Attorney THE H L GROUP By: �. :kYEKI