HomeMy WebLinkAboutContract 53993 City Secretary ContractNo. 53995
FORT WORTH,
VENDOR SERVICES AGREEMENT
This VENDOR 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 its duly authorized Assistant City Manager, and BOUTCHANTHARAJ CORPORATION
("Vendor"), d/b/a DFW SECURITY PROTECTIVE FORCE, a Texas corporation, acting by and
through Somkhit Boutchantharaj, it duly authorized President, each individually referred to as a"party"
and collectively referred to as the"parties."
WHEREAS, the United States of America, the State of Texas, Tarrant County, and the
City of Fort Worth have all declared a state of emergency due to the recent coronavirus pandemic
("COVID-19");
WHEREAS,the Center for Disease Control has issued guidance to help prevent the spread
of COVID-19, including social distancing of at least six feet;
WHEREAS, due to social distancing requirements, emergency shelters do not have the
capacity to house people who are experiencing homelessness;
WHEREAS, City is committed to protecting the health, wellbeing, and life safety of City
residents who are homeless during times of emergency, such as the COVID-19 pandemic, when
community-based emergency shelters have reached full capacity;
WHEREAS, City has opened an emergency overflow shelter at the TownePlace Suites
located at 4200 International Plaza, Fort Worth, Texas 76109;
WHEREAS, some people being housed at TownePlace Suites will be symptomatic for
COVID-19 and need to be isolated, so TownePlace Suite will act as an emergency shelter to
increase the number of shelter beds available to COVID-19 symptomatic homeless residents
during this emergency;
WHEREAS, it is understood that the City may open additional overflow shelters to
homeless residents during the COVID-19 emergency;
WHEREAS, the parties may amend this Agreement to add shelters, when necessary;
WHEREAS, the City requires security to ensure the safety of the individuals residing in
the Shelter;
OFFICIAL RECORD
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WHEREAS, costs for security at the Shelter are necessary expenditures that will be incurred due
to COVID-19,were not accounted for in the City's budget most recently approved as of March 27, 2020,
and will be incurred during the period between March 1, 2020 and December 30, 2020;and
NOW THEREFORE, the Parties for the mutual consideration included herein agree to
enter into the following Agreement.
1. Scope of Services. Vendor will provide security services at the TownePlace Suites
located at 4200 International Plaza, Fort Worth, Texas 76109 and other locations as agreed to by the
parties in subsequent amendments to this Agreement (collectively, "Shelters") to ensure the safety and
security of all people and property being housed as part of the City's emergency overflow Shelters.
Vendor's services are more specifically set forth in Exhibit"A,"which is attached hereto and incorporated
herein for all purposes ("Services"). It is understood that the Services to be provided herein are non-
exclusive andthat the City has,or will, hire other security companies to providethe same or similar services
depending on need.
2. Term. This Agreement is effective beginning on June 8, 2020("Effective Date")and win
expire/terminate immediately atthe time the applicable Shelters are closedby the City or immediately upon
written notice by the City,whichever is earlier("Expiration Date"), unless terminated earlier in accordance
with this Agreement("Term").Execution after the Effective Date w ill have no bearing on the enforceability
of this Agreement. The termination of this Agreement as to one Shelter will not affect termination as to
other shelters unless otherwise stated in writing by the parties.
3. Compensation. City will pay Vendor Twenty-One Dollars and Sixty-Two Cents ($21.62)
per hour for each hour of Service performed up to a total amount of Five Hundred Thousand Dollars and
No Cents ($500,000.00). Vendor will 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 will not be liable for any additional expenses of Vendor not specified by this Agreement
unless City first approves such expenses in writing.
3.1 Prior to submitting an invoice to the City for payment of the applicable Service,
Vendor must verify the quality of the Services performed. If the City rejects the submission, it wi➢
notify the Vendor in writing as soon as the determination is made listing the specific reasons for
rejection. The Vendor will have ten(10)days to correct any deficiencies, unless otherwise agreed
to by the Parties in writing. Payment to the Vendor will not be authorized unless the City accepts
the Service in writing. The City's acceptance will not be unreasonably withheld.
3.2 On or before each Friday at 5:00 pm during the Term of this Agreement, the
Vendor must provide the City with a signed invoice summarizing(i) the Service(s)that have been
completed and (ii) requesting payment. If the City requires additional reasonable information, it
will request the same promptly after receiving the above information, and the Vendor must provide
such additional reasonable information to the extent the same is available. Invoices must be
submitted to the City of Fort Worth, attention Andrea Wright, 1201 Houston Street, Fort Worth,
Texas 76102.
3.3 The City will make payment within thirty (30)calendar days after receipt of an
invoice from the Vendor unless there is a dispute as to the information provided in the invoice for
the Goods and Services.
4. Termination.
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4.1 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 Vendor
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.
4.2 Duties and Obligations of the Parties. In the event that this Agreement is
terminated prior to the Expiration Date, City shall pay Vendor for services actually rendered up to
the effective date of termination and Vendor 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, Vendor shall provide City with copies of all
completed or partially completed documents prepared under this Agreement. In the event Vendor
has received access to City Information or data as a requirement to perform services hereunder,
Vendor 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. Vendor hereby warrants to City that Vendor has made full
disclosure in writing of any existing or potential conflicts of interest related to Vendor's services
under this Agreement. In the event that any conflicts of interest arise after the Effective Date of this
Agreement, Vendor hereby agrees immediately to make full disclosure to City in writing.
5.2 Confidential Information.Vendor,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 Public Information Act. City is a government entity under the laws of the State of
Texas and all documents held or maintained by City are subject to disclosure under the Texas Public
Information Act. In the event there is a request for information marked Confidential or Proprietary,
City shall promptly notify Seller. It will be the responsibility of Seller to submit reasons objecting
to disclosure. A determination on whether such reasons are sufficient will not be decided by City,
but by the Office of the Attorney General of the State of Texas or by a court of competent
jurisdiction.
5.3 Unauthorized Access.Vendor 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. Vendor 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,
Vendor 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. Vendor agrees that City shall, until the expiration of 7 years after final
payment under this Agreement, or the final conclusion of any audit commenced during the said 7 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 Vendor involving transactions relating
to this Agreement at no additional cost to City. Vendor agrees that City shall have access during normal
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working hours to all necessary Vendor facilities and will be provided adequate and appropriate work space
in order to conduct audits in compliance with the provisions of this section. City will give Vendor
reasonable advance notice of intended audits. This provision will survive the expiration or termination of
this Agreement.
7. Independent Contractor.
7.1 It is expressly understood and agreed that Vendor and its employees,
representative, agents, servants, officers,contractors,subcontractors,and volunteers will operate
as independent contractors as to all rights and privileges and work performed under this Agreement,
and not as agents,representatives or employees of the City. Subject to and in accordance with the
conditions and provisions of this Agreement, Vendor will have the exclusive right to control the
details of its operations and activities and be solely responsible for the acts and omissions of its
employees, representatives, agents, servants, officers,contractors,subcontractors, and volunteers.
Vendor acknowledges that the doctrine of respondeat superior will not apply as between the City
and its officers, representatives, agents, servants,and employees, and Vendor and its employees,
representative, agents, servants, officers, contractors, subcontractors, and volunteers. Vendor
further agrees that nothing herein will be construed as the creation of a partnership or joint
enterprise between City and Vendor. It is further understood that the City will in no way be
considered a Co-employer or a Joint employer of Vendor or any employees, representative, agents,
servants, officers, contractors, subcontractors,and volunteers of Vendor.Neither Vendor, nor any
officers, agents, servants, employees or subcontractors of CSC will be entitled to any wages or
employment benefits from the City. Vendor will be responsible and liable for any and all payment
and reporting of taxes on behalf of itself, and any of employees, representative, agents, servants,
officers, contractors,subcontractors,and volunteers.
7.2 The City,through its authorized representatives and employees, will have the sole
and exclusiveright to exercise jurisdiction and controlover City employees.Vendor represents that
all of its employees and subcontractors who perform Services under this Agreement will be
properly trained, qualified, and competent to perform the Services set forth herein in accordance
with the highest industry standards. The authority City representative reserves the right to refuse
to permit any employee of Vendor from providing the Services set forth herein for any reason.
8. Liability and Indemnification.
8.1 LIABILITY- VENDOR SHALL BE LIABLEAND 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
VENDOR,ITS OFFICERS, AGENTS,SERVANTS OR EMPLOYEES.
8.2 GENERAL INDEMNIFICATION - VENDOR HEREBY COVENANTS AND
AGREES TO INDEMNIFY, HOLD HARMLESS AND DEFEND CITY, ITS OFFICERS,
AGENTS,SER VANTS AND EMPL 0 YEES, FR OMAND A GAINS T ANY AND AL L CLAIMS
OR LAWSUITS OF ANY KIND OR CHARACTER, WHETHER REAL OR ASSERTED, FOR
EITHER PR OPER T Y DAMA GE OR L OSS(INCL UDING ALLEGED DAMAGE OR L OSS TO
VENDOR'S BUSINESS AND ANY RESULTING LOST PROFITS) AND/OR PERSONAL
INJURY, INCL UDING DEATH, TO ANY AND ALL PERSONS,ARISING OUT OF OR IN
CONNECTION WITH THIS AGREEMENT, TO THE EXTENT CAUSED BY THE
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NEGLIGENT ACTS OR OMISSIONS OR MALFEASANCE OF VENDOR,ITS OFFICERS,
AGENTS,SERVANTS OR EMPLOYEES.
9. Assignment and Subcontracting.
9.1 Assignment. Vendor 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 Vendor under which
the assignee agrees to be bound by the duties and obligations of Vendor under this Agreement.
Vendor and Assignee shall be jointly liable for all obligations of Vendor under this Agreement
prior to the effective date of the assignment.
9.2 Subcontract. If City grants consent to a subcontract, sub Vendor shall execute a
written agreement with Vendor referencing this Agreement under which sub Vendor shall agree to
be bound by the duties and obligations of Vendor under this Agreement as such duties and
obligations may apply. Vendor shall provide City with a fully executed copy of any such
subcontract
10. Insurance. Vendor shall provide City with certificate(s) of insurance documenting
policies of the following types and minimum coverage limits that areto be in effect priorto 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
Coverage shall be on any vehicle used by Vendor, 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
I0.2 General Requirements
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(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.
(e) Any failure on the part of City to request required insurance
documentation shall not constitute a waiver of the insurance requirement.
(f) Certificates of Insurance evidencing that Vendor has obtained all required
insurance shall be delivered to the City prior to Vendor proceeding with any work
pursuant to this Agreement.
IL. Compliance with Laws, Ordinances,Rules and Regulations. Vendor 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
Vendor of any violation of such laws, ordinances, rules or regulations, Vendor shall immediately desist
from and correct the violation.
12. Non-Discrimination Covenant. Vendor, for itself, its personal representatives, assigns,
sub Vendors and successors in interest, as part of the consideration herein, agrees that in the performance
of Vendor'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 VENDOR, ITS
PERSONAL REPRESENTATIVES, ASSIGNS, SUBVENDORSS OR SUCCESSORS IN
INTEREST, VENDOR 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:
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To CITY: To VENDOR:
City of Fort Worth DFW Security Protective Force
Attn: Valerie Washington Assistant City Manager Attn: Somhkhit Boutchantharaj, Preseident
200 Texas Street 5705 Airport Freeway
Fort Worth, TX 76 1 02-63 1 4 Fort Worth,Texas 76109
Facsimile: (817)392-8654
With copy to Fort Worth City Attorney's Office at
same address
14. Solicitation of Employees. Neither City nor Vendor 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 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 Vendor 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
Vendor'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. Forcee Majeure. City and Vendor 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. The Parties acknowledge
that this Agreement is being entered into during a state of emergency following the COVID-19 pandemic
outbreak. The Parties agree that this provision shall not apply to the COVID-19 pandemic outbreak unless
a subsequent binding order is issued by an entity with direct jurisdiction over Vendor or City that prohibits
the continuation of the services.
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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 and B.
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 and B, contains the entire
understanding and agreement between City and Vendor, 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. Vendor 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 Vendor's
option, Vendor 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 Vendor for the nonconforming
services.
26. Immigration Nationality Act. Vendor shall verify the identity and employment eligibility
of its employees who perform work under this Agreement, including completing the Employment
Eligibility Verification Form (I-9). Upon request by City, Vendor shall provide City with copies of all I-9
forms and supporting eligibility documentation for each employee who performs work under this
Agreement. Vendor shall adhere to all Federal and State laws as well as establish appropriate procedures
and controls so that no services will be performed by any Vendor employee who is not legally eligible to
perform such services. VENDOR SHALL INDEMNIFY CITY AND HOLD CITY HARMLESS
FROM ANY PENALTIES, LIABILITIES, OR LOSSES DUE TO VIOLATIONS OF THIS
PARAGRAPH BY VENDOR, VENDOR'S EMPLOYEES, SUBCONTRACTORS, AGENTS, OR
LICENSEES. City, upon written notice to Vendor, shall have the right to immediately terminate this
Agreement for violations of this provision by Vendor.
27. 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 Vendor whose
name, title and signature is affixed on the Verification of Signature Authority Form, which is attached
hereto as Exhibit"IT'. Each party is fully entitled to rely on these warranties and representations in entering
into this Agreement or any amendment hereto.
28. Change in Company Name or Ownership. Vendor shall notify City's Purchasing
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Manager, in writing, of a company name, ownership, or address change for the purpose of maintaining
updated City records.The president of Vendor or authorized official must sign the letter. A letter indicating
changes in a company name or ownership must be accompanied w ith 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.
29. No Boycott of Israel. If Vendor has fewer than 10 employees or this Agreement is for
less than$100,000,this section does not apply. Vendor 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 IsraeP'
and "company" shall have the meanings ascribed to those terms in Section 808.001 of the Texas
Government Code. By signing this contract,Vendor certifies that Vendor's signature provides written
verification to the City that Vendor: (1)does not boycott Israel; and(2)will not boycott Israel during
the term of the contract.
30. FEMA Mandated Clauses. Vendor agrees to abide by the FEMA Mandated clauses set
forth in Exhibit C, which is attached hereto and incorporated herein for all purposes.
[SIGNATURES ON THE FOLLOWING PAGE]
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City Secretary ContractNo. F
IN WITNESS WHEREOF, the parties hereto have executed this Agreement in multiples.
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 o
GBy: '`�W this contract,including ensuring all performance an�
Name: Valerie Washington reporting requirements.
Na
Title: Assistant City Manager
Date: � 10 52020 By: Amethyst Sloane
Name: Amethyst Sloane
APPROVAL RECONI1*MNDED: Title: Performance Administrator
APPROVED AS TO FORM AND
/Lo O R T LEGALITY
Name:-Chief James Davis
Title: Fire Chief
By: /s/Tyler Wallach
ATTEST Name: Tyler F. Wallach
f:
Title: Assistant City Attorney
CONTRACT AUTHORIZATION:
By Name: Mary Kays M&C: No M&C required
Title: City Secretary
VENDOR:
BOUTCHANTHARAJ CORPORATION
D/B/A DEW SECURITY PROTECTIVE
FORCE, a Texas Corporation
By: _ //� k
Name: S khit Bout hantharaj
Title: President
Date: June 5 , 2020
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EXHIBIT A-1
SCOPE OF SERVICES
TownePlace Suites
1. Vendor will provide up to three(3) unarmed security personnel twenty-four hours per day, seven
days per week(24/7)when this Shelter is occupied during the Term of this Agreement. The City
and Vendor will coordinate on the exact number of security personnel to be provided on any
given day.
2. The Services that may be required at the Shelters include, without limitation, the following:
a. Staff and manage specific locations at the Shelters to allow passage to specifically
identified individuals and other working personnel.
b. Take prompt action against illegal entry of person(s)and contraband as specified within
the Shelters.
c. Serve as bag checkers for all baggage, equipment, boxes, and deliveries to the Shelters
during term of this Agreement.
d. Patrol and manage specifically identified areas for potential safety hazards and vandalism.
e. Assist in the management of crowd control and overall safety of the individuals in the
shelter.
f. Take prompt action against unauthorized persons in restricted areas.
g. Report any and all criminal offenses, or violations of policies, procedures, rules, and
regulations of the City.
h. Assist with public information in regards to customer service,safety, and security policies
or procedures.
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EXHIBIT B
VERIFICATION OF SIGNATURE AUTHORITY
BOUTCHANTHARM CORPORATION
d/b/a DFW SECURITY PROTECTIVE FORCE,
Execution of this Signature Verification Form ("Form") hereby certifies that the following
individuals and/or positions have the authority to legally bind Vendor and to execute any agreement,
amendment or change order on behalf of Vendor. Such binding authority has been granted by proper order,
resolution, ordinance or other authorization of Vendor. City is fully entitled to rely on the warranty and
representation set forth in this Form in entering into any agreement or amendment with Vendor. Vendor
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 Vendor.
1. Name: Somkhit "Kit" Boutchantharaj
]Position: Pr sident/CEO
S' ature
2. Name:
Position:
Signature
3. Name:
Position:
Signature
Name:
- //j J4
Sig .ture of Pr sident/CEO
Other Title: President/CEO
Date: 6/5/2020
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EXHIBIT C
FEMA MANDATED CONTRACT CLAUSES
For purposes of the following clauses,the City of Fort Worth is referred to as"City"and"Contractor"shall
refer to the other party to this Agreement. If applicable to the work or services being performed by
Contractor under the Agreement, the following provisions are adopted and form a part of the Agreement.
A. DAMAGES, 2 CFR§200.326 Appendix I1 to Part 200(A)
(1) All work to be performed under this Agreement shall be timely commenced.A breach of
this Agreement by Contractor would cause substantial delay in the completion of the required services
affecting the safety and welfare of the public.
(2)In the event of Contractor's breach of its performance obligations, City shall have all rights and
remedies against Contractor as provided by law.
B. TERMINATION RIGHTS, 2 CFR§200.326 Appendix II to Part 200(B)
In addition to any termination rights included in the Agreement, City shall have the following termination
rights:
Termination for Convenience:Whenever the interests of the City so require,City may terminate the parties'
Agreement, in whole or in part, for the convenience of the City. City shall give Contractor thirty(30)days
prior written notice oftermination specifying the portions of the Agreement to be terminated and when such
termination will become effective. If only portions of the parties' agreement are terminated, Contractor has
the right to withdraw from the parties' Agreement, without adverse action or claims. In the event of a
termination for convenience by City, Contractor shall be entitled to payment for all work and services
performed by it up to the effective date of such termination.
Termination for Cause: The City may,by written notice of default to Contractor,terminate the parties'
Agreement,in wholeor in part,if the Contractorfails to satisfactorily perform any provisions of the parties'
agreement after a period often (10)following Contractor's receipt of a Notice of Deficiency provided by
City.
C. EQUAL EMPLOYMENT OPPORTUNITY CLAUSE (2 CFR§200.326 Appendix II to Part
200(C))
If applicable to the work and services performed by Contractor under the Agreement, during the
performance of the Agreement, Contractor shall comply with the Equal Employment Opportunity Clause
(41 CFR 60-1.4(b)):
(1) Contractor will not discriminate against any employee or applicant for employment
because of race, color, religion, sex, or national origin. Contractor will take affirmative action to ensure
that applicants are employed, and that employees are treated during employment without regard to their
race, color, religion, sex, or national origin. Such action shall include, but not be limited to the following:
Employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or
termination; rates of pay or other forms of compensation; and selection for training, including
apprenticeship. Contractor agrees to post in conspicuous places, available to employees and applicants for
employment, notices to be provided setting forth the provisions of this nondiscrimination clause.
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(2) Contractor will, in all solicitations or advertisements for employees placed by or on behalf
of the Contractor, state that all qualified applicants will receive considerations for employment without
regard to race, color, religion, sex, or national origin.
(3) Contractor will send to each labor union or representative of workers with which it has a
collective bargaining agreement or other agreement or understanding, a notice to be provided advising the
said labor union or workers' representatives of the Contractor's commitments under this section, and shall
post copies of the notice in conspicuous places available to employees and applicants for employment.
(4) Contractor will comply with all provisions of Executive Order 11246 of September 24,
1965, and of the rules, regulations, and relevant orders of the Secretary of Labor.
(5) Contractor will furnish all information and reports required by Executive Order 11246 of
September 24, 1965, and by rules, regulations, and orders of the Secretary of Labor for purpose of
investigation to ascertain compliance with such rules,regulations, and orders.
(6) In the event of the Contractor's noncompliance with the nondiscrimination clauses of this
Agreement or with any of the said rules,regulations or orders,this Agreement may be canceled,terminated,
or suspended in whole or in part and the Contractor may be declared ineligible for further City contracts or
federally assisted construction contracts in accordance with procedures authorized in Executive Order
11246 of September 24, 1965,and such other sanctions may be imposed and remedies invoked as provided
in Executive Order 11246 of September 24, 1965, or by rule, regulation, or order of the Secretary of Labor,
or as otherwise provided by law.
(7) contractor will include the portion of the sentence immediately preceding paragraph (1)
and the provisions of subparagraphs 1 through 7 in every subcontract or purchase order unless exempted
by rules, regulations, or orders of the Secretary of Labor issued pursuant to section 204 of Executive Order
11246 of September 24, 1965,so that such provisions will be binding upon each subcontractoror contractor.
contractor will take such action with respect to any subcontract or purchase order as the administering
agency may direct as a means of enforcing such provisions, including sanctions for noncompliance:
provided, however,that in the event contractor becomes involved in, or is threatened with, litigation with a
subcontractor or contractor as a result of such direction by the administering agency the contractor may
request the United States to enter into such litigation to protect the interest of the United States.
D. DAVIS-BACON ACT AND COPELAND "ANTI-KICKBACK" ACT (2 CFR §200.326
Appendix II to Part 200(D))
If applicable to the work and services performed by Contractor under the parties' Agreement:
(1) Bacon-Davis Act:Applicable to construction or repair of public buildings or public works.
See FEMA Public Assistance Program and Policy Guide, Ch.2(V)(G)(2), page 32 and Ch. (FP 104-009-
2/January 2016);
(2) Copeland "Anti-Kickback" Act: In contracts subject to the Davis-Bacon Act, Contractor
shall comply with the Copeland "Anti-Kickback" Act (40 U.S.C. §3145), as supplemented by Department
of Labor regulations (29 CFR Part 3, "Contractors and Subcontractors on Public Building or Public Work
Financed in Whole or in Part by Loans or Grants from the United States"). The Act provides that the
contractor and subcontractor must be prohibited from inducing, by any means,any person employed in the
construction, completion, or repair of public work,to give up any part of the compensation to which he or
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she is otherwise entitled.The City must report all suspected or reported violations to the appropriate Federal
agency.
(a) Contractor shall comply with 18 U.S.C. § 874, 40 U.S.C. § 3145, and the
requirements of 29 C.F.R. pt. 3 as may be applicable, which are incorporated by reference into this
Agreement.
(b) Contractor or subcontractor shall insert in any subcontract the clause above and
such other clauses as FEMA may by appropriate instructions require, and also a clause requiring the
subcontractors to include these clauses in any lower tier subcontracts. The Contractor shall be
responsible for the c compliance by any subcontractor or lower tier subcontract with all of these
contract clauses.
(c) A breach of the Agreement clause above may be grounds for termination of the
Agreement, and for debarment as a contractor and subcontractor as provided in 29 C.F.R. §5.12.
E CONTRACT WORK HOURS AND SAFETY STANDARDS ACT (2 CFR §200.326
Appendix II to Part 200(E)) (40 U.S.C. 3701-3708)
Contracts in excess of$100,000 that involve the employment of mechanics or laborers shall comply with
40 U.S.C. 3702 and 3704,as supplemented by Department of Labor regulations (29 CFR Part 5).Under 40
U.S.C. 3702 of the Act, each Contractor and its subcontractors shall compute the wages of every mechanic
and laborer on the basis of a standard work week of 40 hours. Work in excess of the standard work week is
permissible provided that the worker is compensated at a rate of not less than one and a half times the basic
rate of pay for all hours worked in excess of 40 hours in the work week.
Overtime requirements.No contractor or subcontractor contracting for any part of the contract work which
may require or involve the employment of laborers or mechanics shall require or permit any such laborer
or mechanic in any workweek in which he or she is employed on such workto work in excess of forty hours
in such workweek unless such laborer or mechanic receives compensation at a rate not less than one and
one-halftimes the basic rate of pay for all hours worked in excess of forty hours in such workweek.
(1) Violation: liability for unpaid wages:liquidated damages. In the event of any violation of
the clause set forth in this section the Contractor and any subcontractor responsible therefor shall be liable
for the unpaid wages. In addition, such Contractor and subcontractor shall be liable to the United States (in
the case of work done under contract for the District of Columbia or a territory, to such District or to such
territory), for liquidated damages. Such liquidated damages shall be computed with respect to each
individual laborer or mechanic, including watchmen and guards, employed in violation of the clause set
forth in this section, in the sum of$10 for each calendar day on which such individual was required or
permitted to work in excess of the standard workweek of forty hours without payment of the overtime
wages required by the clause set forth in this section.
(2) Withholding for unpaid wages and liquidated damages. The City shall upon its own action
or upon written request of an authorized representative of the Department of Labor withhold or cause to be
withheld,from any moneys payable on account ofwork performed by the Contractoror subcontractor under
any such contract or any other Federal contract with the same prime contractor, or any other federally-
assisted contract subject to the Contract Work Hours and Safety Standards Act, which is held by the same
prime contractor, such sums as may be determined to be necessary to satisfy any liabilities of such
contractor or subcontractor for unpaid wages and liquidated damages as provided in the clause set forth in
paragraph(2)of this section.
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(3) The Contractor and subcontractor shall insert in any subcontract the clauses set forth in
paragraphs (1)through(4) of this section and also a clause requiring the subcontractors to include these
clauses in any lower tier subcontracts.
F. RIGHTS TO INVENTIONS MADE UNDER A CONTRACT OR AGREEMENT, 2 CFR
§200.326 Appendix II to Part 200(F)
If applicable to the work and services performed by Contractor under the parties' Agreement and if the
Federal award meets the definition of"funding agreement"under 37 CFR §401.2(a)and the City wishes
to enter into a contract with a small business firm or nonprofit organization regarding the substitution of
parties, assignment or performance of experimental, developmental, or research work under that"funding
agreement,"the City must comply with the requirements of 37 CFR Part 401, "Rights to Inventions Made
by Nonprofit Organizations and Small Business."
G. CLEAN AIR ACT AND FEDERAL WATER POLLUTION CONTROL ACT (2 CFR
§200.326 Appendix II to Part 200(G))
Contractor shall comply with all applicable standards, orders or regulations issued pursuant to the Clean
Air Act(42U.S.C.7401-7671q.)andthe FederalWater Pollution Control Act as amended(33 U.S.C. 1251-
1387). Violations must be reported to the Federal awarding agency and the Regional Office of the
Environmental Protection Agency(EPA).
Contractor shall include the foregoing requirements in each subcontract exceeding$100,000.
H DEBARMENT AND SUSPENSION (2 CFR§200.326 Appendix II to Part 200(I))
(1) This Agreement is a covered transaction for purposes of 2 C.F.R. pt. 180 and 2 C.F.R. pt.
3000. As such,the Contractor is required to verify that none of the Contractor,its principals (defined at 2
C.F.R. § 180.995), or its affiliates (defined at 2 C.F.R. § 180.905) are excluded (defined at 2 C.F.R. §
180.940)or disqualified (defined at 2 C.F.R. § 180.935).
(2) The Contractormustcomplywith2C.F.R.pt. 180,subpartCand2C.F.R.pt.3000,subpart
C and must include a requirement to comply with these regulations in any lower tier covered transaction it
enters into.
(3) This certification is a material representation of fact relied upon by City. If it is later
determined that the Contractor did not comply with 2 C.F.R. pt. 180, subpart C and 2 C.F.R. pt. 3000,
subpart C, in addition to remedies available to City, the Federal Government may pursue available
remedies, including but not limited to suspension and/or debarment.
(4) The Contractor agrees to comply with the requirements of 2 C.F.R. pt. 180, subpart C and
2 C.F.R.pt.3000,subpart C throughout the period of performance.The Contractor further agrees to include
a provision requiring such compliance in its lower tier covered transactions.
I. BYRD ANTI-LOBBYING AMENDMENT (2 CFR§200.326 Appendix II to Part 200(.I))
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Contractor must file with the City the required certification. Each tier certifies to the tier above that it will
not and has not used Federal appropriated funds to pay any person or organization for influencing or
attempting to influence an officer or employee of any agency, a member of Congress, officer or employee
of Congress, or an employee of a member of Congress in connection with obtaining any Federal contract,
grant or any other award covered by 31 U.S.C. 1352. Each tier must also disclose any lobbying with non-
Federal funds that takes place in connection with obtaining any Federal award. Such disclosures are
forwarded from tier-to-tier up to the non-Federal award. If not provided with a bid response, Contractor
must complete and submit the Certification Regarding Lobbying Form.
J. PROCUREMENT OF RECOVERED MATERIALS (2 CFR§200.326 Appendix II to Part
200(I)and 2 CFR§200.322)
(1) In the performance of this contract,the Contractor shall make maximum use of products
containing recovered materials that are EPA-designated items unless the product cannot be acquired.
(a) Competitively within a timeframe providing for compliance with the contract
performance schedule;
(b) Meeting contract performance requirements;or
(c) At a reasonable price.
(2) Information about this requirement is available at EPA's Comprehensive Procurement
Guidelines web site, httn://www.epa.gov/cpg/. The list of EPA-designate items is available at
httpJ/www.eva.gov/cpg/i)roducts/htm.
K ACCESS TO RECORDS
(1) Contractor agrees to provide City, the FEMA Administrator, the Comptroller General of
the United States, or any of their authorized representative's access to any books, documents,papers,and
records of the Contractor which are directly pertinent to this Agreement for the purposes of making audits,
examinations, excerpts, and transcriptions.
(2)Contractor agrees to permit any of the foregoing parties to reproduce by any means whatsoever
or to copy excerpts and transcriptions as reasonably needed.
(3)Contractor agrees to provide the FEMA Administrator or his authorized representative's access
to construction or other work sites pertaining to the work being completed under the contract.
L. SEAL, LOGO AND FLAGS
Contractor shall not usethe U.S.Departmentof Homeland Security's seal(s),logos,crests,orreproductions
of flags or likenesses of the U.S. Department of Homeland Security's agency officials without specific
FEMA preapproval.
M. NO OBLIGATION BY FEDERAL GOVERNMENT AND COMPLIANCE WITH LAWS
The Federal Government is not a party to this Agreement and is not subject to any obligations or liabilities
to City, Contractor, or any other party pertaining to any matter resulting from the contract. City may seek
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City Secretary ContractNo.
reimbursement for expenses under this Agreement from FEMA and Contractor acknowledges that it must
comply with all federal laws, regulations, executive orders, FEMA policies, procedures, and directives.
N. PROGRAM FRAUD AND FALSE OR FRAUDULENT STATEMENTS OR RELATED
ACTS
Contractor acknowledges that 31 U.S.C. Chap. 38 (Administrative Remedies for False Claims and
Statements)applies to the Contractor's actions pertaining to this contract.
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