HomeMy WebLinkAboutContract 51898 CITY SECRETARY
CONTRACT N0. 51"9
PROFESSIONAL SERVICES AGREEMENT
SPAY NEUTER NETWORK
t
This PROFESSIONAL SERVICES AGREEMENT ("Agreement") is made and entered into
by and between the CITY OF FORT WORTH ("City"), a Texas home rule municipal corporation,
acting by and through Valerie Washington, its duly authorized Assistant City Manager, and Spay Neuter
Network ("Vendor"), a Texas non-profit corporation, and acting by and through Bonnie Hill, its duly
authorized Executive Director, each individually referred to as a "party" and collectiveh referred to as
the"parties."
AGREEMENT DOCUMENTS:
The Agreement documents shall include the following:
1. This Professional Services Agreement;
2. Exhibit A— Scope of Services;
3. Exhibit B—Price Schedule;and
4. Exhibit C—Verification of Signature Authority Form.
Exhibits A, B and C, which are attached hereto and incorporated herein, are made a part of this
Agreement for all purposes. In the event of any conflict between the terms and conditions of Exhibits A.
B or C and the terms and conditions set forth in the body of this Agreement, the terms and conditions of
this Agreement shall control.
1. SCOPE OF SERVICES.
Vendor hereby agrees to provide the City with veterinary services. Exhibit '`A," - Scope of
Services more specifically describes the services to be provided hereunder.
2. TERM.
This Agreement shall begin on October 18, 2018 ("Effective Date") and shall expire on
September 30, 2019 ("Expiration Date"), unless terminated earlier in accordance with this Agreement
("Initial Term"). City shall have the option, in its sole discretion,to renew this Agreement under the same
terms and conditions,for up to four(4)one-year renewal options,at City's sole discretion.
3. COMPENSATION.
City shall pay Vendor in accordance with the fee schedule of Vendor personnel who perform
services under this Agreement in accordance with the provisions of this Agreement and Exhibit "B,"
Price Schedule. Total payment made under this Agreement for the first year by City shall not exceed
Fifty Thousand Dollars ($50,000.00). Vendor shall not perform any additional services or bill for
expenses incurred for City not specified by this Agreement unless City requests and approves in writing
the additional costs for such services. City shall not be liable for any additional expenses of Vendor not
specified by this Agreement unless City first approves such expenses in writing.
4. TERMINATION.
4.1. Written Notice. City or Vendor may terminate this Agreement at any time and for any
reason by providing the other party with 30 days' written notice of termination.
RECEIVED L ua� Mr°nRln
FEB 13 2019 Professional Services Agreement
CITY SL ' r
"Y OF FORT WORK{ i FT, WORTH,TX
CITY SECRETARY
4.2 Non-appropriation of Funds. In the event no funds or insufficient funds are appropriated
by City in any fiscal period for any payments due hereunder, City will notify Vendor 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 have been appropriated.
4.3 Duties and Obligations of the Parties. In the event that this Agreement is terminated prior
to the Expiration Date, City shall pay Vendor for senices actually rendered up to the effective date of
termination and Vendor shall continue to provide City with services requested by City and in accordance
with this Agreement up to the effective date of termination. Upon termination of this Agreement for ally
reason,Vendor shall provide City with copies of all completed or partially completed documents prepared
under this Agreement. In the event Vendor has received access to City Information or data as a
requirement to perform services hereunder, Vendor shall return all City provided data to City in a
machine readable format or other format deemed acceptable to City.
5. DISCLOSURE OF CONFLICTS AND CONFIDENTIAL INFORMATION.
5.1 Disclosure of Conflicts. Vendor hereby warrants to City that Vendor has made full
disclosure in writing of any existing or potential conflicts of interest related to Vendor's services under
this Agreement. In the event that any conflicts of interest arise after the Effective Date of this Agreement.
Vendor hereby agrees immediately to make full disclosure to City in writing.
5.2 Confidential Information. Vendor, for itself and its officers,agents and employees, agrees
that it shall treat all information provided to it by City("City Information") as confidential and shall not
disclose any such information to a third party without the prior written approval of City.
5.3 Unauthorized Access. Vendor 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. Vendor shall notify City immediately if the security or integrity of any Cite
Information has been compromised or is believed to have been compromised, in which event. Vendor
shall, in good faith, use all commercially reasonable efforts to cooperate with City in identifying what
information has been accessed by unauthorized means and shall frilly cooperate .%ith City to protect such
City Information from further unauthorized disclosure.
6. RIGHT TO AUDIT.
Vendor agrees that City shall, until the expiration of three(3)years after final payment under this
contract, or the final conclusion of any audit commenced during the said three years, have access to and
the right to examine at reasonable times any directly pertinent books, documents, papers and records,
including, but not limited to, all electronic records, of Vendor involving transactions relating to this
Agreement at no additional cost to City. Vendor agrees that City shall have access during normal working
hours to all necessary Vendor facilities and shall be provided adequate and appropriate work space in
order to conduct audits in compliance with the provisions of this section. City shall give Vendor
reasonable advance notice of intended audits.
7. INDEPENDENT VENDOR.
it is expressly understood and agreed that Vendor shall operate as an independent Vendor as to
all rights and privileges and work performed under this Agreement, and not as agent, representative or
employee of City. Subject to and in accordance with the conditions and provisions of this Agreement,
Professional Services Agreement Page 2 of 15
Vendor 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, consultants and
subVendors. Vendor acknowledges that the doctrine of respondew superior shall not apply as between
City, its officers, agents, servants and employees, and Vendor, its officers, agents, employees. servants.,
Vendors and subVendors. Vendor further agrees that nothing herein shall be construed as the creation of
a partnership or joint enterprise between City and Vendor. It is further understood that City shall in no
way be considered a Co-employer or a Joint employer of Vendor or any officers, agents, servants,
employees or subVendor of Vendor. Neither Vendor, nor any officers, agents, servants, employees or
subVendor of Vendor shall be entitled to any employment benefits from City. Vendor 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 subVendor.
8. LIABILITY AND INDEMNIFICATION.
8.1 LIABILITY- VENDOR SHALL BE LIABLE AND RESPONSIBLE FOR ANY AND
ALL PROPERTY LOSS, PROPERTY DAMAGE AND/OR PERSONAL INJURY, INCLI DING
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 VENDOR, ITS OFFICERS, AGENTS,
SERVANTS OR EMPLOYEES.
8.2 GENERAL INDEMNIFICATION - VENDOR HEREBY COVENANTS AND
AGREES TO INDEMNIFY, HOLD HARMLESS AND DEFEND 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 PROPER TY
DAMAGE OR LOSS (INCLUDING ALLEGED DAMAGE OR LOSS TO VENDOR'S BUSINESS
AND ANY RESULTING LOST PROFITS) AND/OR PERSONAL INJURY, INCLUDING DEATH,
TO ANY AND ALL PERSONS, ARISING OUT OF OR IN CONNECTION WITH THIS
AGREEMENT, TO THE EXTENT CAUSED BY THE NEGLIGENT ACTS OR OMISSIONS OR
MALFEASANCE OF VENDOR, ITS OF, AGENTS,SERVANTS OR EMPL0YEf_S.
83 INTELLECTUAL PROPERTY INDEMNIFICATION - Vendor agrees to defend,
settle,or pay, at its own cost and expense, any claim or action against City for infringement of any
patent, copyright, trade mark, trade secret,or similar property right arising from City's use of file
software and/or documentation in accordance with this Agreement, it being understood that this
agreement to defend, settle or pay shall not apply if City modifies or misuses the software and/or
documentation. So long as Vendor bears the cost and expense of payment for claims or actions
against City pursuant to this section,Vendor 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 City's interest, and City agrees to
cooperate with Vendor 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 City fir
infringement arising under this Agreement, 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, Vendor shall fully participate and cooperate with City in
defense of such claim or action. City agrees to give Vendor timely written notice of any such claim
or action, with copies of all papers City may receive relating thereto. Notwithstanding the
foregoing, City's assumption of payment of costs or expenses shall not eliminate Vendor's duty to
indemnify City under this Agreement. If the software and/or documentation or any part thereof'is
Professional Services Agreement Pa,e 3 of 15
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, Vendor shall, at its own expense and as
City's sole remedy, either: (a) procure for City the right to continue to use the software and/or
documentation; or (b) modify the software and/or documentation to make it non-infringing,
provided that such modification does not materially adversely affect City's authorized use of the
software and/or documentation; or (c) replace the software and/or documentation with equally
suitable, compatible, and functionally equivalent non-infringing software and/or documentation at
no additional charge to City; or (d) if none of the foregoing alternatives is reasonably available to
Vendor terminate this Agreement, and refund all amounts paid to Vendor by City, subsequent to
which termination City may seek any and all remedies available to City under law.
9. ASSIGNMENT AND SUBCONTRACTING.
9.1 Assignment. Vendor shall not assign or subcontract any of its duties, obligations or
rights under this Agreement without the prior written consent of City. If Cite grants consent to an
assignment, the assignee shall execute a written agreement with City and Vendor under which the
assignee agrees to be bound by the duties and obligations of Vendor under this Agreement. Vendor and
Assignee shall be jointly liable for all obligations of Vendor under this Agreement prior to the e%ctive
date of the assignment.
9.2 Subcontract. If City grants consent to a subcontract, sub Vendor shall execute a written
agreement with Vendor referencing this Agreement under which sub Vendor shall agree to be bound b�,
the duties and obligations of Vendor under this Agreement as such duties and obligations mai apply.
Vendor shall provide City with a fully executed copy of any such subcontract.
10. INSURANCE.
Vendor shall provide City with certificate(s) of insurance documenting policies of the tollowing
types and minimum coverage limits that are to be in effect prior to commencement of any work pursuant
to this Agreement:
10.1 Coverage and Limits
(a) Commercial General Liability:
$1,000,000- Each Occurrence
$2,000,000- Aggregate
(b) Automobile Liability:
$1,000,000- Each occurrence on a combined single limit basis
Coverage shall be on any vehicle used by Vendor, its employees, agents.
representatives in the course of providing services under this Agreement. "Any
vehicle"shall be any vehicle owned, hired and non-owned.
(c) Worker's Compensation:
Statutory limits according to the Texas Workers' Compensation Act or any other
state workers' compensation laws where the work is being performed
Professional Services Agreement Page 4 of Is
Employers' liability
$100,000- Bodily Injury by accident;each accident/occurrence
$100,000- Bodily Injury by disease; each employee
$500,000- Bodily Injury by disease. policy limit
(d) Professional Liability(Errors&Omissions):
$1,000,000- Each Claim Limit
$1,000,000- Aggregate Limit
Professional Liability coverage may be provided through an endorsement to the
Commercial General Liability (CGL) policy. or a separate policy specific to
Professional E&O. Either is acceptable if coverage meets all other requirements.
Coverage shall be claims-made, and maintained for the duration of the
contractual agreement and for two (2) years following completion of services
provided. An annual certificate of insurance shall be submitted to City to
evidence coverage.
10.2 General Requirements
(a) The commercial general liability and automobile liability policies shall name
City as an additional insured thereon, as its interests may appear.The term Cit}
shall include its employees,officers,officials,agents,and volunteers in respect to
the contracted services.
(b) The workers' compensation policy shall include a Waiver of Subrogation (Right
of Recovery) in favor of City.
(c) A minimum of Thirty (30) days' notice of cancellation or reduction in limits of
coverage shall be provided to 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 Street. Fort Worth. Texas 76102. with copies to
the Fort Worth City Attorney at the same address.
(d) The insurers for all policies must be licensed and/or approved to do 11USInesS 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.
(e) Any failure on the part of City to request required insurance documentation shall
not constitute a waiver of the insurance requirement.
(f) Certificates of Insurance evidencing that Vendor has obtained all required
insurance shall be delivered to the City prior to Vendor proceeding with an%
work pursuant to this Agreement.
it. COMPLIANCE WITH LAWS ORDINANCES RULES AND REGULATIONS.
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J
Vendor agrees that in the performance of its obligations hereunder, it shall comply with all
applicable federal, state and local laws, ordinances, rules and regulations and that any work it produces in
connection with this Agreement will also comply with all applicable federal, state and local la%%s.
ordinances, rules and regulations. If City notifies Vendor of any violation of such laws, ordinances. rules
or regulations,Vendor shall immediately desist from and correct the violation.
12. NON-DISCRIMINATION COVENANT.
Vendor, for itself, its personal representatives, assigns, subVendors and successors in interest, as
part of the consideration herein, agrees that in the performance of Vendor's duties and obligations
hereunder, it shall not discriminate in the treatment or employment of any individual or _roup of
individuals on any basis prohibited by law. IF ANY CLAIM ARISES FROM AN ALLEGED
VIOLATION OF THIS NON-DISCRIMINATION COVENANT BY VENDOR, ITS PERSONAL
REPRESENTATIVES,ASSIGNS,SUBVENDORSS OR SUCCESSORS IN INTEREST,VENDOR
AGREES TO ASSUME SUCH LIABILITY AND TO INDEMNIFY AND DEFEND CITY AND
HOLD 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) delivered by facsimile with electronic confirmation of the transmission, or (3)
received by the other patty by United States Mail, registered, return receipt requested, addressed as
follows:
To CITY: To VENDOR:
City of Fort Worth Spay Neuter Network
Attn: Valerie Washington,Assistant City Manager Bonnie Hill, Executive Director
200 Texas Street PO Box 515
Fort Worth,TX 76102-6314 Kaufman,TX 75142
Facsimile: (817)392-8654
With copy to Fort Worth City Attorney's Office at
same address
14. SOLICITATION OF EMPLOYEES,
Neither City nor Vendor 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
Vendor,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. Notwithstanding the foregoing, this provision shall not
apply to an employee of either party who responds to a general solicitation of advertisement of
employment by either party.
15. GOVERNMENTAL POWERS.
It is understood and agreed that by execution of this Agreement, City does not waive or surrender
any of its governmental powers or immunities.
Professional Services Agreement Page 6 of 15
16. NO WAIVER.
The failure of City or Vendor to insist upon the performance of any tern or provision of this
Agreement or to exercise any right granted herein shall not constitute a waiver of City's or Vendor's
respective right to insist upon appropriate performance or to assert any such right on any future occasion.
17. 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, is brought pursuant to 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 enforceability of the remaining provisions shall not in any way be affected or impaired.
19. FORCE MAJEURE.
City and Vendor 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 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, shall not be deemed a
part of this Agreement, and are not intended to define or limit the scope of any provision of this
Agreement.
21. REVIEW OF COUNSEL.
The parties acknowledge that each party and its counsel have reviewed and revised 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 A, B.
and C.
22. AMENDMENTS/MODIFICATIONS/EXTENSIONS.
No amendment, modification,or extension of this Agreement shall be binding upon a party hereto
unless set forth in a written instrument,which is executed by an authorized representative of each party.
23. ENTIRETY OF AGREEMENT.
Professional Services Agreement Page 7 of 15
This Agreement, including Exhibits A, B and C,contains the entire understanding and agreement
between City and Vendor, 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.
25. WARRANTY OF SERVICES.
Vendor 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 services are completed. In such event, at Vendor's option, Vendor shall
either(a) use commercially reasonable efforts to re-perform the services in a manner that confirms with
the warranty,or(b)refund the fees paid by City to Vendor for the nonconforming services.
26. IMMIGRATION NATIONALITY ACT.
Vendor shall verify the identity and employment eligibility of its employees who perform work
under this Agreement, including completing the Employment Eligibility Verification Form (1-9). Upon
request by City, Vendor shall provide City with copies of all 1-9 forms and supporting eligibility
documentation for each employee who performs work under this Agreement. Vendor shall adhere to all
Federal and State laws as well as establish appropriate procedures and controls so that no services will be
performed by any Vendor employee who is not legally eligible to perform such services. VENDOR
SHALL INDEMNIFY CITY AND HOLD CITY HARMLESS FROM ANY PENALTIES,
LIABILITIES, OR LOSSES DUE TO VIOLATIONS OF THIS PARAGRAPH BY VENDOR,
VENDOR'S EMPLOYEES,SUBCONTRACTORS, AGENTS, OR LICENSEES. City. upon %%ritten
notice to Vendor, shall have the right to immediately terminate this Agreement for violations of this
provision by Vendor.
27. OWNERSHIP OF WORK PRODUCT.
City shall be the sole and exclusive owner of all reports, work papers, procedures, guides. and
documentation, created, published, displayed, and/or produced in conjunction with the services provided
under this Agreement(collectively, "Work Product"). Further.City shall be the sole and exclusive owner
of all copyright, patent, trademark, trade secret and other proprietary rights in and to the Work Product.
Ownership of the Work Product shall inure to the benefit of City from the date of conception, creation or
fixation of the Work Product in a tangible medium of expression (whichever occurs first). Each
copyrightable aspect of the Work Product shall be considered a "work-made-for-hire" within the meaning
of the Copyright Act of 1976, as amended. If and to the extent such Work Product, or any part thereof. is
not considered a "work-made-for-hire" within the meaning of the Copyright Act of 1976, as amended,
Vendor hereby expressly assigns to City all exclusive right, title and interest in and to the Work Product.
and all copies thereof, and in and to the copyright, patent, trademark, trade secret, and all other
proprietary rights therein, that City may have or obtain, without further consideration, free from any
claim, lien for balance due,or rights of retention thereto on the part of City.
28. SIGNATURE AUTHORITY.
Professional Services Agreement Page 8 of'
• 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. This Agreement and any
amendment hereto, may be executed by any authorized representative of Vendor whose name, title and
signature is affixed on the Verification of Signature Authority Form, which is attached hereto as Exhibit
"C". Each party is fully entitled to rely on these warranties and representations in entering into this
Agreement or any amendment hereto.
29. CHANGE IN COMPANY NAME OR OWNERSHIP
Vendor shall notify City's Purchasing Manager, in writing, of a company name, ownership. or
address change for the purpose of maintaining updated City records. The president of Vendor or
authorized official must sign the letter. A letter indicating changes in a company name or ownership must
be accompanied with supporting legal documentation such as an updated W-9, documents filed with the
state indicating such change, copy of the board of director's resolution approving the action, or an
executed merger or acquisition agreement. Failure to provide the specified documentation so ma-v
adversely impact future invoice payments.
30. PROHIBITION ON CONTRACTING WITH COMPANIES THAT BOYCOTT ISRAEL
Vendor 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, Vendor certifies that Vendor's signature provides written verification to the Cily that
Vendor: (1)does not boycott Israel; and (2)will not boycott Israel during the term of the contract.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement in multiples this
day of —. 20—.
(signature page.follows)
Professional Services Agreement Pale 9 of 15
ACCEPTED AND AGREED:
CITY OF FORT WORTH:
CONTRACT COMPLIANCE MANAGER:
By signing 1 acknowledge that I am the person
responsible for the monitoring and administration ofthis
By: contract.incl dingy_ensuring all performance and
Name: Valerie Washington reporting;requirements.
Title: Assistant City Manager
Date: 11111 14
By:
N—am e: .kssiest-B�e+t�
APPROVAL RECOMMENDED:
Title: Superintendent
APPROVED AS TO FORM AND LEGALITY:
By: Gl;l�G�ti
Name: Tb. „ //�%/e r
Title: Sc pc-��r'r..dle,* By: _
Namne: Matturnw,
ATTEST: Title: Assistant City Attorney
h
Top;tNTRACT AUTHORIZATION:
B Not required
y:
an e: a KFret
er
a
Title: City Sean-
s
VENDOR:
SPAY , TER NETWORK: ATTEST:
By: By: ! --- --
i ame: Bonnie Hill Name: Cwvtiv� YLcu�
Title: Executive Director Title: _ � _Y1Gt1 C—r
Date:
t
OFFICIAL.R' -
Professional Services Agreement CITY 5an
FT. WORTH J A
EXHIBIT A
SCOPE OF SERVICES
Perform spay/neuter surgery. recovery. discharge and any other tasks associated %vith
spay/neuter procedures. Animals will be selected for surgery by city employees. No dogs over
100 pounds.
The veterinarian will conform to all surgical standards as dictated by the Texas Veterinar%
Medical Practice Act.
Follow-up care shall be provided by SPAY NEUTER NETWORK.
Prices for pet sterilization included within this Agreement are comprehensive. They include and
assume:
I. All veterinarians and support staff associated with the safe sterilization of pets from Fort
Worth Animal Care and Control ("FWACC")are included within this proposal.
2. All veterinary staff is fully licensed and insured within Texas to practice veterinary
medicine.
3. All drug and pet sterilization records will be recorded and will be maintained by SPAY
NEUTER NETWORK as required by Texas law.
4. All soft goods (materials, drugs and supplies) required for the sterilization of identified
pets will be provided by SPAY NEUTER NETWORK. This proposal also assume%
SPAY NEUTER NETWORK's use of existing City materials (the use of large items at
the shelter, including. but not limited to: FWACC pet carriers for surgery transport or
surgical lights, tables. anesthesia machines and oxygen concentrators. mops and
cleaning materials) if surgeries are done onsite at the shelter.
5. Shelter staff will fill out surgery forms for pets prior to surgery to allow SPAY
NEUTER NETWORK to accurately track all services and provide surucr%
documentation for each pet serviced. All service documentation fior ne"N pet owners
(medical records as well as comprehensive post-operative care instructions) will be
provided to FWACC staff at the end of each day. New owners will be coven the use of
SPAY NEUTER NETWORK's clinic line 972- 472-3500 Mondav-Friday from 9:00
am-1:00 p.m. and 2:00 p.nt.-4:00 p.m. and access to the emergency care line at 469-
719-4933.
6. Pets will be in clearly marked pet carriers and ready for pickup at a predetermined tintc for
transport to a SPAY NEUTER NETWORK location or will be in the surger,, arca read. for
exam at 8 a.m. if surgeries are done onsite. To maintain efficiency and stay on schedule.
SPAY NEUTER NETWORK stag will not enter the shelter space and gather pets for
surgery prior to leaving. All pets will be awake when returned at end of business day to the
shelter or before SPAY NEUTER NETWORK staff leaves the shelter if surgeries are
done onsite.
Professional Services Agreement—Exhibit A Pace I I of 15
7. Post-surgical problems can be addressed by SPAY NEUTER NETWORK's veterinary teams
after pets are adopted. Post-surgical exams are Provided for fi-ee, and SPAY NEUTER
NETWORK can address most all post-surgery concerns. This is an extremely %aluable
resource not offered by contracted veterinarians that don't have their o%%n clinic SPAY
NEUTER NETWORK staff cannot address bleeding disorders or other pre-existing diseases
through our high volume clinics. From time to time, concerns may be referred to arca. full
service clinics. Pricing includes a post-surgical pain injection for pets and discol%able
suture so that no return to the shelter is required (unless stainless steel staples or other
like materials are used in cases where the veterinarians feel the pct would be better
served).
S. Only healthy pets that weigh more than 2 pounds xvill be sterilized. SPAY NELJ'l HR
NETWORK veterinary staff will have the ability to decline animals they Leel are not
good surgery candidates at all times. No in heat or pregnancy fees will be assessed.
9. FWACC kennel staff. after free training provided by SPAY NEUTER NETWORK. \,%ill
monitor pets daily during cage cleaning post-surgery and alert our team of any concerns
they have about pets post-surgically as soon as problems develop. Post-surgical issues
will be addressed on a case by case basis.
10. All dogs and non-feral cats will be vaccinated and microchipped prior to surgery.
11. Feral cats will be vaccinated for FVRCP and Rabies, treated for external parasites, ear-tipped.
and microchipped by SPAY NEUTER NETWORK. Vaccinations will be provided b% SPAY
NEUTER NETWORK (included in the listed fee on Attachment fi). 'The Cit% max attach
Microchips to the trap to be administered during surgery by SPAY NL•:UTL:R NETWORK.
The City will be responsible for maintaining microchip information and data enure.
Remainder of page intentionally left blank
Professional Services Agreement—Exhibit A Page 12 of 15
Professional Services Agreement—Fxhihir A Page 13 of 15
EXHIBIT B
PRICE SCHEDULE
1 xplanation of Service Cost of tier%ice
('c)mrrrhen,n c Spat or NCUICI'includin_ Iain
Feral \-tale;female Cat inicction. Rabies.Ucat lin cvcmal pamsitcs.c:u- ti;tt.uu
tip,and microch p ht SPAY \F.t I FR
MalcCut Contprchemitc Neuter including painin.1cction
i
Ft111a1C Cat includin-, pain
Fenmlc Do,, ('untprchcn.i%c SpaN inclutlimu Pain iniccu0m tin;.n
I
\talc D , Comprehen kc Auncr incluJin11' lVill 111.1t:'Mon tinii n��
Additional('hark 1'01 Ilam..
C r\pt Char_c SPAY NFU I ER \I.I\\MK do,:s no[ perihrm ti'n.n
abdominal cr,,ptorchid sur-,rrics
Anesthesia onh: where a sp tv scar is bund aRcr�
\ncsthcsia Onit ti�U_Ilii
aesthesia
There is a lec lin- animals u:mspONCLI ht,
Transport SPAY NI:111.1t NI:I WORK to the ti3.00 anillml
Crandall clinic or Mobile Animal Sur_ica!
Iluspital (MASI I) I
Professional Services Asreement- Exhibit B paec 14 of 15
• EXHIBIT C
VERIFICATION OF SIGNATURE AUTHORITY
SMY NEL ER NETWORK
-Y
Gly 3Ix
Vendor hereby agrees to provide City with independent audit basic financial statements, but also the fair
presentation of the financial statements of individual funds.
Execution of this Signature Verification Form ("Form") hereby certifies that the following individuals
and/or positions have the authority to legally bind Vendor and to execute any agreement, amendment or
change order on behalf of Vendor. Such binding authority has been granted by proper order, resolution.
ordinance or other authorization of Vendor. City is fully entitled to rely on the warranty and
representation set forth in this Form in entering into any agreement or amendment with Vendor. Vendor
will submit an updated Form within ten (10) business days if there are any changes to the signatory
authority. City is entitled to rely on any current executed Form until it receives a revised Form that has
been properly executed by Vendor.
1. Name:-10nn(k_7
Position:
ignatur
2. aFri e:
Position:
Signature
3. Name:
Position:
Signature
Na ne: tic—Q
S ure of President/CEO
Other Title: "C;�-' P-u(,
Date:
Professional Services Agreement—Exhibit C Page 15 of 15