Loading...
HomeMy WebLinkAboutContract 48162 MW CITY OF FORT WORTH, TEXAS c�T�cT �� STANDARD AGREEMENT FOR PROFESSIONAL SERVICES This AGREEMENT is between the City of Fort Worth, a Texas home-rule municipality (the "CITY"), and Bennett Benner Partner, authorized to do business in Texas, an independent contractor ("Consultant"), for a PROJECT generally described as: Trinity Park Existing Conditions and Possibilities Plans, Park Signage and Facility Spatial Assessment. Article I Scope of Services (1) Consultant hereby agrees to perform as an independent contractor the services set forth in the Scope of Services attached hereto as Attachment "A". These services shall be performed in connection with Trinity Park Existing Conditions and Possibilities Plans, Park Signage and Facility Spatial Assessment. (2) Additional services, if any, will be requested in writing by the City. City shall not pay for any work performed by Consultant or its subconsultants, subcontractors and/or suppliers that has not been ordered in writing. It is specifically agreed that Consultant shall not be compensated for any alleged additional work resulting from oral orders of any person. Article II Compensation Consultant shall be compensated in accordance with the Fee Schedule shown in Attachment "B". Payment shall be considered full compensation for all labor, materials, supplies, and equipment necessary to complete the services described in Attachment "A". However the total fee paid by the City shall not exceed a total of 86,600.00 unless the City and the Consultant mutually agree upon a fee amount for additional services and amend this Agreement accordingly. The Consultant shall provide monthly invoices to the City. Payment for services rendered shall be due within thirty (30) days of the uncontested performance of the particular services so ordered and receipt by City of Consultant's invoice for payment of same. Acceptance by Consultant of said payment shall operate as and shall release the City from all claims or liabilities under this Agreement for anything related to, done, or furnished in connection with the services for which payment is made, including any act or omission of the City in connection with such services. City of Fort Worth,Texas u ICIAL PECQRD Standard Agreement for Professional Services ��+I SEri�E'['fl �;' Revision Date:9/24/2014 Page 1of8 117 00 77 iia 7r Article III Term Unless terminated pursuant to the terms herein, this Agreement shall be for a term of 6 months, beginning upon the date of its execution, or until the completion of the subject matter contemplated herein, whichever occurs first. Article IV Independent Contractor Consultant shall operate hereunder as an independent contractor, and not as an officer, agent, servant, or employee of the City. Consultant shall have exclusive control of and the exclusive right to control the details of its work to be performed hereunder and all persons performing same, and shall be solely responsible for the acts and omissions of its officers, agents, employees, contractors and subcontractors. The doctrine of respondent superior shall not apply as between City and Consultant, its officers, agents, employees, contractors, and subcontractors, and nothing herein shall be construed as creating a partnership or joint venture between City and Consultant. Article V Professional Competence and Indemnification (1) Work performed by Consultant shall comply in all aspects with all applicable local, state and federal laws and with all applicable rules and regulations promulgated by the local, state and national boards, bureaus and agencies. Approval by the City shall not constitute or be deemed to be a release of the responsibility and liability of Consultant or its officers, agents, employees, contractors and subcontractors for the accuracy and competency of its services performed hereunder. (2) In accordance with Texas Local Government Code Section 271.904, the Consultant shall indemnify, hold harmless, and defend the City against liability for any damage caused by or resulting from an act of negligence, intentional tort, intellectual property infringement, or failure to pay a subcontractor or supplier committed by the Consultant or Consultant's agent, consultant under contract, or another entity over which the Consultant's exercises control. City of Fort Worth,Texas Standard Agreement for Professional Services Revision Date:9/24/2014 Page 2 of 8 Article VI Insurance (1) Consultant shall not commence work under this Agreement until it has obtained all insurance required under this Article and the City has approved such insurance, nor shall Consultant allow any subcontractor to commence work on its subcontract until all similar insurance of the subcontractor has been so obtained and approval given by the City; provided, however, Consultant may elect to add any subconsultant as an additional insured under its liability policies. Commercial General Liability $1,000,000 each occurrence $1,000,000 aggregate Automobile Liability $1,000,000 each accident (or reasonably equivalent limits of coverage if written on a split limits basis). Coverage shall be on any vehicle used in the course of the Project. Worker's Compensation Coverage A: statutory limits Coverage B: $100,000 each accident $500,000 disease - policy limit $100,000 disease - each employee (2) Additional Insurance Requirements a. Except for employer's liability insurance coverage under Consultant's worker's compensation insurance policy, the City, its officers, employees and servants shall be endorsed as an additional insured on Consultant's insurance policies. b. Certificates of insurance shall be delivered to the Park and Recreation Department, Attention: Scott E. Penn, 4200 S. Freeway, Suite 2200, Fort Worth, TX 76115, prior to commencement of work. c. Any failure on part of the City to request required insurance documentation shall not constitute a waiver of the insurance requirements specified herein. d. Each insurance policy shall be endorsed to provide the City a minimum thirty days notice of cancellation, non-renewal, and/or material change in policy terms or coverage. A ten days notice shall be acceptable in the event of non-payment of premium. City of Fort Worth,Texas Standard Agreement for Professional Services Revision Date:9/24/2014 Page 3 of 8 e. Insurers must be authorized to do business in the State of Texas and have a current A.M. Best rating of A: VII or equivalent measure of financial strength and solvency. f. Other than worker's compensation insurance, in lieu of traditional insurance, City may consider alternative coverage or risk treatment measures through insurance pools or risk retention groups. The City must approve in writing any alternative coverage. g. Workers' compensation insurance policy(s) covering employees employed on the Project shall be endorsed with a waiver of subrogation providing rights of recovery in favor of the City. h. City shall not be responsible for the direct payment of insurance premium costs for Consultant's insurance. i. Consultant's insurance policies shall each be endorsed to provide that such insurance is primary protection and any self-funded or commercial coverage maintained by City shall not be called upon to contribute to loss recovery. j. In the course of the Agreement, Consultant shall report, in a timely manner, to City's officially designated contract administrator any known loss occurrence which could give rise to a liability claim or lawsuit or which could result in a property loss. k. Consultant's liability shall not be limited to the specified amounts of insurance required herein. I. Upon the request of City, Consultant shall provide complete copies of all insurance policies required by these Agreement documents. Article VII Transfer or Assignment City and Consultant each bind themselves, and their lawful successors and assigns, to this Agreement. Consultant, its lawful successors and assigns, shall not assign, sublet or transfer any interest in this Agreement without prior written consent of the City. Article VIII Termination of Contract (1) City may terminate this Agreement for its convenience on 30 days' written notice. Either the City or the Consultant for cause may terminate this Agreement if either Party fails substantially to perform through no fault of the other and does not City of Fort Worth,Texas Standard Agreement for Professional Services Revision Date:9/24/2014 Page 4 of 8 commence correction of such nonperformance with 5 days of written notice and diligently complete the correction thereafter (2) If City chooses to terminate this Agreement under Article 8, upon receipt of notice of termination, Consultant shall discontinue services rendered up to the date of such termination and City shall compensate Consultant based upon calculations in Article 2 of this Agreement and Attachment "B" attached hereto and incorporated herein. (3) All reports, whether partial or complete, prepared under this Agreement, including any original drawings or documents, whether furnished by the City, its officers, agents, employees, consultants, or contractors, or prepared by Consultant, shall be or become the property of the City, and shall be furnished to the City prior to or at the time such services are completed, or upon termination or expiration of this Agreement. Article IX Right to Audit (1) 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 of Consultant involving transactions relating to this Agreement. Consultant agrees that the City shall have access during normal working hours to all necessary facilities and shall be provided adequate and appropriate workspace in order to conduct audits in compliance with the provisions of this section. City shall give Consultant reasonable advance notice of intended audits. (2) Consultant further agrees to include in all its subcontracts hereunder, a provision to the effect that the subcontracting consultant 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 sub-consultant, involving transactions to the subcontract, and further, that City shall have access during normal working hours to all sub- consultant 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 Consultant and any sub-consultant reasonable advance notice of intended audit. (3) Consultant and sub-consultants agree to photocopy such documents as may be requested by the City. The City agrees to reimburse Consultant for the cost of copies at the rate published in the Texas Administrative Code in effect as of the time copying is performed. City of Fort Worth,Texas Standard Agreement for Professional Services Revision Date:9/24/2014 Page 5 of 8 Article X Minority Business and Small Business Enterprise (MBE)(SBE) Participation In accordance with the City's Business Diversity Enterprise Ordinance No. 20020-12-2011, as amended, the City has goals for the participation of minority business enterprises and/or small business enterprises in City contracts. Consultant acknowledges the MBE and SBE goals established for this Agreement and its accepted written commitment to MBE and SBE participation. Any misrepresentation of facts (other than a negligent misrepresentation) and/or the commission of fraud by the Consultant may result in the termination of this Agreement and debarment from participating in City contracts for a period of time of not less than three (3) years. Article XI Observe and Comply Consultant shall at all times observe and comply with all federal, state, and local laws and regulations and with all City ordinances and regulations which in any way affect this Agreement and the work hereunder, and shall observe and comply with all orders, laws ordinances and regulations which may exist or may be enacted later by governing bodies having jurisdiction or authority for such enactment. No plea of misunderstanding or ignorance thereof shall be considered. Consultant agrees to defend, indemnify and hold harmless City and all of its officers, agents and employees from and against all claims or liability arising out of the violation of any such order, law, ordinance, or regulation, whether it be by itself or its employees. Form 1295 Certification No. 2016-49919 Article XII Venue and Jurisdiction 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 United States District Court for the Northern District of Texas — Fort Worth Division. This Agreement shall be construed in accordance with the laws of the State of Texas. Article XIII Contract Construction The Parties acknowledge that each party and, if it so chooses, its counsel have reviewed City of Fort Worth,Texas Standard Agreement for Professional Services Revision Date:9(24/2014 Page 6 of 8 and revised this Agreement and that the normal rule of construction to the effect that any ambiguities are to be resolved against the drafting party must not be employed in the interpretation of this Agreement or any amendments or exhibits hereto. Article XIV Severability The provisions of this Agreement are severable, and if any word, phrase, clause, sentence, paragraph, section or other part of this Agreement or the application thereof to any person or circumstance shall ever be held by any court of competent jurisdiction to be invalid or unconstitutional for any reason, the remainder of this Agreement and the application of such word, phrase, clause, sentence, paragraph, section, or other part of this Agreement to other persons or circumstances shall not be affected thereby and this Agreement shall be construed as if such invalid or unconstitutional portion had never been contained therein. Article XV 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 return receipt requested, postage prepaid, to the address of the other Party shown below: City of Fort Worth Attn: Scott E. Penn 4200 S. Freeway, Suite 2200 Fort Worth, Texas 76115 Consultant: Bennett Benner Partners Attn: Michael J. Bennett AIA 500 W 7th Street, Suite 1400 Fort Worth, Texas 76102 Article XVI Headings The headings contained herein are for the convenience in reference and are not intended to define or limit the scope of any provision of this Agreement City of Fort Worth,Texas Standard Agreement for Professional Services Revision Date:9/24/2014 Page 7 of 8 Article XVII Counterparts This Agreement may be executed in one or more counterparts and each counterpart shall, for all purposes, be deemed an original, but all such counterparts shall together constitute but one and the same instrument. Executed and effective this the 18 day of August, 2016. BY: BY: CITY OF FORT WORTH ENGINEER Bennett Benner Partners C Stistant an Alanis Michael J. B ett AIA City Manager Principal and CEO Date: I I t ( I I U Dater APPROVAL RECOMMENDED: By: P23:)KaD ichard Zavala irector, Park and Recreation Department APPROVED AS TO FORM AND LEGALITY M&C No.: C-27874 By: M&C Date: August 16, 2016 Douglas W. Black Assistant City Attorney ATTEST: ©�o ® 4 M ry J. K oy City Secr' ary °� I KOFFICIALRECORDCity of Fort Worth,Texas S�CStandard Agreement for Professional Services gRET'gRyRevision Date:9/24/2014 W E 0 e7� ��Page 8 of 8 ATTACHMENT A BEWETTI i BEWEP PARTNERS Michael Benne mtAIA Principal Chief Executive Officer ARCHITECTS + PLANNERS 17 December 2015 27 April 2016 - revised 06 June 2016 - revised 07 July 2016- revised 06 September 2016-revised Mr.Scott Penn RLA District Superintendent Parks and Community Services Department The City of Fort Worth 4200 South Freeway,Suite 2200 Fort Worth,Texas 76115-1499 Re: Current Program&Conditions Map/Plan for Trinity Park, Citywide Park Signs,Way Finding Concept and Possibilities Plan Fort Worth,Texas Dear Scott: Thanks again for giving us the opportunity to submit this proposal and thanks so much for your patience with the time it has taken to assemble this.As you probably know,our firm has a long history of parks projects, especially in Trinity Park and the nearby Botanic Gardens,and we're pleased to have the opportunity to extend that involvement with this assignment. The following is an outline of how we might work together with you and other stakeholders. THE PROJECT Trinity Park is at the heart of the City of Fort Worth's Park system. Bounded by 1-30 on the south, University Drive on the west, Farrington Field on the north and the Clear Fork of the Trinity River on the East,the park forms a green oasis for residents at the center of the city and is highly used by Fort Worth residents and visitors through out the year. Because of the park's central location and the easy access to the Trinity Trails system, it also has the potential to help form important pedestrian and bicycle connections to other neighborhoods and destinations in the city,such as the Botanic Gardens,the Cultural District,W7th and downtown. Besides documenting connectivity and access to the park,this study will also locate existing amenities within the park and will appropriately document important historical aspects, landmarks and sites within the park. During this process,our firm will work with you and your colleagues to reach out to other interested stakeholder groups and park users for their input. We will also incorporate our recent work on the Currie Street/Trail Drive Extension into this assignment. The deliverables at the conclusion of our work will include an illustrative map of the park showing amenities, parking,trails and connections to adjacent neighborhoods and districts,similar to the Central Park map attached to the RFP. In addition,the final deliverable will include conceptual designs for branding and way finding for Trinity Park that can also be adapted and scaled for use in other parks throughout the city's system. 11 500 West 7th Street,Suite 1400 1 Fort Worth,Texas 76102 817.335.4991 1 www.bbptx.com THE TEAM The team for this assignment will be as follows: ■ The City of Fort Worth PACSD will be our client and contracting partner. You will be our liaison to other decision makers within the COFW and will also give us input regarding the city's goals and objectives and will provide us with decisions and direction. ■ Our firm will lead the assessment, design and public outreach effort. We will be assisted in the branding and way finding portion of the scope by the Bubble,a local graphics and branding company. We don't anticipate the need for other consultants to assist in accomplishing the scope outlined below. SCOPE OF WORK Unit 1-Current Conditions Plan Our first task would be to retrieve all of the city's available information on the park and the surrounding area. We will work to research and supplement that information as necessary,especially as it relates to information available from TRWD and information regarding other planned potential improvements and development in the area. The information to be collected would include: ■ Boundary and topographic surveys, ■ Historic photographs and written descriptions of the area. ■ Easements and utility locations, ■ Pedestrian and vehicular circulation routes,both within the park and adjacent to it, ■ Pertinent information regarding surrounding facilities and developments, ■ Maps showing existing park amenities, landmarks and maintenance facilities. ■ Aerial photographs of the park and surrounding areas. From this,we will produce preliminary drawings to help us understand the various amenities and their locations and priorities. We assume that aerial drawings and existing surveys will be sufficient for our work at this stage and that new survey work won't be required. Following this initial analysis,we will produce preliminary drawings of various alternatives of the illustrative plan for discussion with you and the stakeholders.These preliminary drawings will be in the form of freehand sketch plans. We will review and discuss these with you to come to an agreement as to how to prioritize and illustrate the park's amenities and connections within the final illustrative plan. Once the priorities and preferences have been established,we will proceed with the creation and documentation of a final illustrative plan of the park which can be used as a guide for park visitors to locate amenities, historic landmarks/sites and connections to other adjacent parts of the city. Deliverables ■ Large format, high resolution illustrative plan of the park, ■ Compilation of the documents and photographs collected during the investigative stage of the project. Schedule We would expect to be able to perform the work described above within a period of four to six weeks from the time we receive your authorization to begin work,depending on schedules and availability. We are prepared to start immediately. Unit 2 - Branding and Way Finding For this task we will begin with informational meetings with PACSD staff to review criteria and receive input on variables associated with the different types of park signs needed. Following this input and in coordination with the Communications and Public Engagement Office at the COFW,our team will develop at least three signage/way finding concepts and present them to you for your review and direction. We will also develop 2 preliminary sign and message schedules and graphic design standards. These concepts will consider other related and adjacent entities and their signage/way finding programs. Upon selection of a preferred design scheme,we will develop a framework for a signage program that can be used for different signs at varying scales,depending on the purpose,all coordinated with a consistent brand image for the PACSD and the overall city park system. This will include a typical sign and message schedule for use in parks throughout the city. Finally,we will include typical construction details of the signs for use by a fabricator in producing shop drawings and signage estimates. Unit 3 - Possibilities Plan This task will start with a conceptual programming exercise with PACSD staff to determine conceptual space requirements for a potential new administrative office of approximately 25,000sf. Usin-d the information and approvals obtained in the previous two tasks, we will develop several alternative concept plans to hell)you visualize the general scone of the proiect. We will review and discuss the various alternatives with you to arrive at a preferred alternative,which we will develop further.At this stage we will also begin to review precedent images of other projects to help us develop a consensus with you on the general look and feel of your new administrative office building. The possibilities plan will consider the future realignment of Trail Drive, the addition of Dream Park play round,and the planned road and parking improvements in Trinity Park(along with any other park amenities to fill new space created). Full site design for the PARD administration office would be considered as a separate unit. This unit will only include an assessment of the PARD spatial requirements for offices and associated parking and will include conceptual design and floor plans not specific to Trinity Park. We will produce conceptual plans and renderings of the selected option that reflect the function and overall design aesthetics for presentation to PACSD. Our goal will be to develop an attractive potential project that delivers a highly functional and efficient facility that is also a valuable and flexible real estate asset for the long term. Deliverables ■ Conceptual site plan alternatives ■ Conceptual floor plan alternatives ■ Conceptual square footages and parking counts ■ Site plan and floor plans of the selected conceptual design ■ Three-dimensional conceptual renderings of one to two exterior views DESIGN FEES We propose to perform the work described above for the lump sum below including normal reimbursable expenses. We will invoice for the work described above on a monthly basis based on percentage completion of the overall task. Unit 1- Existing Conditions Plan $16,500(sixteen thousand and five hundred dollars) Unit 2- Branding and Way Finding $56,300(fifty-six thousand and three hundred dollars) (DBE the Bubble$50,000+BBP$6,300) Unit 3 - Possibilities Plan $13,800(thirteen thousand and eight hundred dollars) 3 Included reimbursable expenses include out of pocket costs incurred by us on your behalf while performing the work described above. These normally include costs of printing and copying, photography,travel within Fort Worth,courier and telephone. We have not included detailed architectural design or engineering design, landscape design,surveys,out-of- phase revisions to previously approved work or presentations over and above those described above. Again,we're pleased to have the opportunity to work you and look forward to starting work as soon as you are ready. If you have any other questions,or if we need to make any revisions to this proposal, please give me a call. Best regards, e Michael J. Bennett AIA Principal and CEO Agreed To and Accepted By: Scott Penn RLA Date City of Fort Worth PACSD Attachments: Hourly Rate Schedule Standard Terms and Conditions The Bubble Proposal Letter 4 BEMIETTE BENDIER ATTACHMENT B PARTNERS ARCHITECTS + PLANNERS Design Fees We propose to perform the work described in Attachment A for the lump sum below including normal reimbursable expenses. We will invoice for the work described above on a monthly basis based on percentage completion of the overall task. Unit 1 - Existing Conditions Plan $16,500(sixteen thousand and five hundred dollars) Unit 2 - Branding and Way Finding $56,300(fifty-six thousand and three hundred dollars) (DBE the Bubble $50,000 + BBP $6,300) Unit 3 - Possibilities Plan $13,800(thirteen thousand and eight hundred dollars) Included reimbursable expenses include out of pocket costs incurred by us on your behalf while performing the work described above. These normally include costs of printing and copying, photography, travel within Fort Worth, courier and telephone. Fr; 500 West 7th Street,Suite 1400 1 Fort Worth,Texas 76102 817.335.4991 1 www.bbptx.com ATTACHMENT B Hourly Rate Schedule Classification Hourly Billing Rate Principal $275.00 Senior Project Manager $175.00 Project Manager $160.00 Project Architect 1 $140.00 Project Architect II $130.00 Landscape Architect 1 $140.00 Landscape Intern $100.00 Architectural Intern 1 $110.00 Architectural Intern II $100.00 Interior Designer 1 $130.00 Interior Designer II $120.00 Interior Designer III $100.00 Interior Design Intern $80.00 Construction Administrator $130.00 Technician 1 $120.00 Technician 11 $90.00 Sr.Administrative $120.00 Administrative $80.00 Planner $120.00 Urban Planner $150.00 Planning Intern $100.00 IT Management $110.00 These rates apply for the current calendar year and are subject to revision on January 1,when they may be revised to reflect changes in staff salaries over the preceding year. Hourly rates for principals'attendance at public hearings and similar public presentations are 1.5 times the regular rates shown in the attachment. Hourly rates are all inclusive; employees' base salaries are marked up for employee benefits(vacation, holidays,sick leave, payroll taxes and employee insurances)then the overhead factor is applied.To this total the remaining profit percentage is added. Effective January 2016 2 ATTACHMENT A the ubblel­ A BUBBLING CREATIVE AGENCY Tuesday, July 5, 2016 Bennett & Benner Partners RE: FW PARKS & REC BRANDING I SIGNS & WAY FINDING CITYWIDE 500 West 7th Street, Suite 1400 Fort Worth, Texas 76102 Attn: Amanda Schulte The Bubble T14 ("We, Us, Our") is pleased to present this Creative Consultation proposal to Bennett & Benner Partners ("B&B, Your, You"), referred to as the FW Sign Branding Project. We understand the importance and value of this engagement to B&B and the City of Fort Worth, TX and are committed to providing the strategic planning, creative design, business acumen and project management required for a successful engagement. This proposal defines the overall objectives, scope, approach and deliverables, including staffing requirements and the Bubble's Agreement. Our Understanding of Your Situation B&B is seeking to continue its commitment to excellence in the design, development, sale, and delivery of high quality architectural services in Fort Worth, TX - Parks and Recreation. The Bubbler" will do this through collective support, services, and leadership in many areas, specifically as it relates to this proposal, in identifying the current situation, innovating a strategic direction and implementing a creative solution that will complete the project accurately, on-time and within budget. This Agreement is being driven by these six key B&B business objectives. 1. Meet with Parks & Recreation staff to receive input on variables associated with community park signs, neighborhood park signs, way finding and regulatory signage needs. 2. Develop concepts (min. 3) for citywide Parks & Recreation signs and way finding; to consider images, symbols, fonts, size, color and materials. 3. Coordinate design with City overall branding, being performed by the Communications and Public Engagement Office at the City. 4. Design development should consider other/adjacent entities signs and way finding; Tarrant Regional Water District, Trinity River Vision, City - Streets, Zoo, etc. 5. Meet with PACSD staff as necessary to review concepts and receive input/direction. 6. Deliverable - a unique design for park signage, for both community and neighborhood parks, along with a uniform way finding theme to be incorporated at various scales throughout the park system. The Bubble TM manages a network of business management services & solutions in addition to our own strategic marketing, business consulting and creative services. A primary goal of this network is to serve as "Trusted Business Advisors" and "Strategic Business Partners" to our clients and to help them to achieve their business goals, from strategy through to implementation. The BubbleTm and others within our business network will be working as part of the BubbleTm Team to assist with these B&B initiatives. As we move forward together, the Bubble TM will serve as your main point of contact and will assume the lead as overall engagement manager working with you to achieve your business goals. 8925 Sterling St.#340—Irving.TX 75063 1 Phone:817.868.6899 1 Fax:817.796.1908 1 www.bethebubble.com Dallas/Fort Worth 1 EXHIBIT A ATTACHMENT A Obiectives The primary objective of this engagement is to provide Creative Consultation Services for the FW Sign Branding Project located at Fort Worth, TX. In addition to the Creative Consultation Services, the Bubble TM will provide separate quotes for graphics and signage production to complete the project - specific items to be determined at a later date. FW Sign Branding Proiect Scope The Bubble TM team will provide on-going strategic consultation, creative services, support and methodology for the duration of the project. We will accomplish this by initially developing a SWOT analysis and evaluation of existing signage. Once we have an accurate assessment of the current state of the City of Fort Worth's signage, meetings and design documents will be submitted for internal review. Design adjustments will be limited to 5 revisions after initial concept submission. During the engagement, weekly status conference calls and on-site meetings, as needed, will be held to mutually discuss the FW Sign Branding Project status and resolve issues in a timely manner. Proiect Management Timeline Phase I: Evaluation Development • SWOT Analysis • Site Surveys • Review of Existing Signage • Review of Sample Signage • Brand Standards Phase II: Project Plan Development • Goals & Objectives • Detailed Milestone Projections o Project Schedule Phase III: Creative Design • Initial Conceptual Design • Review and Change Orders • Material Samples • Internal - o Meetings o Set and Manage Expectations • Final Design • Estimated Budget Phase IV: Measure, Assess, & Revise • Ongoing • Measure Project and Revise as Necessary • Evaluate New Opportunities for Improvement Staffing The Bubble TM will provide these resources to the FW Sign Branding Project: Jeff Naukam, a Creative Sign Expert (Practice Leader), will conduct appropriate research, overall engagement management and content delivery for all FW Sign Branding Project Solutions, on a part-time basis. 8925 Sterling St.#340—Irving,TX 75063 1 Phone:817.868.68991 Fax:817.796.1908 1 www.bethebubble.com Dallas/Fort Worth 2 ATTACHMENT A Brandy VanEaton, a Senior Project Manager and Analyst, will research and analyze the appropriate data as it relates to strategic planning and project management, on a part-time basis. Lisa Dunn, a Project Manager and Analyst, will research and analyze the appropriate data as it relates to strategic planning and project management, on a part-time basis. Our expectation is that B&B will commit the following resources for the duration of this Agreement. - B&B Senior Associate - Amanda Schulte (part-time) Assumptions The following are assumed to ensure the timely and successful completion of this engagement: - The FW Sign Branding Project will start September 1, 2016. - Estimated project duration - 6 months. - The Bubble TM is being subcontracted by B&B and will not interact with B&B clients as the Bubble TM unless otherwise determined by B&B. - B&B project management / sponsorship will provide full and proactive support with a commitment to rapid decision making including any reviews, so as to avoid negatively impacting the Bubble's ability to meet its obligations under this Agreement. - B&B Project Manager and the Bubble TM Practice Leader will closely monitor the scope of this Agreement. In the event B&B desires additional work outside the scope of this Agreement, a Scope Change Request (SCR) will be developed requiring written approval by both the B&B Project Manager and the Bubble TM Practice Leader prior to work commencing. - B&B is responsible to provide the Bubble TM with all materials in a timely manner, for all development efforts. - B&B and the Bubble TM will work together to create a white paper regarding the results of the engagement. - The Bubble TM will provide ALL additional hard costs required for project completion to B&B and provide original receipts to be reimbursed within 30 days. The Bubble TM will be reimbursed approved expenses by B&B that total over $100. - The Bubble TM will submit monthly invoices (due N15) for Creative Consultation services on the 1St day of the month starting September 2016 and ending February 2017. - The Bubble TM will ensure projects are completed within the appropriate deadlines. - Term of this agreement is 6 months. - Design adjustments will be limited to 5 revisions after initial concept submission. We eagerly look forward to working with you and your organization on the FW Sign Branding Project. Please return a signed copy of the following Agreement indicating your approval for us to proceed forward with the proposed engagement. If you have any questions please do not hesitate to contact Jeff Naukam at (817) 868-6899. Respectfully Submitted, Jeff Naukam, Creative & Managing Director 8925 Sterling St.#340—Irving,TX 75063 1 Phone:817.868.68991 Fax:817.796.19081 www.bethebubble.com Dallas/Fort Worth 3 AGREEMENT ATTACHMENT A This Agreement is made and entered into as of this day of , 20 , by and between the Bubbler'" and Bennett & Benner Partners ("B&B"). WHEREAS, the Bubbler'" has experience designing, implementing and managing sign projects. WHEREAS, B&B has need for creative sign consultation services. NOW, THEREFORE, in consideration of the mutual covenants and promises provided herein, the parties agree as follows: ARTICLE I: GENERAL PROVISIONS BUSINESS PURPOSE: This Agreement is being driven by these six key B&B business objectives. 1. Meet with Parks & Recreation staff to receive input on variables associated with community park signs, neighborhood park signs, way finding and regulatory signage needs. 2. Develop concepts (min. 3) for citywide Parks & Recreation signs and way finding; to consider images, symbols, fonts, size, color and materials. 3. Coordinate design with City overall branding, being performed by the Communications and Public Engagement Office at the City. 4. Design development should consider other/adjacent entities signs and way finding; Tarrant Regional Water District, Trinity River Vision, City - Streets, Zoo, etc. 5. Meet with PACSD staff as necessary to review concepts and receive input/direction. 6. Deliverable - a unique design for park signage, for both community and neighborhood parks, along with a uniform way finding theme to be incorporated at various scales throughout the park system. TERM OF THE AGREEMENT: This Agreement shall commence on the date first above written and shall continue in existence until the project is complete, terminated, liquidated, or dissolved by law or as hereinafter provided. THE FW Sign Branding Project SCOPE: Refer to Exhibit A for details. PROJECT MANAGEMENT: Throughout the FW Sign Branding Project, the Bubble's Project Management Methodologies are applied and consist with the process and procedures referred to in Exhibit A. ITERATIONS: B&B Representative and the Bubbler'" Practice Leader will closely monitor the scope of this Agreement. In the event B&B desires additional work outside the scope of this Agreement, a Scope Change Request (SCR) will be developed requiring written approval by both the B&B Representative and the Bubble TM Practice Leader prior to work commencing. Design adjustments will be limited to 5 revisions after initial concept submission. ARTICLE II: GENERAL DEFINITIONS The following comprise the general definitions of terms utilized in this Agreement: AFFILIATE: An Affiliate of an entity is a person that, directly or indirectly through one or more intermediaries, controls, is controlled by or is under common control of such entity. ARTICLE III: COMPENSATION Pursuant to this Agreement, the Bubble TM will receive a Creative Consultation fee of FIFTY THOUSAND AND NO CENTS ($50,000) for the FW Sign Branding Project. Monthly Invoices of $8,000 for the first 5 months be sent to B&B on the 1St of each month due in 15 days per the following schedule: September 8925 Sterling St.9340—Irving.TX 75063 1 Phone:817.868.6899 1 Fax:817.796.1908 1 www.bethebubblexom Dallas/Fort Worth 4 ATTACHMENT A 15, October 15, November 15, December 15, January 15 and February 15. Upon Project Completion, a Final Invoice of$10,000 will be sent to reconcile the total amount of the Creative Consultation Fee. All travel related expenses outside of Fort Worth, TX will be billed to B&B at cost as part of the monthly invoice. In the event the FW Sign Branding Project exceeds the agreed upon timeframe for completion, no additional project management fees will be assessed unless by written approval by both the B&B Project Manager and the Bubble TM Practice Leader. The Bubble's compensation is based on the objectives, scope, deliverables, schedule and staffing, as described. Should B&B desire to change our level of involvement, the Bubble TM will adjust our scope and billing(s) by (SCR) requiring written approval by both the B&B Project Manager and the Bubble T14 Practice Leader prior to work commencing. LEGAL FEES: If the parties to this Agreement are forced to institute legal proceedings to enforce their rights in accordance with the provisions of this Agreement, then the attorney's fees and related expenses shall be borne solely by the party, which shall have incurred the same, and the other party shall have no liability with respect thereto. ARTICLE IV: OWNERSHIP OF WORK PRODUCT B&B retains full and exclusive rights and ownership in all portions of the FW Sign Branding Project while performing the services and in any and all related letters patent, copyrights, trade secrets, and any other proprietary rights that B&B is entitled to or possesses shall vest in and is hereby assigned to B&B as of the date of this Agreement. ARTICLE V: AGREEMENTS WITH THIRD PARTIES AND AFFILIATES VALIDITY OF TRANSACTIONS: Affiliates of the parties to this Agreement may be engaged to perform services. The validity of any transaction, Agreement or payment involving any Affiliates of the parties to this Agreement otherwise permitted by the terms of this Agreement shall not be affected by reason of the relationship between them and such Affiliates or the approval of said transactions, Agreement or payment. OTHER BUSINESS OF THE PARTIES TO THIS AGREEMENT: The parties to this Agreement and their respective Affiliates may have interests in businesses other than this Agreement. This Agreement shall not have the right to the income or proceeds derived from such other business interests and, even if they are competitive, such business interests shall not be deemed wrongful or improper. CONFIDENTIALITY: the Bubble TM will not sell, rent or lease your personal information to others. The Bubble TM will not share your personal information with third parties except in responding to your requests for products or services. Your permission will be requested when you submit your information. The Bubble TM contracts with third-party service providers and suppliers to deliver complete products, services and customer solutions. Suppliers and service providers are required to keep confidential the information received on behalf of the Bubble TM and may not use it for any purpose other than to carry out the services they are performing for the Bubble. These service providers may change or we may contract with additional service providers to better accommodate our customers. The Bubble TM will not share personal information with any other third parties without your permission, unless required by law enforcement action, subpoena, or local law. This proposal is an original creation and is the exclusive property of the Bubble. This is a confidential 8925 Sterling St.#340—Irving.TX 75063 1 Phone:817.868.6899 1 Fax:817.796.1908 1 www.bethebubble.com Dallas/Fort Worth 5 ATTACHMENT A submission, and must not be disclosed to third parties or used without the permission of the producer. If this submission is not accepted, art/services must be returned to its original condition. ARTICLE VI: MISCELLANEOUS PROVISIONS ENFORCEABILITY: In the event any provision of this Agreement is found to be unenforceable or invalid, such provision shall be severable from this Agreement and shall not affect the enforceability or validity of any other provision contained in this Agreement. INTEGRATED AGREEMENT: This Agreement constitutes the entire understanding and Agreement among the parties hereto with respect to the subject matter hereof, and there are no Agreements, understandings, restrictions or warranties among the parties other than those set forth herein provided for. HEADINGS: The headings, titles and subtitles used in this Agreement are for ease of reference only and shall not control or affect the meaning or construction of any provision hereof. NOTICES: Except as may be otherwise specifically provided in this Agreement, all notices required or permitted hereunder shall be in writing and shall be deemed to be delivered when deposited in the United States mail, postage prepaid, certified or registered mail, return receipt requested, addressed to the parties at their respective addresses set forth in this Agreement or at such other addresses as may be subsequently specified by written notice. APPLICABLE LAW AND VENUE: This Agreement shall be governed by the laws of the State of Texas and the parties agree to the jurisdiction and venue of the U.S. District Courts for the Northern District of Texas, Fort Worth division or the Texas State Courts located in Tarrant County, Texas. OTHER INSTRUMENTS: The parties hereto covenant and agree that they will execute each such other and further instruments and documents as are or may become reasonably necessary or convenient to effectuate and carry out the purposes of this Agreement. INDEMNIFICATION: (i) B&B agrees to, at all times, defend, indemnify and hold the Bubble, its parent company, their affiliates, subsidiaries, franchisers and the officers, directors, agents and employees of each, harmless from and against any and all claims, suits, damages, losses, liabilities, obligations, fines, penalties, costs and expenses (whether based on libel, slander, invasion of privacy, breach of contract, product liability, patent, trademark, license or copyright infringement or otherwise), including legal fees and expenses, of whatever kind or nature (collectively, "Loss"), arising out of or based on (a) a breach or violation of this Agreement by B&B or any failure by B&B to perform any of the Agreements, terms, covenants, conditions, representations or warranties of this Agreement to be performed by B&B; or (b) negligent acts or omissions by B&B its employees and/or agents. (ii) the BubbleT"' agrees to, at all times, defend, indemnify and hold B&B, its parent company, their affiliates, subsidiaries and the officers, directors, agents and employees of each, harmless from and against any and all claims, suits, damages, losses, liabilities, obligations, fines, penalties, costs and expenses (whether based on libel, slander, invasion of privacy, breach of contract, product liability, patent, trademark, license or copyright infringement or otherwise), including legal fees and expenses, of whatever kind or nature (collectively, "Loss"), arising out of or based on (a) a breach or violation of this Agreement by the Bubble T111 or any failure by the Bubble TM to perform any of the Agreements, terms, covenants, conditions, representations or warranties of this Agreement to be performed by the Bubble; or (b) negligent acts or omissions by the Bubble, its employees and/or agents. (iii)The Indemnified Party shall give written notice to the Indemnifying Party and the Indemnifying Party will promptly, at the Indemnified Party's request, assume and diligently conduct the entire 8925 Sterling St.#340—Irving.TX 75063 1 Phone:817.868.6899 1 Fax:817.796.1908 1 www.bethebubble.com Dallas/Fort Worth 6 ATTACHMENT A defense of any suit or action, or the making of any claim as to which indemnity may be sought hereunder, including settlements and appeals, at the Indemnifying Party's sole cost and expense, and the Indemnifying Party shall pay and discharge any and all settlement amounts, judgments or decrees which may be rendered. (iv)The Indemnifying Party shall not, except with the consent of the Indemnified Party, consent to entry of any judgment or administrative order or enter into any settlement that (a) could affect the intellectual property rights or other business interest of the Indemnified Party; or (b) does not include as an unconditional term thereof the giving by the claimant or plaintiff to the Indemnified Party of a release from all liability with respect to such claim or litigation. (v) In the event that the Indemnifying Party is not asked or does not accept the defense of any matter as above provided, the Indemnified Party shall have the full right to defend against any such claim or demand, and shall be entitled to settle or agree to pay in full such claim or demand, in its sole discretion without releasing any obligation or liability of the Indemnifying Party. REMEDIES: No remedy conferred by any of the specific provisions of this Agreement is intended to be exclusive of any other remedy which is otherwise available at law, in equity, by statute or otherwise, and except as otherwise expressly provided for herein, each and every other remedy shall be cumulative and shall be in addition to every other remedy given hereunder or now or hereafter existing at law, in equity, by statute or otherwise and no provision hereof shall be construed so as to limit any party's available remedies in the event of a breach by the other party hereto. The election of any one or more of such remedies by any of the parties hereto shall not constitute a waiver by such party of the right to pursue any other available remedies. TERMINATION: The non-defaulting party may terminate this Agreement if a Default, as defined below, by the other party has occurred and is continuing by giving written notice to the defaulting party. The term "Default" shall mean any of the following: (a) failure by a party to comply with or perform any provision or condition of this Agreement that results in a material breach of this Agreement and, if such material breach can be cured, continuance of such failure for thirty (30) days after written notice to such party (if cure is not practicable, the thirty (30) day notice period is not required); (b) a party becomes insolvent, is unable to pay its debts as they mature or is the subject of a petition in bankruptcy, whether voluntary or involuntary, or of any other proceeding under bankruptcy, insolvency or similar laws; or makes an assignment for the benefit of creditors; or is named in, or its property is subject to a suit for appointment of a receiver; or is dissolved or liquidated; or (c) any material warranty or representation made in this Agreement is breached, false or misleading in any material respect. In the event of such termination, the non-defaulting party shall be entitled to pursue any and all remedies provided in law and recover any damages it may have suffered by reason of such Default. B&B acknowledges that no specification of a particular legal or equitable remedy by the Bubble TO shall be construed as a waiver, prohibition or limitation of any legal or equitable remedies in the event of a breach of this Agreement. FORCE MAJEURE: Neither party shall be considered in default of this Agreement or be liable for damages, for any failure of performance hereunder occasioned by an act of God, force of nature, war or warlike activity, insurrection or civil commotion, labor dispute, transportation delay, governmental regulatory action whether or not with proper authority or other cause similar or dissimilar to the foregoing and beyond its reasonable control, provided the party so affected gives prompt notice to the other. In the event of a suspension of any obligation by reason of this section which extends beyond ten 8925 Sterling St.#340—Irving,TX 75063 1 Phone:817.868.6899 1 Fax:817.796.1908 1 www.bethebubble.coni Dallas/Fort Worth 7 ATTACHMENT A (10) days, the party not affected may, at its option, elect to cancel those aspects of this Agreement which are reasonably feasible to terminate. Such cancellation shall be effective thirty (30) days after written notice of such cancellation has been given to the other party. NOTICE: Any notice or other communication required or permitted hereunder shall be in writing and shall be deemed given and received on the date of delivery or on the third (3rd) business day following the day of mailing of the same, or on the day of transmission by telecopier or other form of recorded communication service of the same, as the case may be to the party to be notified at the addresses set forth below: If to the Bubble: the Bubble T14 8925 Sterling Street #340 Irving, TX 75063 Attn: Jeff Naukam If to B&B: Bennett & Benner Partners 500 West 7th Street, Suite 1400 Fort Worth, Texas 76102 Attn: Amanda Schulte or such other address as may be designated by either party by written notice to the other as hereinabove provided. ENTIRE AGREEMENT: This Agreement, together with all Exhibits attached hereto, represents the entire Agreement and understanding between the parties with respect to the subject matter of this Agreement, and supersedes any other Agreement or understanding, written or oral, that the parties hereto may have had with respect thereto. No statement or inducement with respect to the subject matter by either party or by any agent or representative of either party which is not contained in this Agreement shall be valid or binding between the parties. This Agreement, may not be changed orally but only by a written instrument signed by both parties. IMPLIED WAIVER: Any failure on the part of either party to insist upon the performance of this Agreement or any part of this Agreement, shall not constitute a waiver of any right under this Agreement. ASSIGNMENT: B&B may not assign its rights or delegate its obligations under this Agreement except to a parent, subsidiary or Affiliate, without the Bubble's prior written consent. Any attempted assignment, sublicense, transfer, encumbrance or other disposal by B&B without such consent shall be void and shall constitute a material breach of this Agreement. "Transfer" within the meaning of this section shall include any merger or consolidation involving B&B, any sale or transfer of all or substantially all of B&B's assets. the Bubble TM may assign its rights and obligations under this Agreement, provided that the assignment is coextensive with an assignment of the business of the BubbleT'" and the obligations of the Bubble TM under this Agreement are assumed with any assignment (including where applicable the required use of the Bubble TM trademarks). 8925 Sterling St.#340—Irving.TX 75063 1 Phone:817.868.6899 1 Fax:817.796.1908 1 www.bethebubble.com Dallas/Fort Worth 8 ATTACHMENT A IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the day and year first above written. Amy Naukam, President & CFO, the BubbleT'" Amanda Schulte, Senior Associate, Bennett & Benner Partners 8925 Sterling St.#340—Irving,TX 75063 1 Phone:817.868.6899 1 Fax:817.796.1908 www.bethebubble.com Dallas/Fort Worth 9 City of Fort Worth, Texas Mayor and Council Communication COUNCIL ACTION: Approved on 8/1612016 DATE: Tuesday, August 16, 2016 REFERENCE NO.: **C-27874 LOG NAME: 80TRINITY PARK EC PLAN SUBJECT: Authorize Execution of a Professional Services Agreement with Bennett Benner Partners, in the Amount of $86,600.00 for Development of New Park Sign Standards, Perform a Spatial Assessment Study for a Park and Recreation Facilities, and Design and Preparation of an Existing Conditions Plan and Possibilities Plan for Trinity Park (COUNCIL DISTRICT 9) RECOMMENDATION: It is recommended that the City Council authorize the execution of a Professional Services Agreement with Bennett Benner Partners in the amount of$86,600.00 for development of new park sign standards, perform a spatial assessment study for a Park and Recreation facilities, and design and preparation of an existing conditions and possibilities plan for Trinity Park. DISCUSSION: The purpose of this Mayor and Council Communication (M&C) is to authorize a Professional Services Agreement with Bennett Benner Partners in the amount of$86,600.00 for the design of a park sign template, perform spatial assessment study for a Park and Recreation (PARD) administrative headquarters, and the preparation of an existing conditions and possibilities plan for Trinity Park. On January 12, 2016, (M&C G-18640) City Council authorized the adoption and transfer of$112,795.73 in Special Purpose Funds to the Special Donation Capital Fund for the Trinity Park Planning and Facilities Studies Project. The Trinity Park Planning and Facilities Studies project will consist of five components: 1. The Trinity Park Existing Conditions Site Plan, as funded by Mayfest, which will include a Trinity Park way-finding plan. 2. A Trinity Park possibilities concept plan, which will consider proposed park improvements, such as parking for Mayfest, re-alignment of Trail Drive and removal of the Crestline Service Center, showing additional park open space gained and possible programming opportunities for that space. 3. A spatial analysis of the park maintenance compound on Crestline; to consider current and future park operational needs affecting the PARD operations divisions. 4. A PARD headquarters spatial assessment. 5. Development of citywide park sign standards. As part of this professional services contract, items number one, two, four and five will be addressed. Item number three is currently being addressed under the Property Management annual Professional Services Agreement Contract. Logname: 80TRINITY PARK EC PLAN Page I of 2 M/WBE OFFICE - Bennett Benner Partners is in compliance with the City's BDE Ordinance by committing to 58 percent SBE participation. The City's SBE goal on this project is 20 percent. The project is located in COUNCIL DISTRICT 9 and serves the entire City. FISCAL INFORMATION / CERTIFICATION: The Director of Finance certifies that upon approval of the above recommendations, funds are available in the current budget, as appropriated, of the Special Donations Capital Fund and PACS Improvements Fund in the Trinity Park Area Studies Project. FUND IDENTIFIERS (FIDs): TO 7�� partment ccoun Project Program ctivity Budget Reference # moun ID ID Year Chartfield 2 FROM Fund Department Account Project ProgramActivity Budget Reference # Amount ID ID Year Chartfield 2 r1)30105 0800450 5330201 100056 009120 $73,090.92 39801 0800450 5330201 100056 009120 $9,809.08 CERTIFICATIONS: Submitted for City Manager's Office by: Susan Alanis (8180) Originating Department Head: Richard Zavala (5704) Additional Information Contact: Scott Penn (5750) ATTACHMENTS 1. BBP Compliance Memo.pdf (CFW Internal) 2. Form 1295 - BBP 5-4-16.pdf (Public) 3. SAM report 7-14-16.pdf (CFW Internal) Logname: 80TRINITY PARK EC PLAN Page 2 of 2 C -;? 704 CERTIFICATE OF INTERESTED PARTIES FORM 1295 10f1 Complete Nos.1-4 and 6 if there are interested parties. OFFICE USE ONLY Complete Nos.1,2,3,5,and 6 it there are no interested parties. CERTIFICATION OF FILING 1 Name of business entity filing form,and the city,state and country of the business entity's place Certificate Number: of business. 2016-49919 Bennett Benner Partners Fort Worth,TX United States Date Filed: 2 Name of governmental entity or state agency that is a party to the contract for which the form is 05/04/2016 being filed. City of Fort Worth Date Acknowledged: 3 Provide the identification number used by the governmental entity or state agency to track or identify the contract,and provide a description of the services,goods or other property to be provided under the contract. 100056 Architectural Services 4 Nature of interest(check applicable) Name of Interested Party City,State,Country(place of business) Controlling Intermediary Bennett, Michael Fort Worth,TX United States X Benner, Bruce Fort Worth,TX United States X 5 Check only if there is NO Interested Party. ❑ 6 AF1 V I swear,or affirm,under penalty of perjury,that the above disclosure is true and correct. 5 SHANNON BAILEY My Commission Expires March 15,2018 Signature of authorized agent of contracting business entity AFFIX NOTARY STAMP/SEAL ABOVE Sworn to and subscribed before me,by the said Lt L t ie,i 1 ,this the day of 20 to certify which,witness my hand and seal of office. i lc -Signature of officer administering o Printed name of officer administeringfoath Title of officer dministering oath Forms provided by Texas Ethics Commission www.ethics.state.tx.us Version V1.0.1021