HomeMy WebLinkAboutContract 51592 CITY SECRETARY
CONTRACT NO.
*RA$Fo� ��PS VICES AGREEMENT BETWEEN THE CITY OF FORT WORTH AND
FORT WORTH HISPANIC CHAMBER OF COMMERCE
This Agreement ("Agreement") is made and entered into by and between the City of Fort
Worth ("City"), a home-rule municipal corporation organized under the laws of the State of
Texas, and the Fort Worth Hispanic Chamber of Commerce ("Contractor"), a Texas non-profit
corporation, each individually referred to as a "party" and collectively referred to as the
"parties."
RECITALS
WHEREAS, Contractor provides professional services to small minority and women
owned businesses; and
WHEREAS, the City of Fort Worth desires to contract with Contractor on a consulting
basis to provide professional services, as outlined in Exhibit "A", to small minority and women
owned businesses and to Fort Worth residents who are owners of these small businesses; and
WHEREAS, Contractor has offered to provide such professional services on a consulting
basis with the City to citizens of the City of Fort Worth;
NOW, THEREFORE, for and in consideration of the mutual covenants, promises and
agreements contained herein, the parties hereby covenant and agree as follows:
AGREEMENT
1. Services.
Contractor covenants and agrees to fully perform, or cause to be performed, with good
faith and due diligence, all services consistent with the measures described in the attached
Exhibit "A" and incorporated herein for all purposes (the "Services").
2. Term.
The term of this Agreement will commence October 1, 2018 (the "Effective Date") and
expire September 30, 2019, unless lawfully terminated earlier in accordance with the provisions
of this Agreement (the "Term").
3. Fee.
In consideration of the Services to be performed hereunder by Contractor, City promises
and agrees to pay Contractor $126,504.00 in twelve installments of $10,542.00 to be dispersed
upon submission and approval of monthly reports. There will be no paymere i li ..-
OFFICIAE RECURO
Services Agreement between City of Fort Worth and CITY SECRETARY
Fort Worth Hispanic Chamber of Commerce
Page 1 of 9 F.T. WORTH, TX
FY2018-19 contract term until all monthly reports have been submitted and approved for the
previous contract year.
Contractor will submit electronic monthly reports (in a form reasonably acceptable to the
City) no later than the 201h of the month following the month which is reported for services
performed by Contractor in performance of this Agreement. Each report will include but is not
limited to the following: complete name of business, complete address, complete contact
information and the identification of business services of those assisted in and the Services
rendered to them, along with detailed information associated with outreach activities, capacity
enhancements and workshops.
If Contractor fails to comply with this reporting requirement, the City will have the right
to withhold any additional fee installments or to terminate this Agreement in accordance with
Section 4.
4. Termination.
Either party may, without or without cause, cancel this Agreement upon thirty (30) days
written notice to the other party of such intent to terminate. If the City exercises its right to
terminate this Agreement prior to its expiration, Contractor's obligations to the City under this
Agreement shall continue until the date such termination actually takes effect. In the event of
such termination, on the date of termination Contractor shall reimburse to the City all funds it
has received, but not otherwise committed, earned by Services performed, or encumbered by
contract, under this Agreement. If, on the date of termination, Services have been performed by
Contractor but Contractor has not been reimbursed for such Services, City shall reimburse
Contractor for the Services performed up to the date of termination.
5. Monitoring.
Contractor covenants and agrees to fully cooperate with City in monitoring the
effectiveness of the Services, and City shall have access at all reasonable hours to offices and
records of Contractor for the purpose of such monitoring.
6. Independent Contractor.
Contractor shall operate hereunder as an independent contractor and not as an officer,
agent, servant, or employee of the City of Fort Worth. Contractor shall have exclusive control of
and the exclusive right to control the details of the services performed hereunder, and all persons
performing same, and shall be solely responsible for the acts and omissions of its officers,
agents, servants, employees, subcontractors and program participants. The doctrine of respondent
superior shall not apply as between the City and contractor, its officers, agents, servants,
employees, subcontractors, or program participants, and nothing herein shall be construed as
creating a partnership or joint enterprise between City and Contractor. It is expressly understood
Services Agreement between City of Fort Worth and
Fort Worth Hispanic Chamber of Commerce
Page 2 of 9
and agreed that no officer, agent, employee, or subcontractor of Contractor is in the paid service
of the City of Fort Worth.
7. Indemnification.
CONTRACTOR AGREES TO AND SHALL RELEASE CITY, ITS AGENTS,
EMPLOYEES, OFFICERS AND LEGAL REPRESENTATIVES FROM ALL LIABILITY
FOR INJURY, DEATH, DAMAGE OR LOSS TO PERSONS OR PROPERTY SUSTAINED
IN CONNECTION WITH OR INCIDENTAL TO PERFORMANCE UNDER THIS
AGREEMENT, EXCEPT TO THE EXTENT CAUSED BY THE GROSS NEGLIGENCE OR
INTENTIONAL MISCONDUCT OF LESSOR, ITS OFFICERS, AGENTS, SERVANTS OR
EMPLOYEES.
CONTRACTOR COVENANTS AND AGREES TO, AND DOES HEREBY,
INDEMNIFY, HOLD HARMLESS AND DEFEND AT ITS OWN EXPENSE, THE CITY,
ITS OFFICERS, AGENTS, SERVANTS AND EMPLOYEES, FROM AND AGAINST ANY
AND ALL CLAIMS OR LAWSUITS FOR EITHER PROPERTY DAMAGE OR LOSS
(INCLUDING ALLEGED DAMA GE OR L OSS TO CONTRACTOR'S BUSINESS AND ANY
RESULTING LOST PROFITS) AND/OR PERSONAL INJURY, INCLUDING DEATH, TO
ANY AND ALL PERSONS, OF ANY KIND OR CHARACTER, WHETHER REAL OR
ASSERTED, ARISING OUT OF OR IN CONNECTION WITH THE EXECUTION,
PERFORMANCE, OR ATTEMPTED PERFORMANCE OF THIS CONTRACT AND
AGREEMENT, AND/OR THE SERVICES PERFORMED HEREUNDER, EXCEPT TO
THE EXTENT CAUSED BY THE GROSS NEGLIGENCE OR INTENTIONAL
MISCONDUCT OF THE CITY,ITS OFFICERS AGENTS, SERVANTS OR EMPLOYEES.
IN THE EVENT IT IS DETERMINED THAT CONTRACTOR HAS MISUSED,
MISAPPLIED OR MISAPPROPRIATED ALL OR ANY PART OF THE FUNDS
PROVIDED HEREUNDER, CONTRACTOR AGREES TO INDEMNIFY, HOLD
HARMLESS AND DEFEND THE CITY OF FORT WORTH, ITS OFFICERS, AGENTS,
SERVANTS, AND EMPLOYEES, FROM AND AGAINST ANY AND ALL CLAIMS OR
SUITS RESULTING FROM SUCH MISUSE, MISAPPLICATION OR
MISAPPROPRIATION.
Contractor shall require all of its subcontractors to include in their subcontracts a
release and indemnity in favor of City in substantially the same form as above.
This Section 7 shall survive the expiration or termination of this Agreement.
8. Form 990; Non-Profit.
Within 30 calendar days following execution of this Agreement, Contractor must supply
the City with a copy of the completed Form 990 filed with the Internal Revenue Service for the
full tax year immediately preceding the Effective Date. If Contractor, as a charitable or
Services Agreement between City of Fort Worth and
Fort Worth Hispanic Chamber of Commerce
Page 3 of 9
nonprofit organization, has or claims an immunity or exemption (statutory or otherwise) from
and against liability for damage or injury, including death, to persons or property, Contractor
hereby expressly waives its rights to plead defensively such immunity or exemption as against
the City.
9. Assignment.
Contractor shall not assign or subcontract all or any part of its rights, privileges or duties
under this Agreement without the prior written consent of City, and any attempted assignment of
subcontract or same without such prior written approval shall be void and constitute a breach of
this agreement.
10. Compliance with Law.
Contractor, its officers, agents, employees and subcontractors, shall abide by and comply
with all laws, federal, state and local, including all ordinances, rules and regulations of the City
of Fort Worth. It is agreed and understood that, if City calls to the attention of Contractor any
such violation on the part of Contractor or any of its officers, agents, employees or
subcontractors, then Contractor shall immediately desist from and correct such violation.
11. Non-Discrimination.
Contractor, in the execution, performance or attempted performance of this Agreement,
will not discriminate against any person or persons because of disability, age, familial status, sex,
race, religion, color, national origin, transgender, gender identity or gender expression, nor will
Contractor permit its officers, agents, employees, or subcontractors to engage in such
discrimination.
This Agreement is made and entered into with reference specifically to Chapter 17,
Article III, Division 3, of the City Code of the City of Fort Worth ("Discrimination in
Employment Practices"), and Contractor hereby covenants and agrees that Contractor, its agents,
employees and subcontractors have fully complied with all provisions of same and that no
employee, or employee-applicant has been discriminated against by the terms of such ordinance
by either Contractor, its agents, employees or subcontractors.
12. Insurance.
a. Contractor shall furnish a certificate of insurance as proof that it has secured and
paid for a policy of public liability insurance covering all public risks incident to or in connection
with the execution, performance, attempted performance or nonperformance of this contract and
agreement.
Services Agreement between City of Fort Worth and
Fort Worth Hispanic Chamber of Commerce
Page 4 of 9
Such amounts shall be as follows:
Bodily injury or death, per person $250,000
Bodily injury or death, per occurrence $500,000
Property damage, per occurrence $100,000
With the understanding and agreement that such insurance amounts shall be revised
upward at City's option and the Contractor shall revise such amounts within thirty (30) days
following notice to Contractors of such requirements. The City of Fort Worth, its' Officers,
Employees and Volunteers shall be named as an Additional Insured. This insurance shall not be
canceled, limited in scope or coverage, or non-renewed, unless thirty (30) days prior written
notice has been given to the City of Fort Worth.
b. Contractor further agrees that it shall comply with the Worker's Compensation
Act of Texas and shall provide Workers' Compensation and Employers' Liability coverage with
limits consistent with statutory benefits outlined in the Texas Workers' Compensation Act (Art.
8308 — 1.01 et seq. Tex. Rev. Civ. Stat.) and minimum policy limits for Employers' Liability of
$100,000 for each accident/occurrence, $500,000 bodily injury disease policy limit and $100,000
per disease per employee. The policy shall be endorsed with a Waiver of Subrogation on behalf
of the City of Fort Worth.
13. Fiscal Funding Out.
In the event no funds or insufficient funds are appropriated by the City in any fiscal
period for any payments hereunder, City will notify Contractor 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 City of any kind whatsoever, except as to the portions of
the payments herein agreed upon for which funds shall have been appropriated.
14. Audit.
Contractor agrees that the City shall, until the expiration of three (3) years after final
payment under this Contract, have access to and the right to examine any directly pertinent
books, documents, papers and records of the Contractor involving transactions relating to this
Contract. Contractor agrees that the City shall have access during normal working hours to all
necessary Contractor 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
Contractor reasonable advance notice of intended audits.
Contractor further agrees to include in all of its subcontractor agreements hereunder a
provision to the effect that the subcontractor 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 subcontractor involving
transactions to the subcontract, and further that City shall have access during normal working
Services Agreement between City of Fort Worth and
Fort Worth Hispanic Chamber of Commerce
Page 5 of 9
hours to all subcontractor facilities and shall be provided adequate and appropriate workspace in
order to conduct audits in compliance with the provisions of this paragraph. City shall give
subcontractor reasonable advance notice of intended audits.
15. Venue.
Should any action, whether real or asserted, at law or in equity, arise out of the execution,
performance, or attempted performance of this Agreement, venue for said action shall lie 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.
16. 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, postage prepaid, to the address of the
other party shown below:
Mr. Robert Sturns Mr. John Hernandez
Director President and Chief Executive Officer
Economic Development Department Fort Worth Hispanic
City of Fort Worth Chamber of Commerce
1150 South Freeway, Suite 106 1327 Main St.
Fort Worth, Texas 76104 Fort Worth, Texas 76106
(817) 212-2680 (817) 625-5411
With copy to City Attorney's Office at
200 Texas Street
Fort Worth, Texas 76102
17. 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.
18. No Waiver.
The failure of the City or Contractor 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 Contractor's respective right to insist upon appropriate performance or to assert
any such right on any future occasion.
Services Agreement between City of Fort Worth and
Fort Worth Hispanic Chamber of Commerce
Page 6 of 9
19. Amendments/Modifications.
No modification or amendment of this Agreement shall be binding upon a party hereto
unless such modification, or amendment is set forth in a written instrument, which is executed by
an authorized representative and delivered on behalf of such party.
20. Severability.
If any provision of this Agreement is held to be invalid, illegal or unenforceable, the
validity, legality and enforceability of the remaining provisions shall not in any way be affected
or impaired.
21. Force Majeure.
The City and Contractor 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,
including, but not limited to, compliance with any governmental law, ordinance or regulation,
acts of God, acts of omission, fires, strikes, lockouts, national disasters, wars, riots, material or
labor restrictions by any governmental authority, transportation problems and/or any other
similar causes.
22. Contract Construction.
The parties acknowledge that each party and, if it so chooses, its counsel have reviewed
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.
23. Headinl4s not Controlling.
Headings and titles used in this Agreement are for reference purposes only and shall not
be deemed a part of this Agreement.
24. Counterparts.
This Agreement may be executed in one or more counterparts, each of which when so
executed and delivered shall be considered an original, but such counterparts shall together
constitute one and the same instrument and agreement. Any signature delivered by a party by
facsimile or other electronic transmission (including email transmission of a portable document
Services Agreement between City of Fort Worth and
Fort Worth Hispanic Chamber of Commerce
Page 7 of 9
file (pdf) or similar image) shall be deemed to be an original signature hereto.
25. Entire Agreement.
This written instrument constitutes the entire agreement by the parties hereto concerning
the work and services to be performed hereunder, and any prior or contemporaneous, oral or
written agreement, which purports to vary from the terms hereof shall be void.
26. Signature Authority.
The person signing this agreement hereby warrants that he/she has the legal authority to
execute this agreement on behalf of the respective party, and that such binding authority has been
granted by proper order, resolution, ordinance or other authorization of the entity. The other
party is fully entitled to rely on this warranty and representation in entering into this Agreement.
IN WITNESS WHEREOF, the parties hereto have executed this agreement in multiples
to be effective October 1, 2018.
CITY OF FORT WORTH: FORT WORTH HISPANIC CHAMBER OF
COMMERCE:
By: By:
Sua Alanis Name.-J"11^
Assistant City Manager Title: C"
Date: t de Date:
—11 7V
ATTEST: ATTEST:
By: ay:
ary Ka -�"': Name:
City Secretary r' �_` � F Title:
y 0'Y
�• Irl
OFFICIAL RECORD
Services Agreement between City of Fort Worth and CITY SECRETARY
Fort Worth Page 8 of 9 Hispanic Chamber of Commerce
g FT. WORTH,TX
APPROVED AS TO FORM AND LEGALITY:
17
By:_
Peter Vaky
Deputy City Attorney
CONTRACT AUTHORIZATION:
M&C: C-28890
Date: 10-16-18
Form 1295 Certification No.: 2016-108392
CONTRACT COMPLIANCE MANAGER:
By signing below, I hereby acknowledge that I
am the person responsible for the monitoring
and administration of this contract, including
ensuring all performance and reporting
requirements:
By: 0�:
Name of City Employee: S"J
Title: rJi �Y�
OFFICIAL RECORD
Services Agreement between City of Fort Worth and CIN SECRETARY
Fort Worth Hispanic Chamber of Commerce FT. WORTH,'TX
Page 9 of 9
Exhibit "A"
Services Agreement between City of Fort Worth and
Fort Worth Hispanic Chamber of Commerce
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M&C Review Page 1 of 2
Official site of the City of Fort Worth,Texas
FORT
CITY COUNCIL AGENDA
COUNCIL ACTION: Approved on 10/16/2018
DATE: 10/16/2018 NO ;REFERENCE �*C-28890 LOG NAME: 17ED
HISPANICCHAMBERFY18-19
CODE: C TYPE: CONSENT PUBLIC NO
HEARING:
SUBJECT: Authorize Execution of Contract with the Fort Worth Hispanic Chamber of Commerce to
Assist Minority and Women Business Enterprises and Small Businesses as Outlined in the
Economic Development Strategic Plan in an Amount Not to Exceed $126,504.00 (ALL
COUNCIL DISTRICTS)
RECOMMENDATION:
It is recommended that the City Council authorize the execution of a contract with the Fort Worth
Hispanic Chamber of Commerce in an amount not to exceed $126,504.00 to assist Minority and
Women Business Enterprises and Small Businesses for the period of October 1, 2018 through
September 30, 2019.
DISCUSSION:
During the Fiscal Year 2018-2019 budget process, the City Council approved financial support for the
Fort Worth Hispanic Chamber of Commerce (Chamber) to continue providing business development
assistance, construction assistance and outreach programs to Minority and Women Business
Enterprises and Small Businesses located in Fort Worth. The City will pay the Chamber an amount
not to exceed $126,504.00 to perform the services outlined under this contract.
For several years, the Chamber has provided counseling and support to individuals within the Fort
Worth area on the topic of small business development. The Chamber provides program services
such as workshops and training to support the development of small business start-ups, minority-
owned firms and locally-serving businesses; education and marketing initiatives; outreach to minority-
owned firms; and providing one-on-one assistance in areas such as vendor registration, access to
capital, bonding, bidding and estimating, certifications, and other needed areas of assistance for
Minority and Women Business Enterprises and Small Businesses.
FISCAL INFORMATION/CERTIFICATION:
The Director of Finance certifies that funds in the amount of $126,504.00 are available in the Fiscal
Year 2019 Operating Budget, as appropriated, of the General Fund, Economic Development
Department for expenses associated with this contract. Prior to an expenditure being incurred, the
participating department has the responsibility to confirm the availability of funds.
http://apps.cfwnet.org/council_packet/mc review.asp?ID=26366&councildate=10/16/2018 11/29/2018
M&C Review Page 2 of 2
TO
Fund Department Account Project Program Activity Budget Reference# Amount
ID ID Year Chartfield 2
FROM
Fund Department Account Project Program Activity Budget Reference# Amount
ID ID Year Chartfield 2
Submitted for City Manager's Office by: Susan Alanis (8180)
Originating Department Head: Robert Sturns (2663)
Additional Information Contact: Robert Sturns (2663)
ATTACHMENTS
City of FW- Form 1295 FY19 FWHCC.pdf
http://apps,cfwnet.org/council_packet/mc_review.asp?ID=263 66&councildate=l 0/16/2018 11/29/2018