HomeMy WebLinkAboutContract 50214 City Secretary Contract No. 5 u/4
PROFESSIONAL SERVICES AGREEMENT FOR COMMUNITY FACILITIES AGREEMENT(CFA)
POLICY UPDATE
This PROFESSIONAL SERVICES AGREEMENT ("Agreement") is made and entered into by and
between the CITY OF FORT WORTH (the "City" or"Client"), a Texas home-rule municipal corporation, and
DAVID BENJAMIN SCHROEDER, an individual authorized to conduct business in the State of Texas
("Consultant" or "Contractor"). City and Consultant are each individually referred to herein as a "party" and
collectively referred to as the"parties."
CONTRACT DOCUMENTS:
The Contract documents shall include the following:
1. This Agreement for Professional Services
2. Exhibit A—Statement of Work plus any amendments to the Statement of Work
3. Exhibit B—Project Milestones and Payment Schedule
4. Exhibit C—Milestone Acceptance Form
All Exhibits attached hereto are incorporated herein and made a part of this Agreement for all purposes.In the event
of any conflict between the documents, the terms and conditions of this Professional Services Agreement shall
control. The term "Consultant" or"Contractor" shall include the Consultant or Contractor, and its officers, agents,
employees, representatives, servants, contractors or subcontractors. The term "City" shall include its officers,
employees,agents,and representatives.
1. Scope of Services.
Consultant hereby agrees, with good faith and due diligence,to provide the City with professional consulting
services preparing an update of the City's Policy for the Installation of Community Facilities. Specifically, Consultant
will perform all duties outlined and described in the Statement of Work, which is attached hereto as Exhibit"A" and
incorporated herein for all purposes, and further referred to herein as the "Services." Consultant shall perform the
Services in accordance with standards in the industry for the same or similar services. In addition, Consultant shall
perform the Services in accordance with all applicable federal, state, and local laws, rules, and regulations. If there is
any conflict between this Agreement and the Exhibits,the terms and conditions of this Agreement shall control.
2. Term.
This Agreement shall commence on the date the Agreement is signed by the City's Assistant City Manager
("Effective Date") and shall expire one (1) year from the effective date ("Expiration Date"), unless terminated
earlier in accordance with the provisions of this Agreement or otherwise extended by the parties
3. Compensation.
The City shall pay Consultant an amount of $90,332.25 in accordance with the provisions of this
Agreement and Exhibit "B," which is attached hereto and incorporated herein for all purposes. Consultant shall
not perform any additional services for the City not specified by this Agreement unless the City requests and
approves in writing the additional costs for such services. The City shall not be liable for any additional expenses
of Consultant not specified by this Agreement unless the City first approves such expenses in writing.
4. Termination.
4.1. Convenience. Either the City or Consultant may terminate this Agreement at any time and for any reason
by providing the other party with 30 days written notice of termination.
Page 1 of 13 OFFICIAL RECORD Professional Services Agreement—CFA Policy Update
CITY SECRETARY
FT.WORTH,TX
4.2 Breach. Subject to Section 28 herein, either party may terminate this Agreement for breach of duty,
obligation or warranty upon exhaustion of all remedies set forth in Section 28.
4.3 Fiscal Funding Out. In the event no funds or insufficient funds are appropriated by the City in any fiscal
period for any payments due hereunder,the City will notify Consultant of such occurrence and this Agreement shall
terminate 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 as to the portions of the payments herein agreed upon for which funds have
been appropriated.
4.4 Duties and Obligations of the Parties. In the event that this Agreement is terminated prior to the
Expiration Date,the City shall pay Consultant for services actually rendered up to the effective date of termination
and Consultant shall continue to provide the City with services requested by the City and in accordance with this
Agreement up to the effective date of termination.Upon termination of this Agreement for any reason,Consultant
shall provide the City with copies of all completed or partially completed documents prepared under this
Agreement. In the event Consultant has received access to City information or data as a requirement to perform
services hereunder,Consultant shall return all City provided data to the City in a machine readable format or other
format deemed acceptable to the City.
5. Disclosure of Conflicts and Confidential Information.
5.1 Disclosure of Conflicts. Consultant hereby warrants to the City that Consultant has made full disclosure
in writing of any existing or potential conflicts of interest related to Consultant's services under this Agreement.In
the event that any conflicts of interest arise after the Effective Date of this Agreement, Consultant hereby agrees
immediately to make full disclosure to the City in writing.
5.2 Confidential Information. The City acknowledges that Consultant may use products, materials, or
methodologies proprietary to Consultant. The City agrees that Consultant's provision of services under this
Agreement shall not be grounds for the City to have or obtain any rights in such proprietary products,materials,or
methodologies unless the parties have executed a separate written agreement with respect thereto. Consultant,for
itself and its officers, agents and employees, agrees that it shall treat all information provided to it by the City
("City Information") as confidential and shall not disclose any such information to a third party without the prior
written approval of the City.
5.3 Unauthorized Access. Consultant shall store and maintain City Information in a secure manner and shall
not allow unauthorized users to access, modify, delete or otherwise corrupt City Information in any way.
Consultant shall notify the City immediately if the security or integrity of any City information has been
compromised or is believed to have been compromised, in which event, Consultant shall, in good faith, use all
commercially reasonable efforts to cooperate with the City in identifying what information has been accessed by
unauthorized means and shall fully cooperate with the City to protect such information from further unauthorized
disclosure.
6. MEW to 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 at reasonable times in Fort Worth, Texas any directly
pertinent books, documents, papers and records of the Consultant involving transactions relating to this
Agreement at no additional cost to the City. Consultant agrees that the City shall have access during normal
working hours to all necessary Consultant facilities and shall be provided adequate and appropriate work space in
order to conduct audits in compliance with the provisions of this section. The City shall give Consultant not less
than 10 days written notice of any intended audits. Notwithstanding any other provision of this Agreement,
Consultant agrees to deliver to the City at City Hall, 200 Texas Street, Fort Worth, Texas 76102, all requested
directly pertinent books, documents, papers and records of the Consultant involving transaction relating to this
Agreement at no additional cost to the City for the purpose of the City conducting an audit as provided by this
section.
Page 2 of 13 Professional Services Agreement—CFA Policy Update
Consultant further agrees to include in all its subcontractor agreements hereunder a provision to the effect
that the subcontractor agrees that the City shall, until expiration of three (3) years after final payment of the
subcontract, have access to and the right to examine at reasonable times in Fort Worth, Texas any directly
pertinent books, documents, papers and records of such subcontractor involving transactions related to the
subcontract,and further that City shall have access during normal working hours to all subcontractor facilities and
shall be provided adequate and appropriate work space in order to conduct audits in compliance with the
provisions of this paragraph. City shall give subcontractor not less than 10 days written notice of any intended
audits.
7. Independent Contractor.
It is expressly understood and agreed that Consultant shall operate as an independent contractor as to all
rights and privileges granted herein, and not as agent, representative or employee of the City. Subject to and in
accordance with the conditions and provisions of this Agreement, Consultant shall have the exclusive right to
control the details of its operations and activities and be solely responsible for the acts and omissions of its
officers, agents, servants, employees, contractors and subcontractors. Consultant acknowledges that the doctrine
of respondeat superior shall not apply as between the City, its officers, agents, servants and employees, and
Consultant, its officers, agents, employees, servants, contractors and subcontractors. Consultant further agrees
that nothing herein shall be construed as the creation of a partnership or joint enterprise between City and
Consultant. It is further understood that the City shall in no way be considered a Co-employer or a Joint employer
of Consultant or any officers,agents,servants,employees or subcontractors of Consultant.Neither Consultant,nor
any officers, agents, servants, employees or subcontractors of Consultant shall be entitled to any employment
benefits from the City.Consultant shall be responsible and liable for any and all payment and reporting of taxes on
behalf of itself,and any of its officers,agents,servants,employees or subcontractors.
8. LIABILITY AND INDEMNIFICATION.
A. LIABILITY - CONSULTANT SHALL BE LIABLE AND RESPONSIBLE FOR ANY AND ALL
PROPERTY LOSS, PROPERTY DAMAGE AND/OR PERSONAL INJURY, INCLUDING DEATH, TO
ANY AND ALL PERSONS, OF ANY KIND OR CHARACTER,WHETHER REAL OR ASSERTED,TO
THE EXTENT CAUSED BY THE NEGLIGENT ACT(S) OR OMISSION(S), MALFEASANCE OR
INTENTIONAL MISCONDUCT OF CONSULTANT, ITS OFFICERS, AGENTS, SERVANTS OR
EMPLOYEES.
B. INDEMNIFICATION - CONSULTANT HEREBY COVENANTS AND AGREES TO INDEMNIFY,
HOLD HARMLESS AND DEFEND THE CITY, ITS OFFICERS, AGENTS, SERVANTS AND
EMPLOYEES, FROM AND AGAINST ANY AND ALL CLAIMS OR LAWSUITS OF ANY KIND OR
CHARACTER, WHETHER REAL OR ASSERTED, FOR EITHER PROPERTY DAMAGE OR LOSS
(INCLUDING ALLEGED DAMAGE OR LOSS TO CONSULTANT'S BUSINESS, AND ANY
RESULTING LOST PROFITS) PERSONAL INJURY, INCLUDING DEATH, TO ANY AND ALL
PERSONS, AND DAMAGES FOR CLAIMS OF INTELLECTUAL PROPERTY INFRINGEMENT,
ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT,TO THE EXTENT CAUSED BY
THE ACTS OR OMISSIONS OF CONSULTANT, ITS OFFICERS, AGENTS, SUBCONTRACTORS,
SERVANTS OR EMPLOYEES.
C.INTELLECTUAL PROPERTY INFRINGEMENT—(i)The Consultant warrants that all Deliverables,or
any part thereof, furnished hereunder, including but not limited to: programs, documentation, software,
analyses, applications, methods, ways, and processes (in this Section 8C each individually referred to as a
"Deliverable" and collectively as the"Deliverables,") do not infringe upon or violate any patent, copyrights,
trademarks,service marks,trade secrets,or any intellectual property rights or other third party proprietary
rights,in the performance of services under this Agreement.
(ii) Consultant shall be liable and responsible for any and all claims made against the City for infringement
of any patent, copyright, trademark, service mark, trade secret, or other intellectual property rights by the
Page 3 of 13 Professional Services Agreement—CFA Policy Update
use of or supplying of any Deliverable(s) in the course of performance or completion of, or in any way
connected with providing the services,or the City's continued use of the Deliverable(s)hereunder.
(iii)Consultant agrees to indemnify,defend,settle,or pay,at its own cost and expense,including the payment
of attorney's fees,any claim or action against the City for infringement of any patent,copyright,trade mark,
service mark,trade secret,or other intellectual property right arising from City's use of the Deliverable(s),or
any part thereof, in accordance with this Agreement, it being understood that this agreement to indemnify,
defend,settle or pay shall not apply if the City modifies or misuses the Deliverable(s).So long as Consultant
bears the cost and expense of payment for claims or actions against the City pursuant to this section 8,
Consultant shall have the right to conduct the defense of any such claim or action and all negotiations for its
settlement or compromise and to settle or compromise any such claim; however,City shall have the right to
fully participate in any and all such settlement, negotiations, or lawsuit as necessary to protect the City's
interest, and City agrees to cooperate with Consultant in doing so. In the event City, for whatever reason,
assumes the responsibility for payment of costs and expenses for any claim or action brought against the City
for infringement arising under this Agreement, the City shall have the sole right to conduct the defense of
any such claim or action and all negotiations for its settlement or compromise and to settle or compromise
any such claim; however, Consultant shall fully participate and cooperate with the City in defense of such
claim or action. City agrees to give Consultant timely written notice of any such claim or action,with copies
of all papers City may receive relating thereto. Notwithstanding the foregoing, the City's assumption of
payment of costs or expenses shall not eliminate Consultant's duty to indemnify the City under this
Agreement. If the Deliverable(s), or any part thereof,is held to infringe and the use thereof is enjoined or
restrained or, if as a result of a settlement or compromise, such use is materially adversely restricted,
Consultant shall, at its own expense and as City's sole remedy, either: (a) procure for City the right to
continue to use the Deliverable(s); or(b)modify the Deliverable(s)to make them/it non-infringing,provided
that such modification does not materially adversely affect City's authorized use of the Deliverable(s); or(c)
replace the Deliverable(s) with equally suitable, compatible, and functionally equivalent non-infringing
Deliverable(s) at no additional charge to City; or (d) if none of the foregoing alternatives is reasonably
available to Consultant, terminate this Agreement, and refund all amounts paid to Consultant by the City,
subsequent to which termination City may seek any and all remedies available to City under law.
CONSULTANT'S OBLIGATIONS HEREUNDER SHALL BE SECURED BY THE REQUISITE
INSURANCE COVERAGE AND AMOUNTS SET FORTH IN SECTION 10 OF THIS AGREEMENT.
9. Assignment and Subcontracting.
Consultant shall not assign or subcontract any of its duties, obligations or rights under this Agreement
without the prior written consent of the City.If the City grants consent to an assignment,the assignee shall execute
a written agreement with the City and the Consultant under which the assignee agrees to be bound by the duties
and obligations of Consultant under this Agreement. The Consultant and Assignee shall be jointly liable for all
obligations under this Agreement prior to the assignment. If the City grants consent to a subcontract, the
subcontractor shall execute a written agreement with the Consultant referencing this Agreement under which the
subcontractor shall agree to be bound by the duties and obligations of the Consultant under this Agreement as such
duties and obligations may apply. The Consultant shall provide the City with a fully executed copy of any such
subcontract.
10. INSURANCE.
10.1 The Consultant shall carry the following insurance coverage with a company that is licensed to do business
in Texas or otherwise approved by the City:
1. Commercial General Liability
a.Combined limit of not less than$2,000,000 per occurrence;$2 million aggregate_
10.2 General Insurance Requirements:
Page 4 of 13 Professional Services Agreement—CFA Policy Update
I. All applicable policies shall name the City as an additional insured thereon, as its interests may appear.
The term City shall include its employees, officers, officials, agents, and volunteers in respect to the
contracted services.
2. The workers' compensation policy shall include a Waiver of Subrogation(Right of Recovery) in favor of
the City of Fort Worth.
3. A minimum of Thirty(30)days' notice of cancellation or reduction in limits of coverage shall be provided
to the City. Ten (10) days' notice shall be acceptable in the event of non-payment of premium. Notice
shall be sent to the Risk Manager, City of Fort Worth, 200 Texas St., Fort Worth, Texas 76102, with
copies to the City Attorney at the same address.
4. The insurers for all policies must be licensed and/or approved to do business in the State of Texas. All
insurers must have a minimum rating of A- VII in the current A.M. Best Key Rating Guide, or have
reasonably equivalent financial strength and solvency to the satisfaction of Risk Management. If the rating
is below that required,written approval of Risk Management is required.
5. Any failure on the part of the City to request required insurance documentation shall not constitute a
waiver of the insurance requirement.
6. Certificates of Insurance evidencing that the Consultant has obtained all required insurance shall be
delivered to and approved by the City's Risk Management Division prior to execution of this Agreement.
10.3 Consultant covenants and agrees that Consultant shall not operate any motor vehicle in the performance of
the services in accordance with this Agreement. Should it become necessary for Consultant to operate a motor
vehicle while performing services in accordance with this Agreement, Consultant agrees to provide the City with
evidence that Consultant has obtained the following insurance:
1. Automobile Liability Insurance covering any vehicle used in providing services under this Agreement,
including owned, non-owned, or hired vehicles, with a combined limit of not less than $1,000,000 per
occurrence naming the City as an additional insured.
10.4 Consultant covenants and agrees that Consultant shall not employ any employees or contractors in the
performance of the services in accordance with this Agreement. Should it become necessary for Consultant to hire
employees or contractors to perform services in accordance with this Agreement, Consultant agrees to provide the
City with evidence that Consultant has obtained the following insurance:
1. Statutory Workers' Compensation requirements per the amount required by statute and Employers'
Liability Insurance shall be maintained with a minimum limit of $1,000,000 policy limit each
accident/occurrence with a waiver of subrogation.
11. Compliance with Laws,Ordinances,Rules and Reaulations.
Consultant agrees to comply with all applicable federal, state and local laws, ordinances, rules and
regulations. If the City notifies Consultant of any violation of such laws, ordinances, rules or regulations,
Consultant shall immediately desist from and correct the violation.
12. Non-Discrimination Covenant.
Consultant,for itself,its personal representatives,assigns,subcontractors and successors in interest,as part
of the consideration herein,agrees that in the performance of Consultant's duties and obligations hereunder,it shall
not discriminate in the treatment or employment of any individual or group of individuals on any basis prohibited by
law. If any claim arises from an alleged violation of this non-discrimination covenant by Consultant, its personal
representatives, assigns, subcontractors or successors in interest, Consultant agrees to assume such liability and to
indemnify and defend the City and hold the City harmless from such claim.
13. Notices.
Notices required pursuant to the provisions of this Agreement shall be conclusively determined to have
been delivered when (1)hand-delivered to the other party, its agents, employees, servants or representatives, (2)
Page 5 of 13 Professional Services Agreement—CFA Policy Update
delivered by facsimile with electronic confirmation of the transmission, or (3) received by the other party by
United States Mail,registered,return receipt requested,addressed as follows:
TO THE CITY: TO THE CONSULTANT:
City of Fort Worth David Benjamin Schroeder
Attn:D.J.Harrell Calle 13#452 Poligono 111 86 x 86
200 Texas Street Chelem,Yucatan Mexico 97336
Fort Worth TX 76102
With a copy to:
City Attorney
City of Fort Worth
200 Texas Street
Fort Worth,TX 76102
and
City Manager's Office
City of Fort Worth
200 Texas Street
Fort Worth,TX 76102
14. Solicitation of Employees.
Neither the City nor Consultant shall, during the term of this Agreement and additionally for a period of
one year after its termination, solicit for employment or employ, whether as employee or independent contractor,
any person who is or has been employed by the other during the term of this Agreement,without the prior written
consent of the person's employer. This provision shall not apply to an employee who responds to a general
solicitation or advertisement of employment by either party.
15. Governmental Powers.
It is understood and agreed that by execution of this Agreement,the City does not waive or surrender any
of its governmental powers.
16. No Waiver.
The failure of the City or Consultant to insist upon the performance of any term or provision of this
Agreement or to exercise any right granted herein shall not constitute a waiver of the City's or Consultant's
respective right to insist upon appropriate performance or to assert any such right on any future occasion.
17. Governiniz Law and 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, is brought on the basis 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.
18. Severability.
If any provision of this Agreement is held to be invalid,illegal or unenforceable,the validity,legality and
Page 6 of 13 Professional Services Agreement—CFA Policy Update
enforceability of the remaining provisions shall not in any way be affected or impaired.
19. Force Maieure.
The City and Consultant shall exercise their best efforts to meet their respective duties and obligations as
set forth in this Agreement, but shall not be held liable for any delay or omission in performance due to force
majeure or other causes beyond their reasonable control(force majeure), including, but not limited to,compliance
with any government law, ordinance or regulation, acts of God, acts of the public enemy, fires, strikes, lockouts,
natural disasters,wars, riots, material or labor restrictions by any governmental authority,transportation problems
and/or any other similar causes.
20. Headings Not Controlling.
Headings and titles used in this Agreement are for reference purposes only and shall not be deemed a part
of this Agreement.
21. Review of Counsel.
The parties acknowledge that each party and its counsel have reviewed 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.
22. Amendments.
No amendment of this Agreement shall be binding upon a party hereto unless such amendment is set forth
in a written instrument,and duly executed by an authorized representative of each party.
23. Entirety of Aereement.
This Agreement, including any exhibits attached hereto and any documents incorporated herein by
reference, contains the entire understanding and agreement between the City and Consultant, their assigns and
successors in interest,as to the matters contained herein.Any prior or contemporaneous oral or written agreement
is hereby declared null and void to the extent in conflict with any provision of this Agreement.
24. 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 one and the same instrument.An executed
Agreement, modification, amendment, or separate signature page shall constitute a duplicate if it is transmitted
through electronic means, such as fax or e-mail, and reflects the signing of the document by any party. Duplicates
are valid and binding even if an original paper document bearing each party's original signature is not delivered.
25. Warranty of Services.
Consultant warrants that its services will be of a professional quality and conform to generally prevailing
industry standards. City must give written notice of any breach of this warranty within thirty (30) days from the
date that the City discovers the breach. In such event, at Consultant's option, Consultant shall either (a) use
commercially reasonable efforts to re-perform the services in a manner that conforms with the warranty, or (b)
refund the fees paid by the City to Consultant for the nonconforming services.
26. Milestone Acceptance.
Consultant shall verify the quality of each deliverable before submitting it to the City for review and
approval. The City will review all deliverables to determine their acceptability and signify acceptance by execution
Page 7 of 13 Professional Services Agreement—CFA Policy Update
of the Milestone Acceptance Form, which is attached hereto as Exhibit `°C." If the City rejects the submission, it
will notify the Consultant in writing as soon as the determination is made listing the specific reasons for rejection.
The Consultant shall have ten(10)days to correct any deficiencies and resubmit the corrected deliverable.Payment
to the Consultant shall not be authorized unless the City accepts the deliverable in writing in the form attached.The
City's acceptance will not be unreasonably withheld.
27. Immieration Nationality Act.
The City of Fort Worth actively supports the Immigration & Nationality Act (INA) which includes
provisions addressing employment eligibility, employment verification, and nondiscrimination. Consultant shall
verify the identity and employment eligibility of all employees who perform work under this Agreement.Consultant
shall complete the Employment Eligibility Verification Form (I-9), maintain photocopies of all supporting
employment eligibility and identity documentation for all employees,and upon request,provide City with copies of
all I-9 forms and supporting eligibility documentation for each employee who performs work under this Agreement.
Consultant shall establish appropriate procedures and controls so that no services will be performed by any
employee who is not legally eligible to perform such services. Consultant shall provide City with a certification
letter that it has complied with the verification requirements required by this Agreement. Consultant shall indemnify
City from any penalties or liabilities due to violations of this provision. City shall have the right to immediately
terminate this Agreement for violations of this provision by Consultant.
28. Informal Disaute Resolution.
Except in the event of termination pursuant to Section 4.2,if either City or Consultant has a claim,dispute,or
other matter in question for breach of duty, obligations, services rendered or any warranty that arises under this
Agreement, the parties shall first attempt to resolve the matter through this dispute resolution process. The disputing
party shall notify the other party in writing as soon as practicable after discovering the claim, dispute,or breach. The
notice shall state the nature of the dispute and list the party's specific reasons for such dispute. Within ten(10)business
days of receipt of the notice, both parties shall commence the resolution process and make a good faith effort, either
through email, mail, phone conference, in person meetings, or other reasonable means to resolve any claim, dispute,
breach or other matter in question that may arise out of, or in connection with this Agreement. If the parties fail to
resolve the dispute within sixty(60)days of the date of receipt of the notice of the dispute,then the parties may submit
the matter to non-binding mediation in Tarrant County,Texas,upon written consent of authorized representatives of both
parties in accordance with the Industry Arbitration Rules of the American Arbitration Association or other applicable
rules governing mediation then in effect.The mediator shall be agreed to by the parties.Each party shall be liable for
its own expenses,including attorney's fees;however,the parties shall share equally in the costs of the mediation. If
the parties cannot resolve the dispute through mediation, then either party shall have the right to exercise any and all
remedies available under law regarding the dispute. Notwithstanding the fact that the parties may be attempting to
resolve a dispute in accordance with this informal dispute resolution process, the parties agree to continue without
delay all of their respective duties and obligations under this Agreement not affected by the dispute. Either party
may,before or during the exercise of the informal dispute resolution process set forth herein,apply to a court having
jurisdiction for a temporary restraining order or preliminary injunction where such relief is necessary to protect its
interests.
29. Prohibition on Boycotting Israel.
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 contract, 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 contract.
Page 8 of 13 Professional Services Agreement—CFA Policy Update
Executed in multiplcs this the 29"day of December,2017.
AGREED: AGREED:
CITY OF FORTORTH: NAME OF CONSULTANT:
S�Lbaviud sc&oled7 r
By:Steve Cooke(Dec 29,2017) By: David Schroeder(Dec 29,2017)
Fernando Costa David Benjamin Schroeder
Assistant City Manager Consultant
Date: 12/29/17 Date: 12/29/17
FORT .
ATTEST: ,� :�� ATTEST:
Mary 7 Kayser � � '
Mary J. ayser(Jan 26;018)
By: = By:
Mary J.Kayser y Name
City Secretary * Title
APPROVED AS TO FORM AND L
Richard A. McCracKen
By:Richard A.McCracken(Dec 29,2017)
Richard McCracken
Assistant City Attorney
M&C: N/A
Date:
Form 1295: #2017-259320
CONTRACT COMPLIANCE MANAGER:
By signing,I acknowledge that I am the person responsible
for the monitoring and administration of this contract,including
ensuring all performance and reporting requirements.
DJ Harrell(Dec 29,2017)
Name: D.J.Harrell
Title: Development Services Administrator
OFFICIAL RECORD
CITY SECRETARY
FT.WORTH,TX
Page 9 of 13 Professional Services Agreement—
EXHIBIT A
STATEMENT OF WORK
Research,review and analysis to prepare a CFA Policy Revision,Update and Manual. The scope will
include a review of the current CFA Policy and City practices to identify areas where the current CFA policy may
be non-conforming or ambiguous.The Contractor shall research and summarize Best Management Practices
(BMPs)of other Texas cities regarding policies for Developer installation of public infrastructure.Additionally:
1.0 Contractor shall coordinate and guide a series of stakeholder discussions including meeting with
City staff, developer focus groups,City management, and the City Council.
1.1. Contractor shall identify where current processes and procedures vary from the current CFA
policy.Contractor shall utilize the CFA process outline created through the City's recent
Infrastructure Delivery Lean Process Improvement Initiative to develop recommended revisions to
the City's CFA Policy and the City's CFA processes and procedures.
1.2. Contractor shall research policy alternatives—from consultant's BMP research and staff ideas(ex.
combining CFA and Spec Book documents and related bonding).
1.3. Contractor shall define areas of the current policy lacking conformance with State, local laws,and
municipal practices(if any)as detailed by the consultant's analysis in consultation with City staff.
1.4. Contractor shall analyze current City operations,specific to Infrastructure Delivery Contracts,
within the City,including but not limited,to organizational structure,department and
organizational capabilities,and staffing,and evaluate staff and development community partner
recommendations on how to improve the operations and impact of the full inter-organizational
team responsible for infrastructure review and acceptance on developer-lead projects in the City.
1.5. Contractor shall Identify and coordinate with other City policies and programs that are impacted
by the CFA policy such as the Subdivision Ordinance,Water and TPW Construction Standards,
Parkway Permitting Policy,and Water Department's Miscellaneous Projects Program.
1.6. Contractor shall review,coordinate, and revise form CFA contract agreement templates in
conjunction with updated policy.
1.7. Contractor shall review the City's public information program which may include media relations,
news releases,public notice advertisements,and general public relations.
1.8. Contractor shall prepare the CFA Policy Update for codification,revision of contract documents,
and creation of an administrative manual.
Page 10 of 13 Professional Services Agreement—CFA Policy Update
EXHIBIT B
PAYMENT SCHEDULE
UPDATE OF THE CITY OF FORT WORTH'S CFA POLICY
FORT WORTH,TEXAS
I. PROFESSIONAL CONSULTING SERVICES
For the below described division of work,which is detailed and further described in ATTACHMENT
"A" (Proposed Time for Community Facility Agreement Policy Revision), the City agrees to pay the
Consultant a lump sum amount based on the following division of work:
Research $10,500
- Other comparable Texas cities—BMPs
- Review current policy with City staff for
Compliance with current State Law
requirements
Review
Current Practices vs Current Policy $16,500
Identify Sections/Requirements of the
Policy that is no longer applicable
Review and outline Previous work group recommendations
Identify Related/interconnected Policies
Engagement
- DAC Presentations,Kick-off meetings,Work Sessions $32,500
- Webcons with staff,virtual meetings,email exchanges
- Council member briefings,ACM briefings,Public meetings
- Maintenance of Online Project Folder
Policy Drafting
- Rough Draft,Revision Draft,Final Draft $20,200
Travel/Lodging $10,632
TOTAL FEE $90,332.25
II. BASIS FOR COMPENSATION
For the division of work described above,the CITY shall compensate the CONSULTANT for services detailed in
ATTACHMENT"A" based upon the consultant's submittal of seven (7)deliverables to the City.These deliverables
and corresponding invoices are detailed in the table below. Engagement and Travel & Lodging costs have been
added together and divided by seven to be billed with each invoice.The consultant's invoices will include all labor
costs and direct expenses identified in this contract.
Page 11 of 13 Professional Services Agreement—CFA Policy Update
C1'eliverable Nscriptiou Invoicin z Detail Invoice Total
#1 Summary of initial research findings $5,250 for this deliverable plus $11,411.75
$6,161.75 engagement/travel
#2 Final Research Summary $5,250 for this deliverable plus $11,411.75
$6,161.75 engagement/travel
#3 Summary of"Current Practices vs Current $5500 for this deliverable plus $11,661.75
Policy $6,161.75 engagement/travel
#4 Summary of the sections of the current $5,500 for this deliverable plus $11,661.75
policy that are no longer applicable(either $6,161.75 outreach/engagement
by law or practice)
#5 Summary of Interconnected Policies" $5,500 for this deliverable plus $11,661.75
$6,161.75 engagement/travel
#6 Policy Rough Draft $10,100 for this deliverable plus $16,261.75
$6,161.75 engagement/travel
#7 Policy Final Draft $10,100 for this deliverable plus $16,261.75
$6,161.75 engagement/travel
Total $90,332.25
Page 12 of 13 Professional Services Agreement—CFA Policy Update
EXHIBIT C
MILESTONE/DELIVERABLE ACCEPTANCE FORM
Services Delivered:
Milestone/Deliverable Ref.#:
Milestone/Deliverable Name:
Unit Testing Completion Date:
Milestone/Deliverable Target Completion Date:
Milestone/Deliverable Actual Completion Date:
Approval Date:
Comments(if needed):
Approved by Consultant: Approved by City Department Director:
Signature: Signature:
Printed Name: Printed Name:
Title: Title:
Date: Date:
For Director Use Only
Contracted Payment Amount:
Adjustments, including penalties:
Approved Payment Amount:
Page 13 of 13 Professional Services Agreement—CFA Policy Update
CERTIFICATE OF INTERESTED PARTIES
FORM 3.295
10f1
Complete Nos. 1-4 and 6 if there are interested parties. OFFICE USE ONLY
Complete Nos.1,2,3,5,and 6 if 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. 2017-259320
David Schroeder
Houston,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 09/11/2017
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.
rfp no 17-0473
consulting services for the evaluation and rewrite of the City of Fort Worth's CFA Policy
Nature of interest
4
Name of Interested Party City,State,Country(place of business) (check applicable)
Controlling Intermediary
5 Check only if there is NO Interested Party.
X
6 UNSWORN DECLARATION
My name is and my date of birth is
My address is 1 ,
(street) (city) (state) (zip code) (country)
I declare under penalty of perjury that the foregoing is true and correct.
Executed in County, State of on the day of ,20
(month) (year)
Signature of authorized agent of contracting business entity
(Declarant)
Forms provided by Texas Ethics Commission www.ethics.state.tx.us Version V1.0.3337