HomeMy WebLinkAboutContract 53001 .r
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AGREEMENT BETWEEN THE CITY OF FORT WORTH AND
ADAPT 1 RE:ADAPT PRESERVATION AND CONSERVATION, LLC FOR
CONSERVATION SERVICES
This Agreement is entered into this a� of _, 2019 (..Effective Date") by and
between The Citv of Fort Worth, a home-rule municipal corporation of the State of Texas ("City"), acting
by and through Dana Bur11hdoff, its dulV authorized Interim Assistant City Manager, and Adapt
Re:Adapt Preservation and Conservation, LLC, single member LLC, (the "Conservator") acting by and
through Sherry Nicole DeFreece Emery, its Manager, and located at 3130 W. w-ilson Ave., Unit 2,
Chicago, Illinois. 60625. Cite has designated the Arts Council of Fort \korth and Tarrant County. Inc., to
manage this Agreement on its behalf. The Contract Manager shall act through its designated Public Art
collection manager("Contract Manager").
WHEREAS, pursuant to Chapter 2, Sections 2-56 through 2-61 of the Fort Worth Code of
Ordinances. the Fort Worth Public Art Program's goals are to create an enhanced visual environment for
Fort \Vorth residents, to commemorate the City's rich cultural and ethnic diversity, to integrate the design
work of artists into the development of the City's capital infrastructure improvements, and to promote
tourism and economic vitality in the City through the artistic design of public spaces:
WHEREAS, the Cite has provided funding; for the maintenance and conservation of arhvorks
included in the Public Art Collection ("Collection"),
WHEREAS, the Contract Manager conducted a request for qualification seeking individuals or
organizations to provide professional maintenance, conservation. and consultation services to assist in
maintaining the value, integrity, and authenticity of the Fort Worth Public Art Collection:
WHEREAS, the Conservator was selected to provide non-exclusive professional maintenance,
conservation and consultation services:
WHEREAS, Conservator is an established full-service conservation firm specializing in historic
and contemporary public art maintenance and conservation:
WHEREAS, City and Conservator desire wish to set out the terms and conditions under which
said Work shall be provided:
NO"', THEREFORE. in consideration of the mutual covenants herein expressed, the parties
agree as follows:
ARTICLE I
SERVICES
l.1. Scope of Sery ices
a. Conservator shall fully provide, or cause to be provided, with good faith and due diligence,
general maintenance, conservation, and consultation services for the Collecti
with the terms of this Agreement ("Sery ices"). The Services shall be based o 1QUICAAk RECORD
CITY SECRETARY
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[ACCUI on Cnp� lu l i N WORTH,
Worth Public Art wort: plan, as approved annually by the Fort Worth City Council as part of the
City's agreement vN ith the Contract Manager for administration of the public vrt program, and on
an as-needed basis at the direction of the Contract Manager. All Services shall be carried out in
accordance with fully executed addenda that set forth the specific Services to be provided,
prescribed timelines, and any additional terms and conditions set forth in such addenda related to
the Services.
b. Conservator shall furnish a schedule to the Contract Manager prior to the execution of addenda.
Conservator shall proceed wit11 work in accordance with such Schedule. Schedule changes may
be accomplished by written agreement bemeen Conservator and City.
C. Conservator shall provide all supplies, materials, and equipm nt necessary to provide deliverables
required unless otherwise negotiated in advance. Conservat shall be responsible for obtaining
and paying for all necessary permits and any required traffic Irriers appropriate for the execution
of Services.
d. Existim, conditions hidden or concealed and not available for reasonable visual observation
discovered during the performance of the Services will be reported promptly to the Contract
Manager prior to commencing any further Services. The Contract Mana,,er, in its discretion,
approve or disapprove of recommended changes in scope.
e. Conservator, individually and through his subcontractors, shall take all necessary precautions to
protect and preserve the Collection. If Cite determines, in its sole discretion, that Conservator or
the Conservator's subcontractors have damaged the Collection. then City shall inform
Conservator, in writing, of the dama-e. Conservator, at his/her oxen expense. shall have thirty
(30) days from receipt of City's written notice to repair the damage to the Collection to the
satisfaction of Cite. If Conservator fails to repair the damages to the satisfaction of City within
thirty (30) days after receipt of the notice, or within the deadline otherwise agreed to by the
parties, then Cite shall have the right to deduct the cost of repairs from any remaining, or future
payment due to Conservator under this Agreement, which shall be in addition to any and all other
rights and remedies available to Cit1 at law or in equity.
F. Conservator shall, upon written request by the City, pro ide a x�ritten report detailing the
execution of the work, including pre-existing conditiio s, repairs and treatments, and
recommendations for future maintenance. Images of all stages shall be submitted bN digital
transfer or disk in concurrence xv ith the deliver\, of the vyritt n report. Conservator shall comply
%vith any request made bx City pursuant to this Article 1.3 within thirty (30) calendar days after
receipt of the written request.
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1.2. City Assistance.
Upon request by Conservator, City shall promptly furnish all site and armork information, including
fabrication and installation details, finishes and coatings_ and artist recommendations as required by
Conservator to the extent that such materials are available. Contract Manager shall notity Cite
Departments and staff of pending work prior to services and secure access for
Conservator.
ARTICLE
COMPENSATION
2.1. Compensation.
a. In consideration of the Services to be performed hereunder b% Conservator, City promises and
agrees to pm Conservator an annual amount up to TWENTY FIVE HOUSAND DOLLARS
(S25,000.00) ("Compensation") in accordance with the terms of this Agreement. Payment
hereunder shall constitute full Compensation for any and all costs associated with this Agreement,
including, but not limited to, all Services performed and materials furnished by Conservator
under this Agreement. The parties ackno%yledge that the Compensation is not a fixed fee but shall
be made on an invoice basis for Services rendered in accordance with this Agreement: therefore,
the City is not obligated to disburse the full amount of Compensation under this Agreement
unless such payment complies with the terms herein. City and Conservator may amend this
Agreement to allow for additional payment if additional services are required.
b. Services outlined in this Agreement are based on hourly rates in accordance with Conservator's
staff rate schedule, attached hereto as Exhibit "A", plus reasonable expenses. approved in
advance by the City, and supported with receipt of documentation at invoicing, with total fee
including, but not limited to, all reimbursable expenses.
C. Cite shall authorize all travel and associated expenses in advance of work. Conservator shall
ensure that Al travel on behalf of City is necessai'N and allowable under the terms of the
agreement Applicable travel and per diem rates will he based upon the rates set by the U. S.
General Services Administration (GSA) per Fiscal Year and location of services.
d. PaNment from City to Conservator shall be made on an invoice basis for Services rendered
Following receipt bN City from Conservator of a signed invoice. The invoice shall be submitted
to City no later than the 15"' day follokving, the end of the month. If the City requires additional
reasonable documentation, it shall request the same promptly after receiving the above-described
information, and the Conservator shall provide such additional reasonable documentation to the
extent the same is available.
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2.2. Sales Taxes.
The City is a tax-exempt organization. and no state or local sales taxei or federal excise taxes shall be due
or collected. The City shall provide the Conservator a "Texas Certificate of Exemption" in substantially
the same form as that attached and incorporated herein as Exhi it "B" for b� Conservator in the
fulfillment of this Agreement.
2.3. Conservator's Expenses.
a. Conservator shall be responsible for the payments of all ex enses that are incurred during the
performance of this Agreement, including, but not limited to, services, materials,
mailing/shipping charges and insurance on submissions to t City, cost of all travel, and costs
for the Conservator's agents, consultants, and/or employees n ccssary for the proper- performance
of the Services required under this Agreement.
b. In the event of a disputed or contested billing, only the portion being contested will be «ithheld
from payment. and the undisputed portion will be paid. City x%ill exercise reasonableness in
contestino any hill or portion thereof. No interest %ill accrue on an% contested portion of the
billin'-1 until the contest has been mutually resolved.
C. for contested billings, the City shall make payment in full to Conservator within sixty (60) days
of the date the contested matter is resolved.
d. Conservator shall make timely payments to all persons and e tities supplying labor, materials, or
equipment for the performance of this Agreement. CONSERVATOR SHALL DEFEND AND
INDEMNIFY THE CITY FROM ANY CLAIMS OR LIA OILITY ARISING OUT OF THE
CONSERVATOR'S FAILURE TO MAKE THESE PAY: ENTS.
e. Conservator shall furnish the City an affidavit, attae lied.hereto as Exhibit "C", certifying that all
(sills relating to the Services or supplies used in the performance of this Agreement have been
paid.
ARTICLE 3
TERM & TERMINATION
3.1 Term.
This Agreement shall commence upon the Effective Date and shall expire on September 30, 2020
("Initial Term"). The Cite may, at its sole discretion, opt to renew and extend this Agreement for
three additional one-%ear terms (October I through September 30 of the applicable ears) (each a
"Renewal Term-). Any Renewal Term shall be duly executed in writing by the parties.
3.2 Termination.
Either party may terminate this Agreement at any time and for any reason by providing the other
party with thirty (30) days written notice of termination. In the event this A,-,recment is
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terminated prior to expiration of the Initial Term or applicable Rene��al Term, City shall pay
Conservator only for Services actually rendered as of the effective date of termination, and
Conservator shall continue to provide the City with Services requested by the Cite and in
accordance with this A-reement up to the effective date of termination. City shall have no further
obli,ations to the Conservator upon termination of the Agreement.
ARTICLE 4
INDEPENDENT CONTRACTOR
Conservator shall perform all xNork and services hereunder as an independent contractor, and not as an
officer, agent. servant or employee of City. Conservator shall have exclnsi'e control of, and the exclusive
right to control the details of the work performed hereunder, and all persons performing same, and shall
be solely responsible for the acts and omissions of his/her officers, agents, employees, and subcontractors.
Nothing herein shall be construed as creating a partnership or joint venture bemeen City and Conservator,
his/her officers. agents, employees and subcontractors, and doctrine of respondeat superior has no
application as between City and Conservator.
ARTICLE 5
SUBCONTRACTING
Conservator may Subcontact portions of the services to be provided hereunder at Conservator's expense.
provided that said subcontracting shall not adversely affect the quality of the Work and shall be carried
out under the personal supervision of Conservator. Anv subcontract entered into under this Agreement
shall be expressly subject to the applicable terms of this Agreement, including, but not limited to. all
indemnification and release provisions. Conservator shall provide information regarding all
Subcontactors, including its fabricator, along with a copy of the subcontract between Conservator and
each subcontractor to the Contact Manager.
ARTICLE 6
INSURANCE AND INDEMNITY
6.1. General.
Conservator shall carry inSU once as set out in Exhibit "D.'* vOich is attached hereto and
incorporated herein for all purposes. Evidence of required insurance shall be submitted to the
Contract Manager prior to installation of the Work on Cite property. However, if any part of the
fabrication process will be conducted on Cite property, then Conservator shall submit evidence of
required insurance to the Contract Manager prior to performance of that �wrk. Evidence of
subsequent rene��als of said insurance is required until City has taken possession of the Work.
Except as provided in Section 2.8 hereof, the risk of damage to or loss of the Work shall. durinU
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fabrication and installation but prior to Final Acceptance. hall be solely that of Conservator.
This risk shall transfer to City and shall no longer be the responsibility of ConserVator upon Final
Acceptance.
6.2. Performance Bonds.
Conservator shall not be required by City to post any performance bonds or similar undertakings.
6.3. Generallnderlinity.
a. CONSERVATOR COVENANTS AND AGREES TO ANI) DOES HEREBY INDEMNIFY,
HOLD HARMLESS, AND DEFEND, AT ITS OWN I�rXPENSE, CITY FROM AND
AGAINST ANY AND ALL CLAIMS, LAWSUITS, JUDGMENTS, ACTIONS, CAUSES
OF ACTION, LIENS, LOSSES, EXPENSES, COSTS, FEES (INCLUDING, BUT NOT
LIMITED TO, ATTORNEV'S FEES AND COSTS Of DEFENSE), PROCEEDINGS,
DEMANDS, DAMAGES, LIABILITIES, AND/OR SUIT OF ANY KIND OR NATURE,
INCLUDING, BUT NOT LIMITED TO, THOSE FOR PROPERTY LOSS (INCLUDING,
BUT NOT LIMITED TO, WORKERS' COMPENSATION ACT LIABILITY, LOST
PROFITS, AND PROPERTY DAMAGE) AND/OR PERSONAL INJURY (INCLUDING,
BUT NOT LIMITED TO, DEATH) TO ANY AND ALL PERSONS, OR OTHER HARM
FOR WHICH RECOVERY OF DAMAGES IS SOUGHT, OF WHATSOEVER KIND OR
CHARACTER, WHETHER REAL OR ASSERTED, ARISING OUT OF OR RESULTING
FROM ANY ACTS, ERRORS, OR OMISSIONS OF CONSERVATOR AND/OR
CONSERVATOR'S SUBCONSERVATOR AND CONTRACTORS AND THEIR
RESPECTIVE OFFICERS, AGENTS, EMPLOYEE , DIRECTORS, MEMBERS,
PARTNERS, AND REPRESENTATIVES IN CONNECT ON WITH THE EXECUTION,
PERFORMANCE, ATTEMPTED PERFORMANCE, OR 'ONPERFORMANCE OF THIS
AGREEMENT.
b. Conservator agrees to and shall release City from any and all liability for itljury, death, damage,
or loss to persons or property sustained or caused by Conserva or in connection yvith or incidental
to performance under this Agreement.
C. Conservator shall require all of its subcontractors to include �n their subcontracts a release and
indemnity in favor of City in substantially the same form as ab ve.
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ARTICLE 7
PROFESSIONAL STANDARDS AND WARRANTIES
7.1 Professional Standards and Warranties
a. Conservator represents and warrants that it and its subcontractors, it any, shall perform all
Services in compliance with the American Institute for Conservation (AIC) Code of Ethics and
Guidelines for Practice. Conservator represents and warrants that the execution of the Services
will be performed in a workman-like manner, and any work performed as part of the Services will
be free from defects in materials and workmanship.
b. Conservator acknowledges and agrees that any and all information (in whatever form) relating to
the business of the City and acquired by the Conservator under or in connection with this
Agreement, or otherwise, is and shall remain, to the extent permitted by law, confidential
information of the City. Consultant agrees to maintain in confidence and to refrain, director or
indirectly_ from copy ing. using. transferring, disclosing, or exploiting in any manner any of such
confidential information during the Initial Term and ant Renewal Terms of this Agreement and
following termination thereof, for anv reason.
C. Conservator, for itself and any person or entity acting on behalf of Conservator, further agrees
that it shall treat all information prodded to it by the Cite as confidential and shall not disclose
any such information to any third party without the prior written approval of the City.
ARTICLE 8
:MISCELLANEOUS
8.1 Assl�_,nment.
Conservator shall not assiun or subcontract all or am part of its rights. privileUes or duties rnlder
this Agreement without the prior written consent of City, and any attempted assignment of
subcontract of same without such prior written approval shall be void and constitute a breach of
this agreement.
8.2 Compliance.
Conservator shall comply with all Federal, State and City statutes, ordinances and regulations
applicable to the performance of Conservator's services under this Agreement.
8.3 Entire Agreement.
This writing- embodies the entire agreement and understandim, between the Parties hereto. and
there are no other a-reements and understandings, oral or written, with reference to the subject
matter hereof that are not merged herein and superseded hereby.
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8.4 Amendments.
No alteration, chan,e, modification or amendment of the terms of this Agreement shall be valid
or effective unless made in m-itin« and signed b� both parties hereto and approved by appropriate
action of City.
8.5. Waiver.
No «ak er of performance by either party shall be construedi as or operate as a waiver of anv
subsequent default of any terms, covenants, and conditions of this Agreement The payment or
acceptance of fees for any period after a default shall not b� deemed a waiver of any right or
acceptance of defective performance.
8.6. Governing Law and Venue.
If anv action, whether real or asserted, at law or in equity, arises on the basis of any provision of
this Agreement, venue for such action shall lie in state courts located in Tarrant County, Texas or
the United States District Court for the Northern District of Texas — Fort Worth Division. This
Agreement shall be construed in accordance v%ith the Taws of the State of Texas.
8.7 Successors and Assigns.
Neither party hereto shall assign, sublet or transfer its interest herein without prior written consent
of the other party, and any attempted assignment, sublease or transfer of all or any part hereof
"ithout such prior Written consent shall he void. This Agreement shall be binding upon and shall
inm'e to the benefit of City and Conservator and its respective RICcessors and permitted assigns.
8.8. No Third-Party Beneficiaries.
The provisions and conditions of this A"reement are so ek for the benefit of City and
Conservator, and am lave ful successor or assign, and are mot intended to create am rights,
contractual or otherwise, to any other person or entity.
8.9. Severabilitti.
If am provision of this Agreement shall be held to be invnlid, ille'al or unenforceable, the
validity. legality and enforceability of the remaining provisio s shall not in any vvay be affected
or impaired.
8.10. Contract Construction.
The Parties acknowledge that each party and, if it so choos s. its counsel have reviewed and
revised this Agreement and that the normal rule of constIll, o to the effect that am amhi"uities
are to he resolved against the drafting party must not be em Moved in the interpretation of this
A-reement or any amendments or exhibits hereto.
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8.1 1. Fiscal Funding Out.
If, for ally reason, at any time during, the Initial Term or any Renewal Terms of this Agreement,
the Fort Worth City Council fails to appropriate funds sufficient for City to fulfill its obligations
under this Areement. City may terminate this Agreement to be effective on the later of(i) thirt"
(30) days following delivery by City to Conservator of written notice of City's intention to
terminate or (ii) the last date for which funding has been appropriated by the Fort Worth City
Council for the purposes set forth in this Agreement.
8.1"_'. Captions.
Captions and headings used in this Agreement are for reference purposes only and shall not be
deemed a part of this Agreement.
8.13. Conservator's Address.
Conservator shall notifv the Contract Marnacrer of changes in address.
8.14. Surviving Covenants.
The covenants and obligations set forth in this Agreement shall not survive the death or legal
incapacity of Conservator.
8.15. Right to Audit.
Conservator agrees that City will have the right to audit the financial and business records of
Conservator that relate to the Services at any time during the Initial Term or am Rene\yal Term
of this Agreement and for three (3) years thereafter in order to determine compliance with this
Agreement Throughout the Initial Term or any Renewal Term of this Agreement and for three
(3) years thereafter. Conservator shall make all Records available to City on 200 Texas Street.
Fort Worth. Texas or at another location in Citv acceptable to both parties following reasonable
advance notice by City and shall other�tiise cooperate tltlly With City during, any audit.
Conservator shall require all of its subcontractors to include in their subcontracts a ril-Iht to audit
in favor of City in substantially the same form as above.
8.16. Certified NIBS WBE.
It applicable, Conservator is encouraged to make its best effort to become a certified Minorit'
Business Enterprise (tiIBE) or Woman Business Enterprise (WBE) firm -��ith a certifying, agency
vhose certification is accepted by the City under the Citv's Business Diversity Enterprise
Ordinance.
8.17. Counterparts and Electronic SlgnatUreS.
This Agreement may be eXecuted in several counterparts, each of which %yi11 be deemed an
original. but all of vwhich together vsill constitute one and the same instrument A signature
1_,FCC tncnt to i Profissionat Sen ice it It Ad,ipt lie Adapt Picsm it acid Consen tuon_LLC of 10
received via facsimile or electronically via email shall be as legally binding for all purposes as an
original signature.
8.18. Time Extensions.
The Parties ma% a-ree, in writin«, to extend or modify am, of the time deadlines set forth in this
Agreement.
8.19. Israel.
If Conservator is a company with ten (10) or more full-time mployees and if this Agreement is
for $100,000 or more. Conservator acknowledges that in accordance with Chapter 2270 of the
Texas GoA'ernment Code, the City is prohibited from entering Into a contract Vbith a company for
goods or services unless the contract contains a v�ritten %eritigation fi-om the company that it: (l)
does not boycott Israel; and (2) will not boycott Israel during the Initial Term or any Renewal
Term of the Agreement The terms "hoycott Israel" and "company" shall have the meanings
ascribed to those terms in Section 808.001 of the Texas Government Code. It applicable under
this Agreement and Conservator is considered a "compa v," by signing this Agreement,
Conservator certifies that Con.cer-vatnr'.c signa m-e provides Wi-ittert verification to the City that
Conservator: (1) does not boycott Israel; and(2) will not bojvott Israel din-ing the Initial Tenn
or'any Reitewal Ter-its of the Agl'eemertt.
ARTICLE 9
NOTICES
All notices, requests, demands. and other communications which are required or permitted to begiven
under this Agreement shall be in mriting and shall be deemed to have been duly 11ive11 upon the deliver%
or receipt thereof, as the case may be. if delivered personally or sent h registered or certified mail, return
receipt requested, postaoe prepaid, as follows:
l. CITY OF FORT WORTH: Dana Burghdolf, Interim Assistant City [Manager
Cit% klanauer's Ottiee
City of Fort Worth
200 Texas Street, Third Floor
Fort Worth, Texas 76102
Copies to: Sara Fullen"ider.City Attornoy
Office of the City Attorney
Cit% of Fort Worth
200 Texas Street, Third Floor
Fort Worth. Texas 76102
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j1artha Peters. Director of Public Art
Arts Council of Fort Worth& Tarrant Count.
1300 Gend% Street
Fort Worth,Texas 76107
2, CONSERVATOR Sherry Nicole DeFreece Emery. AIA, AIC Professional
Associate
d/b/a Adapt I re:Adapt Preservation and Conservation. LLC
3130 W. Wilson Avenue, Unit 2
Chicago. Illinois 606'"5
IN WITNESS HEREOF, the Parties hereto have executed this Agreement to be effective as of the
Effective Date.
CITY OF FORT NVORTH CONS RVATOR
b\: M49
Dana Burt off ju Slterr� Ni le DeFreece Enfery
Interi Asset t City Manager Manage
Date: �019([ Date: /0�2�1Ze
CONTRACT COMPLIANCE MANAGER
By signing, 1 ackno\\ledge that 1 am the person responsible
for the onitoring and administration of this contract, including
prineall performance and reporting requirements.
JenCon Public.art Collection .14anager
Artncil of Fort Forth & Tarrant Countti
APPRO ED AS TO FORM
AND L ALITY:
/---, /-� /-\ n /
Jessica Sa Ysva g
Sr. Assistant City Attorney
ATT _ D,B
j;
NI fy J. K se
City Secretar\
Contract Authorization:
Form 1295: N/A
MRC N/A
OFFICIAL RECORD
CITY SECRETARY
FT. WORTHP TX
Agreement for Prof—swnal[emee,with adapt j re adapt Preser.auun and Cunsena:fon,LLC l I of 16
ExeeunonCop� 10 17 19
a
Martha Peters, Director of Public Art
Arts Council of Fort Worth& Tarrant County
1300 Gendy Street
Fort Worth,Texas 76107
2. CONSERVATOR Sherry Nicole DeFreece Emery,AIA, AIC Professional
Associate
d/b/a Adapt I re:Adapt Preservation and Conservation, LLC
3130 W. Wilson Avenue, Unit 2
Chicago, Illinois 60625
IN WITNESS HEREOF, the Parties hereto have executed this Agreement to be ective as of the
Effective Date.
CITY OF FORT WORTH CONSERVAT
by:
Dana Burghdoff She icole DeFreece Emery
Interim Assistant City Manager Man e1
Date: D e:
CONTRACT COMPLIANCE MANAGER
By signing, I acknowledge that I am the person res nsible
for the monitoring and administration of this cont ct, including
ensuring all performance and reporting require ents.
Jennifer Conn, Public Art Collection Ma ger
Arts Council of Fort Worth& Tarrant unty
APPROVED AS TO FORM
AND LEGALITY:
Jessica Sangsvang
Sr. Assistant City Attorney
ATTESTED BY:
Mary J. Kayser
City Secretary
Contract Authorization:
Form 1295: N/A
M&C N/A
Agreement for Professional Services with Adapt re Adapt Preservation and Conservation,LLC. I I of 16
Execution CoPy 10/17/19
Exhibit A
Conservator's Rate Sheet
Hite Shea t
On-Site Conservation Services
• conditions assessments
• site visits in preparation of treatment proposals or cost estimates
• third-party reviews of trealtment
• conservation treatment
• on site materials testing
On-Site Conservation Treatment Services Rate:
• Senior Conservator:$125.00/hr
• Conservation Technician:$90/hr
Off-Site Conservation and Administrative Services
• research
• report writing
• treatment proposal writint
• third-party report review
• administration
• off-site materials testing
• cost estimate preparation
Off-Site Conservation ondAdministrative Services Rate:
• Senior Conservator:SI15.00/hr
• Conservation Technician:$80/hr
Travel and Per Diem
• Current GSA Rates for mileage,per diem and lodging;variable by year
These rates are valid for one year from contract award Rates do not include direct costs for
materials access or equipment rental such as lifts.scaffolding power,etc When necessary
additional consultants or subcontractors may be required and are not included in these rates.
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Exhibit B
Sales Tax Exemption
Texas Sales and Use Tax Exemption Certification
This certificate does not require a number to be valid
Nar:x of purchase.Rrm or agency
City of Fort Worth,Texas _
Address(Street&number.P 0.Sox or Route number) Phone(Area code snd numbed
200 Texas Street 817392-8360
City slate ZIP rude _
Fort Worth,Texas 76102
1_the purchaser named above,claim an exemption from payment of sales and use taxes(for the purchase of taxable
items described below or on the attached order or invoice) from:
Seller: All Vendors
Street address: City.State,ZIP code.
Description of items to be purchased or on the attached order or invoice:
All items. Purchaser acknowfedges that this Certificate cannot be used for the purchase,lease or rental of a motor
vehicle.
Purchaser claims this exemption for the following reason:
Municipality,Govemmental Entity
I understand that I will be liable for payment of all state and local sales or use taxes which may become due for failure to comply with
the provisions of the Tax Code andlor all applicable law.
I understand that itisacriminal offense togive anexempb'on certiTcate tothesefferfortaxable items thatiknow,at the time otpurchase,
will be usedin a manner otherthan thatexpressed in this certificate,anddepending on the amount oftax evaded,the offense may range
from a Class C misdemeanor to a felony of the second degree.
-- Pur„hax� Tpe Da:e
here Finance Director/CFO SjuJV01i Rye
NOTE This certificate cannot be issued for the purchase,lease,or rental of a motor vehicle.
THIS CERTIFICATE DOES NOT REQUIRE A NUMBER TO BE VALID.
Sales and Use Tax"Exemption Numbers`or'Tax Exempt"Numbers do not exist
This certificate should be furnished to the supplier.
Do apj send the completed certificate to the Comptroller of Public Accounts.
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Exhibit C
Affidavit of Bills Paid
AFFIDAVIT OF BILLS PAID
Date:
Aftiant (Conservatov):
Purchaser(City of Fort Worth):
Property (Artwork Site):
Aftiant on oath swears that the following statement is true:
Aftiant has paid each of Affiant's contractors, laborers. and materialm n in Full for all labor and materials
provided to Aftiant for the construction of any and all improvements ,,)n the property. Affiant is not
indebted to any person, firm, or corporation by reason of any such con traction. There are no claims
pending for personal injury and/or property damages.
Aftiant(as listed in contract):
SUBSCRIBED AND Sw"ORN TO before me. the undersigned authori on this the
da\ of 20
Notary Public. State of Texas
Print Name
Commission Expires
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Exhibit D
Insurance Requirements
PUBLIC ART- INSURANCE REQUIREMENTS
The Conservator shall sleet all the follov�ing insurance requirements for this Project. If Conservator
subcontracts fabrication, transportation, and/or installation of the Work, then Conservator shall also
require his/her subcontractor(s)to abide by all of the following insurance requirements.
Commercial General Liability(CGL)
$1,000,000 Each occurrence
$2,000,000 Aggregate limit
Coverage shall include, but not be limited to, the following: premises, operations, independent
contractors, products/completed operations, personal injury, and contractual liability. Insurance shall be
provided Oil all a occurrence basis, and be as comprehensive as the current Insurance Services Office (ISO)
policy. The policy shall name Cite as an additional insured.
BaiIce's/Property(if applicable)
The inland marine policy shall provide per occurrence coverage at replacement cost value based on the
latest appraised value of the Artwork, V hich is entrusted to the Conservator and is considered to be in the
Conservators care. custody, and control and shall include property "in transit."
Automobile Liability
51,000,000 Each accident
or
S250,000 Bodily ll jury per person
$�00,000 Bodily Injury per occurrence
$100,000 Property Dania-e
A commercial hUSilleS5 policy shall provide coverage on "Any Auto." defined as autos ov%ned, hired and
non-o\yned.
For the Conservator and/or the Conservator's Subcontractors «ho have enlplo%ees: Workers'
Compensation
Statutory limits
Employer's liability
S 100,000 Each accident occurrence
S 100,000 Disease - per each employee
S500.000 Bodily Injury/Disease - policy unlit
Workers' Compensation coverage shall provide limits consistent with statutory benefits outlined in the
Texas vporkers' Compensation Act(Art. 8308— 1.01 et seq. Tex. Rev. Civ. Stat ).
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GENERAL POLICY REQUIREMENTS
The certificate of insurance shall include an endorsement naming the Cite of Fort Worth, its" Officers.
Employees and Volunteers as an"Additional Insured" on all liabilityy olicies. Exception... the additional
insured requirement does not apply to Workers' Compensation or Automobile policies.
Conservator is responsible for providing the Cit,, a thirtx day (30) n?tice of cancellation or non-renewal
Of any insurance policy and may not change the terms and conditions of any policy that ould limit the
scope or coverage. or otherw disallow coverage alter or disallo coverage as requiredI w
herein.
The workers' compensation policy shall include a Waiver of Subroga ion (Right of Recovery) in favor of
the City of Fort Worth. The insurers for all policies must be licensed pproved to do hLISinesS in the State
of Texas. The insurers for all policies must be licensed/approved t do business in the State of Texas.
The insurers for all policies must be licensed�approved to do busines in the State of Texas. All insurers
must have a minimum ratine of A- V11 in the current A. M. Best K y 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.
If insurance policies are not written for specified coverage limits an Umbrella or Excess Liability
insurance for any differences is required, Excess Liability shall follow form of the primary coverage.
Unless otherwise stated, all required insurance shall he written on an.`occurrence basis."
The deductible or self-insured retention (SIR) affecting required insur nce cw era,�e shall be acceptable to
and approved in writing by the Risk Manager of City of Fort Worth in regards to asset value and
stockholders' equity. In lieu of traditional insurance. alternative coy rake maintained throulh insurance
pools or risk retention groups. must also approved by Citv's Risk Mar alter.
Cit}. at its sine discretion, reserves the right to review the insurance rt ClUirements and to make reasonable
adjustments to insurance coverages and their limits when deemed n cessary and prudent by City based
Upon changes in statutory law, court decision or the claims histo of the industry as well as of the
contracting party to City of Fort Worth. Cite shall he required to provide prior notice of ninety days.
Citv shall be entitled, upon request and without expense, to receive copies of policies and endorsements
thereto and may make any reasonable requests for deletion or revision or modifications of particular
policy terms, conditions, limitations, or exclusions except where poli v provisions are established by laws
or re,ulations binding upon either of party or the underwriter on any such policies.
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