HomeMy WebLinkAboutContract 59018CSC No. 59018
In-N-Out Burger
Cookout Agreement
Event ID#: E62630
13502 Hamburger Lane
Baldwin Park, CA 91706
(626) 813-8295
This Cookout Agreement (this "Agreement") is made and entered into as of 1/12/2023 (the "Effective Date"),
by and between In-N-Out Burger and City of Fort Worth Neighborhood Services (the "Customer"), located at
200 Texas Street Fort Worth, TX 76102.
Event Information:
Event ID#: E62630
Event Date: Thu, 3/16/2023
Client: City of Fort Worth Neighborhood Services
Serve Time: 11:30 am - 1:00 pm
Duration: 1.5 Hours
Planned # of Meals: 500
Order:
Number of Trucks: 1
Description:500 - Hamburgers, Cheeseburgers, Chips and Drinks
Event Address:
Highland Hills Community Center
1600 Glasgow Road
Fort Worth, TX 76134
Event Name: City of Fort Worth - Community
Center Competition Day, herein after the
"Event"
Customer/Billing Details:
City of Fort Worth Neighborhood Services
5301 Campus Drive, Fort Worth, TX 76102
Steve Dworaczyk
Phone: (817) 392-8725
Mobile: (817) 480-8398
Site Contact Information:
Steve Dworaczyk
Phone: (817) 392-8725
Mobile:(817) 480-8398
Email:
stephen.Dworaczyk@fortworthtexas.gov
Key Dates:
Signed Contract Due: 1/26/2023
I have read the above Event Information, and agree to the "Terms and Conditions" and any attachment
or addendum and agree to all provisions therein.
Mar 8, 2023
Date
City of Fort Worth
Company/Organization
Page 1 of 4
a
Signature
Fernando Costa
Printed Name
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
TERMS AND CONDITIONS
1. SITE SELECTION: In-N-Out Burger reserves the right to pre -approve the location of any event at which In-N-Out Burger
Truck may appear and shall have the right, upon request, to inspect the site in advance. The In-N-Out Burger Truck
requires a solid and level surface and sufficient space for parking both the truck and our employee support vehicle to
accompany the truck for the duration of your event. In-N-Out Burger reserves the right to relocate the In-N-Out Burger
Truck if it deems the parking area or any portion thereof, to be unacceptable. If the desired parking area requires
property parking permits, In-N-Out Burger is not responsible for obtaining them. Cookout Trucks require 85 feet of
parking space, with 14 feet overhead clearance and a width of at least 11 feet. In-N-Out Burger cannot park in any
residential drive -ways. Please be aware that some areas may be inaccessible due to narrow or steep roads and low
overhanging trees.
Trurk Infnrmatinn
• Length: 65' - We will need about 85' for parking or 9-10 parking spaces
• Width: 10' - Safe width for access is 11'. Our entire set-up (EZ-up and table) will need 25' of space.
• Height: 13' (Safe clearance height of 14' needed)
• Bottom rail clearance height: 10"
• Rear tractor axle - front trailer axle spacing: 25'
• Weight: 50,000 Lbs
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2. COSTS:
A. In-N-Out Burger agrees to provide you a cookout at no charge serving approximately 500 meals and a service
time of 1.5 hour(s).
B. Please contact your cookout coordinator if additional meals need to be requested
C. All meals must be served during the requested service hours and while supplies last.
3. PROMOTIONAL MATERIALS: The In-N-Out Burger name, logo, trademark and graphics ("Names and Marks") may only
be used on printed materials relating to Customer's Event and may not be included in any form of electronic
advertising, including, without limitation, radio, television, etc. All printed materials (including, without limitation,
posters, tickets or other promotional materials) using the In-N-Out Burger's Names and Marks must be approved by the
In-N-Out Burger Marketing Department in advance of production of such materials. Please e-mail any design to
kluppi@innout.com for review (typically 24-hour turn -around and approvals). In-N-Out Burger reserves all rights, title
and interest in and to its Names and Marks; Customer hereby acknowledges and agrees that by this Agreement In-N-
Out Burger is not granting to Customer any license of any kind to use In-N-Out Burger's Names and Marks.
4. FOOD HANDLING AND SERVICE: Customer expressly understands and agrees that only In-N-Out Burger associates shall
cook the burgers at the Event. In addition, Customer expressly agrees that no personnel, other than In-N-Out Burger
associates, shall serve burgers to guests at the Event.
S. CHANGES IN TERMS OF AGREEMENT: In-N-Out Burger Cookout Trucks do not carry extra product. In-N-Out Burger will
only come prepared to serve what is ordered on page (1) of this Agreement (see "Order") and must all be served within
the scheduled time. If Customer desires to change the time, location or menu of their Event as originally agreed to in
this Agreement, Customer must inform In-N-Out Burger of such a change no later than seven (7) days prior to the
scheduled date of the Event and is subject to availability. Please note that In-N-Out Burger may be unable to make any
change in the Event if this advance notice is not provided.
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6. INSURANCE AND INDEMNIFICATION REQUIREMENTS: Customer acknowledges and warrants that it has adequate
liability insurance in place for the property where the Event is to be held. Upon In-N-Out Burger's request, Customer
shall provide In-N-Out Burger with a Certificate of Insurance, or a copy of the homeowners' insurance policy, indicating
that adequate liability insurance is in place for the property where the cookout is to be held.
A. Except to the extent any action or claim arises out of the gross negligence or intentional misconduct of In-N-
Out Burger or any of its employees, owners, officers, directors and agents,
customer hereby agrees to indemnify, defend and hold harmless In-N-Out Burger and its affiliates, related
business entities, successors, assigns, employees, owners, officers, directors and agents, and each of them,
from and against any and all actions or claims that Customer or Customer's guests, invitees and
representatives may have, and against any and all other actions or claims, which in any way relate to or arise
out of Customer's Event.
B. Except for any liability arising out of its gross negligence or intentional misconduct, In-N-Out Burger does not,
and shall not be required to, assume any liability for any damages or losses arising from or relating to
Customer's Event.
C. Customer hereby acknowledges and agrees that In-N-Out Burger and its employees, owners, officers,
directors and agents shall not have any liability to Customer for any claims, liabilities or expenses arising out
of or relating to the Event in excess of the fees actually paid by Customer to In-N-Out Burger pursuant to this
Agreement, except to the extent any such claim, liability or defense has been finally judicially determined to
have resulted primarily from the gross negligence or intentional misconduct of In-N-Out Burger.
7. LIMITATION OF LIABILITY: In no event shall In-N-Out Burger or any of its owners, officers, directors, employees,
contractors or suppliers be liable to Customer for any punitive, special, exemplary, incidental, consequential or other
indirect loss or damage (including, but not limited to, loss of profits, loss of revenue, loss of opportunity and loss of use)
that may arise out of or in connection with this Agreement, including, but not limited to, damages or costs resulting
from In-N-Out Burger's failure to provide the service regardless of whether such damages could have been foreseen,
prevented or had been advised of. Under no circumstance will the collective liability of In-N-Out Burger and its owners,
officers, directors, employees, contractors or suppliers, for any damages incurred, ever exceed the amount paid or
payable by Customer to In-N-Out Burger under this Agreement regardless of the form of action, whether based on
contract, tort, negligence, strict liability, products liability or otherwise.
8. RIGHT TO RESCIND: In-N-Out Burger reserves the right, at any time, to unilaterally rescind this Agreement and/or to
deny service to Customer, even after the Event has commenced, if Customer's Event is not conducted (or any person
related to the Event does not conduct themselves) in a manner consistent with applicable law and the policies, practices
or image of In-N-Out Burger. In particular, In-N-Out Burger is committed to providing and supporting a drug -free
environment for its customers and Associates. In-N-Out Burger may, on its own discretion, unilaterally rescind this
Agreement and/or deny service to Customer should Customer's Event in any way involve or support illegal or legal drug
use, including marijuana.
9. GOVERNING LAW AND VENUE: The laws of the State of California shall govern this Agreement. If a dispute arises in
connection with or relating to this Agreement, it shall be subject to the exclusive jurisdiction and venue of the state and
federal courts located in Orange County, California, and the parties consent to the personal and exclusive jurisdiction
and venue of these courts.
10. FORCE MAJEURE: The parties to this Agreement will be excused from the performance of this Agreement in whole or in
part if the performance by In-N-Out Burger or Customer of any of its material obligations under this Agreement is
prevented by operation of law or any cause beyond the reasonable control of such party, including without limitation
fire, flood, disruption of transportation (but not the failure of a party to reasonably anticipate possible transportation
delays), earthquake, public disaster, strike, labor dispute or unrest, accident, breakdown of electrical or other
equipment, riot, war, insurrection, civil unrest, Act of God, any act of any legal or governmental authority (all of which
causes are referred to as "events of force majeure"). If the Event is cancelled or curtailed because of the occurrence of
any of the foregoing events of force majeure, In-N-Out Burger shall remit the full portion of the deposit, less any out-of-
pocket costs incurred by In-N-Out Burger, in connection with the cancelled or curtailed Event.
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11. MISCELLANEOUS: This Agreement constitutes the entire agreement between the parties and supersedes any and all
prior offers, negotiations and agreements. Only a written agreement executed by the parties shall modify or amend this
Agreement. If any provision of this Agreement is declared invalid, the remaining provisions shall remain in full force and
effect. The section and paragraph headings contained in this Agreement are for reference purposes only and shall not
affect in any way the meaning or interpretation of this Agreement.
12. PRODUCT PRICES: The total cost of Customer's cookout Event will be determined by the amount of food used, at the
current prices below and other charges described on page one or the "Minimum Charge" of $1,500.00, whichever is
higher. Prices, terms and conditions quoted are subject to change; should this occur, Customer will be notified no less
than 60 days prior to the cookout date.
Individual Items:
Cost
Meals Including Chip & Drink:
Cost
Hamburgers
$4.80 + tax
Hamburger Meal
$8.40 + tax
Cheeseburgers
$5.30 + tax
Cheeseburger Meal
$8.90 + tax
Double -Doubles®
$6.90 + tax
Double -Double° Meal
$10.50 + tax
Grilled Cheese
$4.70 + tax
Grilled Cheese Meal
$8.30 + tax
20 oz. Fountain Drinks
$2.35 + tax
Chips
$1.25 + tax
13. FUNDRAISING POLICY: If Customer chooses to sell tickets as a fundraiser for an organization, In-N-Out Burger maintains
a strict policy on maximum fund raiser prices that may be charged for our products. The maximum markup on each item
is 25% on top of the cost, before sales tax. If at any time these price maximums are exceeded, Customer's cookout
event will terminated.
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ADDENDUM TO COOKOUT AGREEMENT
BETWEEN
THE CITY OF FORT WORTH
AND
IN-N-OUT BURGER
This Addendum to the Cookout Agreement ("Addendum") is entered into by and between
In-N-Out Burger ("Vendor") and the City of Fort Worth ("City"), collectively the "Parties." The
terms and provisions of the Addendum shall control to the extent there is a conflict between the
terms and conditions of this Addendum and the terms and conditions of the Cookout Agreement.
The Contract documents shall include the following:
1. The Cookout Agreement; and
2. This Addendum.
Notwithstanding any language to the contrary in the attached Cookout Agreement
(hereinafter the "Agreement"), the Parties hereby stipulate by evidence of execution of this
Addendum below by a representative of each party duly authorized to bind the parties hereto, that
the parties hereby agree that the provisions in this Addendum below shall be applicable to the
Agreement as follows:
1. Law and Venue. The Agreement will 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 the Agreement, venue for such action will lie in state courts located in Tarrant County, Texas
or the United States District Court for the Northern District of Texas, Fort Worth Division. To the
extent the Agreement is required to be governed by any state law other than Texas or venue in
Tarrant County, City objects to such terms and any such terms are hereby deleted from the
Agreement and shall have no force or effect.
2. Insurance. The City is a governmental entity under the laws of the state of Texas
and pursuant to Chapter 2259 of the Texas Government Code, entitled "Self -Insurance by
Governmental Units," is self -insured and therefore is not required to purchase insurance. To the
extent the Agreement requires City to purchase insurance, City objects to any such provision, the
parties agree that any such requirement shall be null and void and is hereby deleted from the
Agreement and shall have no force or effect. City will provide a letter of self -insured status as
requested by Vendor.
3. Sovereign Immunity. Nothing herein constitutes a waiver of City's sovereign
immunity. To the extent the Agreement requires City to waive its rights or immunities as a
government entity; such provisions are hereby deleted and shall have no force or effect.
4. Limitation of Liability and Indemnity. To the extent the Agreement, in any way,
limits the liability of Vendor or requires City to indemnify or hold Vendor or any third party
Addendum Page 1 of 3
harmless from damages of any kind or character, City objects to these terms and any such terms
are hereby deleted from the Agreement and shall have no force or effect.
5. Right to Audit. If any money is exchanged as part of this Agreement, then the City
shall have the right to audit the financial and business records of the Vendor that relate to any
monetary exchange under this Agreement (collectively "Records") at any time during the Term of
the Agreement and for three (3) years thereafter. It is expressly understood that no money is being
exchanged as part of this Agreement.
(signature page follows)
Addendum Page 2 of 3
ACCEPTED AND AGREED:
City of Fort Worth
By:
Name:
Fernando Costa
Title:
Assistant City Manager
Date:
Mar 8, 2023
Approval Recommended:
By: v
Name: Victor Turner
Title: Department Director
Attest:
By:
Name: Jannette Goodall
Title: City Secretary
VENDOR:
Contract Compliance Manager:
By signing I acknowledge that I am the person
responsible for the monitoring and administration
of this contract, including ensuring all
performance and reporting requirements.
By:
Name:
Title:
V.;l a,. NX
Monique L. Hill
District Superintendent
Approved as to Form and Legality:
By:
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Name:
Jessika J. Williams
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Title:
Assistant City Attorney
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In-N-Out Burger
By:
Name: Co art
Title: UoKmf Cowd l n a jar
Date: '3-1— a
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
Addendum Page 3 of 3