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HomeMy WebLinkAboutContract 36661 CITY SECRETARY CONTRACT NO. STATE OF TEXAS § § KNOW ALL BY THESE PRESENTS COUNTIES OF TARRANT § DENTON AND WISE § CONTRACT FOR PROFESSIONAL SERVICES FOR GRAPHIC DESIGN SERVICES RELATED TO STORM WATER MANAGEMENT OUTREACH This Contract is made by the City of Fort Worth,Texas,a municipal corporation situated in Tarrant, Denton and Wise Counties, Texas, hereinafter called "City," and Verve Communications Group, LLC, hereinafter called "Contractor," both parties acting herein by and through their duly authorized representatives: 1. Scope of Services. The specifics of such services are for the production of graphic design services related to storm water management outreach to include but not limited to watershed study direct mail pieces, display kiosk, annual report card,water bill inserts, and translation services; all services to include copying and editing.The scope and schedule for the work to be performed by Contractor is shown on Exhibit A attached to this Contract and fully incorporated hereto. 2. Term. The term of this Contract shall commence upon the date of full execution by the City and Contractor, and shall expire one(1) calendar year from the execution date,unless terminated earlier as provided herein. 3. Compensation. a. The amount to be paid to Contractor for all services performed hereunder shall not exceed$24,800. The Contractor's fee shall include all expenses incurred by Contractor on an hourly and expense basis as set out in the fee schedule attached as Exhibit B. Verve Communication Contract CRU2.04.080 1 02-20-08 A l 0: 02 IN � '`,J`✓;LIM, UK. b. It is understood that this Contract contemplates the provision of full and complete services for this project, including any and all necessary changes or contingencies to complete the work as outlined in the Scope of Services, for the fee described in this Section 3.a. Any service deemed necessary by the Contractor, but beyond the stated Scope of Services must be expressly authorized in writing by the City PRIOR to implementation of that service. c. Contractor shall be issued payment by the City according to the invoice(s)properly submitted pursuant to Section 1. 4. Data. The City has a right to and shall be the sole proprietor of any and all data compiled,analyses performed and presentations and reports drafted by the Contractor in the fulfillment of the terms of this Contract for Professional Services. 5. Termination. a. City may terminate this Contract at any time for any cause by notice in writing to Contractor. Upon the receipt of such notice, Contractor shall immediately discontinue all services and work and the placing of all orders or the entering into contracts for all supplies, assistance, facilities and materials in connection with the performance of this Contract and shall proceed to cancel promptly all existing contracts insofar as they are chargeable to this Contract. If the City terminates this Contract under this Section 5.a.,the City shall pay Contractor for services actually performed in accordance herewith prior to such termination, less such payments as have been previously made, in accordance with a final statement submitted by Contractor documenting the performance of such work. b. In the event no funds or insufficient funds are appropriated and budgeted by City in any fiscal period for any payments due hereunder,City will notify Contractor of such occurrence and this Verve Communication Contract CM-02.04.08A 2 Contract shall terminate on the last day of the fiscal period for which appropriations were received without penalty or expense to City of any kind whatsoever,except as to the portions of the payments herein agreed upon for which funds shall have been appropriated and budgeted. City has informed Contractor that,concurrently with approval of this Contract,City will appropriate and budget 100% of the funds specified in this Contract,so that all funds will be appropriated and budgeted prior to the commencement date of this Contract. c. Upon termination of this Contract for any reason,Contractor shall provide the City with copies of all completed or partially completed documents prepared under this Contract. 7. Indemnification. Contractor shall release, defend, indemnify and hold harmless City and its officers, agents and employees from and against all damages, injuries (including death), claims, property damages (including loss of use), losses, demands, suits, judgments and costs, including reasonable attorney's fees and expenses, in any way arising out of, related to, or resulting from the performance of the work or caused by the negligent act or omission of Contractor, its officers, agents, employees, or subcontractors. 8. Independent Contractor. Contractor shall perform all work and services hereunder as independent contractors and not as an officer,agent or employee of the City. Contractor shall have exclusive 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 its officers,agents,employees and subcontractors. Nothing herein shall be construed as creating a partnership or joint venture between the City and the Contractor, its officers, agents, employees and subcontractors; and the doctrine of respondeat superior shall have no application as between the City and the Contractor. Verve Communication Contract CRioz.oa.osvl 3 9. Disclosure of Conflicts. Contractor warrants to the City of Fort Worth that it has made full disclosure in writing of any existing or potential conflicts of interest related to the services to be performed hereunder. Contractor further warrants that it will make prompt disclosure in writing of any conflicts of interest that develop subsequent to the signing of this Contract. 10. Right to Audit. Contractor agrees that the City shall,until the expiration of three(3)years after final payment under this Contract,have access to and the right to examine any pertinent books,documents,papers and records of the Contractor involving transactions relating to this Contract. Contractor agrees that the City shall have access during normal working hours to all necessary facilities and shall be provided adequate and appropriate workspace in order to conduct audits in compliance with the provisions of this section. The City shall give Contractor reasonable advance notice of intended audits. Contractor further agrees to include in all 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. Verve Communication Contract CRL02.04.08vl 4 11. Prohibition of Assignment. No party hereto shall assign, sublet or transfer its interest herein without the prior written consent of the other party, and any attempted assignment, sublease or transfer of all or any part hereof without such prior written consent shall be void. 12. Choice of Law; Venue. This Contract shall be construed in accordance with the internal law of the State of Texas. Should any action, whether real or asserted, at law or in equity, arise out of the terms of this Contract;venue for any action arising under the terms and conditions of this agreement shall lie in the state courts located in Tarrant County,Texas or the United States District Court for the Northern District of Texas, Fort Worth Division. 13. Severability of Provisions. If any of the Provisions contained in this Contract shall be held,for any reason,to be invalid, illegal, or unenforceable in any respect, such invalidity, illegality, or unenforceability, shall be construed as if such invalid,illegal,or unenforceable provision had never been contained herein. 14. Sole Agreement. This Contract constitutes the sole and only agreement of the parties hereto and supersedes any prior understanding or written or oral agreements between the parties respecting the subject matter. 15. M/WBE Intentionally Omitted 16. Notices. All notices required or permitted under this Contract may be given to a party personally or Verve Communication Contract CRIA2.04.08v1 5 by mail, addressed to such party at the address stated below or to such other address as one party may from time to time notify the other in writing. Any notice so given shall be deemed received when deposited in the United States mail so addressed with postage prepaid: CITY: DEPARTMENT OF TRANSPORTATION AND PUBLIC WORKS CITY OF FORT WORTH 1000 THROCKMORTON STREET FORT WORTH,TEXAS 76102 CONTRACTOR: VERVE COMMUNICATIONS GROUP,LLC 325 N. ST. PAUL STREET SurrE 2360 DALLAS,TExAs 75201 17. Parties Bound . This Contract shall be binding upon the successors and assigns of both parries in like manner as upon the original parties. EXECUTED on this,the day of Fe-0, 12008. CITY OF FORT WORTH VERV COMMUNICATIONS GRO P LLC Fernando Costa ,Acting Assistant Terry D. Loft' (, President/ O City Manager APP VED S TO FORM AND LEGALITY: Chrlsta R. Lopez, Assistant Vty Attorney Witness Attest: fN-\ (kj Marty Hendrix, ity Secretary 5�NOM&C&C REQUIRED Verve Communication Contract CRL02.04.08v1 6 FORTWORTH TRANSPORTATION AND PUBLIC WORKS STORM WATER MANAGEMENT Scope of Services and Schedule Exhibit A Annual Report February 15 City delivers text and instructions to Verve Communications February 29 Verve presents first proof for City review March 5 Revisions to proof due to Verve March 12 Verve presents revisions and final proof March 14 Verve presents final version Quarterly Newsletter Spring Issue March 3 City delivers text and instructions to Verve March 17 Verve presents first proof for City review March 19 Revisions to proof due to Verve March 21 Verve presents revisions and final proof March 26 Verve presents final version Summer Issue June 2 City delivers text and instructions to Verve June 16 Verve presents first proof for City review June 19 Revisions to proof due to Verve June 26 Verve presents revisions and final proof June 30 Verve presents final version Fall Issue September 2 City delivers text and instructions to Verve September 16 Verve presents first proof for City review September 19 Revisions to proof due to Verve September 26 Verve presents revisions and final proof September 30 Verve presents final version Winter Issue December 1 City delivers text and instructions to Verve December 15 Verve presents first proof for City review December 18 Revisions to proof due to Verve December 29 Verve presents revisions and final proof December 31 Verve presents final version Rate Schedule August 11 City delivers text with new rates and instructions to Verve August 25 Verve presents first proof for City review August 28 Revisions to proof due to Verve September 4 Verve presents revisions and final proof September 8 Verve presents final version Postcard/W aterbill Insert June 9 City delivers text and instructions to Verve June 23 Verve presents first proof for City review June 26 Revision to proof due to Verve July 1 Verve presents revisions and final proof July 7 Verve presents final version Watershed Reports As watershed studies are completed and information submitted from consultants,these reports will be produced. The following schedule will apply for production of each report: Design and layout 2 weeks Proof review 3 days Proof revisions 1 week Final version 4 days Schedule may change due to approval process on part of City of Fort Worth or other extenuating circumstances. FORTWORTH TRANSPORTATION AND PUBLIC WORKS STORM WATER MANAGEMENT Fee Schedule Exhibit B Annual Report $8,650 Quarterly Newsletter Spring Issue $1,800 Summer Issue $1,800 Fall Issue $1,800 Winter Issue $1,800 Rate Schedule $800 Postcard/Waterbill Insert $1,100 Watershed Reports $1,400 each Up to 5 reports All campaign materials must be in English and Spanish with the exception of the quarterly newsletters. Compensation includes design concepts, layout, translation and copy editing and will not include any print services, postage or insertion fees. Vendor will provide up to four proofs for each campaign piece as well as camera ready art in the appropriate format to selected printers.