HomeMy WebLinkAboutContract 42576 CITY SECRETARY
CONTRACT NO.
SERVICES AGREEMENT BETWEEN CITY of FORT WORTH AND
FORT WORTH HISPANIC 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 Texas,
acting by and through Fernando Costa, its duly authorized Assistant City Manager, and the
Fort worth Hispanic chamber of Commerce ("Contractor"), a Texas non-profit corporation,
acting by and through Rosa Navejar, its duly authorized Chief Executive Officer.
RECITALS
WHEREAS, the Fort Worth Hispanic 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 Hispanic
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 Hispanic 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 do 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, 2011, and ending
September 30, 2012 (the "Term").
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Service Agreement 1
3. F_
In consideration of the Services to be performed hereunder by contractor, city
promises and agrees to pay contractor $169,439.90 in twelve installments; 11 payments of
$'14,'119.9'1 and one payment of $'14,'119.99 to be dispersed upon submission and approval of
monthly reports. There will be no payments remitted for this FY2011-12 contract term until all
monthly reports have been submitted and approved for the previous contract year.
Contractor will submit electronic monthly reports only no later than the 26th of the month
following the month which is reported for Services performed by contractor in performance of
this Agreement using the measurables set forth in Exhibit "A". Each measurable shall be
submitted in an editable excel format and the attachments shall be in the readable pdf format.
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 measurables; detailed information associated with outreach activities, capacity
enhancements and workshops. When a measurable involves distinct items, a copy of at least
one item must be attached to the report, when the number reported is at least one. If
information is not complete, payment will not be rendered until such completed information is
submitted in each measurable.
Each monthly report must be prepared and signed by a representative of the contractor
that has received the Training for ci of Fort Worth Fund Recipients: Reporting
Requirements ("Fiscal Training"), or by a certified Public Accountant.
If the contractor deviates from this reporting requirement, the contractor will be
considered in non-compliance with this Agreement. Any non-compliance by contractor under
Section 3 of this Agreement may jeopardize the contractor's ability to receive future funding
from the city.
4. Termination.
Either party may 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. Training.
The chief Executive Officer, Executive Officer, or chief Financial Officer of contractor
shall receive Fiscal Training on an annual basis. Evidence of receipt of such training shall be
submitted to the city no later than December 30, 2911. contractor shall be responsible for
training its representatives at its own cost and expense.
6. 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.
Service Agreement 2
7. 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 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.
8. Indemnification.
CONTRACTOR AGREES TO AND SHALL RELEASE CITY, ITS AGENTS,
EMPLOYEES, OFFICERS AND LEGAL REPRESENTATIVES FROM ALL LIABILITY FOR
1NJUR Y, 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 IT'S 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) ANDIOR PERSONAL INJURY, INCLUDING DEATH, TO ANY AND ALL
PERSONS, OF ANY KIND OR CHA RA C TER, WHETHER REAL OR A SSER TED, ARISING
OUT OF OR IN CONNECTION WITH THE EXECUTION, PERFORMANCE, OR ATTEMPTED
PERFORMANCE OF THIS CONTRACT AND AGREEMENT, ANDIOR THE SERVICES
PERFORMED HEREUNDER, EXCEPT TO THE EXTENT CAUSED BY THE GROSS 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, CON TRA C TOR AGREES TO INDEMNIFY, HOLD HARMLESS AND
DEFEND THE CITY OF FORT WORTH, ITS OFFICERS, AGENTS, SERVANTS, AND
EMPLOYEES, FROM AND A GA INS T ANY AND ALL CLAIMS OR S U1 TS RES UL TING
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 8 shall survive the expiration or termination of this Agreement.
9. Non-Profit.
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
Service Agreement 3
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death, to persons or property, Contractor hereby expressly waives its rights to plead
defensively such immunity or exemption as against the City.
10. 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 of same without such prior written approval shall be void and constitute a
breach of this agreement.
11. compliance 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.
12. 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.
13. 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
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.
Service Agreement 4
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 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.
14. 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.
15. 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.
18. 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.
17. Venue.
Should any action, whether real or asserted, at law or in equity, arise out of the
execution, performance, attempted performance of this Agreement, venue for said action shall
lie in Tarrant County, Texas or the United States District Court for the Northern District of
Texas, Fort Worth Division.
18. Notices.
Service Agreement 5
Notices to be provided hereunder shall be sufficient if forwarded to the other party b hand-
delivery or via U.S. Postal Service certified mail, postage prepaid, to the address of the other
party shown below:
William Johnson, Rosa Navejar, chief Executive officer
Housing and Economic Development Fort Worth Hispanic chamber
Department of commerce
City of Fort Worth 1 327 North Main Street
1150 South Freeway, Suite 105 Fort Worth, Texas 75105
Fort Worth, Texas 76104 (817) 525-5411
(817) 212-2580
19. Sege ra b i l
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.
20. Force Ma'eure.
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. Y 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 omission, fires, strikes, lockouts, national disasters, wars, riots,
material or labor restrictions by any governmental authority, transportation problems and/or
any other similar causes.
21. Headings not Controllin .
Headings and titles used in this Agreement are for reference purposes only and shall
not be deemed a part of this Agreement.
[SIGNATURES APPEAR ON FOLLOWING PAGE]
Service Agreement 6
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FORT WORTH
HISPANIC CHAMBER OF COMMERCE
By: kosa Navejar, Uiief Executive officer
STATE OF TEXAS §
COUNTY OF TARRANT §
BEFORE ME, the undersigned authority, a Notary Public in and for the State of Texas,
on this day personally appeared Rosa Navejar, known to me to be the person whose name is
subscribed to the foregoing instrument and acknowledged to me that the same was the act of
the Hispanic Chamber of Commerce and that she executed the same as the act of said
Hispanic Chamber of Commerce for the purpose and consideration therein expressed and in
the capacity therein stated.
GIVEN UNDER MY HAND AND SEAL OF OFFICE this /y day of
2011. LL
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Notary Public in and for the
State of Texas
1 Joe*L H*MandeZ
NaWY Public
State of Texas
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CITY OF FORT WORTH: ATTEST:
toe-'-ffiaoz
Fernando Costa arty Hendrix
Assistant City Manager City Secretary .� ��
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APPROVED AS TO FORM AND LEGALITY. oOA aw p ❑
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Assistant Ty Attorne X0000° �'� � .�
Date. 20
M&c 25 2-12 .
STATE OF TEXAS §
COUNTY OF TARRANT §
BEFORE ME, the undersigned authority, a Notary Public in and for the State of Texas,
on this day personally appeared Fernando Costa, known to me to be the person whose name
is subscribed to the foregoing instrument and acknowledged to me that the same was the act
of the City of Fort Worth for the purpose and consideration therein expressed and in the
capacity therein stated.
F OFFICE this da &'08ZZLr,
GIVEN UNDER MY HAND AND SE AL O �
y of
2011.
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Notary Public in and for the
State of Texas
EVoNIA DANIELS��• f
' :*= MY COMMISSION EXPIRES
July 10 2013
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Service Agreement 8
EXHIBIT A
WHEREAS, the city of Fort Worth desires to contract with the Fort Worth Hispanic
Chamber of Commerce on a consulting basis to provide such services during FY 11-12 as
listed below to small minority and women owned businesses and to Fort Worth residents who
are owners of these small businesses:
1. EDUCATION/TRAINING
a. Establish a curriculum for a Bilingual Seminar to business
related subjects for start-up and existing small businesses
(Number of classes held) Annual No. 40
b. Assist small businesses with completing Business Plans Annual No. 00
c. Assist small businesses with completing Marketing Plans Annual No. 00
d. Provide one-on-one counseling to small businesses Annual No. 120
2. PROCUREMENT ASSISTANCE
a. Conduct doing business with public and private entity
workshops for small businesses, particularly City of
Fort Worth procurement opportunities 1 Annual No. 10
b. Foster capacity enhancement for small businesses via
mentorship's joint ventures and partnership Annual No. 5
c. Outreach activities to encourage business activity Annual No. 20
3. CERTIFICATION ASSISTANCE
a. List firms provided assistance to complete certification
applications Annual No. 50
b. List firms receiving certification through direct assistance
from the Chamber Annual No. 35
c. List firms receiving certification that can provide a service
or product to the City of Fort Worth Annual No. 30
4. COUNSULAR de MEXICO SATELLITE OFFICE
a. Matriculas Annual No. 0,300
b. Passports Annual No. 1000 _
c. Car Permits Annual No. 3 700
d. Provide Information Annual No. 10 500
Not to include Agenda for Capacity Building (ABC) Events
Service Agreement 9
EXHIBIT B
To: CITY of FORT WORTH
Housing and Economic Development Department
Business Assistance Center
From: Fort Worth Hispanic Chamber of commerce
1327 N. Main Street
Fort Worth, TX 76105
Subject: FY 2011 - 2012 Budget Request
CONTRACT PERIOD: From: October 1, 2011 To: September 30, 2012
Funding Level $189,439.00
Personal Services
Salaries $1 00900:.00
Fica $8,000.00
Life Insurance $2,000.00
Health Insurance $69000-00_
Supplies
Office Supplies $8500.00
Postage $5,055.05
Contractual Services
Telephone $5,000.00
Electric $4,055.00
Gas (Utility)
WaterMaste Disposal
Rent(Building) $14,055.05
Custodial Services
Office Equipment Rental
Printing
Repairs $5,000.00
Fidelity Bond
Liability Insurance
Legal & Accounting__ $2,005.05
Private Auto Allowance-
Local
Advertising
Conferences & Seminars $10,389.05
Contractual Services
Professional Services
Total $159,439. 5
Service Agreement 10
Service Agreement
M&C Review Page I of 2
Official site of the City of Fort Worth,Texas
CITY COUNCIL AGENDA Fo RT WO RT H
COUNCIL ACTION: Approved on 11/15/2011
DATE: 11/15/2011 REFERENCE NO.: **C-25272 LOO NAME: 1712HSCHAMBER
PUBLIC NO
CONSENT
CODE: C TYPE: HEARING:
SUBJECT: Authorize Execution of a Contract with the Fort Worth Hispanic Chamber of Commerce to
Assist Minority and Women Business Enterprises and Small Businesses for a Cost Not to
Exceed $150,430.00 (ALL COUNCIL DISTRICTS)
RECOMMENDATION:
It is recommended that the City Council authorize the execution a contract for an amount not to
exceed $150,439.00 with the Fort Worth Hispanic Chamber of Commerce to assist Minority and
Women Business Enterprises and small businesses for the period of October 1, 2011 through
September 30, 2012.
DISCUSSION:
During the Fiscal Year 2011-2012 budget process, the City Council approved financial support for the
Fort Worth Hispanic Chamber of Commerce (Chamber)to continue providing business planning
assistance and outreach programs to Minority and Women Business Enterprises (M/WBE) and small
businesses located in Fort Worth.
The City will pay the Chamber$159,439.00 to perform the contract measurables.
The Chamber has counseled a multitude of individuals and businesses for more than 30 years. The
Chamber assists clients with topics such as tax planning, employee-related issues, marketing,
MIWBE certification and a number of other small business related issues. The Chamber also
provides program services such as business planning assistance and business counseling. In
addition, clients requiring assistance with business plans receive model instructions on how to
complete their particular plan. The Chamber is also a satellite office for the Consular de Mexico.
It is recommended that the City Council authorize the execution of the Contract with the Fort Worth
Hispanic Chamber of Commerce for the period of October 1, 2011 through September 30, 2012. The
Contract includes a detailed description of services to be provided and requires monthly reporting.
FISCAL INFORMATIONXERTIFICATION:
The Financial Management Services Director certifies that funds are available in the current operating
budget, as appropriated, of the General Fund.
TO Fund/Account/Centers FROM Fund/Account/Centers
1)GG01 539120 01 74000 $169,439.00
Submitted for.C Manager's Office_by Fernando Costa (6122)
Originating Department Head: Jay Chapa (5804)
http:Happs.cfwnet.orglcouncil_packetlmc_review.asp?ID=16097&counciI date=1111512011 11/18/2011
M&C Review Page 2 of 2
Additional Information Contact: Ossana Hermosillo (212-2665)
ATTACHMENTS
2011-12 Hispanic Chambe_r_Contract_(2)•doc
http://apps.cfwnet.org/council_packet/mc_review.asp?ID=16097&councildate=ll/15/2011 11/18/2011