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HomeMy WebLinkAboutContract 54995 CITY SECRETARY CONTRACT NO. 54995 SERVICES AGREEMENT BETWEEN THE CITY OF FORT WORTH AND FORT WORTH METROPOLITAN BLACK CHAMBER OF COMMERCE This Agreement ("Agreement") is made and entered into by and between the City of Fort Worth ("City"), a home-rule municipal corporation organized under the laws of the State of Texas, and the Fort Worth Metropolitan Black Chamber of Commerce ("Contractor"), a Texas non-profit corporation, each individually referred to as a "party" and collectively referred to as the "parties." RECITALS WHEREAS, the Fort Worth Metropolitan Black Chamber of Commerce provides professional services to small minority and women owned businesses; and WHEREAS, the City of Fort Worth desires to contract with Fort Worth Metropolitan Black Chamber of Commerce on a consulting basis to provide professional services, as outlined in Exhibit "A", to small minority and women owned businesses and to Fort Worth residents who are owners of these small businesses; and WHEREAS, the Fort Worth Metropolitan Black Chamber of Commerce has offered to provide such professional services on a consulting basis with the City to citizens of the City of Fort Worth; NOW, THEREFORE, for and in consideration of the mutual covenants, promises and agreements contained herein,the parties hereby covenant and agree as follows: AGREEMENT 1. Services. Contractor covenants and agrees to fully perform, or cause to be performed, with good faith and due diligence, all measurables ("Services") described in the attached Exhibit "A" and incorporated herein for all purposes incident to this Agreement. The Services shall be performed in accordance with these measurables, attached hereto as Exhibit "A" and with the budget, attached hereto as Exhibit 'B" and incorporated herein for all purposes incident to this Agreement. 2. Term. Such Services are to be provided for a period beginning October 1, 2020, and ending September 30, 2021 (the "Term"). 3. Fee. OFFICIAL RECORD Services Agreement between City of Fort Worth and CITY SECRETARY Fort Worth Metropolitan Black Chamber of Commerce Page 1 of 9 FT. WORTH, TX In consideration of the Services to be performed hereunder by Contractor, City promises and agrees to pay Contractor $126,504.00 in twelve installments of$10,542.00 to be dispersed upon submission and approval of monthly reports. There will be no payments remitted for this FY2020-21 contract term until all monthly reports have been submitted and approved for the previous contract year. Contractor will submit electronic monthly report only no later than the 20t' of the month following the month which is reported for services performed by Contractor in performance of this Agreement. The report will include but is not limited to the following: complete name of business, complete address, complete contact information and the identification of business services of those assisted in the measurable; detailed information associated with outreach activities, capacity enhancements and workshops. If information is not complete, payment will not be rendered until such completed information is submitted in each measurable. 4. Termination. Either party may, without or without cause, cancel this Agreement upon thirty (30) days written notice to the other party of such intent to terminate. If the City exercises its right to terminate this Agreement prior to its expiration, Contractor's obligations to the City under this Agreement shall continue until the date such termination actually takes effect. In the event of such termination, on the date of termination Contractor shall reimburse to the City all funds it has received, but not otherwise committed, earned by Services performed, or encumbered by contract, under this Agreement. If, on the date of termination, Services have been performed by Contractor but Contractor has not been reimbursed for such Services, City shall reimburse Contractor for the Services performed up to the date of termination. 5. Monitoring. Contractor covenants and agrees to fully cooperate with City in monitoring the effectiveness of the Services, and City shall have access at all reasonable hours to offices and records of Contractor for the purpose of such monitoring. 6. Independent Contractor. Contractor shall operate hereunder as an independent contractor and not as an officer, agent, servant, or employee of the City of Fort Worth. 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 respondent 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 the City of Fort Worth. Services Agreement between City of Fort Worth and Fort Worth Metropolitan Black Chamber of Commerce Page 2 of 9 7. Indemnification. 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, EXCEPT TO THE EXTENT CAUSED BY THE GROSS NEGLIGENCE OR INTENTIONAL MISCONDUCT OF LESSOR, ITS OFFICERS, AGENTS, SERVANTS OR EMPLOYEES. CONTRACTOR COVENANTS AND AGREES TO, AND DOES HEREBY, INDEMNIFY, HOLD HARMLESS AND DEFEND AT ITS OWN EXPENSE, THE CITY, ITS OFFICERS, AGENTS, SERVANTS AND EMPLOYEES, FROM AND AGAINST ANY AND ALL CLAIMS OR LAWSUITS FOR EITHER PROPERTY DAMAGE OR LOSS (INCLUDING ALLEGED DAMAGE OR LOSS TO CONTRACTOR'S BUSINESS AND ANY RESULTING LOST PROFITS) AND/OR PERSONAL INJURY, INCLUDING DEATH, TO ANY AND ALL PERSONS, OF ANY KIND OR CHARACTER, WHETHER REAL OR ASSERTED, ARISING OUT OF OR IN CONNECTION WITH THE EXECUTION, PERFORMANCE, OR ATTEMPTED PERFORMANCE OF THIS CONTRACT AND AGREEMENT, AND/OR THE SERVICES PERFORMED HEREUNDER, EXCEPT TO THE EXTENT CAUSED BY THE GROSS NEGLIGENCE OR INTENTIONAL MISCONDUCT OF THE CITY,ITS OFFICERS AGENTS,SERVANTS OR EMPLOYEES. 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. 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. This Section 7 shall survive the expiration or termination of this Agreement. 8. Form 990; Non-Profit. Within 30 calendar days following execution of this Agreement, Contractor must supply the City with a copy of the completed Form 990 filed with the Internal Revenue Service for the full tax year immediately preceding the Effective Date. 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. Services Agreement between City of Fort Worth and Fort Worth Metropolitan Black Chamber of Commerce Page 3 of 9 9. Assignment. 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 of subcontract or same without such prior written approval shall be void and constitute a breach of this agreement. 10. Comi liance with Law. 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 the City of Fort Worth. 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. 11. Non-Discrimination. Contractor, in the execution, performance or attempted performance of this Agreement, will not discriminate against any person or persons because of disability, age, familial status, sex, race, religion, color, national origin, transgender, gender identity or gender expression, 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 the terms of such ordinance by either Contractor, its agents, employees or subcontractors. 12. Insurance. a. Contractor shall furnish a certificate of insurance as proof that it has secured and paid for a policy of public liability insurance covering all public risks incident to or in connection with the execution, performance, attempted performance or nonperformance of this contract and agreement. Such amounts shall be as follows: Bodily injury or death, per person $250,000 Bodily injury or death,per occurrence $500,000 Property damage,per occurrence $100,000 With the understanding and agreement that such insurance amounts shall be revised upward at City's option and the Contractor shall revise such amounts within thirty (30) days following notice to Contractors of such requirements. The City of Fort Worth, its' Officers, Employees and Volunteers shall be named as an Additional Insured. This insurance shall not be Services Agreement between City of Fort Worth and Fort Worth Metropolitan Black Chamber of Commerce Page 4 of 9 canceled, limited in scope or coverage, or non-renewed, unless thirty (30) days prior written notice has been given to the City of Fort Worth. b. Contractor further agrees that it shall comply with the Worker's Compensation Act of Texas and shall provide Workers' Compensation and Employers' Liability coverage with limits consistent with statutory benefits outlined in the Texas Workers' Compensation Act (Art. 8308 — 1.01 et seq. Tex. Rev. Civ. Stat.) and minimum policy limits for Employers' Liability of $100,000 for each accident/occurrence, $500,000 bodily injury disease policy limit and $100,000 per disease per employee. The policy shall be endorsed with a Waiver of Subrogation on behalf of the City of Fort Worth. 13. Fiscal Funding Out. In the event no funds or insufficient funds are appropriated by the City in any fiscal period for any payments hereunder, City will notify 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. 14. 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 directly 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 Contractor 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 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 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. 15. Venue. Should any action, whether real or asserted, at law or in equity, arise out of the execution, performance, or attempted performance of this Agreement, venue for said action shall lie 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 with the laws of the State of Texas. 16. Notices. Services Agreement between City of Fort Worth and Fort Worth Metropolitan Black Chamber of Commerce Page 5 of 9 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: Mrs. Christina Brooks Mr. Devoyd Jennings Director President and Chief Executive Officer Diversity and Inclusion Department Fort Worth Metropolitan Black City of Fort Worth Chamber of Commerce 200 Texas St. 1150 South Freeway, Suite 211 Fort Worth, Texas 76102 Fort Worth, Texas 76104 (817) 392-7525 (817) 871-6538 With copy to City Attorney's Office at 1000 Throckmorton Street Fort Worth, Texas 76102 17. Governmental Powers. It is understood and agreed that by execution of this Agreement, the City does not waive or surrender any of its governmental powers. 18. No Waiver. The failure of the City or Contractor 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 the City's or Contractor's respective right to insist upon appropriate performance or to assert any such right on any future occasion. 19. Prohibition on Contracting with Companies that Boycott Israel. Consultant acknowledges that in accordance with Chapter 2270 of the Texas Government Code, the City is prohibited from entering into a contract with a company for goods or services unless the contract contains a written verification from the company that it: (1) does not boycott Israel; and(2) will not boycott Israel during the term of the contract. The terms "boycott Israel" and "company" shall have the meanings ascribed to those terms in Section 808.001 of the Texas Government Code. By signing this contract, Consultant certifies that Consultant's signature provides written verification to the City that Consultant: (1) does not boycott Israel; and(2)will not boycott Israel during the term of the contract. 20. Amendments/Modifications. No modification or amendment of this Agreement shall be binding upon a party hereto unless such modification, or amendment is set forth in a written instrument, which is executed by an authorized representative and delivered on behalf of such party. 21. Severability. Services Agreement between City of Fort Worth and Fort Worth Metropolitan Black Chamber of Commerce Page 6 of 9 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. 22. Force Maieure. 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, including, but not limited to, compliance with any governmental law, ordinance or regulation, acts of God, acts of omission, fires, strikes, lockouts, national disasters, wars, riots, material or labor restrictions by any governmental authority, transportation problems and/or any other similar causes. 23. Contract Construction. The parties acknowledge that each party and, if it so chooses, its counsel have reviewed and revised this Agreement and that the normal rule of construction to the effect that any ambiguities are to be resolved against the drafting party must not be employed in the interpretation of this Agreement or any amendments or exhibits hereto. 24. Headings not Controlling. Headings and titles used in this Agreement are for reference purposes only and shall not be deemed a part of this Agreement. 25. Counterparts. This Agreement may be executed in one or more counterparts, each of which when so executed and delivered shall be considered an original, but such counterparts shall together constitute one and the same instrument and agreement. Any signature delivered by a party by facsimile or other electronic transmission (including email transmission of a portable document file (pdf) or similar image) shall be deemed to be an original signature hereto. 26. Entire 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. 26. 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. The other party is fully entitled to rely on this warranty and representation in entering into this Agreement. Services Agreement between City of Fort Worth and Fort Worth Metropolitan Black Chamber of Commerce Page 7 of 9 [SIGNATURE PAGE TO FOLLOW] IN WITNESS WHEREOF, the parties hereto have executed this agreement in multiples in Fort Worth, Tarrant County, Texas, to be effective October 1, 2020. ACCEPTED AND AGREED: CITY OF FORT WORTH: FORT WORTH METROPOLITAN BLACK CHAMBER OF COMMERCE Cz— By:Fernando Costa(Dec 7,202013:43 CST) By: D—ydJe gs(NovG 01121CST) Fernando Costa Devoyd Jennings Assistant City Manager President and Chief Executive Officer Date: December 7, 2020 Date: Nov 6, 2020 a FORl10 �O��d �o dvo o=d dda °oo �0*� ATTEST: EXA`�oa� ATTEST: nR4o49 'e2 oemwa.� By: r Ronald P.Gonzales(Dec 7,202015:1 By: Mary Kayser Name: City Secretary Title: APPROVED AS TO FORM AND LEGALITY: Olt By: JB Strong(Dec 1, 2011:45 CST) JB Strong Assistant City Attorney CONTRACT AUTHORIZATION: M&C: 20-0837 Date: 11/17/2020 Form 1295 Certification No.: 2020- 683284 OFFICIAL RECORD Services Agreement between City of Fort Worth and CITY SECRETARY Fort Worth Metropolitan Black Chamber of Commerce Page 8 of 9 FT. WORTH, TX CONTRACT COMPLIANCE MANAGER: By signing below, I hereby acknowledge that I am the person responsible for the monitoring and administration of this contract, including ensuring all performance and reporting requirements: C&44ii t�8rvoll By: Christina Brooks(Dec 7,2020 13:29 CST) Title: Director Department of Diversity and Inclusion OFFICIAL RECORD Services Agreement between City of Fort Worth and CITY SECRETARY Fort Worth Metropolitan Black Chamber of Commerce Page 9 of 9 FT. WORTH, TX FORT WORTH,,.., CITY OF FORT WORTH PARTNERSHIP AGREEMENT Objective: Enhance the Fort Worth Metropolitan Black Chamber of Commerce and Fort Worth Hispanic Chamber of Commerce roles in assisting the Department of Diversity and Inclusion Business Equity Division's(DVIN-BE) efforts to build capacity of Business Equity Firms, and meet its annual goal of 25%on all City contracts over$100,000. Chambers will proactively communicate directly with Business Equity Firms from the certified Business Equity Firm list provided by the DVIN-BE. EDUCATION/TRAINING Deliverables Annual Goal Co-Host eight contractor and vendor information sharing events including four 8 Vendor Quarterly Information Forums,two Certification Workshops, and two RFP, RFQ, ITB, Best Value Solicitation Workshops. Conduct twenty-four visits to collect feedback on projects with Business Equity 24 Goals to support Business Equity Firms successful compliance and project completion. Provide assistance in submitting competitive, responsive and responsible bid 40 proposals on City of Fort Worth projects.Track outcomes of Prime and Sub Business Equity Firm bid submissions and feedback for unsuccessful bids. Support and track outcomes for Business Equity Firm Bond Assistance referrals to 4 regional Bonding Agencies like Drew Greene, Baldwin-Cox-Allen. Provide monthly notifications through the Chambers website and newsletters to 12 promote the City's workshops and events. Conduct twelve Business Equity Firm capacity building workshops and events that 12 include but are not limited to: 1. Business Financial Reporting(Statement of Financial Position, Income Statements, Cash Flow Statements, Balance Sheet etc.) 2. Business Tax Filing including Employment Taxes 3. Human Resource Functions for Small Businesses including Payroll and Pay Equity 4. Accessing Capital for Business growth, and sustainability PROCUREMENT ASSISTANCE Deliverables Annual Goal Match Business Equity Firms from the Business Equity Management Database 48 provided by DVIN-BE to upcoming bids and requests,with a focus on bids and requests over$100,000 for multiyear contracts, identified on the City's Fort Worth MBCC and HCC partnership Agreement 2020-21 procurement webpage at www.fortworthtexas.gov/purchasing.Track the outreach and outcomes for Business Equity Firms in a monthly report. Provide monthly report for direct services provided to Business Equity Firms for 12 procurement bid package submissions.The report should include specific services provided,the procurement bid identification number, and outcomes of direct service assistance. Share monthly City of Fort Worth procurement opportunities digitally on the 12 Chamber website. CERTIFICATION ASSISTANCE Deliverables Annual Goal Support the transition of six non-certified Business Equity Firms to certified status 6 with the North Central Regional Certification Agency,or DFW-MSDC,Women's Business Council, or Texas Department of Transportation.Track the number of firms assisted or referred and outcomes in monthly report. COMMITTEES AND ADVISORY BOARDS Deliverables Annual Goal Serve and participate in bi-monthly Business Equity Board Meetings 6 Serve and participate in quarterly meetings of the Oversite Committee for the 4 Mentor/Protege Program. INCLUSIVE ECONOMIC DEVELOPMENT Deliverables Annual Goal Assist in the attraction of new Business Equity Firms to headquarter in the City's 6 marketplace, as well as retain existing Business Equity Firms in the City's marketplace through one on one engagement, and networking. Promote the Business Assistance Center(BAC) as a one stop shop for economic 12 development for small business enterprises on Chamber website monthly. Assist in initiatives that are outlined in the MOU between the three local Chambers 12 of Commerce (Fort Worth, Black, & Hispanic) and the City of Fort Worth by promoting those events and initiatives on Chamber website monthly. Name of Chamber's designated person responsible for implementation Devoyd Jennings a �C � Nov 6 2020 Signature: °e yd J,n--,(N,v6 011:21 CST) Date: ' Chamber President/CEO Fort Worth MBCC and HCC partnership Agreement 2020-21 Print Name Christina Brooks 6&ek4 8r 12/7/2020 Signature: Christina Brooks(Dec 7,202013:29 CST) Date: Diversity and Inclusion Director Fort Worth MBCC and HCC partnership Agreement 2020-21 11/18/2020 M&C Review Official site of the City of Fort Worth,Texas CITY COUNCIL AGENDA FORTWORTII DATE: 11/17/2020 REFERENCE **M&C 20- LOG NAME: 08FY2021 FWMBC CONTRACT NO.: 0837 AGREEMENT CODE: C TYPE: CONSENT PUBLIC NO HEARING: SUBJECT. (ALL)Authorize Execution of Contract with the Fort Worth Metropolitan Black Chamber of Commerce to Assist Business Equity Firms - Minority and Women Business Enterprises in an Amount Not to Exceed $126,504.00 RECOMMENDATION: It is recommended that the City Council authorize the execution of a contract with the Fort Worth Metropolitan Black Chamber of Commerce in an amount not to exceed $126,504.00 to assist Business Equity firms - minority and women business enterprises for the period of October 1, 2020 through September 30, 2021. DISCUSSION: During the Fiscal Year 2020-2021 budget process, the City Council approved financial support for the Fort Worth Metropolitan Black Chamber of Commerce (Chamber)to continue providing business development assistance, construction assistance and outreach programs to Business Equity firms located in the City's demographic marketplace in Fort Worth including Denton, Parker, Wise, Tarrant, Dallas, and Johnson counties. The City will pay the Chamber an amount not to exceed $126,504.00 to perform the services outlined under this contract. For several years, the Chamber has provided counseling and support to individuals on the topic of small business development. The Chamber provides program services such as business development initiatives, outreach, construction assistance that includes bid estimating and related access to construction estimating software, as well as one-on-one counseling and mentoring. In conjunction with these programs, the Chamber coordinates monthly business roundtables and other activities designed to help small business development and growth. FISCAL INFORMATION/CERTIFICATION: The Director of Finance certifies that upon approval of the recommendation, funds are available in the current operating budget, as previously appropriated, in the General Fund. Prior to an expenditure being incurred, the Diversity and Inclusion Department has the responsibility to validate the availability of funds. TO Fund Department Account Project I Program Activity udget Reference# Amoun� ID ID Year (Chartfield 2) FROM Fund Department Account Project Program Activity Budget Reference# Amount ID ID Year Chartfield 2 Submitted for City Manager's Office by_ Fernando Costa (6122) Originating Department Head: Christina A. Brooks (8988) —g g—P Gwen Wilson (2676) Additional Information Contact: apps.cfwnet.org/council_packet/mc_review.asp?I D=28406&councildate=11/17/2020 1/2 11/18/2020 M&C Review ATTACHMENTS apps.cfwnet.org/council_packet/mc_review.asp?I D=28406&councildate=11/17/2020 2/2