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HomeMy WebLinkAboutContract 37917AGREEMENT FOR SERVICES Y SECRETARYA �oNTRACT NO, 3�19 THIS AGREEMENT ("Agreement") is made and entered into by and between THE CITY OF FORT WORTH, a home rule municipal corporation of the State of Texas (hereinafter referred to as "City"), acting by and through Karen L. Montgomery, its duly authorized Assistant City Manager, and SAFEHAVEN OF TARRANT COUNTY, a nonprofit Texas organization (hereinafter referred to as "Contractor"), acting by and through Mary Lee Hafley, its duly authorized President/CEO. RECITALS WHEREAS, Contractor provides secure transitional accommodations for victims of intrafamilial violence; and WHEREAS, City and Contractor desire to enter into a contract to have such services provided which benefit for the Fort Worth community. NOW, THEREFORE, in consideration of the mutual covenants herein expressed, the parties agree as follows: AGREEMENT 1. SCOPE OF SERVICES. Contractor covenants and agrees to fully perform, or cause to be performed, with good faith and due diligence, all objectives described in Exhibit "A," attached and incorporated herein for all purposes incident to this Agreement ("Services"). 2. COMPENSATION. In consideration of the Services to be performed hereunder by Contractor, City promises and agrees to pay Contractor in one installment the sum of Ninety Thousand Dollars ($90,000) ("Funds"). The funds shall be expended to perform the Services. 3. REPORTING OF EXPENDITURES. a. Contractor shall deliver to City a quarterly statement of its receipts and expenditures ("Quarterly Award Report") of Funds detailing how the Funds were expended to accomplish performance of the Services. The quarterly statement shall be in the same format as the attached Exhibit "B," which is incorporated herein for all purposes, and each such Quarterly Award Report shall be attached hereto, incorporated herein and made a part of this Agreement for all purposes. b. Each Quarterly Award Report must be prepared and signed by a representative of the Contractor that has received the Training for City of Fort Worth Fund Recipients: Reporting Requirements and Financial Tools Required to Complete the Reports ("Fiscal Training") no later than December 31, 2008, or by a Certified Public Accountant. If the Contractor deviates from this reporting requirement, the Contractor will be considered in non-compliance with this Agreement. c. Each Quarterly Award Report must be submitted to the City on a quarterly basis at the end of each three-month period not later than the 15th day of the first month after the end of each quarter. Therefore, each respective Quarterly Award Report must be submitted not later than January 15, 2009, April 15, 2009, July 15, 2009 and October 15, 2009. d. Any non-compliance by Contractor under Section 3 of this Agreement may jeopardize the Contractor's ability to receive future funding from the City. 4. REPORTING OF SERVICES. Not later than the 15th day of the first month after the end of each three-month quarter during the term hereof, Contractor shall submit a report of Services ("Quarterly Services Report") to the City. Therefore, each respective Quarterly Services Report must be submitted not later than January 15, 2009, April 15, 2009, July 15, 2009 and October 15, 2009. Contractor shall be subject to a review by the City of its services and activities in performance of this Agreement. The Quarterly Services Report shall be in the same format as the attached Exhibit "C," which is incorporated herein for all purposes, and each such Quarterly Services Report shall be attached hereto, incorporated herein, and made a part of this Agreement for all purposes. 5. TERM AND TERMINATION. This Agreement shall begin on October 1, 2008 and shall end on September 29, 2009. a. Either party may cancel this Agreement upon thirty (30) days notice in writing to the other party of such intent to terminate. b. The City may terminate this Agreement immediately for any violation by Contractor of Section 3, "Reporting of Expenditures" or Section 4, "Reporting of Services," above. c. In the event no funds or insufficient funds are appropriated by the City in any fiscal period for any payments hereunder, City will notify the Contractor 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 shall have been appropriated. d. In the event of any termination under this Section 5, Contractor shall reimburse to City .all Funds it has received, but not otherwise committed or encumbered by contract, under this Agreement. 6. TRAINING. The Chief Executive Officer, Executive Officer, or Chief Financial Officer of Contractor shall receive Fiscal Training no later than December 311 2008. Evidence of receipt of such training shall be submitted to the City. Contractor shall be responsible for training its representatives at its own cost and expense. 7. RIGHT TO MONITOR SERVICES.. Contractor covenants and agrees to fully cooperate with City in monitoring the effectiveness of the Services to be performed under this Agreement, and City shall have access at all reasonable hours to offices and records of Contractor for the purpose of such monitoring. 8. INDEPENDENT CONTRACTOR. Contractor shall operate hereunder as an independent contractor and not as an officer, agent, servant, or employee of City. Contractor shall have exclusive control of and the exclusive right to control the details of the Services performed hereunder, and all persons performing same, and shall be solely responsible for the acts and omissions of its officers, agents, servants, employees, subcontractors and program participants. The doctrine of respondeat superior shall not apply as between the City and Contractor, its officers, agents, servants, employees, subcontractors, or program participants, and nothing herein shall be construed as creating a partnership or joint enterprise between City and Contractor. It is expressly understood and agreed that no officer, agent, employee, or subcontractor of Contractor is in the paid service of City. CFW /Safe Haven of Tarrant County, Inc. Services Agreement FY 2008-2009 Page 2 of 10 9. LIABILITY AND INDEMNIFICATION, CITY SHALL IN NO WAY OR UNDER ANY CIRCUMSTANCES BE RESPONSIBLE FOR ANY PROPERTY BELONGING TO CONTRACTOR, ITS OFFICERS, AGENTS, EMPLOYEES, SUBCONTRACTORS OR PROGRAM PARTICIPANTS, WHICH MAY BE LOST, STOLEN, DESTROYED, OR IN ANY WAY DAMAGED. CONTRACTOR HEREBY AGREES TO INDEMNIFY AND HOLD HARMLESS THE CITY, ITS OFFICERS, AGENTS, AND EMPLOYEES FROM AND AGAINST ANY AND ALL CLAIMS OR SUITS CONCERNING SUCH PROPERTY. CONTRACTOR 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 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 CONTRACTOR 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 AGREEMENT AND/OR THE OPERATIONS, ACTIVITIES AND SERVICES DESCRIBED HEREIN, WHETHER OR NOT CAUSED IN WHOLE OR IN PART, BY ALLEGED NEGLIGENCE OF OFFICERS, AGENTS, SERVANTS, EMPLOYEES, CONTRACTORS OR SUBCONTRACTORS OF CITY. CONTRACTOR 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 CONTRACTOR, ITS OFFICERS, MEMBERS, AGENTS, EMPLOYEES, SUBCONTRACTORS, INVITEES, LICENSEES, OR PROGRAM PARTICIPANTS, WHET HER OR NO I %.AUSCD, III WHOLC VK II&IN I AR 1, BY ALLCGEU NtGLiU NCt OF OFFICERS, AGENTS, SERVANTS, EMPLOYEES, CONTRACTORS OR SUBCONTRACTORS OF CITY. CONTRACTOR 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. Contractor 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. 10. MISAPPRORIATION OF FUNDS. In the event it is determined that Contractor has misused, misapplied or misappropriated all or any part of the funds provided hereunder, Contractor agrees to indemnify, hold harmless and defend the City of Fort Worth, its officers, agents, servants, and employees, from and against any and all claims or suits resulting from such misuse, misapplication or misappropriation. 11. CHARITABLE IMMUNITY. If Contractor, as a charitable or nonprofit organization, has or claims an immunity or exemption (statutory or otherwise) from and against liability for damage or injury, including death, to persons. or property, Contractor hereby expressly waives its rights to plead defensively such immunity or exemption as against the City. CFW /Safe Haven of Tarrant County, Inc. Services Agreement FY 2008-2009 Page 3 of 10 Contractor shall not assign or subcontract all or any part of its rights, privileges or duties under this Agreement without the prior written consent of City, and any attempted assignment or subcontract of same without such prior written approval shall be void and constitute a breach of this agreement. 13. COMPLIANCE WITH LAWS, ORDINANCES, RULES AND REGULATIONS. Contractor, its officers, agents, employees and subcontractors, shall abide by and comply with all laws, federal, state and local, including all ordinances, rules and regulations of City. It is agreed and understood that, if City calls to the attention of Contractor any such violation on the part of Contractor or any of its officers, agents, employees or subcontractors, then Contractor shall immediately desist from and correct such violation. 14. NON-DISCRIMATION COVENANT. Contractor, in the execution, performance or attempted performance of this contract and Agreement, will not discriminate against any person or persons because of disability, age, familial status, sex, race, religion, color or national origin, nor will Contractor permit its officers, agents, employees, or subcontractors to engage in such discrimination. This Agreement is made and entered into with reference specifically to Chapter 17, Article III, Division 3, of the City Code of the City of Fort Worth ("Discrimination in Employment Practices"), and Contractor hereby covenants and agrees that Contractor, its agents, employees and subcontractors have fully complied with all provisions of same and that no employee or employee -applicant has been discriminated against by either Contractor, its agents, employees or subcontractors. 15. INSURANCE. Contractor shall procure and shall maintain during the term of this Agreement the following insurance coverage: i. Commerciai 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. 2. 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. Contractor's insurers) 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. 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. Contractor further agrees that it shall comply with the Worker's Compensation Act of Texas and shall provide sufficient compensation insurance to protect Contractor and City from and against any and all Worker's Compensation claims arising from the work and services provided under this Agreement. 16. RIGHT TO AUDIT RECORDS. Contractor 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, whether in hard copy or electronic format, any directly pertinent books, documents, papers and records of the Contractor involving transactions relating to this Agreement. Contractor agrees that the City shall have access during normal working hours to all necessary Contractor facilities and shall be provided adequate and appropriate workspace in CFW /Safe Haven of Tarrant County, Inc. Services Agreement FY 2008-2009 Page 4 of 10 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 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, whether in hard copy or electronic format, 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. This Section 16 shall survive the expiration of the term of this Agreement. 17. GOVERNING LAW AND VENUE. This Agreement shall be governed by and construed under the laws of the state of Texas. Should any action, whether real or asserted, at law or in equity, arise out of the execution, performance, attempted performance of this Agreement, venue for said action shall lie in Tarrant County, Texas, 18. NOTICES. Notices to be provided hereunder shall be sufficient if forwarded to the other party by hand - delivery or via U.S. Postal Service certified mail, postage prepaid, to the address of the other party shown below: Bridgette Garrett Sunset Review Director City of Fort Worth 1000 Throckmorton St. Fort Worth, Texas 76102 (817) 392-8518 19. NO WAIVER. Mary Lee Hafley President/CEO SafeHaven of Tarrant County 6815 Manhattan Blvd., Suite 105 Fort Worth, Texas 76120 (817) 535-6462 ext. 107 The failure of City or Contractor 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 or Contractor's right to assert or rely upon any such term or right on any future occasion. 20. DISCLOSURE OF CONFLICTS AND CONFIDENTIAL INFORMATION. Contractor hereby warrants to the City that Contractor has made full disclosure in writing of any existing or potential conflicts of interest related to Contractor's services under this Agreement. In the event that any conflicts of interest arise after the Effective Date of this Agreement, Contractor hereby agrees immediately to make full disclosure to the 'City in writing. Contractor, for itself and its officers, agents and employees, further agrees that it shall treat all information provided to it by the City as confidential and shall not disclose any such information to a third party without the prior written approval of the City. Contractor 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. Contractor shall notify the City immediately if the security or integrity of any City information has been compromised or is believed to have been compromised. 21. 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. CFW /Safe Haven of Tarrant County, Inc. Services Agreement FY 2008-2009 Page 5 of 10 22. FORCE MAJEURE, The City and Contractor 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 (force majeure), 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. Headings and titles used in this Agreement are for reference purposes only and shall not be deemed a part of this Agreement. 24. ENTIRETY OF AGREEMENT. This written instrument constitutes the entire agreement by the parties hereto 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. [SIGNATURES APPEAR ON FOLLOWING PAGE.) CFW /Safe Haven of Tarrant CounTy, Inc. Services Agreement FY 2008-2009 Page 6 of 10 IN WITNESS WHEREOF, the parties hereto have executed this agreement in multiples in Fort Worth, Tarrant County, Texas, to be effective October 1, 2008. ATTEST: City Secretary )ate: �� p APPROVED AS TO FORM AND LEGALITY: ATTEST: STATE OF TEXAS § COUNTY OF TARRANT § CITY OF FORT WORTH Karen L. Montgomery Assistant City Manager / Date: CONTRACT AUTHORIZATION: M&C: i "a �5 (j Wc� Date Approved:©� SAFEHAVEN OF TARRANT COUNTY, INC. By: Mary Lee'H Presidenvu BEFORE ME, the undersigned authority, a Notary Public in and for the State of Texas, on this day personally appeared Mary Lee Hafley, known to me to be the person whose name is subscribed to the foregoing instrument and acknowledged to me that the same was the act of the SafeHaven of Tarrant County, and that he/she executed the same as the act of said SafeHaven of Tarrant County, for the purpose and consideration therein expressed and in the capacity therein stated. GIVEN UNDER STATE OF TEXA """"" COUNTY OF TARRANT 2�9day of D , A. D. 2008, MARILYN J. MEADOR Notary Public, State of Texas My Commission Expires teptember 23, 2010„ Notary Public in and(f�rthe State of Texas BEFORE ME, the undersigned authority, a Notary Public in and for the State of Texas, on this day personally appeared Karen L. Montgomery, known to me to be the person whose name is subscribed to the foregoing instrument and acknowledged to me that the same was the act of the City of Fort Worth for the purpose and consideration therein expressed and in the ..c Iapacity therein stated. GIVEN UND -- E this _day of OVP,Nter , A.D. 2008. *�� \ lam) f STATE OF TEXAS Notary Public My Comm. Exp.11l211200" Not ublic,�n and for the State of Texas CFW /Safe Haven of Tarrant County, Inc. Services Agreement FY 2008-2009 Page 7 of 10 EXHIBIT "A" SERVICES PROGRAM SERVICE ACTIVITIES • Provide shelter and support services to women and children • Provide a 24-hour crisis intervention hotline • Coordinate volunteer efforts to provide support and resources to victims of family violence CFW /Safe Haven of Tarrant County, Inc. Services Agreement FY 2008-2009 Page 8 of 10 GOALS 1,450 women and children 20,000 calls 1,000 hours 00 O O O O O o O O 0 O O o 00 O O O O O O o 0 O O O N 6 6 O 0 0 0 6 0 0 0 0 O O N N U m - L � > N O <D ti 00 O 0 0 0 0 0 0 0 0 O O Q O O O O O O O O O O O O O X cc O 0 0 0 0 0 0 Cl 0 O O W F� O = F' H O t(Uoots O ~ wo O C0 O M O O O LL y x FU E W14,00 d W ? w d N F� U) O O O O O O O FuggsO OFOR O 0 of M O d d Y N 3 O W U o -s) II 0 00 c 0 = m E Q f— M Q < O O O yy.e p i::% O O O -° Q � O O O m OO c M J Q Lou FussCW✓ Um m ofunmoor a a >Cp o m w Lf)00 a' O 00 O 0 N F... O% C1 O O O m Z M us'W a H w r- CDE m N 0°� U low Z W E m a) M J Q o 0 N m 0 U o go Z o Q N m Z io Eventy LL n O O total = O O H go O so E LL 3 LL Z loss O L) c i' m mNo c 0 H C U IS cc °N w c w `�- W o o0)w w v o _U ;? lot E cn ui > a F- ao'of Q zn Z n MO w 'oQ r wr uw0 ama)ai o oULF X zwQ a LL LL _ w O w O m w must!J JO sIoP O dQ d QU)4O Eggs �W swung Wool, O Zm Z I- U 01 F- 1- w I- F- _ U) EXHIBIT "C" QUARTERLY SERVICES REPORT —FISCAL YEAR 2007/08 Quarterly Report —Fiscal Year 2008/2009 Program Service Activities Provide shelter and support services to women and children ANNUAL GOAL: 1,450 women and children Quarterly Total: Provide a 24-hour crisis intervention hotline ANNUAL GOAL: 20,000 calls Quarter Total: Coordinate volunteer efforts to provide support and resources to victims of family violence ANNUAL GOAL: 1,000 hours Quarter Total: CFW /Safe Haven of Tarrant County, Inc. Services Agreement FY 2008-2009 Page 10 of 10 Page 1 of City of Fort Worth, Texas Mayor and Council Communication DATE: Tuesday, September 30, 2008 LOG NAME: 02SAFE HAVEN REFERENCE NO.: **C-23082 SUBJECT: Authorize the Execution of a Contract in an Amount Not to Exceed $90,000.00 with Safe Haven of Tarrant County for Assistance in Funding a Shelter and Social Service Program for Abused Persons �_��_ v,, ��.,. � M�,,�_.w.. _. ti,.._ �.�-- RECOMMENDATION: It is recommended that the City Council authorize the execution of a contract, in an amount not to exceed $90,000.00 with Safe Haven of Tarrant County for assistance in funding a shelter and social service program for abused persons. DISCUSSION: During the Fiscal Year 2008-2009 budget process, the City Council approved financial support in the amount of $90,000.00 for Safe Haven of Tarrant County to continue providing emergency temporary shelter and supportive services for battered or abused women and their children, The shelter is open 24 hours a day and provides emergency transportation, legal advice, and childcare services for abuse victims. It is recommended that a contract be executed between the City of Fort Worth and Safe Haven of Tarrant County for the period beginning October 1, 2008, and ending September 30, 2009, to provide the services outlined above. FISCAL INFORMATION/CERTIFICATION: The Financial Management Services Director certifies that funds have been included in the Fiscal Year 2008-2009 General Fund budget for this expenditure. TO Fund/Account/Centers Submitted for City Manager's Office_y_ Originating Department Head: Additional Information Contact: FROM Fund/Account/Centers GG01 539120 0906200 $90,000.00 ...:M� _, _� .�h �� � _. _w x ...:.f ,� aN, Karen Montgomery (6222) Bridgette Garrett (8518) Bridgette Garrett (8518) http: //apps. cfwnet. org/council_packet/Reports/mc_print. asp 11/3/2008