HomeMy WebLinkAboutContract 55212 City Secretary Contract No. 55212
FORT WORTH,
"1141
ADDENDUM TO SECURITY SERVICE AGREEMENT
THIS ADDENDUM TO SECURITY SERVICE AGREEMENT ("Addendum") is made and
entered into by and between the CITY OF FORT WORTH("City"), a home-rule municipal corporation
of the State of Texas, acting by and through its duly authorized representative, and EDIFICE
PROTECTION GROUP, INC., a California Corporation("Contractor"), acting by and through its duly
authorized representative.
WHEREAS the City has purchased property commonly known as "100 Energy Way Plaza"
located at 100 Energy Way,Fort Worth, TX 76102(the"Property") from Hertz Fort Worth Energy Way,
LP(the"Seller"); and
WHEREAS Seller (or its affiliate) and Contractor are currently parties to an agreement for the
provision of security services at the Property with a term of thirty-six(36)months,from February 25,2019
through February 25,2022, (the"Service Agreement")which is attached hereto as Exhibit A; and
WHEREAS Seller has agreed to assign and City has agreed to assume certain contracts,including
the Service Agreement,relating to the operation of the Property; and
WHEREAS the City has determined the security services to be provided by the Service Agreement
are necessary to preserve and protect the health and safety of the City's citizens and guests when visiting
the Property; and
WHEREAS Contractor consents to the assignment of the Service Agreement to City and
Contractor agrees to the terms and conditions of this Addendum.
NOW THEREFORE, in consideration of the covenants and agreements contained in this
Addendum, City and Contractor hereby agree as follows:
The Addendum to Service Agreement documents shall include the following:
1. This Addendum; and
2. Exhibit A—The Service Agreement(collectively,the"Agreement").
Notwithstanding any language to the contrary in the attached Service Agreement, City and
Contractor hereby stipulate by evidence of execution of this Addendum by a representative of each party
duly authorized to bind the parties hereto,that the parties hereby agree that the provisions in this Addendum
shall be applicable to the Service Agreement as follows:
1. Addendum Controlling. If any provisions of the attached Service Agreement conflict
with the terms herein, are prohibited by applicable law, or conflict with any applicable rule,
regulation or ordinance of City,the terms in this Addendum shall control. OFFICIAL RECORD
CITY SECRETARY
FT.WORTH, TX
Addendum to Service Agreement
City Secretary Contract No.
2. References. City and Contractor agree that any references to the Owner in the Service
Agreement shall be construed to mean the City of Fort Worth and that all rights, benefits, duties and
obligations of Owner shall inure to the City as if the Service Agreement were originally executed between
City and Contractor, except to the extent modified by this Addendum. City and Contractor also agree that
all rights,benefits,duties,and obligations of Contractor in the Service Agreement shall inure to Contractor
as if the Service Agreement were originally executed between City and Contractor, except to the extent
modified by this Addendum.
3. Term. The Agreement shall become effective upon the signing of the Agreement (the
"Effective Date") and shall expire on February 25,2022(the"Expiration Date"),unless terminated earlier
in accordance with the provisions of this Agreement. City shall have the option, in its sole discretion, to
renew this Agreement under the same terms and conditions for up to four(4) one-year renewal options.
4. Compensation. City shall pay Contractor in accordance with the fee schedule or pricing
included in the Service Agreement and in accordance with the provisions of this Agreement. In no event
shall the total payment made under this Agreement by City to Contractor exceed the amount of Four
Hundred and Thirty-Two Thousand Dollars ($432,000.00.00) per year. Contractor shall 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 shall not be liable for any
additional expenses of Contractor not specified by this Agreement unless City first approves such expenses
in writing.
5. Termination.
a. Convenience. Either City or Contractor may terminate the Agreement at any time
and for any reason by providing the other party with 30 days written notice of termination.
b. Breach. If either party commits a material breach of the Agreement, the non-
breaching Party must give written notice to the breaching party that describes the breach in
reasonable detail. The breaching party must cure the breach ten(10) calendar days after receipt of
notice from the non-breaching party,or other time frame as agreed to by the parties.If the breaching
party fails to cure the breach within the stated period of time, the non-breaching party may, in its
sole discretion, and without prejudice to any other right under the Agreement, law, or equity,
immediately terminate this Agreement by giving written notice to the breaching party.
C. Fiscal Funding Out.In the event no funds or insufficient funds are appropriated by
City in any fiscal period for any payments due hereunder, City will notify Contractor of such
occurrence and the Agreement shall terminate on the last day of the fiscal period for which
appropriations were received without penalty or expense to the City of any kind whatsoever,except
as to the portions of the payments herein agreed upon for which funds have been appropriated.
d. Duties and Obligations of the Parties. In the event that the Agreement is terminated
prior to the Expiration Date, City shall pay Contractor for services actually rendered up to the
effective date of termination and Contractor shall continue to provide City with services requested
by City and in accordance with the Agreement up to the effective date of termination. Upon
termination of the Agreement for any reason, Contractor shall provide City with copies of all
completed or partially completed documents prepared under the Agreement.In the event Contractor
has received access to City information or data as a requirement to perform services hereunder,
Contractor shall return all City provided data to City in a machine readable format or other format
deemed acceptable to City.
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6. Attorneys'Fees,Penalties,and Liquidated Damages. To the extent the attached Service
Agreement requires City to pay attorneys' fees for any action contemplated or taken, or penalties or
liquidated damages in any amount, City objects to these terms and any such terms are hereby deleted from
the Service Agreement and shall have no force or effect.
7. Law and Venue.The Agreement and the rights and obligations of the parties hereto shall
be governed by,and construed in accordance with the laws of the United States and state of Texas,exclusive
of conflicts of laws provisions. Venue for any suit brought under the Agreement shall be in a court of
competent jurisdiction in Tarrant County, Texas. To the extent the Service Agreement is required to be
governed by any state law other than Texas or venue in Tarrant County,City objects to such terms and any
such terms are hereby deleted from the Service Agreement and shall have no force or effect.
8. Sovereign Immunity.Nothing herein constitutes a waiver of City's sovereign immunity.
To the extent the Service Agreement requires City to waive its rights or immunities as a government entity;
such provisions are hereby deleted and shall have no force or effect.
9. Liability and Indemnification. To the extent the Service Agreement requires City to
indemnify or hold Contractor or any third party harmless from damages of any kind or character, City
objects to these terms and any such terms are hereby deleted from the Service Agreement and shall have
no force or effect.
1. LIABILITY-CONTRACTOR WILL BE LIABLE AND RESPONSIBLE
FOR ANY AND ALL PROPERTY LOSS, PROPERTY DAMAGE AND/OR
PERSONAL INJURY,INCLUDING DEATH, TO ANYAND ALL PERSONS, OFANY
KIND OR CHARACTER, WHETHER REAL OR ASSERTED, TO THE EXTENT
CAUSED BY THE NEGLIGENT ACT(S) OR OMISSION(S), MALFEASANCE OR
INTENTIONAL MISCONDUCT OF CONTRACTOR, ITS OFFICERS, AGENTS,
SERVANTS,EMPLOYEES, CONTRACTORS, OR SUBCONTRACTORS.
2. GENERAL INDEMNIFICATION - CONTRACTOR HEREBY
COVENANTS AND AGREES TO INDEMNIFY,HOLD HARMLESS AND DEFEND
CITY, ITS OFFICERS, AGENTS, SERVANTS AND EMPLOYEES, FROM AND
AGAINST ANY AND ALL CLAIMS OR LAWSUITS OF ANY KIND OR
CHARACTER, WHETHER REAL OR ASSERTED, 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,
ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, TO THE
EXTENT CAUSED BY THE NEGLIGENT ACTS OR OMISSIONS OR
MALFEASANCE OF CONTRACTOR, ITS OFFICERS, AGENTS, SERVANTS,
EMPLOYEES, CONTRACTORS, OR SUBCONTRACTORS.
3. INTELLECTUAL PROPERTY INDEMNIFICATION —
Contractor agrees to defend, settle, or pay, at its own cost and expense, any claim or
action against City for infringement of any patent, copyright, trade mark, trade
secret, or similar property right arising from City's use of the software and/or
documentation in accordance with this Agreement, it being understood that this
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agreement to defend, settle or pay will not apply if City modifies or misuses the
software and/or documentation. So long as Contractor bears the cost and expense of
payment for claims or actions against City pursuant to this section, Contractor will
have the right to conduct the defense of any such claim or action and all negotiations
for its settlement or compromise and to settle or compromise any such claim;
however, City will have the right to fully participate in any and all such settlement,
negotiations, or lawsuit as necessary to protect City's interest, and City agrees to
cooperate with Contractor in doing so. In the event City, for whatever reason,
assumes the responsibility for payment of costs and expenses for any claim or action
brought against City for infringement arising under this Agreement, City will have
the sole right to conduct the defense of any such claim or action and all negotiations
for its settlement or compromise and to settle or compromise any such claim;
however, Contractor will fully participate and cooperate with City in defense of such
claim or action.City agrees to give Contractor timely written notice of any such claim
or action,with copies of all papers City may receive relating thereto.Notwithstanding
the foregoing, City's assumption of payment of costs or expenses will not eliminate
Contractor's duty to indemnify City under this Agreement. If the software and/or
documentation or any part thereof is held to infringe and the use thereof is enjoined
or restrained or, if as a result of a settlement or compromise, such use is materially
adversely restricted, Contractor will, at its own expense and as City's sole remedy,
either: (a) procure for City the right to continue to use the software and/or
documentation; or (b) modify the software and/or documentation to make it non-
infringing, provided that such modification does not materially adversely affect
City's authorized use of the software and/or documentation; or (c) replace the
software and/or documentation with equally suitable, compatible, and functionally
equivalent non-infringing software and/or documentation at no additional charge to
City; or(d)if none of the foregoing alternatives is reasonably available to Contractor
terminate this Agreement, and refund all amounts paid to Contractor by City,
subsequent to which termination City may seek any and all remedies available to City
under law.
4. ENVIRONMENTAL INDEMNIFICATION - Contractor does hereby
release,indemnify,reimburse,defend and hold harmless the City of Fort Worth from
and against any and all environmental damages and the violation of any and all
environmental requirements resulting from the cleaning, handling, collection,
transportation,storage and disposal of hazardous waste by contractor resulting in an
act of omission of environmental violation. Environmental Damages shall mean all
claims, judgments, damages, losses, penalties, fines, liabilities (including strict
liability),encumbrances,liens,costs,and expenses of investigation and defense of any
claim, whether or not such claim is ultimately defeated, and of any good faith
settlement or judgment,of whatever kind or nature,contingent or otherwise,matured
or unmatured, foreseeable or unforeseeable, including without limitation reasonable
attorney's fees and disbursements and consultant's fees, any of which are incurred as
a result of handling,collection,transportation,storage,disposal,treatment,recovery,
and/or reuse of waste pursuant to this contract, or the existence of a violation of
environmental requirements pertaining to, and including without limitation:
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Damages for personal injury and death, or injury to property or natural resources;
Fees incurred for the services of attorneys, consultants, contractors, experts,
laboratories and all other costs in connection with the investigation or remediation of
such wastes or violation of environmental requirements including,but not limited to,
the preparation of any feasibility studies or reports of the performance of any
cleanup, remediation, removal, response, abatement, containment, closure,
restoration or monitoring work required by any federal, state or local governmental
agency or political subdivision, or otherwise expended in connection with the
existence of such wastes or violations of environmental requirements, and including
without limitation any attorney's fees, costs and expenses incurred in enforcing this
contract or collecting any sums due hereunder; and liability to any third person or
governmental agency to indemnify such person or agency for costs expended in
connection with the services provided under this agreement.
10. Confidential Information. 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. To the extent the Service Agreement requires that City maintain records in violation of
the Texas Public Information Act, City hereby objects to such provisions and such provisions are hereby
deleted from the Agreement and shall have no force or effect.In the event there is a request for information
marked Confidential or Proprietary, City shall promptly notify Contractor. It will be the responsibility of
Contractor to submit reasons objecting to disclosure of the information. 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.
11. No Boycott of Israel. If Contractor has fewer than 10 employees or this Agreement
is for less than $100,000,this section does not apply. Contractor acknowledges that in accordance with
Chapter 2271 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" has the meanings ascribed to those terms in Section 2271 of the Texas
Government Code. By signing this Agreement, Contractor certifies that Contractor's signature
provides written verification to the City that Contractor: (1)does not boycott Israel; and(2)will not
boycott Israel during the term of the Agreement.
12. Immigration Nationality Act. Contractor will 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, Contractor will provide City with copies of all
I-9 forms and supporting eligibility documentation for each employee who performs work under this
Agreement. Contractor will adhere to all Federal and State laws as well as establish appropriate procedures
and controls so that no services will be performed by any Contractor employee who is not legally eligible
to perform such services. CONTRACTOR WILL INDEMNIFY CITY AND HOLD CITY
HARMLESS FROM ANY PENALTIES,LIABILITIES, OR LOSSES DUE TO VIOLATIONS OF
THIS PARAGRAPH BY CONTRACTOR, CONTRACTOR'S EMPLOYEES,
SUBCONTRACTORS,AGENTS, OR LICENSEES. City,upon written notice to Contractor,will have
the right to immediately terminate this Agreement for violations of this provision by Contractor.
13. Right to Audit. Contractor agrees that City shall, until the expiration of three (3) years
after final payment under the Agreement, have access to and the right to examine any directly pertinent
books, documents, papers and records of Contractor involving transactions relating to the Agreement.
Addendum to Service Agreement Page 5 of 9
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Contractor agrees that 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. City shall give Contractor reasonable advance notice of intended audits.
14. Electronic Signatures. This Agreement may be executed by electronic signature, which
will be considered as an original signature for all purposes and have the same force and effect as an original
signature.For these purposes,"electronic signature"means electronically scanned and transmitted versions
(e.g.via pdf file or facsimile transmission)of an original signature,or signatures electronically inserted via
software such as Adobe Sign.
15. Severability. If any provision of this Agreement is held to be invalid, illegal or
unenforceable,the validity, legality and enforceability of the remaining provisions will not in any way be
affected or impaired.
16. Force Majeure. City and Contractor will exercise their best efforts to meet their respective
duties and obligations as set forth in this Agreement,but will 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; epidemics or pandemics; government action
or inaction; orders of government; material or labor restrictions by any governmental authority;
transportation problems;restraints or prohibitions by any court,board,department,commission,or agency
of the United States or of any States;civil disturbances;other national or regional emergencies;or any other
similar cause not enumerated herein but which is beyond the reasonable control of the Party whose
performance is affected(collectively, "Force Majeure Event"). The performance of any such obligation is
suspended during the period of, and only to the extent of, such prevention or hindrance, provided the
affected Party provides notice of the Force Majeure Event, and an explanation as to how it prevents or
hinders the Party's performance, as soon as reasonably possible after the occurrence of the Force Majeure
Event,with the reasonableness of such notice to be determined by the City in its sole discretion.The notice
required by this section must be addressed and delivered in accordance with Section 19 of this Agreement.
17. Non-Discrimination Covenant. Contractor, for itself, its personal representatives,
assigns, contractors, subcontractors, and successors in interest, as part of the consideration herein, agrees
that in the performance of Contractor's duties and obligations hereunder, it will 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 CONTRACTOR, ITS PERSONAL REPRESENTATIVES, ASSIGNS,
CONTRACTORS, SUBCONTRACTORS, OR SUCCESSORS IN INTEREST, CONTRACTOR
AGREES TO ASSUME SUCH LIABILITY AND TO INDEMNIFY AND DEFEND CITY AND
HOLD CITY HARMLESS FROM SUCH CLAIM.
18. Signature Authority. The person signing this Agreement hereby warrants that they have
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 Contractor.
Each party is fully entitled to rely on these warranties and representations in entering into this Agreement
or any amendment hereto.
19. Notices. Notices required pursuant to the provisions of this Agreement will 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
Addendum to Service Agreement Page 6 of 9
City Secretary Contract No.
transmission, or(3)received by the other party by United States Mail,registered,return receipt requested,
addressed as follows:
To CITY: To CONTRACTOR:
City of Fort Worth
Attn: Assistant City Manager Edifice Protection Group
200 Texas Street 120 Reef Mall
Fort Worth,TX 76102-6314 Marina Del Rey, CA 90292
Facsimile: (817)392-8654
With copy to Fort Worth City Attorney's Office at
same address
(signature page follows)
Addendum to Service Agreement Page 7 of 9
City Secretary Contract No.
Executed this the day of ,2021.
CITY:
City of Fort Worth Contract Compliance Manager:
By signing I acknowledge that I am the person
responsible for the monitoring and administration
of this contract,including ensuring all
By: Jesus J.Chapa(Jan 27,202112:40c5-0 performance and reporting requirements.
Name: Jesus J. Chapa
Title: Deputy City Manager
Jan 27 2021 Alan H: Shuror
Date: By: Alan H.Shuror(Jan 27,202109:34 CST)
Name: Alan Shuror
Approval Recommended: Title: Sr.Administrative Services Manager
Approved as to Form and Legality:
By: Steve Cooke(Jan 27,202109:40 CST)
Name: Steve Cooke
Title: Property Management Director By:
�vo�nnn�� Name Matthew A.Murray
Attest: �0l°FORr*'da Title: Assistant City Attorney
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vg °off= Contract A horization:
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By: �// d�� °°°°°°°°°°°°°�� Ordinance No. 24161-04-2020
Name: Mary Kayser �a��nEXASoQp
Title: City Secretary
CONTRACTOR:
Edifice Protect' Group,Inc.
By: 5qz-�-
Name:Gary�
Title: Vjnp President
Date:
OFFICIAL RECORD
CITY SECRETARY
FT.WORTH, TX
Addendum to Service Agreement Page 8 o
City Secretary Contract No.
EXHIBIT A-SERVICE AGREEMENT
Addendum to Service Agreement Page 9 of 9
SECURITY SERVICE CONTRACT
THIS SECURITY SERVICES CONTRACT("Contract")made on the 25th day of February 2019 is executed
by and between,Hertz Fort Worth Energy Way with offices at 100 Energy Way,Suite 100,Fort Worth,Texas
("Owner")and EDIFICE PROTECTION GROUP,INC.,a California corporation,with offices at 120 Reef
Mall,Marina Del Rey,CA 90292("Contractor").
1. Term.Contractor shall famish uniformed security officers for the Building(s) located on the Proper-
ties set forth on Exhibit A(each and collectively"Premises") for 36 months commencing on 2/25/2019,subject to
Section 7 herein.
2. Services.
The security services to be provided by Edifice Protection Group,Inc.,including the number of man hours to be so
provided shall be mutually agreed upon by Edifice Protection Group,Inc.and the Client and shall be specified in
writing,and signed by both parties.Changes in such services may be made from time to time by mutual agreement
of the parties,and any such Addendum shall become effective only when specified in writing and signed by both
parties.Any such Addendum referring to the Agreement,and signed by both parties hall form a part of this Agree-
ment and shall be incorporated herein by reference as if written out in their entirety.Client agrees to indemnify and
hold Edifice Protection Group,Inc. Harmless from any claim,loss,injury,damage or other liability arising from
Edifice Protection Group,Inc.personnel performing at the request or direction of Client,services other than those
set forth in writing and signed by both parties.All services by Edifice Protection Group,Inc.shall be deemed satis-
factory unless written notice is received by Edifice Protection Group,Inc.within ten(10)days from the date of per-
formance or such services.
3. Insurance.
Client agrees to assume all risks of loss or damage to its premises,business and property and to property of others
on Client's premises occurring as a result of fire,theft,or other casualty and Client waives its right of recovery
against Edifice Protection Group,Inc.for any such loss or damage however caused.
Edifice Protection Group,Inc.shall defend,indemnify,and hold harmless Client,its agents and employees from or
against any loss,damage,injury,judgment,liability,claim,lien or cause of action,including attorney's fees and/or
costs,for injury to person or property,or death of a person(collectively hereinafter"Claims"),to the extent that
such Claims arise out of the performance of services under this Agreement and was caused by the negligence of
Edifice Protection Group,Inc.,its employees or agents while acting within the course and scope of their duties and
authority.
In no event shall Edifice Protection Group,Inc.be liable for any claims caused in whole or in part by the active or
passive negligence or willful misconduct of Client(including any defect on the premises)or its employees or agents,
or for consequential or incidental damages or loss of profits.Client shall defend,indemnify,and hold harmless Edi-
fice Protection Group,Inc.,its agents or employees from and against any and all claims resulting from,or alleged to
be resulting from,the active or passive negligence or willful misconduct of Client in connection with the property or
Edifice Protection Group,Inc.performance of its services hereunder,including any non-standard services(i.e.not
specified herein or in any written Post Orders)performed by Edifice Protection Group,Inc.at the request,direction,
or on behalf of the Client.
The indemnity obligations of Edifice Protection Group,Inc.and Client set forth herein shall survive the expiration
or termination of this Agreement.
Client waives any and all rights of subrogation that client may have and/or that any insurer of Client may have
against Edifice Protection Group,Inc. The amounts payable to Edifice Protection Group,Inc.under this Agreement
are based solely upon the value of services rendered and are unrelated to the value of Client's property or lives or
property of others.Any offset by Client from amounts payable to Edifice Protection Group,Inc.without Edifice
Protection Group,Inc.prior(written)agreement is prohibited.
Rev.1/1/14 -1- [Hertz—Pier One Imports]
(a) Contractor agrees to carry and keep in force at all times during the life of this Contract the fol-
lowing insurance in companies and in form satisfactory to Owner:
(i) Worker's Compensation and Employer's Liability Insurance
(ii) Commercial General Liability,Bodily Injury,and Property Damage Liability.
(b) Contractor shall furnish certificates of insurance to Owner,in form and substance satisfactory
to Owner,evidencing that insurance required hereunder has been secured.
(c) NO WARRANTY:
Client recognizes that Edifice Protection Group, Inc. is not an insurer of property or persons and makes no
warranty,express or implied,that the services provided will prevent loss,damage or injury to Client's guests,
invitees, employees, property, or from the injury or death of any person whomsoever or the consequences
therefrom. The services provided hereunder do not constitute maximum security,but provide a degree of se-
curity resulting from the reasonable efforts of security personnel to carry out mutually agreed upon security
procedures during the hours stipulated.
4. General Responsibilities - Set forth hereinafter are the general responsibilities of Contractor in
providing personnel,equipment,and services for Owner under this Contract.Any changes to be made subsequently
by the Owner or Contractor will be subject to negotiations between these parties. Contractor has no obligation to
perform any duties or services (and will bear no responsibility for duties and services) other than those expressly
specified in this Agreement.
(a) Scope of Work:
(i) Maintain discipline, excellent appearance, professional demeanor,integrity, and atten-
tion to duty among contractor personnel.
(ii) Require contractor personnel to enforce Owner and Contractor security policies,proce-
dures,and orders.
(iii) Furnish Owner with names and phone numbers of Contractor supervisory personnel
who can be contacted at any time to respond to Owner's needs.
(iv) Notify Owner and the appropriate public safety agency immediately of any evidence of
fire,emergency,or criminal activity observed, reported or discovered. Contractor shall notify Owner
immediately of any other damage to the Property,personal injury or hazardous condition discovered
on the Property by Contractor. Contractor shall notify Owner immediately if Contractor is unable to
secure the Property when scheduled or otherwise required by Owner.
(v) Contractor shall furnish to Owner accurate reports in written form according to the fol-
lowing schedule:
REPORT FREQUENCY DEADLINE
Incident Report Per Incident 48 HR
Daily Activity Report Once per day 8:00 AM the next business day, or
as soon thereafter
Staffing Report When invoice client Included with Billing Statement
(vi) Furnish trained and qualified,unarmed security personnel in sufficient numbers to pro-
vide service as requested by the Owner.To the extent reasonably possible,this service will be contin-
uous regardless of weather,disaster,strikes,or threatened strikes.
Rev.1/1/14 -2- [hertz—Pier One Imports]
(vu) Contractor personnel must work their assigned post completely alert and fit to perform
their prescribed tasks.
(e) Equipment,Material&Supplies.
(i) Owner-furnished equipment, material, supplies, including without limitation Building keys,
shall remain the property of the Owner and will not be used for any purpose other than in the
performance of Owner's security functions.
(ii) Contractor-furnished equipment shall remain the property of the Contractor and will not be
used for any purpose other than in the performance of Owner's security functions.
(iii) All officers assigned to Owner's premises will be required to report for duty in a uniform con-
sisting of the proper designated attire as set forth in Exhibit E. A patch identifying the contract
security service firm will be displayed on the uniform in accordance with applicable regula-
tions of the State in which the Premise is located.
5. Independent Contractor. It is expressly understood that Contractor is an independent contractor. As
an independent contractor, Contractor agrees to comply with all laws,rules, and regulations,whether federal, state,
or municipal,which now or in the future may be applicable to all services or work performed under this Contract,or
applicable to Contractor's business,equipment,agents,or employees engaged in or in any manner connected with its
performance under this Contract. Contractor represents and warrants that it is an expert in the work and services it
will perform and provide,that its employees and agents have been trained (and shall continue to be trained)to fol-
low all applicable laws,rules and regulations,and work safety requirements from time to time in effect.It is further
agreed by the parties hereto,however,that Contractor,its agents,and employees shall have and hereby do have,the
full power and authority of Owner to enter in and upon the Premises at the times and upon the occasions required by
the terms of this Contract in performance of the terms hereof.
6. Confidentiality; Use of Owner Name.
All information and data that is received by Contractor from Owner shall be treated as confidential by Con-
tractor and all of Contractor's employees, agents, and subcontractors, and Contractor shall take all precau-
tions necessary to prevent disclosure of such information or data verbally or in writing to others except upon
the express written approval of Owner.
7.Defaults and Termination.
(a) Default. Owner reserves the right to terminate this Agreement due to default by Contractor of
any of its obligations hereunder upon seven(30) days' written notice if said default is not cured within said
time period,or immediately if at any time during the term of this Agreement there shall be filed by or against
Contractor in any court,pursuant to any statute, either of the United States, or of any state, territory or pos-
session, a petition in bankruptcy or insolvency or for reorganization or for the appointment of a receiver to
receive all or a portion of Contractor's property,or if Contractor makes an assignment for the benefit of credi-
tors.Notwithstanding what is set forth herein,Owner may immediately terminate this Agreement if Contrac-
tor fails to perform due to labor disharmony or disputes or if Contractor's employees or their allies' picket
any of the Premises.
(b) Termination by Contractor. Contractor may terminate the Agreement with thirty (30) days'
written notice to Owner in the event of(i) a material change in Contractor's insurance coverage relevant for
the Agreement,provided that Contractor provides Owner written evidence of such change,or(ii)a change in
applicable law,rules or government regulations,in Contractor's reasonable discretion,would constitute or re-
quire a material change of duties or services to be provided by Contractor under the Agreement.
(c) Other Termination. Either party may terminate this Contract without cause after giving the
other parry 30 days advance written notice. Any reduction of services shall require 30 days advance written
notice unless otherwise agreed in writing between the parties.Notwithstanding what is set forth herein,Own-
er may immediately terminate this Agreement if Contractor fails to perform due to labor disharmony or dis-
putes or if Contractor's employees or their allies' picket any of the Premises. In addition, each Owner may
Rev.111114 -3- [Hertz—Pier One Imports]
terminate this Agreement only as to the Premises owned by said Owner without terminating the entire
Agreement. If such a partial termination occurs, the requirements and obligations of this Agreement shall be
reduced proportionately.
8. Wages and Billing.
(a) Promotions/Pay Increases. The wage program is designed to minimize guard turnover and to
motivate guards to perform at a level above that which is required. Contractor personnel shall advance to a
higher labor rate in accordance with the merit levels, as reasonably determined by Contractor and cli-
ent/owner. Client and contractor will review pay increase once a year(yearly acceptable increase is 3%or
higher)
(b) Costs.The security officers will be employees of Contractor and Contractor will pay all wages,
salaries,overtime,vacation,insurance,federal and state payroll taxes,
(c) Invoices. The Contractor shall submit(Bi-weekly/monthly)invoices for charges due under the
Contract. The billing rates are reflected in Exhibit D. Applicable sales tax will be added in accordance with
state law. Owner shall make payments for said invoices within 30 days.If Owner disputes any portion of the
Contractor's monthly invoice, Owner may pay the undisputed portion of the invoice and advise the Contrac-
tor in writing of the disputed portion.
(d) Billing Rates.Billing Rates are set forth in Exhibit D.
(i) Straight Time. Straight time billing rates shall apply to a normal 40-hour workweek.
(ii) Overtime. The Owner may be billed at overtime billing rates only when such additional
overtime is incurred at the Owner's direct request.
(iii) Holidays.Approved holidays are: New Year's Day,Memorial Day,Independence Day,
Labor Day, Thanksgiving Day, Christmas Day_ Holiday billing rates shall start at 12:01 a.m. and end
at 11:59 p.m.on Holidays.
(iv) Overtime/Holiday Rate-To be invoiced at one and one-half times the Billing Rate.
(v) Vacation. Contractor(Edifice) will provide vacation paid following Edifice paid vaca-
tion policy. Client will cover any requests for paid vacation exceeding Edifice Policy. (Client will
cover Grandfather employees with more then 80 hours paid vacation).Contractor paid vacation policy
is as follow: 40 hours between years 1-5, 80 hours after 5 years, full time employees only), Edifice
will honor years of seniority for grandfather employees for the propose of vacation paid.All vacation
hours above Edifice policy shall be invoiced separately as they occur, and will cover regular hours,
taxes and insurance.
(E) Billing Rates Increase-Client understand that due to market changes,price increase by service
providers servicing the contractor,material cost,consumer index changes and other,the contractor
might be required to raise the billing rate.If that to happened,the contractor will engage in discussion
regarding the raise with the Client to arrive to mutual understanding and agreement to either keep the
rate or change it.
9. Assignment/Amendments. Contractor shall not assign or sublet this Contract,the services or work to
be provided hereunder,or any part hereof,without the prior written consent of Owner.
10. Health and Safety.
(a) The Contractor shall observe all federal, state, and local laws and regulations pertaining to
health and safety.
Rev.1/1114 -4- [Hertz—Pier One Imports]
(b) The client/owner agrees that it will comply with OSHA hazard communication standard and
will indemnify and hold EDIFICE harmless from all claims,including injuries to company employees arising
out of a condition existing at client's premises or client's violation of any safety or health-related law or
regulation.
(c) Client further agrees to: (1)make available to EDIFICE the material safety data sheet for each
hazardous chemical to which EDIFICE employees may be exposed at client's premises(2)inform EDIFICE
of precautionary measures that need to be taken to protect EDIFICC employees and labeling all hazardous
material.
(d) The importance of safety of all workers shall be recognized, and accident prevention shall be
an integral part of the Contractor's operations.
11. Miscellaneous.
(a) Entire Agreement. This Contract supersedes all previous agreements or contracts between
Contractor and Owner and represents the entire Contract between the parties.This Contract may not be modi-
fied or amended,except in writing,signed by Contractor and Owner.
(b) Conflict. The terms,conditions,and requirements of this Contract shall prevail in the event of
a conflict with the terms,conditions, or requirements of any work orders,purchase orders,or similar agree-
ments,oral or written,entered into between the parties through their duly authorized representatives.
(c) Absence of Contractor Mana ement. In the event the Contractor Supervisor, lead officer, or
other duly authorized representative,is not present where it may be desired to give directions in the event of
emergency,orders may be given by the Owner.Such orders shall be received and obeyed by the Contractor's
employees to secure the quality,safe conduct of the work,and/or the safety of the public.
(d) Delay. Neither party shall be considered in default in the performance of its obligations under
the Contract to the extent that the performance of its obligations is prevented or delayed by any cause beyond
its reasonable control including, without limitation,acts of God; acts or omissions of governmental authori-
ties (including any legal enactment,decree or moratorium,or any regulation, rule,practice or guideline of a
public authority,or any intervention of a public authority,an act of nationalization,confiscation or expropria-
tion) or the other party; strikes, lockouts, or industrial disturbances; acts of public enemy; wars; blockades;
riots;any violent or armed action,hi jacking or act of terrorism;civil disturbances; epidemics; floods;hurri-
canes;tornadoes;and other similar events,acts,or omissions.Notwithstanding what is set forth herein,Con-
tractor's performance shall not be delayed or hindered by strikes,lockouts or other labor disputes, including
picketing.
(e) Notices.All written notices required or permitted to be given under the Contract shall be deliv-
ered to the party at the parry's address specified in the opening recital of this Agreement or such other address
as indicated by 30 days'written notice to the other party by delivery in person,telegraph,facsimile,or U.S.
mail with first-class postage prepaid. No notice shall be effective until received by the party to whom ad-
dressed.
(f) Applicable Law. THIS CONTRACT SHALL BE GOVERNED BY AND CONSTRUED
IN ACCORDANCE WITH THE APPLICABLE LAWS OF THE STATE IN WHICH THE PROP-
ERTY(IES)ARE LOCATED AND THE UNITED STATES OF AMERICA FROM THE TO TIME
IN EFFECT.The Count in which the Property(ies)are located shall be the only proper place for venue for
any suit,action,or other proceeding arising out of or relating to this Contract.
(g) Unenforceability.In case one or more of the provisions contained in this Contract shall for any
reason be held to be invalid,illegal,or unenforceable in any respect, such invalidity,illegality, or unenforce-
ability shall not affect any other provision thereof and this Contract shall be construed as if such invalid,ille-
gal,or unenforceable provision had never been contained herein.
[Signatures on following page]
Rev.1/1/14 -5- [Hertz—Pier One Imports]
IN WITNESS WHEREOF,the parties hereto have executed this Contract as of the date first written above.
Hertz Inve ent Group Manager
By: ?44%4-ZY 4 r t414AI
Name: 4 nn�
Title: 6V OA
CONTRACTOR:
EDIFICE PROTECTION GROUP,INC.
A California corporation
By: Edifice Protection Groun
Name:G41y Po or
Title: Vice President
Rev.1/1/14 Signature Page [Hertz.-Pier One Imports]
EXHIBIT A
OWNERS AND PROPERTIES
PROPERTY PROPERTY ADDRESS CONTACC NAME/INFORMAnON
Pier One hn orts 100 gnM Way,Fort Worth,TX 76102 Gre Win ate
Hertz Fort Worth Energy Way LP
[Hertz—Pier One Imports]
EXHIBIT B
TRAINING AND DEVELOPMENT
Newly assigned officers to an Owner/client property will be required to pass the following training stages be-
fore they can be assigned to a post individually:
a. Pass successfully state required training classes towards their license application in an institution cer-
tified under the state security licensing Unit
b. Study contractor policies and procedures(employee handbook,memos,discloser forms...)
c. On the Job Training supervised by the site supervisor(16 Hr)which will cover the following items:
■ Introduction of the SO to property managers and their team(office staff,engineers,cleaning)
■ Property Tour(know your work area,doors,floors,tenants)
■ Life Safety Systems
■ Parking Policy around site(cars,bikes)
■ Parking policy of vendors in loading dock
■ Building garage parking rules
■ Work schedule(know the hours of security operation and building operation and what is required to
do in each of the 24/7-time schedule,weekdays/weekend schedule)
• Equipment used on site
■ Security Forms used on site and location
■ Computer use and policies on post(if applicable)
■ Know how to control CCTV monitors and other system monitors.
■ Review Site control panels(fire,alarm,elevator control)and what to do in emergency
■ Building policies and requirements
■ Access control(system used,access during hours,after hours,Tenants,visitors)
■ Cleaning crew control and policies.
■ Lock and key use policies
■ Delivery policy(Mail(LISPS,UPS,FEDEX),Food delivery)
• Security team duties on site(lobby,loading dock)
• Patrol duty on site(if applicable),system used,and hours...
• Radio communication(use of radio,rules of use)
■ What is allowed and not allowed on the post.
■ Incident response and reports writing policy on site
■ Chain of commend—call order
■ Theft prevention and reports
• Lost and found policy
■ Public Relations and communication with visitors and tenants
■ Emergency response:
■ Elevator Malfunctions/Entrapments
■ Fire alarm(False&real)
■ First aid response(single,multi-injury)
■ Rubbery(sites with bank location)
■ Theft
■ Slip and fall
■ Hazardous material
■ Extreme weather conditions
■ Bomb threat
■ Hostage situation
■ Active Shooter
■ Fire Extinguisher locations and how to operate fire extinguisher
■ Site malfunction and reporting procedures(broken door,glass,lights not working...}
■ Sexual Harassment(how to deduct and report)
■ Site general orders and reading post orders(SO must-read post orders before assign to a post)
- Site supervisor will conduct first 7 hours where he/she will cover all items mentioned above
(morning shift)
- SO will then leave and come back for 8 Ur training of the shift that he scheduled to take over
[Hertz—Pier One Imports]
- SO will then leave and come back for last meeting with the supervisor for Q's and verbal quiz
about the training the officer received(1 Hr)
d. Annual refreshment trainin 4 hours
All officers both new and existing must annually complete four(4)hours of company orientation and
emergency preparedness training on site as outlined for the following disciplines:
➢ Contractor and owners' policies and procedures
➢ Public relations
➢ Fire Alarm Systems- smoke,water flow,tamper switches,public address,etc.
Bldg. Emergencies-elevator entrapments, fire, smoke,bomb threats,power failures, floods,
hostage,active shooter,etc.
➢ Yearly review of building emergencies,incident and other related material
➢ Q&A
*In accomplishment of each training stage, SO will sign and date training check list
[Hertz-Pier one Imports]
EXHIBIT C
STAFFING LEVELS
Security Coverage- 24 hour, 7 days a week, with a Security Command Center at the lobby or loading dock for 400 Poydras property
management office.Daily reports shall be required of all shifts/personnel. Customer service is top priority;officers may be called upon
to assist property management, engineering and building tenants. Patrol officer will be responsible for checking exterior doors.
Professional uniforms to be provided by Contractor, Contractor may use Owner or Manager uniform provider.Owner or Manager will
determine uniform selection.
Property Name Pier One Imports
Property Location Fort Worth Tx
Post#1= Post#2= Post#3= Post#4=
#Of 50 in each post 1 1 1 0
per shift
Post need to be cov- Director 15t
ered by SO OR Su- Shift Weekend
pervisor
1st shift Hr 7am —3pm 8am-4pm 7am—3pm 7am--7pm
2nd shift Hr 3pm— iipm 3pm —iipm 7pm —7am
3rd Shift HR 11pm—7am 11pm—7am
Total #of SO per 1 1 1 1
post
Total SO needed for 4 3 2 4
Property
Total Labor Hr per
32 30
post per Day 24 24
Total labor Hr per 160 120 120 60
post per week
Total labor hours of 461
all posts per week
[Hertz—Pier One Imports]
EXHIBIT D
WAGE AND SALARY SCHEDULE
The following table represents the pay and bill rates for all positions at Hertz Pier One Imports.
Position Pay Rate P/Hr Billable Rate Bill Rate P/Hr Holiday Bill Rate
P/Hr
James Goad 20.00 42% 28.40 150%
Stephan Green 15.00 44 21.30 "
SO 3 13.50 14 19.17 44
SO 4 13.50 19.17 44
SO 5 13.50 19.17
SO 6 13.50 19.17
SO 7 13.00 18.46
S09 12.50 17.75
SO10 12.50 17.75
SO11 12.00 17.04 "
SO 12 12.00 17.04
SO 13 12.00 17.04 "
S014 12.00 17.04
[Hertz—400 Poydms}
EXHIBIT E
UNIFORMS
1. Uniforms.Contractor shall furnish to security personnel the following uniforms and equipment in
reasonable numbers as determined by Contractor:
(a) Light Blue dress shirts&Tie;
(b) Black Blazer&Gray Slacks
(c) Belt and shoes provided by employee;
(d) Each employee is requiring wearing black clean shoes.
(e) Coat to each employee based on state and weather conditions
Contractor understands Owner has a standard uniform specification and Contractor assumes responsibility for pro-
curing the specific uniform that meets Owner's approval.Contractor shall provide all such uniforms and equipment
at no cost to Owner. Contractor shall be responsible for updating the uniform at a standard market wear and tear
schedule.
2. Dress Standards. The following dress standards shall apply to security personnel at all
times when on duty at the Property:
(a) All security personnel must wear black shoes as part of the uniform;
(b) Only black or navy socks shall be worn;
(c) All security personnel will wear black leather belt as part of the uniform;
(d) The photo badge shall be worn at all times affixed either to the shirt pocket or the inside
pocket of the double-breasted blazer;
(e) Only a nametag approved by Owner and provided by Contractor will be worn on the uni-
form;
(f) If T-shirt is used to be wearing under the shirt is has to be a clean white high-necked T-
shirt by all male security personnel;
(g) Female security personnel will wear a brassiere at all times while on duty;
(h) Sunglasses shall not be worn while on duty;
(i) Only one ring per hand may be worn;
0) No bracelets shall be worn unless they are of the medical-alert variety;
(k) Chains and necklaces,if worn,shall not be visible;
(1) Male security personnel shall not wear earrings while on duty;and
(m) Female security personnel may wear earrings if they have pierced ears,consisting of only
simple post and studs(no hoops,dangling or clip-on earrings to be allowed).
[Hertz-Pier one}
3.Grooming Standards.The following grooming standards shall apply to security personnel at all
times when on duty at the Property:
(a) Hair length for male officers shall not fall below the upper one-third(1/3)of the ear,nor
will it hang over the collar of the uniform shirt;
(b) Hair shall not be cut in such a manner as to appear to have designs;
(c) Male officers will be permitted to wear mustaches,provided that the same do not extend
past the corners of the mouth;
(d) Sideburns for male officers shall not extend past the bottom of the earlobe and shall not
exceed one(1)inch in length;
(e) Male officers shall not wear beards or goatees of any type;
(f) Except as provided elsewhere herein,male officers shall report to work clean-shaven;
(g) Facial makeup worn by female officers shall be conservative and not excessive;
(h) Colognes and perfumes shall be mild in scent and subject to Owner's discretion;
(i) Female officer's fingernails will not be extraordinary in length and shall not interfere with
performance of the Services;and
({) Fingernail polish,if worn,will be either clear or a muted color.
4. Subject to Change. The uniform, dress and grooming standards set forth herein shall be
subject to modification by Owner from time to time,at Owner's discretion.
[Hertz—Pier One}
M&C Review
Official
CITY COUNCIL AGENDA FURT1
DATE: 1/26/2021 REFERENCE **M&C 21-0080 LOG NAME: 21 FY2021 SECURITY
NO..
CODE: P TYPE: CONSENT PUBLIC HEARING: NO
SUBJECT: (ALL)Authorize Execution of a Security Services Agreement with Edifice Protection
Group, Inc. in an Amount Up to $432,000.00 Per Year for Security Services at the City
Property Located at 100 Energy Way
RECOMMENDATION:
It is recommended that the City Council authorize the execution of a security services agreement
with Edifice Protection Group, Inc. in an amount up to $432,000.00 per year for security services at
the City property located at 100 Energy Way with four, one-year renewal options.
DISCUSSION:
On December 15th, 2020, City Council approved the purchase of the Pier 1 Building located at 100
Energy Way for use as a municipal facility and new City Hall (M&C 20-0910). The new City Hall will
consolidate the City's operations and functions and will subsequently reduce long-term operating
expenses by replacing older buildings with modern, efficient spaces specifically tailored to City
services and by eliminating annual payments associated with leased facilities. Because the security
services are necessary to preserve and protect the public health and safety of the City's residents,
the bid was not advertised. Staff recommends awarding the purchase of security services to the
building's current security provider, Edifice Protection Group, Inc., in an amount up to $432,000.00
per year.
Edifice Protection Group, Inc. will provide security services including first responder assistance,
parking enforcement, and trained security officers to patrol the property. Edifice Protection Group,
Inc. will supply the City with necessary security staff at the building that will house City Hall, various
City Departments, and tenants. The security services are necessary to protect City employees,
citizens, tenants, and members of the general public doing business with the City.
No guarantee was made that a specific amount of services would be used. However, the City
anticipates spending an amount not to exceed $432,000.00 per year during the term of the
agreement. The agreement will commence once the City closes on the building, will expire on
February 25, 2022, and will include four, one-year renewal options.
PRICE ANALYSIS —There is no recent purchase history for security services with Edifice Protection
Group, Inc., however, Property Management Department staff reviewed the prices and determined
them to be fair and reasonable.
ADMINISTRATIVE CHANGE ORDER - An administrative change order or increase may be made
by the City Manager up to the amount allowed by relevant law and the Fort Worth City Code and
does not require specific City Council approval as long as sufficient funds have been appropriated.
FISCAL INFORMATION/CERTIFICATION:
The Director of Finance certifies that funds are available in the current operating budget, as
http://apps.cfwnet.org/council_packet/mc review.asp?ID=28632&councildate=1/26/2021[1/27/2021 8:53:57 AM]
M&C Review
previously appropriated, in the participating departments' Operating Funds to support the approval
of the above recommendation and purchase agreement. Prior to any expenditure being incurred,
the participating departments have the responsibility to validate the availability of funds.
TO
Fund Department Account Project Program Activity Budget Reference# Amount
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: Dana Burghdoff(8018)
Originating Department Head: Steve Cooke (5134)
Additional Information Contact:
ATTACHMENTS
http://apps.cfwnet.org/council_packet/mc review.asp?ID=28632&councildate=1/26/2021[1/27/2021 8:53:57 AM]