HomeMy WebLinkAboutContract 58019 CSC No . 58019
PROFESSIONAL SERVICES AGREEMENT
HHM&Associates,Inc.
This PROFESSIONAL SERVICES AGREEMENT("Agreement")is made and entered
into by and between the CITY OF FORT WORTH ("City"), a Texas home-rule municipal
corporation,acting by and through Dana Burghdoff its duly authorized Assistant City Manager,and
HHM & Associates, Inc. ("Consultant' or"HHM"), a Texas Corporation, acting by and through
Emily Payne, its duly authorized President, each individually referred to as a "party" and
collectively referred to as the "parties."
AGREEMENT DOCUMENTS:
The Agreement documents shall include the following:
• This Professional Services Agreement;
• Exhibit A—Scope of Services;
• Exhibit B—Price Schedule;and
• Exhibit C—Verification of Signature Authority Form
• Exhibit D—State Requirements
Exhibits A,B, C and D,which are attached hereto and incorporated herein, are made a part of this
Agreement for all purposes.In the event of any conflict between the terms and conditions of Exhibits
A, B, C or D and the terms and conditions set forth in the body of this Agreement, the terms and
conditions of this Agreement shall control.
1. SCOPE OF SERVICES.
Consultant shall provide completion of Phases V-b and VI-a of an update to the Fort Worth
Historic Resources Survey("Services").Exhibit"A,"Scope of Services,more specifically describes
the Services to be provided hereunder.
2. TERM,
This Agreement shall begin on May 1, 2022 ("Effective Date") and shall expire on
November 1,2023("Expiration Date"),unless terminated earlier in accordance with this Agreement
("Initial Term"). The parties may agree to extend the Term of the agreement for additional periods
of time beyond the Initial Term until the Services are completed.
3. COMPENSATION.
City shall pay Consultant in accordance with the provisions of this Agreement and Exhibit
"B,"Price Schedule.Total payment made under this Agreement by City shall not exceed the amount
of Ninety Five Thousand Dollars and Zero Cents ($95,000). Consultant 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 Consultant not specified by this Agreement unless City first approves
such expenses in writing.
4. TERMINATION,
OFFICIAL RECORD
PROFESSIONAL SERVICES AGREEMENT CITY SECRETARY
HHM&Associates,Inc. FT.WORTH,TX
4.1. Written Notice. City may terminate this Agreement at any time and for any reason
by providing Consultant with 30 days' written notice of termination. Consultant may terminate this
Agreement at any time and for any reason by providing City 60 days' written notice of termination.
4.2 Non-appropriation of Funds. In the event no funds or insufficient funds are
appropriated by City in any fiscal period for any payments due hereunder, City will notify
Consultant of such occurrence and this Agreement shall terminate on the last day of the fiscal period
for which appropriations were received without penalty or expense to City of any kind whatsoever,
except as to the portions of the payments herein agreed upon for which funds have been
appropriated.
4.3 Duties and Obligations of the Parties.In the event that this Agreement is terminated
prior to the Expiration Date, City shall pay Consultant for Services actually rendered up to the
effective date of termination and Consultant shall continue to provide City with Services requested
by City and in accordance with this Agreement up to the effective date of termination. Upon
termination of this Agreement for any reason, Consultant shall provide City with copies of all
completed or partially completed documents prepared under this Agreement.In the event Consultant
has received access to City Information or data as a requirement to perform services hereunder,
Consultant shall return all City provided data to City in a machine readable format or other format
deemed acceptable to City.
5. DISCLOSURE OF CONFLICTS AND CONFIDENTIAL INFORMATION.
5.1 Disclosure of Conflicts. Consultant hereby warrants to City that Consultant has
made full disclosure in writing of any existing or potential conflicts of interest related to Consultant's
services under this Agreement. In the event that any conflicts of interest arise after the Effective
Date of this Agreement, Consultant hereby agrees immediately to make full disclosure to City in
writing.
5.2 Confidential Information. Consultant, for itself and its officers, agents and
employees, agrees that it shall treat all information provided to it by City ("City Information") as
confidential and shall not disclose any such information to a third party without the prior written
approval of City.
5.3 Unauthorized Access. Consultant shall store and maintain City Information in a
secure manner and shall not allow unauthorized users to access,modify,delete or otherwise corrupt
City Information in any way. Consultant shall notify City immediately if the security or integrity of
any City Information has been compromised or is believed to have been compromised, in which
event,Consultant shall,in good faith,use all commercially reasonable efforts to cooperate with City
in identifying what information has been accessed by unauthorized means and shall fully cooperate
with City to protect such City Information from further unauthorized disclosure.
6. RIGHT TO AUDIT.
Consultant agrees that City shall,until the expiration of three (3)years after final payment
under this contract,or the final conclusion of any audit commenced during the said three years,have
access to and the right to examine at reasonable times any directly pertinent books, documents,
papers and records, including, but not limited to, all electronic records, of Consultant involving
transactions relating to this Agreement at no additional cost to City. Consultant agrees that City
shall have access during normal working hours to all necessary Consultant facilities and shall be
provided adequate and appropriate work space in order to conduct audits in compliance with the
provisions of this section. City shall give Consultant reasonable advance notice of intended audits.
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HHM&Associates,Inc.
Consultant represents and warrants its compliance with the records retention
requirements of 2 CFR§ 200.333. Consultant must maintain and retain all records relating to the
performance of the grant including, but not limited to, administrative, financial, procurement,
reporting,and any other grant-related records and supporting fiscal documents adequate to ensure
that claims for grant funds are in accordance with applicable State of Texas requirements. These
records will be maintained and retained by the Consultant for a period of seven (7) years
following the grant expiration date or until all audit, claim, and litigation matters are resolved,
whichever is later. This period begins on the date of receipt of the final reimbursement by the
Consultant, or if applicable, after any issues have been resolved that may have arisen from any
litigation, claim, negotiation, audit, open records request, or any other action involving these
records.
Consultant will provide full access to these records to the Texas Historical Commission
as well as any authorized Federal, state, or independent auditors, to examine their contents and
procedures to verify compliance with Federal and state regulations.
In addition to and without limitation on the other audit provisions of this Agreement,
pursuant to Section 2262.154 of the Texas Government Code, the State Auditor's Office may
conduct an audit or investigation of the City or any other entity or person receiving funds from
the State directly or indirectly under this Agreement. The acceptance of funds by Consultant
under this Agreement acts as acceptance of the authority of the State Auditor's Office,under the
direction of the Legislative Audit Committee,to conduct an audit or investigation in connection
with those funds. Under the direction of the Legislative Audit Committee, Consultant must
provide the State Auditor's Office with access to any information the State Auditor's Office
considers relevant to the investigation or audit. Consultant further agrees to cooperate fully with
the State Auditor's Office in the conduct of the audit or investigation, including providing all
records requested.
This section shall survive the expiration or termination of this Agreement.
7. INDEPENDENT CONTRACTOR.
It is expressly understood and agreed that Consultant shall operate as an independent
contractor as to all rights and privileges and work performed under this Agreement,and not as agent,
representative or employee of City. Subject to and in accordance with the conditions and provisions
of this Agreement, Consultant shall have the exclusive right to control the details of its operations
and activities and be solely responsible for the acts and omissions of its officers, agents, servants,
employees,consultants and subcontractor.Consultant acknowledges that the doctrine of respondeat
superior shall not apply as between City, its officers, agents, servants and employees, and
Consultant, its officers, agents, employees, servants, Consultants and subcontractors. Consultant
further agrees that nothing herein shall be construed as the creation of a partnership or joint
enterprise between City and Consultant. It is further understood that City shall in no way be
considered a Co-employer or a Joint employer of Consultant or any officers, agents, servants,
employees or subcontractor of Consultant. Neither Consultant, nor any officers, agents, servants,
employees or subcontractor of Consultant shall be entitled to any employment benefits from City.
Consultant shall be responsible and liable for any and all payment and reporting of taxes on behalf
of itself, and any of its officers,agents, servants,employees or subcontractor.
8. LIABILITY AND INDEMNIFICATION.
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8.1 LIABILITY- CONSULTANT SHALL BE LIABLE AND RESPONSIBLE FOR
ANY AND ALL PROPERTY LOSS, PROPERTY DAMAGE AND/OR PERSONAL INJURY,
INCLUDING 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
CONSULTANT,ITS OFFICERS,AGENTS,SERVANTS OR EMPLOYEES.
8.2 GENERAL INDEMNIFICATION - CONSULTANT HEREBY COVENANTS
AND AGREES TO INDEMNIFY,HOLD HARMLESS AND DEFEND CITY,ITS OFFICERS,
AGENTS,SERVANTS AND EMPLOYEES, FROMAND AGAINST ANYAND ALL CLAIMS
OR LAWSUITS OF ANY KIND OR CHARACTER, WHETHER REAL OR ASSERTED, FOR
EITHER PROPERTYDAMAGE OR LOSS(INCLUDING ALLEGED DAMAGE OR LOSS TO
CONSULTANT'SBUSINESSAND ANYRESULTING LOST PROFITS)AND/OR PERSONAL
INJURY, INCL UDING DEATH, TO ANY AND ALL PERSONS, ARISING OUT OF OR IN
CONNECTION WITH THIS AGREEMENT, TO THE EXTENT CAUSED BY THE
NEGLIGENT ACTS OR OMISSIONS OR MALFEASANCE OF CONSULTANT, ITS
OFFICERS,AGENTS,SERVANTS OR EMPLOYEES.
CONSULTANT AGREES TO DEFEND, INDEMNIFY AND HOLD HARMLESS THE
STATE OF TEXAS AND THE TEXAS HISTORICAL COMMISSION, AND/OR THEIR
OFFICERS, AGENTS, EMPLOYEES, REPRESENTATIVES, CONTRACTORS,
ASSIGNEES, AND/OR DESIGNEES FROM ANY AND ALL LIABILITY, ACTIONS,
CLAIMS,DEMANDS, OR SUITS,AND ALL RELATED COSTS,ATTORNEYFEES,AND
EXPENSES,ARISING OUT OF, OR RESULTING FROMANYACIS,PERFORMANCE,
OR OMISSIONS OF CONSULTANT OR ITS AGENTS, EMPLOYEES,
SUBCONTRACTORS, ORDER FULFILLERS, OR SUPPLIERS OF SUBCONTRACTORS
IN THE EXECUTION OR PERFORMANCE OF THIS AGREEMENT AND ANY
PURCHASE ORDERS ISSUED UNDER THIS AGREEMENT, INCLUDING, BUT NOT
LIMITED TO, NEGLIGENT ACT OR OMISSION, INTENTIONAL TORT,
INTELLECTUAL PROPERTY INFRINGEMENT, OR THE FAILURE TO PAY A
SUBCONTRACTORS. THE DEFENSE SHALL BE COORDINATED BY CONSULTANT
WITH THE OFFICE OF THE TEXAS ATTORNEY GENERAL WHEN TEXAS STATE
AGENCIES ARE NAMED DEFENDANTS INANYLAWSUIT AND CONSULTANT MAY
NOT AGREE TO ANY SETTLEMENT WITHOUT FIRST OBTAINING THE
CONCURRENCE FROM THE OFFICE OF THE TEXAS ATTORNEY GENERAL.
CONSULTANT SHALL TIMELY WRITTEN NOTICE TO CITY AND THE STATE OF
TEXAS OF ANY SUCH CLAIM.
8.3 INTELLECTUAL PROPERTY INDEMNIFICATION — Consultant 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 agreement to defend, settle or pay shall not apply if
City modifies or misuses the software and/or documentation. So long as Consultant bears the
cost and expense of payment for claims or actions against City pursuant to this section,
Consultant shall 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 shall 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
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with Consultant 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 shall 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, Consultant shall fully participate and
cooperate with City in defense of such claim or action. City agrees to give Consultant 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
shall not eliminate Consultant'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, Consultant shall, 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
Consultant terminate this Agreement, and refund all amounts paid to Consultant by City,
subsequent to which termination City may seek any and all remedies available to City under
law.
Section 8 shall survive the expiration or termination of this Agreement.
9. ASSIGNMENT AND SUBCONTRACTING.
9.1 Assignment. Consultant shall not assign or subcontract any of its duties,
obligations or rights under this Agreement without the prior written consent of City. If City grants
consent to an assignment,the assignee shall execute a written agreement with City and Consultant
under which the assignee agrees to be bound by the duties and obligations of Consultant under this
Agreement. Consultant and Assignee shall be jointly liable for all obligations of Consultant under
this Agreement prior to the effective date of the assignment.
9.2 Subcontract. If City grants consent to a subcontract, sub Consultant shall execute
a written agreement with Consultant referencing this Agreement under which sub Consultant shall
agree to be bound by the duties and obligations of Consultant under this Agreement as such duties
and obligations may apply. Consultant shall provide City with a fully executed copy of any such
subcontract.
10. INSURANCE.
Consultant shall provide City with certificate(s) of insurance documenting policies of the
following types and minimum coverage limits that are to be in effect prior to commencement of
any work pursuant to this Agreement:
10.1 Coverage and Limits
(a) Commercial General Liability:
$1,000,000-Each Occurrence
$2,000,000-Aggregate
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(b) Automobile Liability:
$1,000,000-Each occurrence on a combined single limit basis
Coverage shall be on any vehicle used by Consultant, its employees,
agents, representatives in the course of providing services under this
Agreement. "Any vehicle" shall be any vehicle owned, hired and non-
owned.
(c) Worker's Compensation:
Statutory limits according to the Texas Workers'Compensation Act or any
other state workers' compensation laws where the work is being
performed
Employers' liability
$100,000- Bodily Injury by accident;each accident/occurrence
$100,000- Bodily Injury by disease;each employee
$500,000- Bodily Injury by disease;policy limit
(d) Professional Liability(Errors&Omissions):
$1,000,000-Each Claim Limit
$1,000,000-Aggregate Limit
Professional Liability coverage may be provided through an endorsement
to the Commercial General Liability (CGL) policy, or a separate policy
specific to Professional E&O. Either is acceptable if coverage meets all
other requirements. Coverage shall be claims-made, and maintained for
the duration of the contractual agreement and for two (2)years following
completion of services provided. An annual certificate of insurance shall
be submitted to City to evidence coverage.
10.2 General Requirements
(a) The commercial general liability and automobile liability policies shall
name City as an additional insured thereon, as its interests may appear.
The term City shall include its employees, officers, officials, agents, and
volunteers in respect to the contracted services.
(b) The workers' compensation policy shall include a Waiver of Subrogation
(Right of Recovery)in favor of City.
(c) A minimum of Thirty (30) days' notice of cancellation or reduction in
limits of coverage shall be provided to City.Ten(10)days' notice shall be
acceptable in the event of non-payment of premium. Notice shall be sent
to the Risk Manager, City of Fort Worth, 200 Texas Street, Fort Worth,
Texas 76102, with copies to the Fort Worth City Attorney at the same
address.
(d) The insurers for all policies must be licensed and/or approved to do
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business in the State of Texas. All insurers must have a minimum rating
of A-VII in the current A.M. Best Key Rating Guide,or have reasonably
equivalent financial strength and solvency to the satisfaction of Risk
Management. If the rating is below that required,written approval of Risk
Management is required.
(e) Any failure on the part of City to request required insurance
documentation shall not constitute a waiver of the insurance requirement.
(f) Certificates of Insurance evidencing that Consultant has obtained all
required insurance shall be delivered to the City prior to Consultant
proceeding with any work pursuant to this Agreement.
11. COMPLIANCE WITH LAWS, ORDINANCES,RULES AND REGULATIONS.
Consultant agrees that in the performance of its obligations hereunder,it shall comply with
all applicable federal, state and local laws, ordinances, rules and regulations and that any work it
produces in connection with this Agreement will also comply with all applicable federal, state and
local laws, ordinances, rules and regulations. If City notifies Consultant of any violation of such
laws, ordinances, rules or regulations, Consultant shall immediately desist from and correct the
violation.
Consultant represents and warrants that it will comply with all applicable federal and
state laws, rules, regulations, and policies in effect or hereafter established, including but not
limited to the Uniform Grant Management Act of 1981 (UGMA), Texas Government Code,
Chapter 783,as amended. Consultant also agrees to comply with the HPF Grants Manual,2007
and as updated, the Texas Grant Management Standards (TxGMS), as promulgated by the
Texas Comptroller's Office.In addition,Consultant represents and warrants that it will comply
with all requirements imposed by the Texas Historical Commission concerning special
requirements of law, program requirements, and other administrative requirements. In
instances where multiple requirements apply to Consultant, the more restrictive requirement
applies.
12. NON-DISCRIMINATION COVENANT.
Consultant, for itself, its personal representatives, assigns, subcontractors and successors
in interest,as part of the consideration herein,agrees that in the performance of Consultant's duties
and obligations hereunder, it shall not discriminate in the treatment or employment of any
individual or group of individuals on any basis prohibited by law. IF ANY CLAIM ARISES
FROM AN ALLEGED VIOLATION OF THIS NON-DISCRIMINATION COVENANT BY
CONSULTANT, ITS PERSONAL REPRESENTATIVES, ASSIGNS,
SUBCONTRACTORS OR SUCCESSORS IN INTEREST, CONSULTANT AGREES TO
ASSUME SUCH LIABILITY AND TO INDEMNIFY AND DEFEND CITY AND HOLD
CITY HARMLESS FROM SUCH CLAIM.
13. NOTICES.
Notices required pursuant to the provisions of this Agreement shall be conclusively
determined to have been delivered when (1) hand-delivered to the other party, its agents,
employees, servants or representatives, (2) delivered by facsimile with electronic confirmation of
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the transmission,or(3)received by the other party by United States Mail,registered,return receipt
requested,addressed as follows:
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To CITY: To CONSULTANT:
City of Fort Worth HfIM&Associates, Inc.
Attn: Dana Burghdoff,Assistant City Manager Emily Payne,President
200 Texas Street P.O.Box 9648
Fort Worth,TX 76102-6314 Austin Texas 78766
Facsimile: (817)392-8654
With copy to Fort Worth City Attorney's Office at
same address
14. SOLICITATION OF EMPLOYEES.
Neither City nor Consultant shall,during the term of this Agreement and additionally for a
period of one year after its termination,solicit for employment or employ,whether as employee or
independent contractor, any person who is or has been employed by the other during the term of
this Agreement, without the prior written consent of the person's employer. Notwithstanding the
foregoing,this provision shall not apply to an employee of either party who responds to a general
solicitation of advertisement of employment by either party.
15. GOVERNMENTAL POWERS.
It is understood and agreed that by execution of this Agreement,City does not waive or
surrender any of its governmental powers or immunities.
16. NO WAIVER.
The failure of City or Consultant to insist upon the performance of any term or provision
of this Agreement or to exercise any right granted herein shall not constitute a waiver of City's or
Consultant's respective right to insist upon appropriate performance or to assert any such right on
any future occasion.
17. GOVERNING LAW/VENUE.
This Agreement shall be construed in accordance with the laws of the State of Texas. If
any action, whether real or asserted, at law or in equity, is brought pursuant to this Agreement,
venue for such action shall lie in state courts located in Tarrant County,Texas or the United States
District Court for the Northern District of Texas,Fort Worth Division.
18. SEVERABILITY.
If any provision of this Agreement is held to be invalid, illegal or unenforceable, the
validity,legality and enforceability of the remaining provisions shall not in any way be affected or
impaired.
19. FORCE MAJEURE.
City and Consultant 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
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the public enemy,fires,strikes,lockouts,natural disasters,wars,riots,material or labor restrictions
by any governmental authority,transportation problems and/or any other similar causes.
20. HEADINGS NOT CONTROLLING.
Headings and titles used in this Agreement are for reference purposes only, shall not be
deemed a part of this Agreement, and are not intended to define or limit the scope of any provision
of this Agreement.
21. REVIEW OF COUNSEL.
The parties acknowledge that each party and its counsel have reviewed and revised this
Agreement and that the normal rules of construction to the effect that any ambiguities are to be
resolved against the drafting party shall not be employed in the interpretation of this Agreement or
Exhibits A,B, and C.
22. AMENDMENTS/MODIFICATIONS/EXTENSIONS.
No amendment,modification,or extension of this Agreement shall be binding upon a party
hereto unless set forth in a written instrument,which is executed by an authorized representative of
each party.
23. ENTIRETY OF AGREEMENT.
This Agreement, including Exhibits A, B and C, contains the entire understanding and
agreement between City and Consultant,their assigns and successors in interest, as to the matters
contained herein.Any prior or contemporaneous oral or written agreement is hereby declared null
and void to the extent in conflict with any provision of this Agreement.
24. COUNTERPARTS.
This Agreement may be executed in one or more counterparts and each counterpart shall,
for all purposes,be deemed an original,but all such counterparts shall together constitute one and
the same instrument.
25. WARRANTY OF SERVICES.
Consultant warrants that its Services will be of a high quality and conform to generally
prevailing industry standards. City must give written notice of any breach of this warranty within
thirty(30)days from the date that the Services are completed.In such event,at Consultant's option,
Consultant shall either (a) use commercially reasonable efforts to re-perform the Services in a
manner that conforms with the warranty, or(b)refund the fees paid by City to Consultant for the
nonconforming Services.
26. IMMIGRATION NATIONALITY ACT.
Consultant shall verify the identity and employment eligibility of its employees who
perform work under this Agreement,including completing the Employment Eligibility Verification
Form (I-9). Upon request by City, Consultant shall provide City with copies of all I-9 forms and
supporting eligibility documentation for each employee who performs work under this
Agreement. Consultant shall adhere to all Federal and State laws as well as establish appropriate
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procedures and controls so that no services will be performed by any Consultant employee who is
not legally eligible to perform such services. CONSULTANT SHALL INDEMNIFY CITY AND
HOLD CITY HARMLESS FROM ANY PENALTIES, LIABILITIES, OR LOSSES DUE TO
VIOLATIONS OF THIS PARAGRAPH BY CONSULTANT, CONSULTANT'S EMPLOYEES,
SUBCONTRACTORS,AGENTS,OR LICENSEES. City,upon written notice to Consultant,shall
have the right to immediately terminate this Agreement for violations of this provision by
Consultant.
27. OWNERSHIP OF WORK PRODUCT.
City shall be the sole and exclusive owner of all reports, work papers,procedures, guides,
and documentation,created,published,displayed,and/or produced in conjunction with the services
provided under this Agreement(collectively, "Work Product"). Further, City shall be the sole and
exclusive owner of all copyright,patent,trademark,trade secret and other proprietary rights in and
to the Work Product.Ownership of the Work Product shall inure to the benefit of City from the date
of conception, creation or fixation of the Work Product in a tangible medium of expression
(whichever occurs first). Each copyrightable aspect of the Work Product shall be considered a
"work-made-for-hire" within the meaning of the Copyright Act of 1976, as amended. If and to the
extent such Work Product,or any part thereof,is not considered a"work-made-for-hire"within the
meaning of the Copyright Act of 1976,as amended,Consultant hereby expressly assigns to City all
exclusive right, title and interest in and to the Work Product, and all copies thereof, and in and to
the copyright,patent,trademark,trade secret, and all other proprietary rights therein,that City may
have or obtain,without further consideration,free from any claim,lien for balance due,or rights of
retention thereto on the part of City.
28. SIGNATURE AUTHORITY.
The person signing this Agreement hereby warrants that he/she has the legal authority to
execute this Agreement on behalf of the respective party, and that such binding authority has been
granted by proper order,resolution,ordinance or other authorization of the entity. This Agreement
and any amendment hereto,may be executed by any authorized representative of Consultant whose
name, title and signature is affixed on the Verification of Signature Authority Form, which is
attached hereto as Exhibit "C". Each party is fully entitled to rely on these warranties and
representations in entering into this Agreement or any amendment hereto.
29. CHANGE IN COMPANY NAME OR OWNERSHIP
Consultant shall notify City's Purchasing Manager, in writing, of a company name,
ownership, or address change for the purpose of maintaining updated City records. The president
of Consultant or authorized official must sign the letter. A letter indicating changes in a company
name or ownership must be accompanied with supporting legal documentation such as an updated
W-9, documents filed with the state indicating such change, copy of the board of director's
resolution approving the action,or an executed merger or acquisition agreement.Failure to provide
the specified documentation so may adversely impact future invoice payments.
30. PROHIBITION ON CONTRACTING WITH COMPANIES THAT BOYCOTT
I RAEL
If Consultant has fewer than 10 employees or this Agreement is for less than $100,000.00,
this section does not apply. Consultant 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
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goods or services unless the contract contains a written verification from the company that it: (1)
does not boycott Israel; and (2) will not boycott Israel during the term of the contract. The terms
"boycott Israel" and "company" shall have the meanings ascribed to those terms in Chapter 2271
of the Texas Government Code. By signing this contract, Consultant certifies that Consultant's
signature provides written verification to the City that Consultant: (1)does not boycott Israel; and
(2)will not boycott Israel during the term of the contract.
31. PROHIBITION ON BOYCOTTING ENERGY COMPANIES
Consultant acknowledges that in accordance with Chapter 2274 of the Texas Government
Code,as added by Acts 2021, 87th Leg.,R.S., S.B. 13, § 2,the City is prohibited from entering into
a contract for goods or services that has a value of$100,000 or more that is to be paid wholly or
partly from public funds of the City with a company with 10 or more full-time employees unless the
contract contains a written verification from the company that it: (1) does not boycott energy
companies; and (2) will not boycott energy companies during the term of the contract. The terms
"boycott energy company" and "company" have the meanings ascribed to those terms by Chapter
2274 of the Texas Government Code,as added by Acts 2021, 87th Leg.,R.S., S.B. 13, § 2. To the
extent that Chapter 2274 of the Government Code is applicable to this Agreement, by signing this
Agreement,Consultant certifies that Consultant's signature provides written verification to the City
that Consultant: (1)does not boycott energy companies; and(2)will not boycott energy companies
during the term of this Agreement.
32. PROHIBITION ON DISCRIMINATION AGAINST FIREARM AND AMMUNITION
INDUSTRIES
Consultant acknowledges that except as otherwise provided by Chapter 2274 of the Texas
Government Code,as added by Acts 2021, 87th Leg.,R.S., S.B. 19, § 1,the City is prohibited from
entering into a contract for goods or services that has a value of$100,000 or more that is to be paid
wholly or partly from public funds of the City with a company with 10 or more full-time employees
unless the contract contains a written verification from the company that it: (1) does not have a
practice, policy, guidance, or directive that discriminates against a firearm entity or firearm trade
association; and(2)will not discriminate during the term of the contract against a firearm entity or
firearm trade association. The terms"discriminate,""firearm entity"and"firearm trade association"
have the meaning ascribed to those terms by Chapter 2274 of the Texas Government Code,as added
by Acts 2021, 87th Leg., R.S., S.B. 19, § 1. To the extent that Chapter 2274 of the Government
Code is applicable to this Agreement, by signing this Agreement, Consultant certifies that
Consultant's signature provides written verification to the City that Consultant: (1)does not have a
practice, policy, guidance, or directive that discriminates against a firearm entity or firearm trade
association; and(2)will not discriminate against a firearm entity or firearm trade association during
the term of this Agreement.
33. CONFIDENTIAL INFORMATION
Consultant acknowledges that City is a governmental entity and is subject to the Texas Public
Information Act ("Act"). By executing this Agreement, Consultant acknowledges that this
Agreement will be publicly available on the City's website, and Consultant is therefore waiving
any claim of confidentiality,whether based in statute or the common law,to any and all materials
contained as part of this Agreement including all documents and information referenced herein or
attached hereto.
PROFESSIONAL SERVICES AGREEMENT Page 12 of 21
HHM&Associates,Inc.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement to be effective on
the dates set forth in section 2.
ACCEPTED AND AGREED:
CITY OF FORT WORTH:
CONTRACT COMPLIANCE
MANAGER:
Dana Bu' doff By signing I acknowledge that I am the
By: Dana Burghdoff(Aug 22,202211:32CDT) person responsible for the monitoring and
Name: Dana Burghdoff administration of this contract, including
Title: Assistant City Manager
ensuring all performance and reporting
Date: Aug 22, 2022 requirements.
APPROVAL RECOMMENDED:
By: O
Name: Justin M.Newhart
By: DJ Harrell(Aug 22,2022 09:37 CDT) Title: Historic Preservation Officer
Name: D.J.Harrell
Title: Director,Development APPROVED AS TO FORM AND LEGALITY:
Services Department
ATTEST: 4K-2,—
By: Richard A..McCracken(Aug 22,2022 09:02 CDT)
Name: Richard McCracken
7Gl`I`IG��G c1 C7000��GG Title: Sr.Assistant City Attorney
By: Jannette S.Goodall(Aug 22,2022 16:37 CDT)
Name: Jannette S. Goodall CONTRACT AUTHORIZATION:
Title: City Secretary aaa4FORp� aa M&C: N/A Form 1295:N/A
OF°°°°°°°° �d
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CONSULTANT: Y CC
HHM&Associates,Inc. ATTEST:
By: � P
Emily Payne By:
President Name:
Date: Aug 10, 2022 Title:
OFFICIAL RECORD
PROFESSIONAL SERVICES AGREEMENT CITY SECRETARY
HHM&Associates,Inc. FT.WORTH,TX
EXHIBIT A
SCOPE OF SERVICES
GIS Integration of Prior Survey Data (Phase V-b) and Reconnaissance-level Survey
of Terrell Hills Historic District/Near Southeast National Register District (Phase VI)
In 2019,the City of Fort Worth and HEM&Associates,Inc. (EEM)began collaborative work on a multi-
year,multi-phase project entailing historic preservation planning and cultural resource management services.
Between 2019 and 2021,HHM completed a research design and fieldwork methodology for all phases of
work(Phase I),a narrative historic context(Phases I-IV), Survey Plan(Phase V-a), and development of a
GIS database template for encoding future survey data(Phase V-a). The Survey Plan provided detailed
recommendations for future phases of the project. This project represents the next two work items
recommended in the Survey Plan:
• Integrating previously identified resources into the GIS-compatible database template (Phase V-b),
and
• Reconnaissance-level resurvey of previously designated historic districts,beginning with Terrell
Heights and Near Southeast National Register District(Phase V-a)
Consultant shall complete a survey of the Terrell Heights historic district and upload previously identified
historic resources into a GIS database. The list of contributing resources in the Near Southside National
Register District,which is included in the boundaries of the Terrell Heights district,will be updated. Survey
data and report will comply with the Texas Historical Commission's state inventory form and standards.
Consultant shall contact the Texas Historical Commission's Certified Local Government staff prior to
commencing work.
Consultant shall ensure that any and all appropriate payments are made to Consultant's employees, such as
unemployment,workers compensation,social security,and other payroll taxes for such persons,including any
related assessment or contributions required by law.
Tasks
Task 1. Project Initiation
• Internal kickoff meeting
• Conference call with City
• Review previous documentation
• Final scope of work
Task 2. GIS Integration of Prior Survey Data
• Collecting prior survey data and prior designations
• Cleaning up data to ensure consistency and GIS-compatibility
• Linking data to the Phase V-a GIS database template
• Testing the template's collector tool for field survey
Task 3. Field Survey of Terrell Heights/Near Southeast National Register District
• Travel
• Field documentation
• Field management/daily review
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HHM&Associates,Inc.
Task 4. Data Processing and Property-Specific Research
• Post-fieldwork processing
• Sanborn map analysis
• Historic aerial analysis
• Limited City Directory research
• Limited occupant background research
• Building permit research as needed
• Survey forms for individually eligible resources
• Letter Report
Task 5. First Draft Survey Report for City and THC Review
• Executive Summary
• Survey Purpose
• Survey Results
• Future Recommendations
• Appendices
o Prior Survey Inventory
o Terrell Heights Inventory
o Updated Near Southeast National Register District Inventory
o THC-like survey forms for individually eligible resources
o Maps
• Blank comment matrix
Task 6. Final Survey Report
• Revised versions of all sections of the Draft Survey Report
• Updated comment matrix showing how all comments were addressed
• Electronic files
o Data in GIS format
o Electronic copies of research files
• Updated Near Southeast National Register District Inventory to be sent to the THC.
Assumptions
• No research design or fieldwork methodology is included within this scope. This project will reuse
the research design and fieldwork methodology developed under Phase I of this project.
• No historic context development is included within this scope. This project will reuse the historic
context completed under Phases I-IV of this project.
• No GIS database development is included within this scope. This project will reuse the GIS database
developed under Phase V-a of this project.
• Field survey of the Terrell Heights Historic District/Near Southeast National Register District will
encompass a maximum of 1,316 parcels.
• Field documentation will follow all THC requirements for reconnaissance-level survey.Fieldwork
will only document resources visible from the public right-of-way.
• Field survey will use the ESRI ArcGIS Online "Collector"feature to facilitate survey directly into
the database template prepared during Phase V-a.
• Individual survey forms will approximate the appearance/content of the THC Historic Sites Form
and will completed only for resources recommended individually eligible for the National Register
and/or local landmark designation.
• No contextual research will be included in this scope. All research will be property-specific,focused
PROFESSIONAL SERVICES AGREEMENT Page 15 of 21
HHM&Associates,Inc.
on assessing the integrity and eligibility of surveyed resources—such as Sanborn maps,historic
aerial photographs,building permits,City Directories,and background materials on historic
occupants such as census records and newspaper articles.
o City Directory research will be limited to a maximum of 100 hours.For surveyed resources
within Terrell Heights,City Directory research will be conducted only for resources that are
historic-age and retain physical integrity. City Directory research will use 10-year intervals
from the date of construction through approximately 1975.
o Occupant history research will be limited to a maximum of 40 hours. Occupant history
research will only be conducted if City Directory research reveals consistent occupancy over
three intervals(at least 20 years).
• The City of Fort Worth and the TUC will review the First Draft Survey Report(Task 5)
concurrently.
o The City of Fort Worth and the TUC will be available to review draft deliverables according
to the anticipated project schedule below.
o HHM will be able to communicate directly with the THC throughout the project,copying
the client on all email communication and maintaining an administrative record of all
communication that will be available to the client at any time.
o No public meetings are included within EEM's scope of work for this project. The City of
Fort Worth independently may circulate the draft to the public for review and comment if
desired,provided that the review is completed within the anticipated project schedule below.
o The client will use the comment matrix provided by HEM,or a similar comment matrix
approved by EEM.
o All comments from all stakeholders will be compiled within one, single comment matrix.
o Any contradictions within the comments will be resolved internally before providing
comments to HHM.
o If additional comments are provided separately,or if comments are provided after the 30-
day review timeframe in the schedule herein,HHM will consider the comments outside this
scope of work, and HEM will work with the client to negotiate a supplemental scope of
work to address the additional comments.
• All tables,graphs,charts,inventories, and forms will use EEM's standard templates,which routinely
are accepted by the THC. This scope of work will not include customization of the format of any
tables,graphs,charts,inventories,or forms.
• All maps will be based upon HI Ms standard templates,which routinely are accepted by the TUC.
All records will be mapped as points rather than polygons;all maps with address labels will be
zoomed in for legibility,made into a multi-page series, and placed in an appendix. This scope of
work will not include any customization of mapping templates.
• HEM will not execute any work beyond the scope herein. If the client requests work beyond this
scope,HHM will work with the client to negotiate a supplemental work agreement to provide
compensation for the additional work.
Tables
Table 1.Schedule of Deliverables
Days+ ----F_
Task NTP* Anticipated Deadline Deliverable Format
Task 1.Project Initiation 30 Wednesday,June 1,2022 Final Scope of Work in PDF format
via email
Task 2.GIS Integration of Prior Survey Data 144 Friday,September 23,2022 N/A
Task 3.Field Survey of Terrell Heights 389 Friday,May 26,2023 N/A
PROFESSIONAL SERVICES AGREEMENT Page 16 of 21
HHM&Associates,Inc.
Task 4.Data Processing and Property-Specific 424 Friday,June 30,2023 Letter report in PDF format via
Research cloud-based file-sharing service
Task 5.First Draft Survey Report for City& 455 Monday,July 31,2023 Survey report in PDF format via
THC cloud-based file-sharing service
City and THC Review(30 days) 485 Wednesday,August 30,2023 Comment matrix in Word or Excel
format via email
Task 6.Final Survey Report 515 Friday,September 29,2023 Survey report in PDF format via
cloud-based file-sharing service,
plus electronic files in KML,PDF,
and/or JPG format
Contract Expiration 547 Tuesday,October 31,2023 N/A
*Anticipated NPT Monday,May 2,2022
Deliverables: All work produced by Consultant shall comply with the following requirements of the
Texas Historical Commission:
Final Deliverables
One (1) bound hard copy. The hard copy should be printed on 81/2 x 11 and 11 x 17 paper. Please do not
use 81/2 x 14/legal-sized paper. For binding, use 3-hole punch binder; do not use spiral or comb
bindings.
One(1)electronic copy on CD or thumb drive.The electronic copy should include the Historic Resources
Survey Report and all photographic documentation, maps, etc. The survey data shall also be submitted in
Microsoft Access,Microsoft Excel,or GIS-based format.This allows the THC to upload the survey data into
the THC Online Atlas database.
Each CLG survey grant recipient is sent a THC Historic Resources Survey Packet on a CD that includes a
THC Access database for survey purposes. While it is not required to use this Access database, the survey
data should include the same information.The full range of products for a historic resources survey includes
the following:
•A Research Design Report is written to establish knowledge of the area's historical development and to
list known existing historical resources such as National Register of Historic Places and districts, Recorded
Texas Historic Landmarks, State Antiquities Landmarks, Official Texas Historical Markers, and local
landmarks and districts, and to provide a map of the area to be surveyed. This report sets up periods of
significance and areas of significance, so surveyors know how to assess the resources.
• A Draft and Final Historic Resources Survey Report should include the survey's purpose and
methodology, a historic context (pulled from the Research Design), survey results, and survey
recommendations. Survey results should discuss analysis,implications and recommendations for local, state
and federal historical designation and other appropriate preservation methods. This report must be in
conformance with the U.S. Secretary of the Interior's Guidelines for Identification.
•A Historic Resources Survey Form must be provided for each surveyed resource in the survey area. It is
preferred that the THC survey database form (Microsoft Access format preferred) is used,but an equivalent
format is acceptable.
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HHM&Associates,Inc.
• An Inventory Table must be provided for all surveyed resources in the survey area. This should include
basic information about each resource: thumbnail image, address, historic and current name, historic and
current function,construction date,existing designations,National Register of Historic Places eligibility,and
Priority rating at a minimum.
• Photo documentation for all surveyed resources must be provided. Color digital images should be saved
as uncompressed TIF files. If this format is not available, save as JPGs. Do not alter images (other than
naming files).The size of each image must be at least 1200 x 1600 pixels at 300 ppi(pixels per inch) or larger
(2000 x 3000 preferred). It is recommended that digital images be saved in 8-bit (or larger) color format.
Proper identification of each view must be provided with all photo documentation,utilizing the standard 2-
letter Texas county abbreviations recognized by TARL (see the THC Photo Labeling Protocol). Example:
The first image for 103 East Marshall Street in Pittsburg,Camp County would be:TX-CP-Pittsburg-Marshall-
St-E-103-01.tif. In addition,a second set of digital images of representative streetscape views is encouraged.
•Detailed Maps must identify the location of all surveyed resources with their site numbers.Maps developed
using GIS data are strongly encouraged,but not required. •The Project Manager is responsible for reviewing
all survey work before submission to the THC. Reports and other documentation require proper citations
and may not be plagiarized. All of the above-mentioned products become the property of the THC upon
completion of the grant project. Survey and inventory projects may be modified, but should be discussed
with and approved by THC staff prior to modification. Attachment E must be submitted with all contract
amendments,including modifications to the deliverables described here.
All materials published,printed, or used for public distribution shall note the following on the materials:
This project was funded in part through a Certified Local Government Grant from the National Park
Service, U.S.Department of the Interior, as administered by the Texas Historical Commission.
The contents and opinions, however, do not necessarily reflect the views andpolicies of the Department
of the Interior, nor does the mention of trade names or commercial products constitute endorsement or
recommendation by the Department of the Interior.
This program receives Federal funds from the National Park Service.Regulations of the U.S.Department
of the Interior strictly prohibit unlawful discrimination in departmental Federally Assisted Programs on
the basis of race, color, national origin, age or handicap. Any person who believes he or she has been
discriminated against in any program, activity, or facility operated by a recipient of Federal assistance
should write to: Director, Equal Opportunity Program, U.S. Department of the Interior, National Park
Service, P.O. Box 3 712 7, Washington, D.C. 20013-7127.
PROFESSIONAL SERVICES AGREEMENT Page 18 of 21
HHM&Associates,Inc.
EXHIBIT B
PAYMENT SCHEDULE
Line-Item Subtotal Total
LABOR
Task 1.Project Initiation $ 1,580.56
Task 2.GIS Integration of Prior Survey Data $ 14,868.85
Task 3.Field Survey of Terrell Heights $ 22,421.65
Task 4.Data Processing and Property-Specific Research $ 30,862.37
Task 5.First Draft Survey Report for City&THC $ 10,958.87
Task 6.Final Survey Report $ 7,821.63
Subtotal Labor $ 88,513.93
EXPENSES
Mileage $ 702.00
Lodging $ 3,340.00
Lodging Taxes $ 434.20
Per Diem $ 1,440.00
Parking&miscellaneous $ 269.87
8.5 x 11 color photocopies $ 250.00
Shipping $ 50.00
Subtotal Expenses $ 6,486.07
TOTAL LABOR+EXPENSES $ 95,000.00
City agrees to pay Consultant in the installments set forth above upon completion of each task, each
installment to represent full and final,non-refundable payment for all services provided prior to the
due date thereof. City will make each installment payment within thirty (30) calendar days after
receipt, approval by City of the respective Work and an invoice therefor. City shall withhold an
amount not to exceed 12.5% until: (a) Texas Historical Commission review of the draft project
material, products and deliverables and the Commission's comments are incorporated therein; (b)
receipt by the Texas Historical Commission of two (2) final reports; and (c) receipt by the Texas
Historical Commission of properly documented reimbursement materials.
PROFESSIONAL SERVICES AGREEMENT Page 19 of 21
HHM&Associates,Inc.
EXHIBIT C
VERIFICATION OF SIGNATURE AUTHORITY
HHM and Associates,Inc.
P.O. Box 9648
Austin,Texas 78766
Execution of this Signature Verification Form ("Form") hereby certifies that the following
individuals and/or positions have the authority to legally bind Consultant and to execute any
agreement, amendment or change order on behalf of Consultant. Such binding authority has been
granted by proper order, resolution, ordinance or other authorization of Consultant. City is fully
entitled to rely on the warranty and representation set forth in this Form in entering into any
agreement or amendment with Consultant. Consultant will submit an updated Form within ten
(10) business days if there are any changes to the signatory authority.City is entitled to rely on any
current executed Form until it receives a revised Form that has been properly executed by
Consultant.
1. Name: Emily Payne
Position: President
Signature
2. Name:
Position:
Signature
3. Name:
Position:
Signature
Name:
Signature of President/CEO
Other Title:
Date: Aug 10, 2022
PROFESSIONAL SERVICES AGREEMENT Page 20 of 21
HHM&Associates,Inc.
EXHIBIT D
STATE REQUIREMENTS
Notwithstanding anything to the contrary in this Agreement,Consultant agrees to the following:
(attached)
PROFESSIONAL SERVICES AGREEMENT Page 21 of 21
HHM&Associates,Inc.
TEXAS HISTORICAL COMMISSION
ATTACHMENT D.1
ASSURANCES FOR CONSULTANTS, SUBRECIPIENTS OR SUBCONTRACTORS
Child Support Obligation. Under Section 231.006 of the Family Code,the consultant, subrecipient, or
subcontractor certifies that the individual or business entity named in this contract,bid or application is not
ineligible to receive the specified grant,loan, or payment and acknowledges that this contract may be terminated
and payment may be withheld if this certification is inaccurate.A bid or an application for a contract,grant, or loan
paid from state funds must include the name and social security number of the individual or sole proprietor and
each partner, shareholder, or owner with an ownership interest of at least 25 percent of the business entity
submitting the bid or application.
Discrimination Prohibited.The consultant, subrecipient or subcontractor will comply with Tide VI of the Civil
Rights Act of 1964 (P.L. 88-352) and all requirements imposed by or pursuant to the Department of the Interior
Regulations (43 CFR 17) issued pursuant to that tide, to the end that,in accordance with Tide VI of that Act and
the Regulation,no person in the United States shall, on the ground of race, color, or national origin,be excluded
from participation in,be denied the benefits of, or be otherwise subjected to discrimination under any program or
activity for which the consultant, subrecipient or subcontractor receives financial assistance from Department of
the Interior,National Park Service,and hereby gives assurance that it will immediately take any measures to
effectuate this agreement.
This Assurance is given in consideration of and for the purpose of obtaining any and all federal grants,loans,
contracts,property discounts, or other federal financial assistance extended after the date hereof to the consultant,
subrecipient or subcontractor,including installment payments after such date on account of arrangements for
federal financial assistance which were approved before such date. The consultant, subrecipient or subcontractor
recognizes and agrees that such federal financial assistance will be extended in reliance on the representations and
agreements made in this assurance,and that the United States shall reserve the right to seek judicial enforcement of
this assurance. This assurance is binding on the consultant, subrecipient or subcontractor,its successors,
transferees,and assignees,and the person or persons whose signature appear below are authorized to sign this
assurance on behalf of the consultant, subrecipient or subcontractor.
DI 1350 Addendum. The consultant, subrecipient or subcontractor agrees to comply with the Rehabilitation Act
of 1973 and the Age Discrimination Act of 1975 and all requirements imposed by or pursuant to these tides,to the
end that,no person in the United States shall, on the grounds of age or handicap be excluded from participation
be denied the benefits of, or be otherwise subjected to discrimination under any program or activity for which the
consultant, subrecipient or subcontractor receives financial assistance from the National Park Service,and hereby
gives assurance that it will immediately take any measures to effectuate this agreement.
18 USC 1913. No part of the money appropriated by any enactment of Congress shall,in the absence of express
authorization by Congress,will be used directly or indirectly to pay for any personal service,advertisement,
telegram,telephone,letter,printed or written matter, or other device,intended or designed to influence in any
manner a Member of Congress,to favor or oppose,by vote or otherwise, any legislation or appropriation by
Congress,whether before or after the introduction of any bill or resolution proposing such legislation or
appropriation;but this shall not prevent officers or employees of the United States or of its departments or agencies
from communicating to Members of Congress on the request of any Member of Congress, thorough the proper
official channels,requests for legislation or appropriations which they deem necessary for the efficient conduct of
the public business.
Whoever, being an officer or employee of the United States or of any department or agency thereof,violates or
attempts to violate this section, shall be fined not more than $500 or imprisoned not more than one year, or both;
and after notice and hearing by the superior officer vested with the power of removing him, shall be removed from
office or employment. Uune 25, 1948, Ch. 645, 62 Stat. 792.)
DI 1954. Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exclusion. Lower Tier
Cover Transactions.
This certification is required by the regulations implementing Executive Order 12549,Debarment and Suspension,
43 CFR Part 12, Section 12.5.10,Participants'responsibilities. The regulations were published as Part VII of the
May 26, 1988 Federal Register (pages 19160-19211). Copies of the regulations are included in the proposal package.
For further assistance in obtaining a copy of the regulations, contact the U.S. Department of the Interior,
Acquisition and Assistance Division, Office of Acquisition and Property Management, 18`'and C streets,N.W.,
Washington,D.C. 20240.
(1) The prospective lower tier participant certified,by submission of this proposal,that neither it nor its
principals are presently debarred,suspended,proposed for debarment,declared ineligible, or voluntarily excluded
from participation in this transaction by any federal department or agency.
(2) Where the prospective lower tier participant is unable to certify to any of the statements in this certification,
such prospective participant shall attach an explanation to this proposal.
Records Retention. The consultant, subrecipient or subcontractor represents and warrants its compliance with the
records retention requirements of 2 CFR 5 200.333. The consultant, subrecipient or subcontractor shall maintain and
retain all records relating to the performance of the grant including supporting fiscal documents adequate to ensure
that claims for grant funds are in accordance with applicable State of Texas requirements. These records will be
maintained and retained by the consultant, subrecipient or subcontractor for a period of seven (7) years after the grant
expiration date or until all audit, claim,and litigation matters are resolved,whichever is later. The Commission
reserves the right to direct a consultant, subrecipient or subcontractor to retain documents for a longer period of time
or transfer certain records to Commission custody when it is determined the records possess longer term retention
value. The consultant, subrecipient or subcontractor must include the substance of this clause in all subcontracts.
State Auditor's Right to Audit. Pursuant to Section 2262.154 of the Texas Government Code, the state auditor may
conduct an audit or investigation of any entity receiving funds from the state directly under any contract or indirectly
through a subcontract under the contract. The acceptance of funds by the consultant, subrecipient or subcontractor,
or any other entity or person directly under the contract or indirectly through a subcontract under the contract acts as
acceptance of the authority of the state auditor,under the direction of the legislative audit committee,to conduct an
audit or investigation in connection with those funds. Under the direction of the legislative audit committee, the
consultant, subcontractor, or other entity that is the subject of an audit or investigation by the state auditor must
provide the state auditor with access to any information the state auditor considers relevant to the investigation or
audit. The consultant, subrecipient or subcontractor shall ensure that this paragraph concerning the authority to audit
funds received indirectly by subcontractors through the contract and the requirement to cooperate is included in any
subcontract it awards.
� P Aug 10, 2022
Consultant/Subcontractor Date