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CONTRACT NO.
OF TEXAS §
G §
COUNTY OF TARRANT §
AGREEMENT
This Agreement ("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, and Shannon Ghangurde ("Consultant"), an individual. The City and
Consultant may each individually be referred to herein as a "party" and collectively
referred to as the "parties."
For and in consideration of the covenants and promises contained herein, the
parties hereto agree as follows:
1.
General Provisions & Scope of Services
For and in consideration of the payment of the amount of money set out in
Section Five (5) below, Consultant agrees to represent the City concerning legislative
and administrative matters in the form of communications to be used during the official
session of the Texas Legislature and at other times during the term of this Agreement.
More specifically, Consultant agrees to perform the personal services described in
Exhibit"A,"which is attached hereto and made a part of this Agreement for all purposes.
2.
Term of Agreement
This Agreement shall begin December 1, 2017 and terminate September 30,
2018 ("Initial Term"), unless terminated sooner as provided herein. The City shall have
the option to renew and extend this Agreement up to three (3) additional one-year terms,
with the period beginning October 1, 2018. The terms and conditions of this Agreement
are subject to re-negotiation upon mutual consent of both parties at the time of each
such renewal.
3.
Point of Contact
Consultant agrees to cooperate with the City's Governmental Relations staff and
the City Manager, who shall relate to Consultant requests from the City. For purposes of
this Agreement, the term City Manager shall include the City Manager and his or her
designee. Consultant will respond to requests made by the Mayor, the Chair of the
Legislative and Intergovernmental Affairs Committee, the City Manager, and the City's
Governmental Relations staff. Consultant will coordinate all responses or actions taken
on the City's behalf through the Governmental Relations staff or appropriate City staff.
OFFICIAL RECORD
Shannon Ghangurde Legislative Agreement CITY SECRETARY
Page 1 of 9 FT.WORTH 9 TX
4.
Independent Contractor Status
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 his
officers, agents, employees, and subconsultants. Nothing herein shall be construed as
creating a partnership or joint enterprise between the City and Consultant, its officers
agents, employees, and subconsultants, and the doctrine of respondeat superior shall
have no application as between the City and Consultant.
5.
Payment, Expenses & Travel
In full payment and consideration for all services provided hereunder, the City
shall pay Consultant an amount not to exceed $5,000.00 per month. It is understood
that said payments are due and payable by City upon receipt of an invoice from
Consultant.
6.
Termination
Either party may terminate this Agreement for breach upon ten (10) days written
notice if the other party fails to cure such breach to the satisfaction of the non-breaching
party within the 10 day time period. Either party may terminate this Agreement without
cause by providing a thirty (30) day written notice to the other party. Upon termination,
all products prepared by Consultant hereunder whether completed or partially
completed, shall become the property of the City, and shall be returned to the City
immediately at no additional cost to the City. Upon termination, all payment obligations
of the City under this Agreement shall end.
7,
Work Product
Consultant shall furnish the City periodic reports on its work at such time as the
City may request. All of the reports, information and data prepared or assembled for
City under this Agreement shall be kept confidential and shall not be made available to
any individual or organization without the prior written approval of the City, except as
such disclosure may be required by law.
8.
Conflict of Interest& Other Clients
Consultant shall inform the City of any other municipalities, counties, or transit
agencies it represents and any other of its clients that might represent a potential conflict
of interest. If the City, in its sole discretion, believes that a conflict exists, such conflict
shall be discussed by Consultant and the City and resolved to the satisfaction of the
City.
Consultant shall comply with Section 305.028 of the Texas Government Code.
Shannon Ghangwde Legislative Agreement
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9.
Compliance with State Anti-Boycott Law
Consultant acknowledges that in accordance with Chapter 2270 of the Texas
Government Code, the City is prohibited from entering into a contract with a company for
goods or services unless the contract contains a written verification from the company
that it: (1) does not boycott Israel; and (2) will not boycott Israel during the term of the
contract. The terms "boycott Israel" and "company" shall have the meanings ascribed to
those terms in Section 808.001 of the Texas Government Code. By signing this
Agreement, Consultant certifies that Consultant's signature provides written
verification to the City that Consultant: (1) does not boycott Israel, and(2) will not
boycott Israel during the term of the Agreement.
10.
Governing Law&Venue
This Agreement shall be construed in accordance with the laws of the State of
Texas. If any action, whether real or asserted, at law or in equity, arises on the basis of
any provision of this Agreement, venue for such action shall lie in state courts, located in
Tarrant County, Texas or the Federal District courts of the Northern District of Texas.
11.
Availability of Funds
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 Agreement including any renewal periods, then the City will immediately notify
Consultant of such occurrence and this Agreement shall be terminated on the last day of
the fiscal period for which appropriations were received without penalty or expense to
the City of any kind whatsoever, except to the portions of annual payments herein
agreed upon for which funds shall have been appropriated and budgeted or are
otherwise available.
12.
Notices
All written notices called for or required by this Agreement shall be addressed to
the following, or such other party or address as either party designates in writing, by
certified mail, postage prepaid, or by hand delivery:
City: Consultant:
City of Fort Worth Shannon Ghangurde
Attn: City Manager 1710 Wethersfield Road
200 Texas St. Austin, Texas 78703
Fort Worth, TX 76102
with copies to:
The City Attorney and
Governmental Relations Division
at the same address
Shannon Ghangurde Legislative Agreement
Page 3 of 9
1 .
Access to Records; Audit
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 subconsultants agree 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
subconsultant, involving transactions to the subcontract, and further, that City shall have
access during normal working hours to all subconsultant facilities, and shall be provided
adequate and appropriate work space, in order to conduct audits in compliance with the
provisions of this article. City shall give subconsultant reasonable advance notice of
intended audits.
13.
Liability
CONSULTANT SHALL INDEMNIFY, DEFEND AND HOLD THE CITY
HARMLESS FROM AND AGAINST ANY AND ALL CLAIMS, CAUSES OF ACTION,
LAWSUITS, DAMAGES, LOSSES, JUDGMENTS AND LIABILITIES, ARISING FROM
CONSULTANT'S OWN NEGLIGENCE, WRONGFUL ACTS, ERRORS, OMISSIONS,
OR INTENTIONAL MISCONDUCT AS A RESULT OF CONSUTLANT'S
PERFORMANCE PURSUANT TO THIS AGREEMENT. CONSULTANT SHALL NOT BE
LIABLE FOR ANY DAMAGES OR LOSSES ARISING SOLELY FROM THE CITY'S
NEGLIGENCE, WRONGFUL ACTS, ERRORS, OMISSIONS OR INTENTIONAL
MISCONDUCT. IN THE EVENT OF JOINT AND CONCURRENT NEGLIGENCE OF
BOTH CONSULTANT AND CITY, RESPONSIBILITY, IF ANY, SHALL BE
APPORTIONED COMPARATIVELY IN ACCORDANCE WITH THE LAWS OF THE
STATE OF TEXAS. NOTHING HEREIN SHALL BE CONSTRUED AS A WAIVER OF
THE CITY'S GOVERNMENTAL IMMUNITY AS FURTHER PROVIDED BY THE LAWS
OF TEXAS.
14.
Review of Counsel
The parties acknowledge that each party and its counsel have had the
opportunity to review and revise this Agreement and that the normal rules of construction
to the effect that any ambiguities are to be resolved against the drafting party shall not be
employed in the interpretation of this Agreement or exhibits hereto.
Shannon Gbangurde Legislative Agreement
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15.
Headings not Controlling
The headings appearing at the beginning of each paragraph of this Agreement
are for convenience only and do not define, limit or construe the contents of any such
paragraph. Whether expressly indicated or not, the singular usage includes the plural,
and the neuter usage includes the masculine or the feminine or both the masculine and
the feminine.
16.
Waiver
The City and the Consultant may waive an obligation of or restriction upon the
other under this Agreement only in writing. No failure, refusal, neglect, delay,
forbearance or omission of the City or the Consultant to exercise any right or remedy
under this Agreement or to insist upon full compliance by the other with his, her or its
obligation hereunder shall constitute a waiver of any provisions(s) of the Agreement.
17.
Severability
Each provision of this Agreement or part thereof shall be severable. If, for any
reason, any provision or part thereof in this Agreement is finally determined to be invalid
and contrary to, or in conflict with, any existing or future law or regulation, such
determination shall not impair the operation or affect the remaining provisions of this
Agreement, and such remaining provisions will continue to be given full force and effect
and bind each party. Each invalid provision or part thereof shall be deemed not to be a
part of this Agreement.
18.
Assignment
The Consultant may not assign or subcontract any of its rights or obligations without the
prior consent of the City, which consent may be withheld in the City's sole and absolute
discretion.
19.
Force Majeure
It is expressly understood and agreed by the parties that if the performance of
any obligations hereunder is delayed by reason of war; civil commotion; acts of God;
inclement weather; governmental restrictions, regulations, or interferences; fires; strikes;
lockouts, national disasters; riots; material or labor restrictions; transportation problems;
or any other circumstances which are reasonably beyond the control of the party
obligated or permitted under the terms of this Agreement to do or perform the same,
regardless of whether any such circumstance is similar to any of those enumerated or
not, the party so obligated or permitted shall be excused from doing or performing the
same during such period of delay, so that the time period applicable to such obligation
shall be extended for a period of time equal to the period such party was delayed.
20.
Shannon Ghangurde Legislative Agreement
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Entirety of Agreement; Counterparts
This Agreement shall be the entire, full and complete agreement between the
parties concerning the subject matter hereof and shall supersede all prior agreements.
There are no valid or binding representations, inducements, promises or agreements,
oral or otherwise, between the parties that are not embodied herein. No amendment,
change, or variance of or from this Agreement shall be binding on either party unless
agreed to in writing signed by both of the parties. This Agreement may be executed in
counterparts, each of which so executed shall be deemed an original and such
counterparts together shall constitute the same agreement.
Shannon Ghangur& Legislative Ag nmt
Page 6 of 9
L
Executed on this day of
CONSULTANT: CITY OF FORT WORTH:
By: ' 6Ll�t.� rr` �Ae!j&A By:
SHANNON GHANGURDE ;lay Chapa
CONSULTANT Assistant City Manager
Date: NoVew►btr al } i Date: 7�`�
ATTEST: --�"-?
G1YY O,c
Mary Kayselt
City Secretav ':
Appraved; to F r anddLLegal y
By.
Denis . McElroy
Assistant City t5arney
Contract Authorization:
NO M&C REQUIRED
.)FPICIAL RECORD
i ary SECRETARY
Shannon Ghangurde Legislative Agreement OCT, WORTNI TX
Page 7 of 9
�a�
EXHIBIT "A"
SCOPE OF SERVICES
1. Consultant will provide advice and counsel regarding those relevant state
agencies and commissions which interface with the City and will promote working
relationships and goodwill between the City and key staff and board members of those
relevant state agencies and commissions, when requested by the City.
2. During the interim legislative session of 2018, Consultant will work with City
staff to ensure attendance at relevant interim committee meetings or hearings and
legislative committee meetings or hearings and ensure that appropriate written reports
are prepared.
3. Consultant will inform the City (generally by contacting the City Manager or his
designee)of any legislative initiatives or state budget action felt to be detrimental to the
interests of the City, the City's Comprehensive Plan or the City's State Legislative
Agenda, as he becomes aware of any such initiative.
4. Consultant will assist the City Manager and other designated City staff in the
development and coordination of the City's state appropriation/finance program.
5. Consultant will generally cooperate with City Manager to promote the passage
of proposed budget initiatives included in the City Council adopted legislative
agenda/packet, in cooperation with City staff. Consultant will assist, when requested, in
acquiring sponsors for budget items, actions or riders.
6. Consultant will assist the City Manager and other designated City staff in
defeating any legislation, amendments to legislation, appropriation/finance or other state
budget action by the Texas Legislature that will erode, weaken, decrease or take away
the City's authority to govern the municipal affairs of the City or that is detrimental to the
interests of the City of Fort Worth.
7. Consultant will assist the City Manager and other designated City staff in the
review and analysis of pending and proposed state budget proposals and actions as well
as rule proposals by relevant state regulatory agencies, and provide the City with
notification on issues of interest or concern on a proactive basis.
8. Consultant will assist the City Manager and other designated City staff in the
development and evaluation of strategies for the support, defeat or amendment of
pending or proposed state budget items, riders, policy, rules and funding opportunities.
9. Consultant will assist the City Manager and other designated City staff in the
presentation of regular oral and written reports to the City Council as well as provide
requested reports on state budget actions.
10. Consultant will promote working relationships and goodwill between the City
and members of the Legislature, the Executive Branch, relevant state agency
leadership, relevant state Commission leadership, relevant state board leadership and
the staffs thereof, with particular emphasis on House and Senate leadership, key
Shannon Ghangur& Legislative Agreement
Page 8 of 9
committee chairs and members, the Tarrant County delegation and members of state
agencies, state commissions and state boards.
12. Consultant will assist in introducing City Manager or his designee to
members of the Legislature and staff members, in particular the leadership and
members of the Tarrant County legislative delegation and members of relevant state
agencies, relevant state commissions and relevant state boards.
13. Consultant will provide advice and counsel to City Manager or his designee,
City Council or other City staff regarding state budget strategy and provide such
background information as proponents, opponents, attitude of key legislators, and
positions of related entities.
14. When requested by City Manager or his designee, Consultant will,
communicate with written memorandum or telephonically, summarize contacts made
with state legislators, state agency leadership, state board leadership and key staff on
behalf of the City. As the need arises, Consultant will discuss with City Manager or his
designee coverage of key budget committee hearings/meetings, relevant state agency
hearings/meetings, and relevant state board hearings/meetings and will attend
hearings/meetings upon request, as necessary and possible.
Shannon Ghangurde Legislative Agreement
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CONTRACT COMPLIANCE MANAGER:
I acknowledge that I am the person responsible for the monitoring and
administration of this contract, including ensuring all performance and reporting
requirements.
Name.
L
T.J. atterson
Title A- 0 d �� $✓�t� R' � t>
OFFICIAL RECORD
CITY SECRETARY
F'L WORTH,TX