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AGREEMENT FOR PROFESSIONAL SERVICES
BETWEEN THE CITY OF FORT WORTH AND
JOHN R. DENNIS, SCULPTURE CONSERVATOR
THIS AGREEMENT ("Agreement") is made and entered into on this _�day of
''' , 2013 (`Bffective Date") by and between The City of Fort Worth, a
home-iule municipal corporation of the State of Texas ("City"), acting by and tlu•ough Fernando
Costa, its duly authorized Assistant City Manager, and John R. Dennis, an individual
("Conseivator"). The City has designated the Arts Council of Fort Worth & Tarrant County, Inc,
(the "Contract Manager") to manage this Agreement on its behalf. The Contract Manager shall
act through its designated Public Act Collection Manager ("Collection Managec").
WHEREAS, the Contract Manager conducted a request for qualification seelcing
individuals or organizations to provide professional conseivation and consultation services to
assist in maintaining the value, integrity, and authenticity of public artworlc included in the Fort
Worth Public Art Collection ("Collection");
WHEREAS, Conservator submitted a response and was selected to provide non-
exclusive professional conservation and consultation seivices; and
WHEREAS, Conservator is an established conseivator with thirty-four years of
experience; and
WHEREAS, City and Conservator desire to enter into a contract to have such seivices
provided that benefit City.
NOW, THEREFORE, in consideration of the mutual covenants herein expressed, the
pairties agree as follows:
ARTICLE 1
SERVICES
1.1
Conseivator shall fully provide, or cause to be provided, with good faith and due
diligence, general maintenance, conservation, and consultation services for the Collection
in accordance with the terms of this Agreement ("Seivices"). The Seivices shall be based
on the annual Fort Worth Public Art worlc plan, as approved annually by the Fort Worth
City Council as part of the City's agreement with the Contract Manager for
adminish•ation of the public art program, and on an as-needed basis at the direction of the
Contract Manager. All Seivices shall be carried out in accordance with fully executed
OFFICIAL ��C���
Agreement for Professional Serv�es j�i�l? John R. Dennis 1 0 1$
R E r� I V� �.I�II ���s ClTV ��CR��'�I��
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addenda that set forth the specific Services to be provided and any additional terms and
conditions set forth in such addenda related to the Seivices.
1.2 Conservator shall provide all supplies, materials, and equipment necessaiy to provide
deliverables required unless otherwise negotiated in advance.
1.3 Existing conditions hidden or concealed and not available for reasonable visual
observation discovered during the performance of the Services will be reported promptly
to the Contract Manager prior to commencing any fui�ther Services.
1.4 Conse�vator, individually and through his subcontractors, shall talce all necessary
precautions to protect and preserve the Collection. If City determines, in its sole
discretion, that Conse�vator or the Conservator's subcontractors have damaged the
Collection, then City shall inform Conservator, in writing, of the damage. Conseivator, at
his/her own expense, shall have thirty (30) days fi•om receipt of City's written notice to
repair the damage to the Collection to the satisfaction of City. If Conseivator fails to
repair the damages to the satisfaction of City within thirty (30) days after receipt of the
notice, or within the deadline otherwise agreed to by the parties, then City shall have the
r•ight to deduct the cost of repairs fi•om any remaining or future payment due to
Conservator under this Agreement, which shall be in addition to any and all other rights
and remedies available to City at law or in equity.
1.5 City shall have the right to request written progress reports fi•om the Conservator,
detailing the progress made toward completion of the Seivices, and the Conservator shall
provide such reports with iive (5) business days of such request, unless otherwise agreed
by the parties in writing.
ARTICLE 2
TERM & TERMINATION
2.1 Term. This Agreement shall commence upon the Effective Date and shall expire on the
first day of the month next following three (3) years ("Initial Term"). The City may, at
its sole discretion, opt to renew and extend this Agreement for tlu•ee additional one year
terms ("Renewal Terms"). Any renewal terms shall be duly executed in writing by the
parties.
2.2 Termination. Either party may terminate this Agreement at any time and for any reason
by providing the other party with thirty (30) days written notice of termination. In the
Agreement for Professional Services with John R. Dennis
2of15
event this Agreement is terminated prior to expiration of the Initial Term or applicable
Renewal Term, City shall pay Conservator only for Services actually rendered as of the
effective date of termination, and Conseivator shall continue to provide the City with
Seivices requested by the City and in accordance with this Agreement up to the effective
date of termination. City shall have no fui�ther obligations to the Conservator upon
termination of the Agreement.
ARTICLE 3
COMPENSATION
3.1 In consideration of the Services to be performed hereunder by Conservator, City
promises and agrees to pay Conseivator an amount up to NINETY THOUSAND
DOLLARS ($90,000.00) ("Compensation") in accordance with the terms of this
Agreement. Payment hereunder shall constitute full compensation for any and all costs
associated with this Agreement, including, but not limited to, all Services performed and
materials furnished by Conservator under this Agreement. The pai�ties acicnowledge that
the Compensation is not a fixed fee but shall be made on an invoice basis for Services
rendered in accordance with this Agreement; therefore, the City is not obligated to
disbuise the full amount of Compensation under this Agreement unless such payment
complies with the terms herein.
3.2 Seivices outlined in this Agreement are based on hourly rates in accordance with
Conservator's staff rate schedule, plus reasonable expenses, approved in advance by the
City, and supported with receipt of documentation at invoicing, with total fee including,
but not limited to, all reimbursable expenses.
3.3 Payment fi•om City to Conservator• shall be made on an invoice basis for Services
rende�•ed following receipt by City fi�om Conservator of a signed invoice. The invoice
shall be submitted to City no later than the 15t�' day following the end of the month. If the
City requires additional reasonable documentation, it shall request the same promptly
after receiving the above-described information, and the Conservator shall provide such
additional reasonable documentation to the extent the same is available.
3.4 The City is a tax-exempt organization, and no state or local sales taxes or federal excise
taxes shall be due or collected. The City shall provide the Conseivator a"Texas
Certificate of Exemption" in substantially the same form as that attached and
Agreement for Professional Services with John R. Dennis
3of15
incorporated herein as Ex]Zibit "A" for by Conservator in the fulfillment of this
Agreement.
3.5 The Conservator shall be responsible for the payments of a11 expenses that are incurred
during the performance of this Agreement, including, but not limited to, services,
materials, mailing/shipping charges and insurance on submissions to the City, cost of all
travel, and costs for the Conservator's agents, consultants, and/or employees necessary
for the proper performance of the Seivices required under this Agreement.
3.6 In the event of a disputed or contested billing, only the portion being contested will be
withheld fi�om payinent, and the undisputed portion will be paid. City will exercise
reasonableness in contesting any bill or portion thereof. No interest will acc�ue on any
contested portion of the billing until the contest has been mutually resolved.
3.7 For contested billings, the City shall malce payment in full to Conservator within sixty
(60) days of the date the contested matter is resolved.
3.8 Conservator shall malce timely payments to all peisons and entities supplying labor,
materials, or equipment for the performance of this Agreement. CONSERVATOR
SHALL DEFEND AND INDEMNIFY THE CITY AND CONTRACT MANAGER
FROM ANY CLAIMS OR LIABILITY ARISING OUT OF THE
CONSERVATOR'S FAILURE TO MAKE THESE PAYMENTS.
3.9 Conservator shall furnish the City an affidavit, attached hereto as Exhibit "B", certifying
that all bills relating to the Services or supplies used in the performance of this
Agreement have been paid.
ARTICLE 4
INDEPENDENT CONTRACTOR
4.1 Conseivator shall operate hereunder as an independent contractor and not as an officer,
agent, seivant, or employee of City. Conservator shall have exclusive control of and the
exclusive right to conh�ol the details of the Services performed her•eunder, and all persons
performing saine, and shall be solely responsible for the acts and omissions of its officers,
agents, servants, employees, subcontractor s and program pai�ticipants. The doctrine of
respondeat superior shall not apply as between the City and Conservator, its ofiiceis,
agents, servants, employees, subconh•actor s, or program participants, and nothing herein
Agreement for Professional Se�vices �vith Jolm R. Dennis 4 of 15
shall be const�ued as creating a partnership or joint enteiprise between City and
Conservator. It is expressly undeistood and agreed that no ofiicer, agent, employee, or
subcontractor s of Conservator is in the paid service of City.
ARTICLE 5
INDEMNIFICATION
5.1 CONSERVATOR COVENANTS AND AGREES TO AND DOES HEREBY
INDEMNIFY, HOLD HARMLESS AND DEFEND, AT ITS OWN EXPENSE,
CITY AND ITS REPRESENTATIVES, OFFICERS, AGENTS, SERVANTS, AND
EMPLOYEES FROM AND AGAINST ANY AND ALL CLAIMS, LAWSUITS,
JUDGMENTS, ACTIONS, CAUSES OF ACTION, LIENS, LOSSES, EXPENSES,
COSTS, FEES (INCLUDINGy BUT NOT LIMITED TO, ATTORNEY'S FEES AND
COSTS OF DEFENSE), PROCEEDINGS, DEMANDS, DAMAGES, LIABILITIES,
AND/OR SUITS OF ANY KIND OR NATURE, INCLUDINC� BUT NOT LIMITED
TO, THOSE FOR PROPERTY LOSS (INCLUDING, BUT NOT LIMITED TO,
WORI�ERS' COMPENSATION ACT LIABILITY, LOST PROFITS, AND
PROPERTY DAMAGE) AND/OR PERSONAL INJURY (INCLUDING, BUT NOT
LIMITED TO, DEATI� TO ANY AND ALL PERSONS, OR OTHER HARM FOR
WHICH RECOVERY OF DAMAGES IS SOUGHT, OF WHATSOEVER KIND OR
CHARACTER, WHETHER REAL OR ASSERTED, ARISING OUT OF OR IN
CONNECTION WITH THE EXECUTION, PERFORMANCE, ATTEMPTED
PERFORMANCE OR NONPERFORMANCE OF THIS AGREEMENT AND/OR
THE OPERATIONS, ACTIVITIES AND SERVICES DESCRIBED HEREIN; AND
CONSERVATOR HEREBY ASSUMES ALL LIABILITY AND RESPONSIBILITY
OF CITY AND ITS OFFICERS, REPRESENTATIVES, AGENTS, SERVANTS,
AND EMPLOYEES FOR ANY AND ALL CLAIMS OR SUITS FOR PROPERTY
LOSS OR DAMAGE AND/OR PERSONAL INJURY, INCLUDINGy BUT NOT
LIMITED TO, DEATH, TO ANY AND ALL PERSONS, OF WHATSOEVER
KINDS OR CHARACTER, WHETHER REAL OR ASSERTED, ARISING OUT
OF OR IN CONNECTION WITH THE EXECUTION, PERFORMANCE,
ATTEMPTED PERFORMANCE OR NON-PERFORMANCE OF THIS
AGREEMENT AND/OR THE OPERATIONS, ACTIVITIES AND SERVICES
Agreement for Pirofessional Services with John R. Dennis 5 of 15
DESCRIBED HEREIN. CONSERVATOR LIKEWISE COVENANTS AND
AGREES TO AND DOES HEREBY INDEMNIFY AND HOLD HARMLESS CITY
FROM AND AGAINST ANY AND ALL INJURY, DAMAGE OR DESTRUCTION
OF PROPERTY OF CITY, ARISING OUT OF OR IN CONNECTION WITH ALL
ACTS OR OMISSIONS OF CONSERVATOR AND ANY PERSON OR ENTITY
ACTING ON BEHALF OF CONSERVATOR.
5.2 IF ANY ACTION OR PROCEEDING SHALL BE BROUGHT BY OR AGAINST
THE CITY IN CONNECTION WITH ANY SUCH LIABILITY OR CLAIM,
CONSERVATOR, ON NOTICE FROM CITY, SHALL DEFEND SUCH ACTION
OR PROCEEDING, AT CONSERVATOR'S EXPENSE, BY OR THROUGH
ATTORNEYS REASONABLY SATISFACTORY TO CITY.
5.3 CONSERVATOR AGREES TO AND SHALL RELEASE CITY, ITS AGENTS,
REPRESENTATIVES, EMPLOYEES, OFFICERS AND LEGAL REPRESENTATIVES
FROM ALL LIABILITY FOR 1NJURY, DEATH, DAMAGE OR LOSS TO PERSONS
OR PROPERTY SUSTAINED BY CONSERVATOR AND ANY PERSON OR ENTITY
ACTING ON CONSERVATOR'S BEHALF IN CONNECTION WITH OR
INCIDENTAL TO PERFORMIINCE UNDER THIS AGREEMENT.
5.4 CONSERVATOR SHALL BE LIABLE AND RESPONSIBLE FOR ANY AND ALL
PROPERTY LOSS, PROPERTY DAMAGE AND/OR PERSONAL iNJURY,
iNCLUDING, BUT NOT LIMITED TO, DEATH, TO ANY AND ALL PERSONS, OF
ANY KIND OR CHARACTER, WHETHER REAL OR ASSERTED, TO THE
EXTENT CAUSED BY THE NEGLIGENT ACT(S) OR OMISSION(S),
MALFEASANCE OR INTENTIONAL MISCONDUCT OF CONSERVATOR AND
ANY PERSON OR ENTITY ACTING ON BEHALF OF CONSERVATOR.
5.5 Conservator shall require all of its subcontractors to include in their subcontracts a
r•elease and indemnity in favor of the Contract Manager and the City in substantially the
same form as above.
5.6 This Section 5 shall survive the expiration or termination of this Agreement.
ARTICLE 6
INSURANCE
Agreement for Professional Services with John R. Dennis 6 of 15
6.1 During the term of this Agr•eement, the Conservator shall procure and maintain, at all
times, in full force and effect, a policy or policies of insurance that provides the specific
coverage set forth in this Exhibit "C" as well as any and all other public rislcs related to
the Conservator's performance of its obligations under this Agreement.
6.2 Conseivator shall promptly provide the City with certificates of insurance that verify
Conservator's compliance with the insurance requirements of this Agceement before
commencing any Services. The City's Risk Manager shall have the right to review and
evaluate the Conseivator's insu�•ance coverage and to malce reasonable requests or
revisions pertaining to the types and limits of that coverage. The Conservator shall
comply with such requests or revisions as a condition precedent to the effectiveness of
this Agreement.
ARTICLE 7
PROFESSIONAL STANDARDS AND WARItANTIES
7.1 Conservator represents and warrants that it and its subcontractors, if any, shall perform
all Seivices in compliance with the American Institute for Conservation (AIC) Code of
Ethics and Guidelines for Practice. Conservator represents and warrants that the
execution of the Services will be performed in a worlcman-lilce manner, and any worlc
performed as part of the Services will be fi•ee from defects in materials and worlcmanship.
7.2 Conseivator acicnowledges and agrees that any and all information (in whatever form)
relating to the business of the City and acquired by the Conservator under or in
connection with this Agreement, or otherwise, is and shall remain, to the extent permitted
by law, confidential information of the City. Consultant agrees to maintain in confidence
and to refi�ain, director or indirectly, fi•om copying, using, transferring, disclosing, or
exploiting in any manner any of such confidential information during the term of this
Agreement and following termination thereof, for any reason.
7.3 Conservator, for itself and any person or entity acting on behalf of Conservator, further
agrees that it shall treat all information provided to it by the City as confidential and shall
not disclose any such information to any third party without the prior written approval of
the City.
Agreement for Professional Services with John R. Dennis 7 of 15
ARTICLE 8
MISCELLANEOUS
8.1 Assignment. Conseivator 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.
8.2 Compliance with Law. Conservator and any person or entity acting on Conservator's
behalf shall abide by and comply with all laws, federal, state and local, including all
ordinances, iules and regulations of City. It is agreed and understood that, if City calls to
the attention of Conseivator any such violation on the part of Conservator, then
Conseivator shall immediately desist fi•om and correct such violation.
8.3 Non-Discrimination. Conseivator, in the execution, performance or attempted
performance of this contract and Agreement, will not discriminate against any person or
peisons because of disability, age, familial status, sex, race, religion, color, national
origin or any other protected class of individuals, nor will Conseivator permit its officeis,
agents, employees, or subconh�actors to engage in such discrimination. This Agreement
is made and entered into with reference specifically to Chapter 17, Article ITI, Division 3,
of the City Code of the City of Fort Worth ("Discrimination in Employment Practices"),
and Conseivator hereby covenants and agrees that Conseivator, its agents, employees and
subcontractors have fully complied with all provisions of same and that no employee or
employee-applicant has been discriminated against by either Conseivator, its agents,
employees or subconh•actors.
8.4. Right to Audit. Conservator agrees that the City shall, until the expiration of three (3)
years after final payment under this Agr•eement, have access to and the right to examine
any directly pei�tinent boolcs, documents, papers and records of the Conservator involving
transactions relating to this Agreement. Conseivator agrees that the City shall have
access during normal worlcing hours to all necessary Conseivator facilities and shall be
provided adequate and appropriate worlcspace in order to conduct audits in compliance
with the provisions of this section. The City shall give Conservator reasonable advance
notice of intended audits. Conseivator fui�ther agrees to include in all of its subcontractor
agi•eements hereunder a provision to the effect that the subcontractors agree that the City
Agreement for Profession�l Services with John R. Dennis 8 of IS
shall, until the expiration of tlu�ee (3) years after final payment under the subcontract,
have access to and the right to examine any directly pertinent boolcs, documents, papers
and records of such subcontractois involving h�ansactions to the subcontract, and further
that City shall have access during normal working hours to all subcontractors 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 subcontractors
reasonable advance notice of intended audits. This Section shall survive the expiration or
termination of this Agreement.
8.5 Fiscal Fundin�. In the event no funds or insufficient funds are appropriated by the City
in any fiscal period for any payments hereunder, City will notify Conseivator 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 lcind
whatsoever, except as to the portions of the payments herein agreed upon for which funds
shall have been appropriated.
8.6 Entire Agreement. This written instiument constitutes the entire agreement by the parties
hereto concerning the worlc 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.
8.7 Venue and Jurisdiction and Governin Law. 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. This Agreement
shall be governed by the laws of the State of Texas.
8.7 Notices. Notices to be provided hereunder shall be sufficient if forwarded to the other
party by hand-deliveiy or• via U.S. Postal Service cei�tiiied mail, postage prepaid, to the
address of the other party shown below:
Agreement for Professional Services widi John 2. Denuis 9 of I S
Fernando Costa, Assistant City Manager
City of Fort Woi�th
1000 Tlu•ocicmorton St.
Fort Worth, Texas 76102
(817) 392-8518
:�
Copy to:
City of Foi�t Worth
Office of the City Attorney
Attn: City Attorney
1000 Throcicmorton Sh�eet
Fort Worth, Texas 76102
John R. Dennis, Conservator
3505 Villanova
Dallas, TX 75225
(214) 691-4337
Non-Waiver. The failure of City or Conseivator to insist upon the performance of any
terin or provision of this Agreement or to exercise any right herein conferred shall not be
construed as a waiver or relinquishment to any extent of City's right to assert or rely upon
any such term or right on any future occasion.
8.10 Disclosure of Conflicts. Conservator hereby warrants to the City that Conservator has
made full disclosure in writing of any existing or potential conflicts of interest related to
Conservator's services and proposed services with respect to the Services. In the event
that any conflicts of interest arise after the Effective Date of this Agreement, Conseivator
her•eby agrees immediately to malce full disclosure to the City in writing. The City
acicnowledges that Conservator may use products, materials or methodologies proprietary
to Conservator. The City agrees that Conservator's provision of services under this
Agreement shall not be grounds for the City to have or obtain any rights in such
proprietary products, materials or methodologies unless the parties have executed a
separate written agreement with respect thereto. Notwithstanding the foregoing,
Conservator undei•stands and agrees that the City is subject to various public information
laws and regulations, including, but not limited to, the Texas Open Records Act.
Conservator, for itself and its officers, agents and employees, further agrees that it shall
treat all information provided to it by the City as confidential and shall not disclose any
such information to any third party without the prior written approval of the City.
Agreement for Professional Services with John R. Dennis ] 0 of I S
8.11
8.12
Severabilitv. If any provision of this Agreement is held to be invalid, illegal or
unenforceable, he validity, legality and enforceability of the remaining provisions shall
not in any way be affected or impaired.
Force Majeure. The City and Conservator shall exercise their best efforts to meet their
respective duties and obligations as set forth in this Agreement, but shall not be held
liable for any delay or omission in performance due to force majeure or other causes
beyond their reasonable control, including, but not limited to, compliance with any
government law, ordinance or regulation, acts of God, acts of omission, fires, strilces,
locicouts, national disasters, wars, riots, material or labor restrictions by any
governmental authority, transportation problems and/or any other similar causes.
8.13 Headings not Controlling, Headings and titles used in this Agreement are for i•eference
purposes only and shall not be deemed a part of this Agreement.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement in multiples in Fort
Worth, Tarrant County, Texas, to be effective as of the Effective Date.
CITY OF FORT WORTH
BY<_,�� �iG.�'
Fernando Costa
Assistant City Manager
APPROVED AS TO FORM AND LEGALITY:
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Tyler . ach A,� ��/��
Assistant City Attorney � ��Qp°°°��
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Mary J. K , er �a °°00000 �
City Secretary �j�n�Q'
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Date: ���-c�.� �(, Zo/�
Agreement for Professional Services with John R. Dennis
JOHN R. DENNIS
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�'T.'WOItT�I, TlC
11 of 15
Exhibit A
Tax Exempt
�rLx,�s cc�i•�'IFICAI'G OF ti1GAiP'TION
I cluim an e�cmption ti�om pa}�ncnt of salcs m�d usc taxes for the purohasc of tasablc items describcJ
hetow nr nn the tittached oriier or im�uice.
Descriptiim of )tems {or an atlache�i order or lnvoice) To De 1'iirchased:
I cl;�im ihis cxrmption for the following reuson:
Name of Excmpt Organizution: CiTl' O� �OR'C �1'OR'TH, "TE�AS
TE�AS SALGS ANll USG TAY PERMI'T NUMI3GR I-75-6000528-fi
Project lin' �ahich materials and suppiies are purchased:
1 understand diat 1 tvill be liable tbr payment of sales t�x, whicU m�y become due fur tailure to comply
rvith tl�e prnvisious of the state, city, andlor metropolitan transit authurity salcs mid use tax laws and
ec�mptroller rules regarding exempt purchases. Liability fi�r the tax �vilt Ue deterniined by tl�c price paid
for the taxabl� items purcliasecl or the fair market rent�l value }in• thc period of'time used.
1 undcrstand th.0 it is a misdemennor to give an exemption certific.uc to the seller for tuxable items �ti�hich �
( know, ut the time of the purchase, wiit be used in a mr3nner other than that espensed in this ccrtificate
and, upun tonvictian, may� be fined up to �SOQ per offense.
Tax Eseiunt Stah�s Due to I3eine a Gavernmenhd Entitv
Purehascr. CITI' OF FOR'I' \YORTH,'I'EXAS
5treet Address: 1000 7'HROCKnIORTON STREB'i'
City, State, Zip Codc: POR'� �YOR'PH,'T'EYAS 961112
i
�� j f � ,
Si�i Here: �, �� �1 ` I,� Dalc: June I I, 2�)09 Phone� 817-392 4517
mnnci�t:1 A��yil7it��ni'hUircctur
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'1'his certificatc does �iiit require a nwnNer to be valid. S;des and use tas "eqemption numbers" nr.,tas
exempt" numbers do not exist.
1'his certilicu�e should hc turnished to thc suppGer. Du nnt srnd Ihe complc�ed ccr�ilicnte to Ihe
('omptr��ller of Public Acc�wnts.
Agreement for Professional Seivices with John R. Dennis 12 of I S
Exhibit B
Affidavit of Bills Paid
ArI�'IDAVIT OF BILLS PAID
Date:
Afiiant (Artist):
Purchaser (City of Fort Worth):_
Property (Artwork Site):
Affiant on oath swears that the following statement is true:
Af�ant has paid each of Affiant's contractors, laborers, and materialmen in full for all labor and materials
provided to Afiiant for the constiuction of any and all improvements on the property. Affant is not
indebted to any person, fii�n, or corporation by reason of any such construction. There are no claims
pending for personal injury and/or property dainages.
Af�ant (as listed in contract):
SUBSCRIBED AND SWORN TO before ine, the undersigned authority, on this the
day of , 20
Notary Public, State of Texas
Print Naine
Commission Expires
Agreement for Professional Services with John R. Dennis 13 of I S
Exhibit C
Insurance Requirements
PUBLIC ART - 1NSURANCE REQUIREMENTS
The Conservator shall meet all the following insurance requirements for the assessment, naming the City
as an additional insured on each policy of insurance, except Workers Coinpensation. If the Conservator
subcontracts any part of the work, then the Conservator shall also require his/her subcontractor(s) to abide
by all of the following insurance requirements. The Conservator shall require the subcontractor(s) to
name the Conservator and the City as additional insureds.
Commercial General Liability (CGL)
$1,000,000 Each occurrence
$2,000,000 Aggregate limit
Coverage shall include, but not be limited to, the following: premises, operations, independent
contractors, products/completed operations, personal injury, and contractual liability. Insurance shall be
provided on an occurrence basis, and be as comprehensive as the current Insurance Services Office (ISO)
policy. The policy shall name City as an additional insured.
Automobile Liability
$1,000,000 Each accident
or
$250,000 Bodily Injury per person
$500,000 Bodily Injury per occurrence
$100,000 Property Damage
A commercial business policy shall provide coverage on "Any Auto," defined as autos owned, hired and
non-owned.
For the Consecvator and/or the Conservator's Subcontractois who have employees: Worlcers'
Compensation
Statutory limits
Employer's liability
$100,000 Each accident/occurrence
$100,000 Disease - per each employee
$500,000 Bodily Injury/Disease - policy liinit
Workers' Compensation coverage shall provide limits consistent with statutory benefits outlined in the
Texas workers' Compensation Act (Ai�t. 8308 — 1.01 et seq. Tex. Rev. Civ. Stat.).
GENERAL POLICY REQUIREMENTS
Thirty (30) days notice of cancellation or non-renewal.
Exainple: "This insurance shall not be cancelled or non-renewed, until after thirty (30) days prior written
notice has been given to City of Fort Worth, except for ten (10) days notice for non-payment of
premium."
Agreement for Professionll Services with John R. Dennis 14 of 15
Waiver of rights of recovery (subrogation) in favor of City of Fort Worth.
The insureis for all policies must be licensed/approved to do business in the State of Texas. All insurers
must have a minimmn rating of A- VII in the current A. M. Best Key Rating Guide or have reasonably
equivalent financial strength and solvency to the satisfaction of Risk Management. If the rating is below
that required, written approval of Risk Manage�nent is required.
If insurance policies are not written for specified coverage liinits, an Umbrella or Excess Liability
insurance for any differences is required. Excess Liability shall follow form of the primaiy coverage.
"Unless otherwise stated, all required insurance shall be written on an "occurrence basis." (If coverage is
written on a ciaims-inade basis, the retroactive date shall be coincident with or prior to the date of the
contractual agreement and the certificate of insurance shall state that the coverage is claims inade and the
retroactive date. The insurance coverage shall be inaintained for the duration of the contractual
agreement and for five (5) years following compietion of the service provided under the contractual
agreement or for the warranty period, whichever is longer. An annual certificate of insurance submitted
to City shall evidence such insurance coverage.)
The deductible or self-insured retention (SIR) affecting required insurance coverage shall be acceptable to
and approved in writing by the Risk Manager of City of Fort Worth in regards to asset value and
stockholders' equity. In lieu of traditional insurance, alternative coverage inaintained through insurance
pools or �•isk retention groups, must also approved by City's Rislc Manager.
City, at its sole discretion, reserves the right to review the insurance requirements and to make reasonable
adjustments to insurance coverages and their limits when deemed necessary and prudent by City based
upon changes in statutory law, court decision or the claims history of the industry as well as of the
contracting party to City of Fort Worth. City shall be required to provide prior notice of ninety days.
City shall be entitled, upon request and without expense, to receive copies of policies and endorsements
thereto and inay make any reasonable requests for deletion or revision or modifications of particular
policy terms, conditions, liinitations, or exclusions except where policy provisions are established by law
or regulations binding upon either of party or the underwriter on any such policies.
Agreement for Professional Services with Jolm R. Demiis 15 of 15
7/12/13
CITY COUNCIL I�GENDA
Off(dal site of thE C(ty of Fo�t Worth, l ex�s
FORT�URTII
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COUNCIL ACTION: Approved on 6/4/2013
6/4/2013REFERENCE **C-26282 LOG NAME: 2000NSERVATOR JOHN R.
NO.: DENNIS
CODE: C TYPE: CONSENTPUBLIC NO
HEARING:
SUBJECT: Authorize Execution of a Non-Exclusive Professional Services Agreement with John R.
Dennis in the Amount Not to Exceed $90,000.00 for Maintenance and Conservation
Treatment of Various Arfinrorks in the Fort Worth Public Art Collection (ALL COUNCIL
DISTRICTS)
RECOMMENDATION:
It is recommended that the City Council authorize the execution of a non-exclusive Professional
Services Agreement with John R. Dennis in the amount not to exceed $90,000.00 for maintenance
and conservation treatment of various artworks in the Fort Worth Public Art Collection.
DISCUSSION:
This non-exclusive Professional Services Agreement (Agreement) will enable the City to implement its
Public Art Collection Management/Conservation program in order to care for and maintain the City's
Public Art collection as set forth in the Long Range Public Art Plan for the Water Fund adopted by the
City Council on May 9, 2006 (M&C G-15185). The initial term of Agreement will be three years with the
option to renew for three additional one-year terms for a total amount not to exceed $90,000.00, using
funds from the annual Public Art Conservation Fund — Operating Budget.
The Fiscal Year 2013-2014 Fort Worth Public Art (FWPA) Annual Work Plan adopted by City Council
on October 16, 2012 (M&C C-25920) outlines the Collection Management Plan for the first year of this
Agreement. Subsequent annual Conservation Work Plans, recommended by the Fort Worth Art
Commission and approved by the City Council as part of the Annual Work Plan, will be issued to the
conservator and added as addenda to his Agreement.
����1���
The City currently owns 68 arfinrorks accessioned into the Fort Worth Public Art Collection. During the
term of this Agreement, the collection is expected to increase to approximately 90 artworks sited in all
Council Districts. The collection is comprised of works including stand-alone sculptures, painted and
tile murals, architecturally integrated enhancements, and artist-created historic monuments.
On January 7, 2013, FWPA issued a Request for Qualifications (RFQ) for conservation services for
the purposes of creating a pre-qualified pool of qualified conservators with various media
specialties. The RFQ was sent to individuals and firms, posted on the FWPA and City of Fort Worth
websites, and posted on the National Public Art Network Listserv. Services to be performed under
this Agreement include (but are not limited to): condition assessments, general cleaning, conservation
treatment and repair, treatment documentation (written and photographic), maintenance planning, and
design review and consultation.
Respondents were asked to provide materials that demonstrate ability to accomplish the work (firm
M&C Re�iew
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7/12/13
M&C Reuew
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insurability and schedule of fees. Applicants were evaluated based on ability to perform with various
medias and materials, including metals, organic materials, stone, tile, glass and technological media.
Seven candidate submitted material for review. Each submission was reviewed by a panel
consisting of the following individuals:
1. Arthur Weinman, Fort Worth Art Commissioner
2. Jodie Utter, Fine Art Conservator with the Amon Carter Museum
3. Jenny Conn, Public Art Collection Manager with the Arts Council of Fort Worth and Tarrant County
A scoring matrix considering 13 factors was created to rank professional qualifications, experience,
ability, and specialization and to quantify rate structure. The panel selected four candidates to provide
various services to the City, with each being chosen to fulfill specific needs. John R. Dennis was
selected as a qualified conservator to provide the above-listed services and has broad-based
experience with the Fort Worth Public Art Collection, having satisfactorily provided services to the
collection since 2005. Over the course of the term of this Agreement, artworks located in all Council
Districts throughout the city will benefit.
FISCAL INFORMATION/CERTIFICATION:
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
GG01 539120 0901600 $90.000.00
Submitted for City Manager's Office bk
Originating Department Head:
Additional Information Contact:
ATTACHMENTS
MASTER INVENTORY(5 21 13).pdf
Fernando Costa (6122)
Douglas W. Wiersig (7801)
Martha Peters (298-3025)
v�nnnv.fortworthg ov.org/council�acl�Umc_re�iew.asp?ID=18374&councildate=6/4/2013 2/2