HomeMy WebLinkAboutContract 33550 ATE OF
g't ? TEXAS RICK PERRY,GOVERNOR
HISTORICAL JOHN L.NAU,III,CHAIRMAN
COMMISSION F.LAWERENCE OAKS,EXECUTIVE DIRECTOR
The State Agency for Historic Preservation
TEXAS HISTORICAL COMMISSION CITY SECRETARY
CONTRACT FOR SERVICES CONTRACT NO
808-6-0035
I. PARTIES
The parties to this contract are the Texas Historical Commission, as agency of the State of Texas,
hereinafter referred to as "Commission"; and the City of Fort Worth as"Contractor."
II. PURPOSE
This Contract is issued pursuant to V.T.C.A., Government Code, §442.005 and Chapter 791.
Funds from this grant shall be used to pay for the addition of interpretive, ADA compliant,
bilingual signage to the historic structures in the Log Cabin Village, a property owned by the
City of Fort Worth.
III. SERVICES TO BE PROVIDED
The following services are to be provided within the contract period on a schedule to be agreed
upon by the parties to this contract. However, the services designated with specific deadlines
must comply with those deadlines.
1) Add interpretive,ADA compliant,bilingual signage to the historic structures in the
Log Cabin Village to educate tourists and residents about North Texas history and
ultimately increase tourism.
2) Include interpretive text, photographic background, colorful images,text in both
English and Spanish and large font on the signs to meet ADA rules and
regulations.
3) Submit a work plan and timeline to Commission within two months of returning
the signed contract and prior to the execution of work.
4) Submit a proof of all exhibits, interpretation,publications and marketing materials
to'the Commission for approval prior to production.
5) Provide quarterly reports reflecting progress made in achieving the approved goals
and objectives of the project.
6) Use the Texas Lakes Trail Region logo in all promotional materials,publications
and interpretation produced with grant funds.
7) Conduct follow-up evaluations, as outlined in the submitted grant proposal,to
determine program success and areas for improvement.
8) Submit a final report within four weeks of the end of the project that summarizes
the activity or product, explains how goals and objectives of the project were
achieved and provides a financial statement showing all expendit ires
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05-24-06 P12 :51
P.O.BOX 12276 • AUSTIN,TX 78711-2276 • 512/463-6100 • FAX 512/475-4872 • TDD -HO?'if Q
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IV. AMOUNT OF THE CONTRACT
The total amount of this contract shall not exceed $ 5,000 (FIVE THOUSAND DOLLARS AND
NO/100).
V. DOCUMENTATION AND PAYMENT
Contractor may submit to the Commission,for its approval, a properly completed invoice for
services rendered in compliance with all requirements of the contract. Contractor will provide
invoices to the Commission as costs are incurred and work is completed, but not more frequently
than monthly. Upon the receipt and approval of invoices,the Commission shall authorize
payments to the Contractor up to the total grant sum as specified in the Grant Award letter. Such
payments shall be made for services rendered, or if mutually agreed, in one lump sum upon
completion and approval of all the requirements set forth in this agreement. A sum not to exceed
25%of the total granted sum will be retained by the Commission until all stipulated materials
and properly documented reimbursement requests are submitted by the Contractor. Contractor
agrees to submit for approval of text, layout, design and use of logo prior to final reimbursement.
Within thirty(30) days of the Commission's receipt of Contractor's authorized invoice and
approval for services rendered,the Commission shall pay the Contractor the authorized amount.
Subject to the limitations of the contract,the Commission's payments will be made in
accordance with the Texas Prompt Payment Act.
All correspondence must be sent to: Texas Historical Commission
ATTN: Community Heritage Division,Texas Heritage
Tourism Partnership Grants
P.O. Box 12276
Austin,Texas 78711-2276
VI. PERIOD
The term of this contract shall commence upon receipt of award letter or upon signature of the
contract by all parties,whichever comes first. The term of this contract shall terminate on
submission of final payment request by the contractor,or by February 28, 2007,with an option
to be extended 90 days at the discretion of the Commission and consent of the Contractor.
VII. TERMINATION
The Commission reserves the right, in its sole discretion, to terminate the Contract, in whole or
in part, provided fourteen (14) calendar days written notice have been given by the Commission
to Contractor. Contractor may terminate by giving fourteen (14) calendar days written notice to
the Commission. In the event notice of termination is given, all work by contractor shall cease
and any remaining state funds must be returned to the Commission no later than thirty(30) days
following the date of termination of this contract.
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VIII. PROVISION FOR DIRECT DEPOSIT
The electronic funds transfer (EFT)provisions of Texas law were revised by H.B. 2429, which is
now in effect. Depending on eligibility under the law, certain payments from the State may be
directly deposited into Contractor's bank account or may be made by warrant. Vendors who may
be eligible for direct deposit and who wish to be paid by direct deposit must complete the form
titled "Vendor Direct Deposit Authorization" and return it as soon as possible to: Texas
Historical Commission, Staff Accounting, P.O. Box 12276,Austin, TX 78711-2276.
Comptroller of Public Accounts' Claims Division oversees the distribution of the state payments,
both warrants (paper checks) and direct deposit. For questions regarding the statewide process,
contact the Claims Payment Processing Section, at 1-800-531-5441, ext. 6-2499 or (512) 936-
2499, or send an email message to: <claims.division@cpa.state.tx.us>.
IX. ACCEPTANCE OF FUNDS UNDER CONTRACT
Contractor understands that acceptance of funds under this contract acts as acceptance of the
authority of the State Auditor's Office, or any successor agency, to conduct an audit or
investigation in connection with those funds. Contractor further agrees to cooperate fully with
the State Auditor's Office or its successor in the conduct of the audit or investigation, including
providing all directly pertinent records requested. Contractor will ensure that this clause
concerning the authority to audit funds received indirectly by subcontractors through Contractor
and the requirement to cooperate is included in any subcontract it awards.
X. DISPUTE RESOLUTION PROCESSES
HB 826, 76th Legislature, added Chapter 2260 of the Government Code. Chapter 2260
prescribes dispute resolution processes for certain breach of contract claims applicable to
certain contracts for goods and services. The Commission may adopt rules under Chapter
2260 as described in that statute.
If and to the extent that Chapter 2260 applies to the Contract and to a specific breach of contract
claim under that contract, the following shall apply:
The dispute resolution process provided for in Chapter 2260 of the Government
Code shall be used, as further described herein, by the Commission and Contractor
to attempt to resolve any claim for breach of contract made by Contractor under the
Contract:
(A) Contractor's claim for breach of the contract that the parties cannot
resolve in the ordinary course of business shall be submitted to the
negotiation process provided in Chapter 2260. To initiate the process,
Contractor shall submit written notice, as required by Chapter 2260, to the
Executive Director of the Commission or his or her designee. Said notice
shall also be given to all other representatives of the Commission and
Contractor otherwise entitled to notice under the Contract. Compliance by
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Contract#808-6-0035
Contractor with Chapter 2260 is a condition precedent to the filing of a
contested case proceeding under Chapter 2260.
(B) Compliance with the contested case process provided in Chapter
2260 is a condition precedent to seeking consent to sue from the
Legislature under Chapter 107, Civ. Prac. and Rem. Code. Neither the
execution of the Contract by the Commission nor any other conduct of
any representative of the Commission relating to that contract shall be
considered a waiver of sovereign immunity to suit.
If and to the extent that Chapter 2260 does not apply to the Contract or to a specific
breach of contract claim under the Contract,the following shall apply:
Should a dispute arise out of the Contract, the Commission and Contractor
will first attempt to resolve it through direct discussions in a spirit of mutual
cooperation. If the parties' attempts to resolve their disagreements through
negotiations fail, the dispute will be mediated by a mutually acceptable third
party to be chosen by the Commission and Contractor within fifteen (15)
days after written notice by one of them demanding mediation under this
section. By mutual agreement, the Commission and Contractor may use a
non-binding form of dispute resolution other than mediation. The purpose of
this section is to reasonably ensure that the Commission and Contractor will
in good faith utilize mediation or another non-binding dispute resolution
process before pursuing litigation. The Commission's participation in or the
results of any mediation or another non binding dispute resolution process
under this section or the provisions of this section will not be construed as a
waiver by the Commission of(1) any rights, privileges, defenses, remedies
or immunities available to the Commission as an agency of the State of
Texas or otherwise available to the Commission; (2) the Commission's
termination rights; or (3) other termination provisions or expiration dates of
the Contract.
XI. NO LIABILITY UPON TERMINATION
If the contract is terminated for any reason, the Commission and the State of Texas will not be
liable to Contractor or any third party for any damages, claims, losses, or any other amounts
arising from or related to any such termination unless allowable by law.
XII. LIMITATION ON AUTHORITY; NO OTHER OBLIGATIONS
Contractor will have no authority to act for or on behalf of the Commission or the State of Texas
except as expressly provided for in the Contract; no other authority, power or use is granted or
implied. Contractor may not incur any debts, obligations, expenses, or liabilities of any kind on
behalf of the Commission or the State of Texas.
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XIII. CONFIDENTIAL INFORMATION; NONDISCLOSURE AGREEMENTS;
TEXAS PUBLIC INFORMATION ACT (formerly Texas Open Records Act)
Contractor, Contractor's employees and Contractor's subcontractors will not disclose to anyone,
directly or indirectly, any information designated by the Commission as confidential or to
information accessed as a result of the Contract without the prior written consent of the
Commission. Notwithstanding any provisions of the Nondisclosure Agreement to the contrary,
Contractor understands that the Commission is bound by the provisions of the Texas Public
Information Act (formerly the Texas Open Records Act) and Attorney General Opinions issued
under that statute. Within three (3) days of receipt, Contractor will refer to the Commission any
third party requests, received directly by it, for information to which Contractor has access as a
result of or in the course of performance under the Contract. The provisions of this Section and
the Nondisclosure Agreement survive the termination or expiration of the Contract.
XIV. ATTACHMENTS
The following documents shall be a part of this contract for all purposes:
1) Non-Disclosure Agreement(Appendix A)
2) Contractor's Fall 2005 Texas Lakes Trail Region Heritage Tourism Partnership Grant
3) Partnership Grant Award Letter
4) Commission's Logo Policy
XV. CONTACT PERSONS
The individuals named below shall be the contact persons for the Commission and the
Contractor,respectively. All calls, correspondence, invoices, reports, or other contacts necessary
for the administration of this contract shall be directed to the persons named below unless the
party is specifically directed otherwise.
Commission Contractor
Allison Thompson Ivette Ray
Texas Historical Commission Log Cabin Village, City of Fort Worth
P.O. Box 12276 2100 Log Cabin Village Lane
Austin, Texas 78711-2276 Fort Worth,Texas 76109
512/463-6100 817/871-6767
XVI. AMENDMENTS
This contract is the entire agreement between the parties. Any changes, deletions, extensions, or
amendments to this contract shall be in writing and signed by both parties to the contract. Any
other attempted changes, including oral modifications,written notices that have not been signed
by both parties, or other modifications of any type, shall be invalid.
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CERTIFICATIONS
The terms of this contract are accepted by the parties to the contract. Persons signing are
expressly authorized to obligate the parties to the terms of this contract.
Texas Historical Commission Con r
F. Lawerence OaksandIgksand
o
Executive Director D rec or of Community
Services
s h�ln6
date date
APPROVED AS TO LEGAL FORM ONLY: APPROVED AS TO LEGAL
BY:
Jo Thra i ,Asst. Attorney General Assistant ity Attorney
Attested By:
Marty Hen -ix
City Secretary
ENO:M&C REQUIRTr
OFFICUA
APPENDIX A
NON-DISCLOSURE AGREEMENT
In consideration of the Texas Historical Commission(THC)retaining the services of
, (Contractor) and because of the sensitivity of certain
information which may come under the care and control of Contractor, both parties
agree that all information regarding TI4C; or gathered,produced, or derived from or
accessed as a result of the Review Contract(Confidential Information)must remain
confidential subject to release only by written permission of THC, and more
specifically agree as follows:
1. The Confidential Information may be used by Contractor only to assist Contractor in connection with
its engagement with THC.
2. Contractor will not, at any time, use the Confidential Information in any fashion, form, or manner
except in its capacity as independent Contractor to THC.
3. Contractor agrees to maintain the confidentiality of any and all deliverables resulting from the
Review Contract in the same manner that it protects the confidentiality of its own proprietary
products of like kind.
4. The Confidential Information may not be copied or reproduced without THC's written consent.
5. All Confidential materials made available to Contractor, including copies thereof, must be returned to
THC upon the first to occur of;(a)completion of the project, or(b)request by THC.
6. The foregoing must not prohibit or limit Contractor use of the information (including, but not limited
to, ideas, concepts, know-how, techniques and methodologies) (a) previously known to it, (b)
independently developed by it,(c)acquired by it from a third party, or(d)which is or becomes part of
the public domain through no breach to Contractor of this agreement.
7. This agreement shall become effective as of the date Confidential Information is first made available
to Contractor and must survive the Review Contract and be a continuing requirement.
8. The breach of this Nondisclosure Agreement by Contractor shall entitle THC to immediately
terminate the Agreement upon written notice to Contractor for such breach. The parties acknowledge
that the measure of damages in the event of a breach of this Nondisclosure Agreement may be
difficult or impossible to calculate, depending on the nature of the breach. Regardless of whether
THC elects to terminate the Agreement upon the breach hereof, THC may require Contractor to pay
to THC the sum of$1,000 for each breach as liquidated damages. This amount is not intended to be in
the nature of a penalty, but is intended to be a reasonable estimate of the amount of damages to THC
in the event of a breach h eof by Contractor. THC does not waive any right to seek additional relief,
either equitable or othe i e, concerni any breach of this Agreement.
[Si ature nd r' d a f Contract r equired]
By: '
Title: �i t2 ' � , < 4�(!E4VX4z 4
Date:
Note: THIS FORM MUST BE RETURNED WITH THE CONTR
APPENDIX B
TEXAS FAMILY CODE CERTIFICATION
Vendor must certify as set forth below by signing and dating this form in the blanks provided.
Under Section 231.006, Family Code, vendor certifies that the individual or business entity named in this contract,
bid, proposal, or offer is not ineligible to receive the specified grant, loan, or payment and acknowledges that this
contract may be terminated and payment may be withheld if this certification is inaccurate.
To comply with Section 231.006, this form m be signed by the person who is authorized to sign and submit a
contract on behalf of bus' ss entity that is s ect to Section 231.006,and thereby binds vendor. This form must
returned wit th c ntr
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nature of or ohne Dae Sign d
f Vl
Printed Name and itle of Authorized Personnel
Please Circle Business type: Sole proprietorship partnership corporation other(explain)
Name and Social Security Number of the individual or sole proprietor and/or each partner,shareholder,or owner
with an ownership interest of at least twenty-five percent(25%)of the business entity submitting the bid:
Name Social Security Number
Name Social Security Number
Name Social Security Number
Name Social Security Number
Note: THIS FORM MUST BE RETURNED WITH THE CONTRACT.
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