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HomeMy WebLinkAboutContract 34327 CITY SECRETARY r7 CONTRACT NO. AGREEMENT FOR SERVICES In consideration of the mutual covenants, promises and agreements contained herein, THIS AGREEMENT ("Agreement") is made and entered into between CITY OF FORT WORTH, a home rule municipal corporation of the State of Texas ("City"), acting by and through Joe Paniagua, its duly authorized Assistant City Manager, and THE SAFE CITY COMMISSION, INC., a Texas non-profit organization("SCC"), acting by and through Mr. Joel Glenn, its duly authorized representative. RECITALS WHEREAS, City has determined that a Crime Stoppers Call Center is necessary to improve efficiency of the dissemination of the tip information to the 37 municipalities and 18 school districts in Tarrant County by creating a local, in-house tip call center; and WHEREAS, SCC has agreed to operate a Crime Stoppers Call Center that will be staffed by paid off-duty public safety dispatchers and other volunteer personnel, and that will operate between the hours of 8:00 a.m. and 12:00 a.m., seven days a week, 365 days a year; and WHEREAS, City desires to contract with SCC to operate a Crime Stoppers Call Center; and WHEREAS, City, as consideration for the performance of SCC, has appropriated monies to be reimbursed by the Crime Control and Prevention District ("CCPD") in the amount of $75,000.00 ("Program Funds") to provide to the SCC for the operation of the Crime Stoppers Call Center; NOW, THEREFORE, in consideration of the mutual covenants herein expressed, the parties agree as follows: AGREEMENT 1. Responsibilities of SCC SCC covenants and agrees to fully perform, or cause to be performed, with good faith and due diligence, all work and services described in Exhibit "A", attached, and incorporated herein for all purposes incident to this Agreement ("Services"). SCC shall be responsible for day-to-day administration of the Crime Stoppers Call Center. SCC agrees to expend the Program Funds in accordance with its budget as described in Exhibit B. 2. Program Funds 2.1 In no event shall the total distributions of Program Funds from City made to the SCC during the term of this Agreement exceed the total sum of$75,000.00 for the operation of the Crime Stoppers Call Center. SCC shall keep all Program Funds in a specific account designated only for the Program Funds, and shall not commingle the Program Funds with any other monies. In the event this Agreement is terminated, for any reason at any time, SCC shall return to City any unused portion of Program Funds distributed hereunder. OFFICIAL HMO 2.2 Payment of the Program Funds from City to SCC shall be made within 10 days following receipt of an invoice from the SCC requesting payment. The invoice shall be submitted in sufficient detail to determine that costs are allowable under the Agreement. 2.3 SCC is authorized to adjust any categories in the budget in an amount not to exceed 5% of those particular categories without prior approval of City, as long as the total sum does not exceed the amount of the Program Funds; however, SCC must notify City in writing of any such adjustments. Any adjustment of more than 5% of each category must have written permission from City prior to any budget adjustment being made. Any program income earned directly as a result of the Crime Stoppers Call Center must be reported monthly and may be expended on the Crime Stoppers Call Center with written permission from the program coordinator. Invoices for payment, and budget adjustments shall be submitted to the Fiscal Management Division of the Fort Worth Police Department, ATTENTION: KATHY HINZ, 350 W. Belknap, Fort Worth, Texas, 76102. 3. Term The initial term of this Agreement is for a period beginning on October 1, 2006, and ending on September 30, 2007. All expenditures and payments must be completed prior to September 30, 2007. 4. Program Performance SCC agrees to maintain full documentation supporting the performance of the Services. SCC agrees to provide a quarterly report ("Performance Narrative") to document the performance of the Services. The Performance Narrative shall document the details of the Crime Stoppers Call Center activities and a description of the program outcomes. Additionally, any successes realized should be provided in descriptive detail. The quarterly Performance Narrative shall be submitted to City no later than the 20`h day after the end of each quarter(January, April, July and October). 5. Equipment and Maintenance All equipment used for the Crime Stoppers Call Center is the property of SCC and SCC shall maintain all such equipment used in the administration and execution of the Crime Stoppers Call Center. SCC shall maintain, replace or repair any item of equipment used in support of the Crime Stoppers Call Center and/or for use under the terms of this Agreement that no longer functions or is lost or stolen. The cost for maintenance, replacement or repair of any equipment used in support of the Crime Stoppers and/or for use under the terms of this Agreement is the sole responsibility of SCC. SCC shall not use Program Funds to purchase, repair or replace said equipment. 6. Default and Termination 6.1 This Agreement is wholly conditioned upon the actual receipt by City of Program Funds from the CCPD. All monies distributed to SCC hereunder shall be exclusively from monies received from the CCPD, and not from any other monies of City. In the event that funds from the CCPD are not timely received, in whole or in part, City may, at its sole discretion, terminate this Agreement and City shall not be liable for payment for any work or service rQ , SCC under or in connection with this Agreement. 6.2 If for any reason at any time during any term of this Agreement City Council of City fails to appropriate funds sufficient for City to fulfill its obligations under this Agreement, City may terminate this Agreement to be effective on the later of(i) thirty (30) days following delivery by City to SCC by written notice of City's intention to terminate or(ii)the last date for which funding has been appropriated by City Council for the purposes set forth in this Agreement. 6.3 This Agreement may be terminated by either party with thirty days' written notice to the other party. 6.4 In the event City terminates this Agreement prior to the expiration of the term, and upon SCC's receipt of the notice of termination, SCC shall: (a) Stop work under the Agreement on the date and to the extent specified in the notice of termination; (b) Place no further order or subcontracts, except as may be necessary for completion of the work not terminated; (c) Terminate all orders and contracts to the extent that they relate to the performance of the work terminated by the notice of termination; and (d) Cease expenditures of Program Funds, except as may be necessary for completion of the work not terminated. 6.5 City will have no responsibility or liability for SCC's expenditures or actions occurring after the effective date of termination of the Agreement. 7. Administrative Requirements 7.1 SCC agrees that the City shall, until the expiration of three (3) years after final payment under this Agreement, have access to and the right to examine any directly pertinent books, documents, papers and records of SCC involving transactions relating to this Agreement. SCC agrees that the City shall have access during normal working hours to all necessary SCC facilities and shall be provided adequate and appropriate workspace in order to conduct audits in compliance with the provisions of this section. City shall give SCC reasonable advance notice of intended audits. 7.2 SCC 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 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. 7.3 If any audit reveals a questioned practice or expenditure, such questions must be resolved within fifteen (15) days after notice to SCC by City. If questions are not resolved within this period, City reserves the right to withhold further funding under this and/or future contract(s) with SCC. C1Tlt 2E ll 2 V 3 RR 7.4 If, as a result of any audit, it is determined that SCC misused, misapplied or misappropriated all or any part of the Program Funds, SCC agrees to reimburse City the amount of such monies so misused, misapplied or misappropriated, plus the amount of any sanction, penalty or other charge levied against City because of such misuse, misapplication or misappropriation. 7.5 This Section 7 shall survive the expiration or termination of this Agreement. 8. Independent Contractor 8.1 SCC shall operate hereunder as an independent contractor and not as an officer, agent, or servant or employee of City. SCC shall have exclusive control of, and the exclusive right to control, the details of the work and services performed hereunder, and all persons performing same, and shall be solely responsible for the acts and omissions of its officers, members, agents, servants, employees, subcontractors, program participants, licensees or invitees. The doctrine of respondeat superior shall not apply as between City and SCC, its officers, members, agents, servants, employees, subcontractors, program participants, licensees or invitees, and nothing herein shall be construed as creating a partnership or joint enterprise between City and SCC. It is expressly understood and agreed that no officer, member, agent, employee, subcontractor, licensee or invitee of the SCC, nor any program participant hereunder is in the paid service of City and that City does not have the legal right to control the details of the tasks performed hereunder by SCC, its officers, members, agents, employees, subcontractors, program participants, licensees or invitees. 8.2 City shall in no way nor under any circumstances be responsible for any property belonging to SCC, its officers, members, agents, employees, subcontractors, program participants, licensees or invitees, which may be lost, stolen, destroyed or in any way damaged. 9. Indemnification 9.1 SCC COVENANTS AND AGREES TO INDEMNIFY, HOLD HARMLESS AND DEFEND, AT ITS OWN EXPENSE, CITY AND ITS OFFICERS, AGENTS, SERVANTS AND EMPLOYEES FROM AND AGAINST ANY AND ALL CLAIMS OR SUITS FOR PROPERTY LOSS OR DAMAGE AND/OR PERSONAL INJURY, INCLUDING DEATH, TO ANY AND ALL PERSONS, OF WHATSOEVER KIND OR CHARACTER, WHETHER REAL OR ASSERTED, ARISING OUT OF OR IN CONNECTION WITH THE EXECUTION, PERFORMANCE, ATTEMPTED PERFORMANCE OR NONPERFORMANCE OF THIS AGREEMENT AND/OR THE OPERATIONS, ACTIVITIES AND SERVICES OF THE PROGRAM DESCRIBED HEREIN, WHETHER OR NOT CAUSED, IN WHOLE OR IN PART, BY ALLEGED NEGLIGENCE OF OFFICERS, AGENTS, SERVANTS, EMPLOYEES, CONTRACTORS OR SUBCONTRACTORS OF CITY; AND SCC HEREBY ASSUMES ALL LIABILITY AND RESPONSIBILITY OF CITY AND ITS OFFICERS, AGENTS, SERVANTS, AND EMPLOYEES FOR ANY AND ALL CLAIMS OR SUITS FOR PROPERTY LOSS OR DAMAGE AND/OR PERSONAL INJURY, INCLUDING DEATH, TO ANY AND ALL PERSONS, OF WHATSOEVER KINDS OR CHARACTER, WHETHER REAL OR ASSERTED, ARISING OUT OF OR IN CONNECTION WITH THE EXECUTION, PERFORMANCE, ATTEMPTED PERFORMANCE OR NON-PERFORMANCE OF THIS CONTRACT AND AGREEMENT AND/OR THE OPERATIONS, ACTIVITIES AND SERVICES OF THE PROGRAMS DESCRIBED HEREIN, WHETHER OR NOT 4 CAUSED IN WHOLE OR IN PART, BY ALLEGED NEGLIGENCE OF OFFICERS, AGENTS, SERVANTS, EMPLOYEES, CONTRACTORS OR SUBCONTRACTORS OF CITY. SCC LIKEWISE COVENANTS AND AGREES TO AND DOES HEREBY INDEMNIFY AND HOLD HARMLESS CITY FROM AND AGAINST ANY AND ALL INJURY, DAMAGE OR DESTRUCTION OF PROPERTY OF CITY, ARISING OUT OF OR IN CONNECTION WITH ALL ACTS OR OMISSIONS OF SCC, ITS OFFICERS, MEMBERS, AGENTS, EMPLOYEES, SUBCONTRACTORS, INVITEES, LICENSEES, OR PROGRAM PARTICIPANTS, WHETHER OR NOT CAUSED IN WHOLE OR IN PART, BY ALLEGED NEGLIGENCE OF OFFICERS, AGENTS, SERVANTS, EMPLOYEES, CONTRACTORS OR SUBCONTRACTORS OF CITY. 9.2 SCC 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, EVEN IF THE INJURY, DEATH, DAMAGE OR LOSS IS CAUSED BY CITY'S SOLE OR CONCURRENT NEGLIGENCE. 9.3 SCC 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. 9.4 This Section 9 shall survive the expiration or termination of this Agreement. 10. Non-Assignment No assignment or delegation of duties under this Agreement by SCC shall be effective without City's prior written approval. 11. Nondiscrimination 11.1 In accordance with federal, state and local laws and ordinances, SCC covenants that neither it nor any of its officers, members, agents, employees, program participants, or subcontractors, while engaged in performing this Agreement shall in connection with the employment, advancement, or discharge of employees, in connection with the terms, conditions or privileges of their employment, discriminate against persons because of their age, except on the basis of a bona fide occupational qualification, retirement plan, or statutory requirement. 11.2 SCC will not unlawfully discriminate against any person or persons because of sex, race, religion, age, disability, color, national origin, or familial status, nor will SCC permit its officers, members, agents, employees, subcontractors or program participants to engage in such discrimination. 12. Compliance 12.1 SCC, its officers, members, agents, employees, program participants, and subcontractors, shall abide by and comply with all laws, federal, state and local, including all ordinances, rules and regulations of City. If City calls to the attention of SCC any such violation on the part of SCC or any of its officers, members, agents, employees, subcontractors or program participants, then SCC shall immediately desist from and correct such violation. OFFICIA HOD 5 12.2 SCC shall utilize Program Funds strictly for those purposes and goals intended under the terms and conditions of this Agreement. If City calls the attention of SCC to any such violations on the part of SCC or any of its officers, members, agents, employees, program participants or subcontractors, then SCC shall immediately desist from and correct such violation. 12.3 City delegates authority for contract administration, compliance, and monitoring to Gerald L. Chandler, Contract Compliance Specialist, 817-392-4219. 13. Waiver of Immunity f SCC is a charitable or nonprofit organization and has or claims an immunity or exemption (statutory or otherwise) from and against liability for damages or injury, including death, to persons or property; SCC hereby expressly waives its rights to plead defensively such immunity or exemption as against City. This section shall not be construed to affect a governmental entity's immunities under constitutional, statutory or common law. 14. Insurance 14.1 SCC shall procure and shall maintain during the term of this Agreement the following insurance coverage: a. Commercial General Liability (CGL): $1,000,000 per occurrence, with a $2,000,000.00 annual aggregate limit, in a form that is acceptable to the City's Risk Manager. b. Non-Profit Organization Liability_or Directors & Officers Liability: $1,000,000 per occurrence, with a $1,000,000 annual aggregate limit, in a form that is acceptable to the City's Risk Manager. 14.2 SCC's insurer(s) must be authorized to do business in the State of Texas for the lines of insurance coverage provided and be currently rated in terms of financial strength and solvency to the satisfaction of the City's Risk Manager. 14.3 Each insurance policy required herein shall be endorsed with a waiver of subrogation in favor of the City. Each insurance policy required by this Agreement, except for policies of worker's compensation or accident/medical insurance shall list the City as an additional insured. City shall have the right to revise insurance coverage requirements under this Agreement. 14.4 SCC further agrees that it shall comply with the Worker's Compensation Act of Texas and shall provide sufficient compensation insurance to protect SCC and City from and against any and all Worker's Compensation claims arising from the work and services provided under this Agreement. 15. Miscellaneous Provisions 15.1 The provisions of this Agreement are severable, and, if for any reason a clause, sentence, paragraph or other part of this Agreement shall be determined to be invalid by a court or Federal or state agency, board or commission having jurisdiction over the subject matter thereof, such invalidity shall not affect other provisions which can be given effect without the invalid provision. �XN 69�� , � 15.2 City's failure to insist upon the performance of any term or provision of this Agreement or to exercise any right herein conferred shall not be construed as a waiver or relinquishment to any extent of City's right to assert or rely upon any such term or right on any future occasion. 15.3 Should any action, whether real or asserted, at law or in equity, arise out of the execution, performance, attempted performance or non-performance of this Agreement, venue for said action shall lie in Tarrant County, Texas. 15.4 SCC represents that it possesses the legal authority, pursuant to any proper, appropriate and official motion, resolution or action passed or taken, to enter into this Contract and to perform the responsibilities herein required. 15.5 This written instrument and the exhibits attached hereto, which are incorporated by reference and made a part of this Agreement for all purposes, constitute the entire agreement between the parties 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. Any amendments to the terms of this Agreement must be in writing and must be approved by each party. 15.6 All notices required or permitted by this Agreement must be in writing and are deemed delivered on the earlier of the date actually received or the third day following (i) deposit in a United States Postal Service post office or receptacle; (ii) with proper postage (certified mail, return receipt requested); and (iii) addressed to the other party at the address set out in the preamble of this Agreement or at such other address as the receiving party designates by proper notice to the sending party. CITY: Joe Paniagua,Assistant City Manager City Manager's Office City of Fort Worth 1000 Throckmorton Street Fort Worth, TX 76102 Copies To: Gerald Chandler, Contract Compliance Fort Worth Police Department 350 W. Belknap Fort Worth,TX 76102 Leann Guzman,Assistant City Attorney Law Department City of Fort Worth 1000 Throckmorton Street Fort Worth,TX 76102 2. SCC: Joel Glenn The Safe City Commission Fort Worth,TX yUFFICJAL COD �T, tv�'11YH, V�4K, 15.7 None of the performance rendered under this Agreement shall involve, and no portion of the Program Funds received hereunder shall be used, directly or indirectly, for the construction, operations, maintenance or administration of any sectarian or religious facility or activity, nor shall said performance rendered or funds received be utilized so as to benefit, directly or indirectly, any such sectarian or religious facility or activity. 15.8 SCC certifies that it has obtained a 501 (c) (3) Certificate from the Internal Revenue Service. SCC shall notify City in writing of any changes to its 501 (c) (3) tax-exempt status during the term of this Agreement. 15.9 Captions and headings used in this Agreement are for reference purposes only and shall not be deemed a part of this Agreement. 15.10 The provisions and conditions of this Agreement are solely for the benefit of City and SCC and are not intended to create any rights, contractual or otherwise, to any other person or entity. [THE REMAINDER OF THIS PAGE IS INTENTIONALLY LEFT BLANK.] • r IN WITNESS WHEREOF, the partie er to have execut-d this a reement in multiples in Fort Worth, Tarrant County, Texas, this day of 2006. ATTEST: CITY OF FORT WORTH rv-\\ By: Joe a Assi tan Cit3j anager APPROVED AS TO FORM AND LEGALITY: Contract Authorization Date By: 17A 4 11 16,4/1111Z I A/?,/]. ssistant City tto ey C � Contract AuthorizatioA SAFE CITY COMMISSION, .I _�_ffi INC., a Texas non-profit Date organization By: r. Joel Glenn, President of the Board Page 1 of 1 City of Fort Worth, Texas Mayor and Council Communication COUNCIL ACTION: Approved on 10/24/2006 DATE: Tuesday, October 24, 2006 LOG NAME: 35CRIMESTOPPERS REFERENCE NO.: **C-21788 SUBJECT: Authorize the Execution of a Contract with the Safe City Commission, Inc., to Operate a Crime Stoppers Call Center RECOMMENDATION: It is recommended that the City Council authorize the City Manager to execute a contract for $75,000 with the Safe City Commission, Inc., during FY2006-2007 to operate a Crime Stoppers Call Center. DISCUSSION: The Fort Worth Police Department has been an active partner in the Safe City Commission Crime Stoppers Program. Presently, there is no effective system to provide useful, accurate information for the Crime Stoppers Program. In an effort to improve efficiency of the dissemination of the tip information to all 37 municipalities and all 18 school districts in Tarrant County, Safe City Commission, Inc., proposed the creation of a local, in-house tip call center. The call center will be staffed by paid off-duty public safety dispatchers operates between the hours of 8:00 a.m. and 12:00 a.m., seven days a week, 365 days a year. A voicemail system receives after-hour calls, which will be checked the following morning at 8:00 a.m. The FY 2007 budget includes $75,000 in the Crime Control and Prevention District Fund for the Crime Stoppers Call Center. This Mayor and Council Communication authorizes the execution of a contract for $75,000 with the Safe City Commission, Inc., in order to operate a Crime Stoppers Call Center during FY2006-2007. FISCAL INFORMATIONICERTIFICATION: The Finance Director certifies that funds are available in the current operating budget, as appropriated, of the Crime Control and Prevention District Fund. TO Fund/Account/Centers FROM Fund/Account/Centers GR79 531200 0359102 $75,000.00 Submitted for City Manager's Office by Joe Paniagua (6575) Originating Department Head: Ralph Mendoza (4210) Additional Information Contact: Kara Shuror (4221) http://www.cfwnet.org/council_packet/Reports/mc_print.asp 11/20/2006