HomeMy WebLinkAboutContract 58405 City Secretary Contract No. 58405
FOR*TWORTH.
VENDOR SERVICES AGREEMENT
This VENDOR SERVICES AGREEMENT ("Agreement") is made and entered into by and
between the CITY OF FORT WORTH ("City"), a Texas home rule municipal corporation and
Organization of Hispanic Contractors,dba Regional Hispanic Contractors Association("Vendor"),a
Texas non-profit corporation, each individually referred to as a"party"and collectively referred to as the
"parties."
AGREEMENT DOCUMENTS:
The Agreement documents shall include the following:
1. This Vendor Services Agreement;
2. Exhibit A—Scope of Services;
3. Exhibit B—Price Schedule; and
4. Exhibit C—Verification of Signature Authority Form.
Exhibits A,B and C,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 or C 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. Business Start-ups, and Supply Chain Networldng. Exhibit"A," -
Scope of Services more specifically describes the services to be provided hereunder.
2. Term. This Agreement shall begin on the date signed by the City Manager or the City
Manager's designee below.The effective date is October 1,2022 and shall expire on September 30.2023,
unless terminated earlier in accordance with this Agreement("Initial Term"). City shall have the option,
in its sole discretion,to renew this Agreement under the same terms and conditions for up to three one(1)
year renewal options.
3. Compensation. City shall pay Vendor an amount not to exceed sixty-six thousand six
hundred sixty-six dollars and sixty-six cents ($66,666.66) in accordance with the provisions of this
Agreement and Exhibit `B," Payment Schedule, which is attached hereto and incorporated herein for all
purposes. Vendor shall not perform any additional services for the City not specified by this Agreement
unless the City requests and approves in writing the additional costs for such services. City shall not be
liable for any additional expenses of Vendor not specified by this Agreement unless City first approves
such expenses in writing.City agrees to pay all invoices of Vendor within thirty(30)days of receipt of such
invoice.
OFFICIAL RECORD
4. Termination.
CITY SECRETARY
FT. WORTH, TX
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4.1. Written Notice. City or Vendor may terminate this Agreement at any time and for
any reason by providing the other party with 30 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 Vendor
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 Vendor for services actually rendered up to
the effective date of termination and Vendor 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, Vendor shall provide City with copies of all
completed or partially completed documents prepared under this Agreement. In the event Vendor
has received access to City Information or data as a requirement to perform services hereunder,
Vendor 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. Vendor hereby warrants to City that Vendor has
made full disclosure in writing of any existing or potential conflicts of interest related to Vendor's
services under this Agreement. In the event that any conflicts of interest arise after the Effective
Date of this Agreement, Vendor hereby agrees immediately to make full disclosure to City in
writing.
5.2 Confidential Information.Vendor,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 Public Information Act. City is a government entity under the laws of the State of
Texas and all documents held or maintained by City are subject to disclosure under the Texas Public
Information Act.In the event there is a request for information marked Confidential or Proprietary,
City shall promptly notify Seller. It will be the responsibility of Seller to submit reasons objecting
to disclosure. A determination on whether such reasons are sufficient will not be decided by City,
but by the Office of the Attorney General of the State of Texas or by a court of competent
jurisdiction.
5.3 Unauthorized Access.Vendor 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. Vendor 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,
Vendor 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. Vendor agrees that City shall,until the expiration of three(3)years after
final payment under this Agreement,or the final conclusion of any audit commenced during the said three
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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 Vendor involving transactions
relating to this Agreement at no additional cost to City. Vendor agrees that City shall have access during
normal working hours to all necessary Vendor 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
Vendor reasonable advance notice of intended audits.
7. Independent Contractor. It is expressly understood and agreed that Vendor 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,Vendor 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,Vendors and subVendors.Vendor acknowledges that the doctrine of respondeat superior shall
not apply as between City, its officers, agents, servants and employees, and Vendor, its officers, agents,
employees, servants, Vendors and subVendors. Vendor further agrees that nothing herein shall be
construed as the creation of a partnership or joint enterprise between City and Vendor. It is further
understood that City shall in no way be considered a Co-employer or a Joint employer of Vendor or any
officers, agents, servants, employees or subVendors of Vendor. Neither Vendor,nor any officers, agents,
servants, employees or subVendors of Vendor shall be entitled to any employment benefits from City.
Vendor 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 subVendors.
8. Liability and Indemnification.
8.1 LIABILITY- VENDOR 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
VENDOR,ITS OFFICERS,AGENTS,SERVANTS OR EMPLOYEES.
8.2 GENERAL INDEMNIFICATION- VENDOR HEREBY COVENANTS AND
AGREES TO INDEMNIFY, HOLD HARMLESS AND DEFEND CITY, ITS OFFICERS,
AGENTS,SERVANTS AND EMPLOYEES,FROMAND AGAINST ANYAND ALL CLAIMS
OR LAWSUITS OFANYKIND OR CHARACTER, WHETHER REAL OR ASSERTED, FOR
EITHER PROPERTY DAMAGE OR LOSS AND/OR PERSONAL INJURY, INCLUDING
DEATH, TO ANY AND ALL PERSONS, ARISING OUT OF OR IN CONNECTION WITH
THIS AGREEMENT, TO THE EXTENT CAUSED BY THE NEGLIGENT ACTS OR
OMISSIONS OR MALFEASANCE OF VENDOR, ITS OFFICERS, AGENTS, SERVANTS
OR EMPLOYEES.
8.3 INTELLECTUAL PROPERTY INDEMNIFICATION — Vendor 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 Vendor bears the
cost and expense of payment for claims or actions against City pursuant to this section,
Vendor 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;
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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
with Vendor 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, Vendor shall fully participate and
cooperate with City in defense of such claim or action. City agrees to give Vendor 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 Vendor'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,Vendor 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 Vendor terminate this Agreement, and refund all amounts paid to Vendor by City,
subsequent to which termination City may seek any and all remedies available to City under
law.
9. Assignment and Subcontracting.
9.1 Assignment. Vendor 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 Vendor under which
the assignee agrees to be bound by the duties and obligations of Vendor under this Agreement.
Vendor and Assignee shall be jointly liable for all obligations of Vendor under this Agreement
prior to the effective date of the assignment.
9.2 Subcontract. If City grants consent to a subcontract, sub Vendor shall execute a
written agreement with Vendor referencing this Agreement under which sub Vendor shall agree to
be bound by the duties and obligations of Vendor under this Agreement as such duties and
obligations may apply. Vendor shall provide City with a fully executed copy of any such
subcontract.
10. Insurance. Vendor 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 Vendor, 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
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
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 Vendor has obtained all required
insurance shall be delivered to the City prior to Vendor proceeding with any work
pursuant to this Agreement.
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11. Compliance with Laws,Ordinances,Rules and Regulations. Vendor 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
Vendor of any violation of such laws, ordinances, rules or regulations, Vendor shall immediately desist
from and correct the violation.
12. Non-Discrimination Covenant. Vendor, for itself, its personal representatives, assigns,
subVendors and successors in interest, as part of the consideration herein, agrees that in the performance
of Vendor'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 VENDOR,ITS
PERSONAL REPRESENTATIVES, ASSIGNS, SUBVENDORSS OR SUCCESSORS IN
INTEREST, VENDOR 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 the
transmission, or(3)received by the other party by United States Mail,registered,return receipt requested,
addressed as follows:
To CITY: To VENDOR:
City of Fort Worth Regional Hispanic Contractors Association
Attn: Gwen Wilson, Assistant Director, Diversity John Martinez,President/CEO
and Inclusion Department — Business Equity 2210 W. Illinois Avenue,
Division Dallas,TX 75224
200 Texas Street Phone: (972)786-0909
Fort Worth,TX 76102-6314 john@regionalhca.com
gwen.wilsonAfortworthtexas.gov
(817)392-2676
With copy to Fort Worth City Attorney's Office at
same address
14. Solicitation of Employees. Neither City nor Vendor 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 Vendor 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
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Vendor'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 Maieure. City and Vendor 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 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 Vendor, 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. Vendor 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 Vendor's
option,Vendor 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 Vendor for the nonconforming
services.
26. Immigration Nationality Act. Vendor shall verify the identity and employment eligibility
of its employees who perform work under this Agreement, including completing the Employment
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Eligibility Verification Form(I-9). Upon request by City,Vendor shall provide City with copies of all I-9
forms and supporting eligibility documentation for each employee who performs work under this
Agreement. Vendor shall adhere to all Federal and State laws as well as establish appropriate procedures
and controls so that no services will be performed by any Vendor employee who is not legally eligible to
perform such services. VENDOR SHALL INDEMNIFY CITY AND HOLD CITY HARMLESS
FROM ANY PENALTIES, LIABILITIES, OR LOSSES DUE TO VIOLATIONS OF THIS
PARAGRAPH BY VENDOR, VENDOR'S EMPLOYEES, SUBCONTRACTORS, AGENTS, OR
LICENSEES. City, upon written notice to Vendor, shall have the right to immediately terminate this
Agreement for violations of this provision by Vendor.
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,Vendor 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 Vendor 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. Vendor 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 Vendor 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. No Boycott of Israel. If Vendor has fewer than 10 employees or this Agreement is for
less than $100,000, this section does not apply. Vendor acknowledges that in accordance with Chapter
2270 of the Texas Government Code, the City is prohibited from entering into a contract with a company
for goods or services unless the contract contains a written verification from the company that it: (1) does
not boycott Israel;and(2)will not boycott Israel during the term of the contract. The terms"boycott Israel"
and "company" shall have the meanings ascribed to those terms in Section 808.001 of the Texas
Government Code. By signing this contract,Vendor certifies that Vendor's signature provides written
verification to the City that Vendor: (1)does not boycott Israel; and(2)will not boycott Israel during
the term of the contract.
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31. Prohibition on Boycotting Energy Companies.Vendor 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,which will 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 meaning 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, Vendor certifies that Vendor's signature provides written verification to the City that
Vendor: (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.Vendor
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 which will 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,
Vendor certifies that Vendor's signature provides written verification to the City that Vendor: (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.
IN WITNESS WHEREOF,the parties hereto have executed this Agreement in multiples.
(signature page follows)
Vendor Services Agreement Page 9 of 14
ACCEPTED AND AGREED:
City: Vendor:
By: By:
Name: Fernando Costa Name: John Martinez
Title: Assistant City Manager Title: President/CEO
Date: Nov 7,2022 Date: 10/18/2022
CITY OF FORT WORTH INTERNAL ROUTING PROCESS:
Approval Recommended: Contract Compliance Manager:
By signing I acknowledge that I am the person
responsible for the monitoring and administration
of this contract,including ensuring all
By: Christina Brooks(Nov 7,202211:00 CST) performance and reporting requirements.
Name: Christina A.Brooks
Title: Chief Equity Officer/Director—Diversity
and Inclusion q u/
By: 0
Name: Gwen Wilson
Approved as to Form and Legality: Title: Assistant Director,Business Equity
Division pd4�oauu
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By: 4 (/ City Secretary: o 0
Name: JB Strong �aQa4 00 0,.... ape
Title: Assistant City Attorney r
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By:
Jannette S.Goodall(Nova,202210:19 CST)
Contract Authorization: Name: Jannette S. Goodall
M&C: 22-0364 Title: City Secretary
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, T
Vendor Services Agreement Page 10 of 14
EXHIBIT A
SCOPE OF SERVICES
PROJECT DESCRIPTION:
Effective recruitment of small Business Equity Firm start-ups and existing Business Equity Firms
(Minority Business Enterprises -MBE) requires an active approach to communicating the advantage of a
Business Equity support program and convincing potential participants that contract opportunities exist.
The immediate and long-term objective of the Business Equity Partnership Program, referred to as
the"Program,"is to increase and improve the overall participation rate of local small Business Equity
Firms and existing Business Equity Firms doing business with the City of Fort Worth.
Additionally, the City is looking for small start-up Business Equity Firms to fulfill the contracts in areas
where Business Equity Goals have been Waived by the City because there are no available existing
Business Equity Firms. The City shall provide an annual Waiver list by NAICS Codes.
The Services to be performed by the Vendor shall be as follows:
The following Measurements describes the objectives of each Key Performance Indicator (KPI) of the
Program for the City of Fort Worth. The Vendor must become familiar with the City's BEF's compliance
requirements, and must have educational and practical knowledge of the City's most current Business
Equity Ordinance #25165-10-2021. The Vendor shall track and document the progress of each KPI,
describe the strategy utilized to achieve results and report the findings and outcomes to the City.
I. Small Start-Up Business Equity Firms and existing Business Equity Firms(BEFs)
a) Identify, vet, and support a minimum of five (5) new BEFs or existing Business Equity Firms
within the City's Marketplace that expand or provide services or goods in areas that appear on the
City's Waiver list by NAICS Code.
b) Assist five (5) or more small BEFs, located within the City of Fort Worth, with successfully
responding to bid requests for City Contracts,by teaching BEFs
a. how to read and interpret bid specifications and;
b. how to engage the City during pre-bid conferences and;
c. how to successfully submit competitive bid documentation and;
d. how to successfully navigate in person or virtual interviews
c) Aid BEFs located within the City of Fort Worth obtain certification by a city-recognized certifying
agency.
d) Report the total number of BEFs responding to City procurement opportunities as Primes and/or
Subcontractors by NAICS Codes and include the number of BEFs awarded City contracts,and the
amount of the contract value assigned to the BEF
II. Supply Chain Networldng
a) Assist two (2) emerging BEFs not eligible for Prime opportunities over $500,000 to enter into a
Joint Venture (JV), Private-Public Partnership, Mentor-Protege partnership or other collaborative
Vendor Services Agreement—Exhibit B Page 11 of 14
agreement in compliance with the City's Business Equity Ordinance on City contracts with a
specific focus on City Neighborhood Improvement Programs,Neighborhood Empowerment Zones
and Revitalization Target Areas projects. The required tracking, progress, and outcome
documentation report must include economic impact of the project, BEF growth, BEF
organizational status, and lessons learned from the relationships.
b) Assist and support BEFs ability to create, develop, and sustain stable access to supplies and
materials for bid projects and procurement opportunities. The required tracking, progress, and
outcome documentation report must include a change in cost of materials analysis report, a
documented supply chain plan, a description of how the supply chain plan contributes to
organizational stability, and how the Vendor used its relationships with other partners to assist
BEFs obtain more stable access to supplies and materials for projects and procurements.
Training and technical assistance are an expected part of this Program to help small startup BEFs,emerging
BEFs and existing BEFs enhance specific technical skills related to various construction and professional
service contract opportunities. The goal of this agreement is to create positive gains in technical skills and
access to business contracting opportunities.
III. Compensation
The Vendor is required to meet or exceed the metrics in the KPI's, and provide documentation supporting
each of its activities. The results will clearly show that new small start-up BEFs, emerging BEFs, and
existing BEFs are certified, trained, and bidding on City projects as subcontractors or primes; and show
that Business Equity Firms have relationships in place to gain access to supplies and materials.
The City will compensate the Vendor based on the Results.Payouts to the Vendor in each KPI area is 33%
of the maximum value of$100,000 per category.
Vendor Services Agreement Page 12 of 14
EXHIBIT B
PRICE SCHEDULE
Category Key Performance Indicators Compensation
1 Small Start-Up Business Equity Firms and existing $33 333.33
Business Equity Firms '
3 Supply Chain Networking $33,333.33
Vendor Services Agreement—Exhibit B Page 13 of 14
EXHIBIT C
VERIFICATION OF SIGNATURE AUTHORITY
Execution of this Signature Verification Form ("Form") hereby certifies that the following
individuals and/or positions have the authority to legally bind Vendor and to execute any agreement,
amendment or change order on behalf of Vendor. Such binding authority has been granted by proper order,
resolution, ordinance or other authorization of Vendor. City is fully entitled to rely on the warranty and
representation set forth in this Form in entering into any agreement or amendment with Vendor. Vendor
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 Vendor.
1. Name: Julio E.Florez
Position: VP of Programs
Signature
2. Name:
Position:
Signature
3. Name:
Position:
Signature
Name: � 11 0
Signature of President/CEO
Other Title:
Date: 10/18/2022
Vendor Services Agreement—Exhibit C Page 14 of 14
City of Fort Worth, Texas
Mayor and Council Communication
DATE: 05/24/22 M&C FILE NUMBER: M&C 22-0364
LOG NAME: 03FY2022MIDYEARADJUSTMENTS
SUBJECT
(ALL)Adopt Attached Appropriation Ordinances to Amend Fiscal Year 2022 Mid-Year Budget Adjustments by Reallocating Resources,Authorize
All Associated Transfers,and Amend the Fiscal Year 2022 Adopted Budget in the Total Amount of$639,131.00
RECOMMENDATION:
It is recommended that the City Council:
1.Adopt the attached appropriation ordinance reallocating appropriations in the Non-Departmental Department of the General Fund
by decreasing appropriations in the General Operating and Maintenance category in the total amount of$639,131.00 and increasing the following
General Fund Departments budget by the same amount,for making the Fiscal Year 2022 mid-year adjustments in the General Fund:
A. Increasing appropriations in the General Operating and Maintenance category of the City Secretary Office by$250,000.00,for the
purpose of funding Election costs;
B. Increasing appropriations in the Transfers and Other category of the Economic Development Department by$89,131.00,for the
purpose of transferring to Public Improvement District FWPID#1 -Downtown Fund;and
C. Increasing appropriations in the General Operating and Maintenance category of the Diversity and Inclusion Department by
$300,000.00,for the purpose of funding Business Equity Program.
2.Amend the Fiscal Year 2022 Adopted Budget.
DISCUSSION:
The purpose of this Mayor and Council Communication(M&C)is to take actions to facilitate mid-year adjustments and to comply with City Charter.
Those actions can generally be described as adjusting funding among General Fund departments.
The City's annual operating budget is formally enacted into law by City Council action adopting an appropriation ordinance(Ordinance No.25073-
09-2021,see attached,hereinafter the"Ordinance")that establishes spending limits for each department's and fund's operation. In the past,staff
has waited until the completion of the Annual Financial Report to affect the settlement of General Fund departments.The current practice is to bring
forward this Mid-Year adjustments M&C during the fiscal year to address items that have arisen during the fiscal year.
General Fund (recommendation 1)
The Non-Departmental budget in the General Fund includes allocations based on the anticipated need for separation leave costs for General Fund
employees,contractual costs,election costs and tuition reimbursement costs for Fiscal Year(FY)2022.These allocations are available to be
distributed to individual departments as they have specific expenses in these areas.
This recommendation suggests the transfer of$639,131.00 from Non-Departmental to the City Secretary Office, Economic Development
Department,and Diversity and Inclusion Department.
City Secretary's Office-The adjustment for elections within the City Secretary Office is intended to cover the Tarrant, Denton and Parker County
Election Administrator expenses and administrative costs associated specifically with the council election.
Economic Development Department-The adjustment for Public Improvement District 1 —Downtown(PID)allows the City to meet its'contractual
obligation to reimburse the PID for City-owned property within the district. This additional cost was identified late during the FY2022 budget
development process and funds were budgeted in Non-Departmental.
Diversity& Inclusion Department—The department created the Business Equity Partnership Program. It is a 12-month Pilot program created to
increase measurable capacity-building outcomes of Business Equity partnerships.The Pilot program is separate from the partnership agreement,
in place, with the Fort Worth Hispanic Chamber of Commerce and the Fort Worth Metropolitan Black Chamber of Commerce. This program
addresses several of the key recommendations from the City's 2020 Disparity Study, including capacity building, increasing participation
of minority business enterprises(MBEs), Outreach, Mentor-Protege, and Training.Additionally,the program addresses the recommendations from
the City's Race and Culture Task Force on capacity building for MBEs.The City is seeking non-exclusive partnerships with entities that can assist
in supporting its capacity-building efforts.The City's funds will be paid out to the entities based on their reporting and verifiable Results. On January
6, 2022, the Business Equity Division, a division of the Diversity and Inclusion Department, publicly advertised a Request for Proposal for its
Business Equity Partnership Program in three key areas, (1) Business Start-ups, (2) Section 3, Returning Resident Workforce & Business
Development, and (3) Supply Chain Networking. The City held a virtual pre-proposal meeting on January 18, and there were approximately 40
attendees.The City received eight submissions from proposers on February 3, 2022.An evaluation committee comprised of five representatives
from the Diversity and Inclusion, and Economic Development Departments reviewed the submissions.The evaluation committee met on February
16 and selected five of the eight proposers to provide consulting services in the three key areas. The contract value is not to exceed$300,000.00
The action in this M&C will amend the Fiscal Year 2022 Adopted Budget as approved in connection with Ordinance 25073-09-2021,Section 1.
General Fund,as listed on page 3.
Fund/Department FY2022 Authority Budget Revised
Budget Category Adopted Adjustment FY2022 Budget
Budget
General Fund I0
Expenditures J0
City Manager's Office $9,942,348.00 M&C 21-09641 $167,000.0011 $10,109,348.00
City Auditor's Office $2,131,447.00 M&C 22-01941 $40,000.0011 $2,171,447.00
City Secretary's Office 11 $1,926,202.001 $250,000.00 $2,176,202.00
Economic Development $35,759,114.00 $35,759,114.00
Subsidy Culture&tourism(380 Agreement) $3,691,893.00 $3,691,893.00
Transfer to Economic incentive fund $2,000,000.00 IL$2,000,000.00
Transfer to Public Improvement District 1 1This M&C1 $89,131.0011 $89,131.00
Diversity& Inclusion $2,089,083.00 1 $300,000.00 $2,389,083.0011
Non-Departmental $2,932,200.00 This M&C $(250,000.00) $2,682,200.00
Separation Pay $8,285,537.00 1 11 $8,285,537.00
Contractual Services $724,500.00 M&C 21-0964 $(167,000.00)
M&C 22-01941 $(40,000.00)11
This M&C $(389,131.00) $128,369.00
Tuition Reimbursement $172,478.00� $172,478.00
Training Initiative $250,000.00 $250,000.00
Transfer to the General Capital Fund(Pa ygo) $750,000.00 $750,000.00
Transfer to Municipal Golf(Operating Subsidy) $395,000.00 $395,000.00
Total Expenditures $71,049,802.00� $ - 11 $71,049,802.00
Prior adjusments noted on the table above included:City Council authorized the reallocation of appropriations of$167,000.00 for the purpose of
funding costs of City contributions for the City Council Aides/District Directors who become participating members of the Retirement Fund which
amended the Fiscal Year 2022 Adopted budget as approved on December 14,2021,in M&C 21-0964;City Council authorized the reallocation of
appropriations of$40,000.00 for the purpose of funding other contractual services for the City Auditor recruitment which amended the Fiscal Year
2022 Adopted budget as approved,on March 29,2022, in M&C 22-0194.
Funding is budgeted in the Other Contractual Services account of the Non-Departmental Department's rollup within the General Fund.
This project is located in ALL COUNCIL DISTRICTS.
A Form 1295 is not required because:This contract legally does not require City Council approval.
FISCAL INFORMATION/CERTIFICATION:
The Director of Finance certifies that funds are currently available in the Non-Departmental Departments within the General Fund and upon
approval of the above recommendations and adoption of the attached appropriation ordinance,funds will be available in the City Secretary Office
and Diversity and Inclusion Department General Operating and Maintenance category and in the Economic Development Department Transfers&
Other Category within the General Fund. Prior to an expenditure being incurred,the City Secretary Office, Economic Development and Diversity
and Inclusion Departments have the responsibility of verifying the availability of funds.
Submitted for City Manager's Office by. Fernando Costa 6122
Originating Business Unit Head: Mark McAvoy 6222
Additional Information Contact: