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HomeMy WebLinkAboutContract 33518 CITY SECRETARY CONTRACT NO 1, STATE OF TEXAS § COUNTY OF TARRANT § CONTRACT This agreement is made and entered into by and between the City of Fort Worth ("City"), acting herein by and through its duly authorized Assistant City Manager, Joe Paniagua, and HillCo Partners, L.L.C. ("Consultant"), acting herein by and through its duly authorized Managing Partner, Dan Pearson, whose services are to be retained hereunder. For and in consideration of the covenants and promises contained herein, the parties hereto agree as follows: 1. For and in consideration of the payment of the amount of money set out in Paragraph Five (5), Consultant agrees to perform the personal services described in Exhibit "A", which is attached hereto and made a part of this contract for all purposes. 2. This contract shall begin April 17, 2006, and terminate December 31, 2006, unless terminated sooner as provided herein. 3. Consultant shall cooperate with and report to the City's Director of Governmental Relations and the City Manager. Consultant will provide City both verbal and written status reports and attend meetings as requested by City. Consultant shall respond to requests made by the Mayor, the Chair of the Legislative and Intergovernmental Affairs Committee, the City Manager, and the staff of the Governmental Relations Department. Consultant shall coordinate all responses or actions taken on the City's behalf through the City's Governmental Relations Department, or the City Manager's designee. Brandon Aghamalian and Snapper Carr will serve as the Primary Representatives on behalf of Consultant for the City under this contract. 4. Consultant shall perform all work and services hereunder as an independent contractor and not as an officer, agent, servant or employee of the City. Consultant shall have exclusive control of, and exclusive right to control, the details of the services performed hereunder and shall be solely responsible for the acts or omissions of Consultant's officers, agents, employees, and sub-consultants. Nothing herein shall be construed as creating a partnership or joint enterprise between the City and Consultant, Consultant's officers, agents, employees, and sub-consultants, and the doctrine of respondent superior shall have no application as between the City and Consultant. 5. In full payment and consideration for all services furnished, and subject to the termination provisions set out in Paragraph Six (6) of this agreement, Consultant shall be paid $5,000.00 per month for work done from April 17, 2006 through July 16, 2006. Consultant shall also be paid a retainer of $2,000.00 for the period of July 17, 2006 through December 31, 2006. If at any point from July 17, 2006 through December 31, 2006 the Texas Legislature convenes in a special legislative session, Consultant shall be paid an additional $3,000.00. In no event shall the total compensation under this contract exceed a total of$20,000.00. No expenses shall be paid to Consultant under this contract. Payments shall be due on the last day of a month, except that the first payment will be due upon proper execution of this contract. Payments are due and payable by City upon receipt of an invoice from Consultant. 6. Either party may terminate this Agreement at any time for breach of this Agreement by providing a 10-day written notice or terminate without cause by providing a 15-day written notice to Consultant. Upon termination, Consultant shall provide reproducible copies of completed or partially completed reports, summaries or other documents prepared under this contract, which shall become the property of the City. Consultant shall be reimbursed for expenses incurred up to the date of the notice of intent to terminate, plus such costs that are reasonably incurred for termination services. 7. Consultant shall perform services detailed in Exhibit A. All of the reports, information and data prepared or assembled for the City under this contract 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. City acknowledges that Consultant represents multiple clients. Consultant confirms that no direct conflicts of interest exist at execution of this contract. It is acknowledged by both parties that Consultant represents utility providers, and such representation is consented to by City. The Primary Representatives shall not lobby on behalf of utility providers. Consultant shall monitor, track, and advise City on utility matters. Should a conflict of interest arise on a utility matter, Consultant shall immediately notify City verbally and via written notification. Within ten (10) calendar days from the date of execution of this Icontract, Consultant Li '�'1� Lr'i J:t`'Y• 1 2 shall provide City a list of other municipalities, counties, and transit agencies that he represents. Upon request, Consultant shall provide the City's Director of Governmental Relations, or the City Manager's designee, a list of all other clients he represents. If Consultant enters into a contract with any other client that might be in conflict with this contract, he shall, within two (2) calendar days after the execution of the contract, notify City of such potential conflict in writing. 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. If the conflict cannot be resolved to City's satisfaction, City may terminate this contract for cause. Consultant shall comply with Section 305.028 of the Texas Government Code. 9. 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. This Agreement shall be construed in accordance with the laws of the State of Texas. 10. In the event no funds or insufficient funds are appropriated and budgeted, or are otherwise unavailable by any means whatsoever in any fiscal period for payments due under this contract, then the City will immediately notify Consultant of such occurrence and this contract 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. 11. All written notices called for or required by this Agreement shall be addressed to the following by certified mail, postage prepaid, or by hand delivery: City: with copies to the: City of Fort Worth Fort Worth City Attorney, and Attn: City Manager Government Relations Department 1000 Throckmorton (at the same address) Fort Worth, TX 76102 Consultant: Snapper Carr 823 Congress Avenue, Suite 900 Austin, Texas 78701 12. Consultant agrees that the City shall, until the expiration of three (3) years after final payment under this Agreement, have access to and the right to examine any directly pertinent books, documents, papers and records involving transactions relating to this Agreement. Consultant agrees that the City shall have access during normal working hours to all necessary Consultant facilities and shall be provided adequate and appropriate workspace in order to conduct audits in compliance with the provisions of this section. The City shall give Consultant reasonable advance notice of intended audits. Consultant further agrees to include in all its subcontracts hereunder a provision to the effect that the sub-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 sub-consultant reasonable advance notice of intended audits. 13. This agreement may not be modified, rescinded, or terminated orally, and no modification, rescission, termination, or attempted waiver of any provision hereof shall be invalid unless it is in writing and signed by the parties. WITNESS our hands this day of , 2006. Hill Co Partners, L.L.C. City of Fort vv ..h AWBy: By: (31 nagi g Partner As s Manager Da i0 06 Date: ATTEST APPROVED AS TO FORM AND LEGALITY: VCiSI-Are-Itary 66ee L. Wallis i;u 1:5vU��J NO M&C RI:QUIRI;D I�,) oLS�f[ EXHIBIT "A" Consultant shall provide the following services: 1. At the direction of City, represent the City in dealings with elected and appointed officials, legislative staff, and interested stakeholders during the special session on matters identified by the City that relate to various aspects of municipal governance with a particular emphasis on protecting local revenues sources, homeland security, and land use authority. 2. Provide analysis and tracking of government actions and decisions which could have an effect on the governmental affairs strategy of the City. 3. Advise City on legislative actions contemplated and taken with respect to identified issues and goals. Assist in the development of a strategy to accomplish City's government affairs goals and objectives. 4. Assist City in the passage of legislative initiatives that are proposed and identified by City prior to or during the special legislative session of the Texas Legislature. 5. Consult with City regarding the effectiveness of its relationships with elected officials, processes and the political environment in Texas. Identify and implement strategies to enhance City profile with targeted individuals and entities including the arrangement of periodic visits and/or functions with key legislators and staff. 6. Use best efforts to provide information to and educate decision makers with regard to City's interests and government affairs objectives. City will work to ensure Consultant has appropriate information and data to assist efforts in this regard. It is understood and agreed Consultant will not make representations or statements on City's behalf without prior authorization to do so. 7. Monitor, by attendance at meetings and otherwise, state legislative and regulatory bodies considering legislation and/or rulemaking which would impact City's government affairs objectives and interests. 8. Monitor and track legislation that impacts City's interest during the called special sessions of the Texas Legislature during the term of the Agreement. Such legislation will be identified by City or Consultant as having a potential material impact on City's interests. 9. Consultant will assist in preparing City officials who testify before the Texas Legislature. As part of this preparation the Consultant will assist in formulating written and verbal testimony for City officials who provide testimony to legislative and administrative bodies.