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HomeMy WebLinkAboutContract 52587 y� CITY SECRETARY CONTRACT rdo. 91,5 3-7 PROFESSIONAL SERVICES AGREEMENT HHM and Associates,Inc. 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 Jesus J. Chapa its duly authorized Assistant City Manager, and HHM and Associates, Inc. ("Consultant"or"HHM"),a Texas Corporation,and acting by and through Emily Payne,its duly authorized President,each individually referred to as a"party"and collectively 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. Consultant shall provide completion of Phase 1 of an update to the Fort Worth Historic Resources Survey.Exhibit"A,"Scope of Services,more specifically describes the services to be provided hereunder. 2. TERM. This Agreement shall begin on August 1, 2019 ("Effective Date") and shall expire on September 30,2019("Expiration Date"),unless terminated earlier in accordance with this Agreement("Initial Term"). 3. COMPENSATION. City shall pay Consultant in accordance with the fee schedule of Consultant 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 by City shall not exceed the amount of Twenty Thousand Dollars and No Cents ($20,000.00). Consultant 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 Consultant not specified by this Agreement unless City first approves such expenses in writing. 4. TERMINATION. 4.1. Written Notice. City may terminate this Agreement at any time and for any reason by providing Consultant with 30 days'written notice of termination.Consultant may terminate this Agreement at any time and for any reason by providing City 60 days' written notice of termination. OFFICIAL RECORD HHM and Associates,Inc. CITY SECRETARY Professional Services Agreement F }pf "� T 1J11 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 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 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 Consultant for services actually rendered up to the effective date of termination and Consultant 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 any reason, Consultant shall provide 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 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. Consultant hereby warrants to 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 City in writing. 5.2 Confidential Information. Consultant, 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. 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 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 City in identifying what information has been accessed by unauthorized means and shall fully cooperate with City to protect such City Information from further unauthorized disclosure. 6. RIGHT TO AUDIT. Consultant 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 Consultant involving transactions relating to this Agreement at no additional cost to City. Consultant agrees that 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.City shall give Consultant reasonable advance notice of intended audits. This section shall survive the expiration or termination of this Agreement. HHM and Associates,Inc. Professional Services Agreement Page 2 of 16 7. INDEPENDENT CONTRACTOR. It is expressly understood and agreed that Consultant shall operate as an independent contractor 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, 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, consultants and subcontractor.Consultant acknowledges that the doctrine of respondeat superior shall not apply as between City, its officers,agents,servants and employees,and Consultant, its officers, agents,employees, servants, Consultants 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 City shall in no way be considered a Co-employer or a Joint employer of Consultant or any officers, agents, servants,employees or subcontractor of Consultant. Neither Consultant,nor any officers,agents, servants, employees or subcontractor of Consultant shall be entitled to any employment benefits from 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 subcontractor. 8. LIABILITY AND INDEMNIFICATION. 8.1 LIABILITY- CONSULTANT SHALL BE LIABLE AND RESPONSIBLE FOR ANY AND ALL PROPERTY LOSS, PROPERTY DAMAGE AND/OR PERSONAL INJURY, INCL UDING 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. 8.2 GENERAL INDEMNIFICATION - CONSULTANT 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 PROPERTY DAMAGE OR LOSS(INCL UDINGALLEGED DAMAGE OR LOSS TO CONSULTANT'S BUSINESS AND ANY RESULTING LOST PROFITS)AND/OR PERSONAL INJURY,INCL UDINGDEATH, TO ANY AND ALL PERSONS, ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, TO THE EXTENT CA USED B Y THE NEGLIGENT ACTS OR OMISSIONS OR MALFEASANCE OF CONSULTANT,ITS OFFICERS,AGENTS,SERVANTS OR EMPLOYEES. 8.3 INTELLECTUAL PROPERTY INDEMNIFICATION—Consultant 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 the 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 Consultant bears the cost and expense of payment for claims or actions against City pursuant to this section, 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 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 City for infringement arising under this Agreement, City shall have the sole right to conduct the defense of any such claim or action and all HHM and Associates,Inc. Professional Services Agreement Page 3 of 16 negotiations for its settlement or compromise and to settle or compromise any such claim; however, Consultant shall fully participate and cooperate with 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, City's assumption of payment of costs or expenses shall not eliminate Consultant's duty to indemnify City under this Agreement.If the software and/or documentation 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 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 Consultant terminate this Agreement, and refund all amounts paid to Consultant by City, subsequent to which termination City may seek any and all remedies available to City under law. Section 8 shall survive the expiration or termination of this Agreement. 9. ASSIGNMENT AND SUBCONTRACTING. 9.1 Assignment. Consultant shall not assign or subcontract any of its duties, obligations or rights under this Agreement without the prior written consent of City. If City grants consent to an assignment, the assignee shall execute a written agreement with City and Consultant under which the assignee agrees to be bound by the duties and obligations of Consultant under this Agreement. Consultant and Assignee shall be jointly liable for all obligations of Consultant under this Agreement prior to the effective date of the assignment. 9.2 Subcontract. If City grants consent to a subcontract,sub Consultant shall execute a written agreement with Consultant referencing this Agreement under which sub Consultant shall agree to be bound by the duties and obligations of Consultant under this Agreement as such duties and obligations may apply. Consultant shall provide City with a fully executed copy of any such subcontract. 10. INSURANCE. Consultant shall provide City with certificate(s)of insurance documenting policies of the following 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 HHM and Associates,Inc. Professional Services Agreement Page 4 of 16 Coverage shall be on any vehicle used by Consultant, 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 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 City 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 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. HHM and Associates,Inc. Professional Services Agreement Page 5 of 16 (e) Any failure on the part of City to request required insurance documentation shall not constitute a waiver of the insurance requi-ement. (f) Certificates of Insurance evidencing that Consultant has obtained all required insurance shall be delivered to the City prior to Consultant proceeding with any work pursuant to this Agreement. 11. COMPLIANCE WITH LAWS,ORDINANCES,RULES AND REGULATIONS. Consultant 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 laws, ordinances,rules and regulations.If 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 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 party by United States Mail,registered,return receipt requested,addressed as follows: To CITY: To CONSULTANT: City of Fort Worth HHM and Associates,Inc. Attn: Jesus J. Chapa,Assistant City Manager Emily Payne,President 200 Texas Street 3500Jefferson Street, Suite 330 Fort Worth,TX 76102-6314 Austin Texas 78731 Facsimile: (817) 392-8654 Facsimile: 512-478-8884 With copy to Fort Worth City Attorney's Office at same address 14. SOLICITATION OF EMPLOYEES. Neither 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 HHM and Associates,Inc. Professional Services Agreement Page 6 of 16 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.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. 16. NO WAIVER. The failure of 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 City's or Consultant'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 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, 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. HHM and Associates,Inc. Professional Services Agreement Page 7 of 16 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. This Agreement, including Exhibits A,B and C,contains the entire understanding and agreement between 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. 25. WARRANTY OF SERVICES. Consultant warrants that its services will be of a high 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 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 City to Consultant for the nonconforming services. 26. IMMIGRATION NATIONALITY ACT. City actively supports the Immigration & Nationality Act (INA) which includes provisions addressing employment eligibility,employment verification,and nondiscrimination.Contractor shall verify the identity and employment eligibility of all employees who perform work under this Agreement. Contractor 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. Contractor 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.Contractor shall provide City with a certification letter that it has complied with the verification requirements required by this Agreement.Contractor 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 Contractor. 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 HHM and Associates,Inc. Professional Services Agreement Page 8 of 16 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, Consultant 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. 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 Consultant 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 Consultant 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 Consultant 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 may adversely impact future invoice payments. 30. PROHIBITION ON CONTRACTING WITH COMPANIES THAT BOYCOTT ISRAEL If Consultant has fewer than 10 employees or this Agreement is for less than $100,000.00, this section does not apply. 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. 31. CONFIDENTIAL INFORMATION Consultant acknowledges that City is a governmental entity and is subject to the Texas Public Information Act("Act"). By executing this agreement, Consultant acknowledges that this agreement will be publicly available on the City's website,and Consultant is therefore waiving any claim of confidentiality, whether based in statute or the common law, to any and all materials contained as part of this agreement including all documents and information referenced herein or attached hereto. (signature page follows) HHM and Associates,Inc. Professional Services Agreement Page 9 of 16 IN WITNESS WHEREOF, the parties hereto have executed this Agreement in multiples this day of July, 2019. ACCEPTED AND AGREED: CITY OF FORT WORTH: 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 By. reporting requirements. Name: Jesus J. pa • Title: Assistan ity Manager 7 Date: ��7 -�.c By: _ Name: Mu ray G.Miller APP4'17ame7 REC MENDED: Title: Historic Preservation Officer APPROVED AS TO FORM AND LEGALI Y: By: n od ector,Plann g and Development By: ame: Ty .Wallach ATTEST: Title: ssistant City Attorney CONTRACT AUTHORIZATION: M&C: N/A By. ame: Mary Kay er t Title: City Secretary CONSULTANT: HHM and Associates,Inc. ATTEST: By: Emily Payn By: �� President Name: David W. Moore,Jr.- Title: 07/??j201q Date: 07/22/2019 CIppiriAl D HHM and Associates,Inc. CITY S%#qj pv Professional Services Agreement o FT. WORTH,TX EXHIBIT A SCOPE OF SERVICES Introduction HHM&Associates,Inc.(HHM)is an Austin-based consulting firm devoted exclusively to documentation and management of historic resources since our founding in 1983.Based upon the Information provided in the above-referenced Request for Qualifications(RFQ)and addendum,the HHM team understands that the City's goal is to begin the process of developing a citywide narrative historic context,in support of a multi-year,multi-phase project to document and evaluate historic resources across Fort Worth.The historic context prepared under Phase I will have a cltywide geographic breadth but will focus on the time period from 1900 to 1945—corresponding to the period of significance for designated local historic districts experiencing significant change,like the Morningside Historic District and the Terrell Heights Historic District.The overall aim of the project will be to help provide efficiency and consistency for the City of Fort Worth's Historic Preservation Office in the day-to-day work of designating,regulating,and managing the City's historic resources,as well as providing incentives and education that encourage preservation.The process for achieving that overall goal will be to focus first on developing a narrative historic context that creates a framework for evaluating resources'historical and architectural significance,and then to update the City's historic resources survey using state-of-the-art data management tools to map and analyze the survey data. Technical Approach To meet the City's aggressive timeline and budget constraints,the HHM team will rely upon technology to streamline our work— for this phase and all subsequent phases of the project.The HHM team embraces technology to maximize efficiency for project management,communications,research,report production,and survey data management.For project management,HHM uses Intervals online software to track tasks and milestones.Intervals can be used to produce a variety of graphic project- management reports,such as Gantt Charts,to depict timelines for concurrent tasks and projects.Our communication technologies allow us to share materials to ensure that our work projects meet clients'expectations while minimizing travel, production,and shipping expenses.To share documents for review and comment,HHM will use Egnyte,our secure cloud-based file-sharing system.Egnyte provides easy web-based access for a large number of users,and it also ensures version control and redundant backups of all files.For research,electronic copies of all research materials will be organized and shared on Egnyte. City of Fort Worth staff will also be able to upload electronic copies of previous surveys and other research materials to Egnyte. These research materials in our database and on Egnyte then will be Incorporated into richly Illustrated reports.Photos and maps from research efforts will be embedded into the report to illustrate trends and draw direct,material links to resources on the ground.To create our reports,HHM uses PC computers and major software applications Including Microsoft Office 365,Adobe Creative Suite,and ESRI ArcGIS software.Reports are produced with Microsoft Word,and HHM uses Adobe applications to generate all graphic materials for its reports. HHM and Associates,Inc. Professional Services Agreement—Exhibit A Page I I of 16 Timeline The timeilne set forth below provides deadlines for Phase 1 tasks only.For a detailed listing of tasks,seethe Work Plan that follows.The assumed notice-to-proceed(NTP)date is Thursday,August 1,2019.Given the aggressive timeline for the project, completing the full scope of work will not be feasible If the NTP date is later than August 1,2019. 'nett Project Initiation 8 Friday,August 09,2019 Research Design and Fieldwork Methodology for All Phases 22 Friday,August 23,2019 Draft Phase I Historic Context 36 Friday,September 06,2019 Comment matrix om City 43 Friday,September 13,2019 Final Phase I Historic Context 50 Friday,September 20,2019 Contract Expiration 60 Monday,September 30,2019 *Assumed Notice to Proceed(NTP)date: Thursday,August 01,2019 Work Plan The tasks,deliverables,and assumptions associated with completing the proposec project are detailed below.The Work Plan for Phase I will be finalized In cooperation with the City during the Project Initiation task within Phase I.The Work Plan for subsequent phases Is preliminary,based on the City's statement that the total project will extend over approximately 10 years, with context development for threatened existing local historic districts and landmarks taking priority.The Work Plan for subsequent phases will be clarified based on communication with the City during Phase I,to be incorporated in the Research Design and Fieldwork Methodology. Tasks • Phase I:Historic Context,1900-1945 o Task 1-1.Project Initiation • Internal HHM team kickoff meeting • Conference call with City staff ■ Review previous documentation to be provided electronically by the City,including: • Full text of all historic context statements from the 1�181-1988 Tarrant County Historic Resources Survey(partially received with this RFC) • Full text of all historic context statements from the 20D7 Lopez-Garda reconnaissance survey report • Full text of all application flies for currently designate+!local historic districts(listed online at http://fortworthtexas.gov/planninganddevelopmenti historic-preservation/) • Preparation of a final version of this scope of work,as necessary,to be submitted to the City via email Task 1-2.Research Design&Fieldwork Methodology for All Phases • Research Design • Outline of historic context for all phases • Research questions for historic context for all phases • Research matrix with resources and repositories likely to answer research questions • Fieldwork Methodology • Technical requirements for encoding and analysis of previous surveydata • Sample fieldwork form(s)showing fields of data to be recorded in all subsequent phases • Estimates of the maximum number of resources to be surveyed in each subsequent phase • Maps showing proposed survey areas for each subsequent phase ■ Preliminary bibliography o Task 1-3.Phase I Research(concurrent with Task 1-2) • Analysis of preview documentation received from the City under Task 1-1 • Review of National Register nominations for resources in Fort Worth and the surrounding area dating from 1900-1945,gathered from the Texas Historical Commission • Review of relevant previous historic contexts in HHM's archives,including those for: HHM and Associates,Inc. Professional Services Agreement—Exhibit B Page 12 of 16 • The City of Arlington • The Meridian Highway • The Bankhead Highway • Analysis of historic maps of Fort Worth from 1900-1945 available online and/or from libraries and archives In Austin ■ Note that no primary-source historical research will be feasible given the timellne and budget for Phase I Task 1-4.Draft Phase 1 Historic Context,1900-1945(concurrent with Tasks 1-2 and 1-3) • Development of a citywide historic context for the time period from 1900-1945,following the outline in the Research Design prepared under Task 1-2 • Delivery of a bla nk comment matrix,to be used by the City for commenting on the draft c Task 1-5.Final Phase I Historic Context,1900-1945 • Revision of the citywide historic context prepared under Task I-4 to address comments received from the City Deliverables Deliverables listed herein are for Phase I only.Deliverables for subsequent phases will be developed in cooperation with the City based on subsequent work authorizations.Note that grant funding for subsequent phases of work may affect the deliverables required. • Phase I:Historic Context,1900-1945 o Task I-1.Project Initiation • One(1)final version of this scope of work,as necessary,to be submitted via email in PDF format Task 1-2.Research Design&Fieldwork Methodology for All Phases • One(1)Research Design&Fieldwork Methodology via Egnyte in PDF format o Task 1-3.Phase I Research • One(1)email summarizing research,including a link to electronic copies of research materials via Egnyte k 1-Tas4.Draft Phase I Historic Context,19OD-1945 HHM and Associates,Inc. Professional Services Agreement Page 13 of 16 • One(1)Draft Phase I Historic Context,with graphics embedded,submitted via Egnyte in both PDF and Microsoft Word formats • One(1)blank comment matrix,to be completed by the City o Task 1-5.Final Phase I Historic Context,1900-1945 • One(1)Final Phase I Historic Context,with graphics embedded,submitted via Egnyte In both PDF and Microsoft Word formats Assumptions • Given the aggressive timellne for the project,completing the full scope of work will not be feasible If the notice to proceed date is later than August 1,2019. • No travel will be Included within Phase I. • No public meetings will be Included within Phase I. • To meet the tight budget and timellne for Phase I,City staff will provide electronic copies of all previous documentation requested for Task 1-1 according to the timeline herein. • No primary-source historical research will be feasible given the timeline and budget for Phase i. • The Phase I Historic Context will be limited to the time period from 1900 to 1945 and will be approximately 20-30 pages In length(Including Images). • All City comments on the Draft Phase I Context will be provided within one(1)consolidated comment matrix,submitted according to the timeline herein.HHM will not be responsible for addressing piecemeal comments or comments received after the deadline specified herein. • All deliverables will be electronic;no hard copies will be required. Notwithstanding anything to the contrary, the City will not provide HHM the multi-volume Tarrant County Historic Resources survey. HHM will need to obtain copies on its own. Furthermore,the City will not provide HHM with all application files for currently designated districts, but the City will provide the initial district designation files upon request. HHM and Associates, Inc. Professional Services Agreement Page 14 of 16 EXHIBIT B PAYMENT SCHEDULE Deliverables Payment Amount Draft Phase 1 —Historic Context $10,000.00 Final Phase 1 —Historic Context $10,000.00 TOTAL $20,000.00 City agrees to pay Vendor in the installments set forth above in Exhibit A, each installment to represent full and final, non-refundable payment for all services provided prior to the due date thereof. City will make each installment payment within thirty (30) calendar days after receipt, approval by City of the respective Work and an invoice therefor. HHM and Associates, Inc. Professional Services Agreement Page 15 of 16 EXHIBIT C VERIFICATION OF SIGNATURE AUTHORITY HHM and Associates,Inc. 3500 Jefferson Street, Suite 330 Austin,Texas 78731 Execution of this Signature Verification Form ("Form") hereby certifies that the following individuals and/or positions have the authority to legally bind Consultant and to execute any agreement,amendment or change order on behalf of Consultant. Such binding authority has been granted by proper order,resolution, ordinance or other authorization of Consultant. City is fully entitled to rely on the warranty and representation set forth in this Form in entering into any agreement or amendment with Consultant. Consultant 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 Consultant. 1. Name: Emily Payne Position: President Signature 2. Name: David W. Moore,Jr. Position: Vice President Signature 3. Name: Position: Signature Name: . 1 Signature o1dPresident 0 CEO Other Title: Date: 07/22/2019 HHM and Associates,Inc. Professional Services Agreement—Exhibit C Page 16 of 16