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HomeMy WebLinkAboutContract 59773City Secretary Contract No. ELECTRICAL SERVICES AGREEMENT BETWEEN THE CITY OF FORT WORTH AND CUMMINGS ELECTRICAL LP FOR PUBLIC ARTWORK TITLED FLIGHT This ELECTRICAL SERVICES AGREEMENT ("Agreement") is made and entered into by and between the City of Fort Worth ("City"), a home -rule municipal corporation of the State of Texas, acting by and through its duly authorized Assistant City Manager, and Cummings Electrical LP ("Contractor"), a Limited Partnership, located at 14900 Grand River Road, Suite 124, Fort Worth, Texas 76155, acting by and through Bobby Cook, its duly authorized representative. The City has designated the Arts Council of Fort Worth & Tarrant County, Inc. DB/A Arts Fort Worth ("Contract Manager") to manage this Agreement on the City's behalf. WHEREAS, pursuant to Chapter 2, Sections 2-56 through 2-61 of the Fort Worth Code of Ordinances, the Fort Worth Public Art Program's goals are to create an enhanced visual environment for Fort Worth residents, to commemorate the City's rich cultural and ethnic diversity, to integrate the design work of artists into the development of the City's capital infrastructure improvements, and to promote tourism and economic vitality in the City through the artistic design of public spaces; WHEREAS, City provides oversight and funding for Collection Management to maintain and repair artworks in the Fort Worth Public Art Collection; WHEREAS, City owns a light artwork by Corson Studios, LLC titled Flight ("Artwork"), a depiction of which is attached hereto as Exhibit "A" and incorporated herein for all purposes, installed in the Hemphill Connector, located at approximately 1291 Lamar Street, Fort Worth, Texas 76102: WHEREAS, the artwork lighting is integrated into birdlike shaped longhorns each 12 feet in length and fabricated from acrylic, and lighting infrastructure including controls and temperature sensitive equipment is installed in the underpass and is separate but integrated into the City's streetlight control box; WHEREAS, the installation is in a prominent downtown location and the installation acts as a daytime landmark and nighttime attraction and City expects lighting to be operational at night year-round and wishes to minimize delays when any repairs are needed; WHEREAS, Cummings Electrical was subcontracted by the City's contractor for the Artwork, KiboWorks, Inc., to install the artwork power panels and wiring on the artwork electrical plan and the electrical wiring and controllers. After the artwork was installed, City has also contracted with Cummings Electrical (City Secretary Contract No. 58378) to make repairs after non-warrantied, heat -related issues were discovered; WHEREAS, the Artwork warranty period has expired, and Contractor has historic knowledge about the Artwork and its operational components, and has the staffing competency to respond quickly to make any necessary repairs; NOW THEREFORE, in consideration of the mutual covenants herein expressed, the Parties agree as follows: Electrical Services Agreement with Cummings Electrical LP re: Flight OFFICE;: Execution Copy Page I of 18 CITY SEME'- FT. WORTH, U City Secretary Contract No. AGREEMENT DOCUMENTS: The Agreement documents shall include the following: 1. This Electrical Services Agreement; 2. Exhibit A — Artwork; 3. Exhibit B — Scope of Services; 4. Exhibit C — Rate Schedule; and 5. Exhibit D — Verification of Signature Authority Form. 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 Electrical Service Agreement, the terms and conditions of this Agreement shall control. 1. SCOPE OF SERVICES. Electrician services and electrical supplies ("Services") are set forth in more detail in Exhibit `B," attached hereto and incorporated herein for all purposes. 2. TERM. This Agreement shall commence upon the last date that both the City's and Contractor's authorized agents have executed this Agreement ("Effective Date") and shall expire on September 30, 2024 ("Expiration Date"), 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 four (4) one-year renewal options. 3. COMPENSATION. City shall pay Contractor an amount up to TWENTY-FIVE THOUSAND Dollars ($25,000.00) in accordance with the provisions of this Agreement and Exhibit "C." The amount under this Section 3 shall not obligate City to pay the full amount listed and shall not be construed as a guaranteed amount payable to Contractor. Payment from the City to the Contractor shall be made on an invoice basis following receipt of a signed invoice with adequate deliverables provided at submission of invoice, all in a form acceptable to the City. Contractor 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 Contractor not specified by this Agreement unless City first approves such expenses in writing. 4. TERMINATION. 4.1. Convenience. The City or Contractor may terminate this Agreement at any time and for any reason by providing the other party with at least 30 days' written notice of termination. 4.2. NON -APPROPRIATION OF FUNDS. In the event no funds or insufficient funds are appropriated by the City in any fiscal period for any payments due hereunder, City will notify Contractor of such occurrence and this Agreement shall terminate on the last day of the fiscal period for which appropriations were received without penalty or expense to the City of any kind whatsoever, except as to the portions of the payments herein agreed upon for which funds have been appropriated. Electrical Services Agreement with Cummings Electrical LP re: Flight Execution Copy Page 2 of 18 City Secretary Contract No. 4.3. BREACH. Subject to Section 27 herein, either party may terminate this Agreement for breach of duty, obligation, or warranty upon exhaustion of all remedies set forth in Section 27. 4.4. DUTIES AND OBLIGATIONS OF THE PARTIES. In the event that this Agreement is terminated prior to the expiration date, the City shall pay Contractor for services actually rendered up to the effective date of termination and Contractor shall continue to provide the City with services requested by the City and in accordance with this Agreement up to the effective date of termination. Upon termination of this Agreement for any reason, Contractor shall provide the City with copies of all completed or partially completed documents prepared under this Agreement. In the event Contractor has received access to City information or data as a requirement to perform services hereunder, Contractor shall return all City provided data to the City in a format deemed acceptable to the City. 5. DISCLOSURE OF CONFLICTS AND CONFIDENTIAL INFORMATION. 5.1 Disclosure of Conflicts. Contractor hereby warrants to City that Contractor has made full disclosure in writing of any existing or potential conflicts of interest related to Contractor's services under this Agreement. In the event that any conflicts of interest arise after the Effective Date of this Agreement, Contractor hereby agrees immediately to make full disclosure to City in writing. 5.2 Confidential Information. Contractor, 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 Contractor. It will be the responsibility of Contractor 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. 5.4 Unauthorized Access. Contractor 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. Contractor 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, Contractor 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. Contractor 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 Contractor involving transactions relating to this Agreement at no additional cost to City. Contractor agrees that City shall have access during normal working hours to all necessary Contractor facilities and shall be provided adequate and appropriate work Electrical Services Agreement with Cummings Electrical LP re: Flight Execution Copy Page 3 of 18 City Secretary Contract No. space in order to conduct audits in compliance with the provisions of this section. City shall give Contractor reasonable advance notice of intended audits. 7. INDEPENDENT CONTRACTOR. It is expressly understood and agreed that Contractor 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, Contractor 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, contractors, and subcontractors. Contractor acknowledges that the doctrine of respondeat superior shall not apply as between City, its officers, agents, servants, and employees, and Contractor, its officers, agents, employees, servants, contractors, or subcontractors. Contractor further agrees that nothing herein shall be construed as the creation of a partnership or joint enterprise between City and Contractor. It is further understood that City shall in no way be considered a co -employer or a joint employer of Contractor or any officers, agents, servants, employees, or subcontractors of Contractor. Neither Contractor nor any officers, agents, servants, employees, or subcontractor of Contractor shall be entitled to any employment benefits from City. Contractor 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 subcontractors. 8. LIABILITY AND INDEMNIFICATION. 8.1 LIABILITY - CONTRACTOR SHALL BE LIABLE AND RESPONSIBLE FOR ANY AND ALL PROPERTYLOSS, PROPERTYDAMA GE, 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 CONTRACTOR, ITS OFFICERS, AGENTS, SERVANTS, OR EMPLOYEES. 8.2 GENERAL INDEMNIFICATION - CONTRACTOR HEREBY COVENANTS AND AGREES TO INDEMNIFY, HOLD HARMLESS, AND DEFEND CITY, ITS OFFICERS, AGENTS, SERVANTS, AND EMPLOYEES, FROM AND AGAINST ANYAND ALL CLAIMS OR LAWSUITS OF ANY KIND OR CHARACTER, WHETHER REAL OR ASSERTED, FOR EITHER PROPERTY DAMAGE OR LOSS (INCLUDING ALLEGED DAMAGE OR LOSS TO CONTRACTOR'S BUSINESS AND ANY RESULTING LOST PROFITS), 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, MALFEASANCE, OR INTENTIONAL MISCONDUCT OF CONTRACTOR, ITS OFFICERS, AGENTS, SERVANTS, OR EMPLOYEES. 8.3 INTELLECTUAL PROPERTY INDEMNIFICATION— Contractor 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 Contractor bears the cost and expense of payment for claims or actions against City pursuant to this section, Contractor 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, Electrical Services Agreement with Cummings Electrical LP re: Flight Execution Copy Page 4 of 18 City Secretary Contract No. negotiations, or lawsuit as necessary to protect City's interest, and City agrees to cooperate with Contractor 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, Contractor shall fully participate and cooperate with City in defense of such claim or action. City agrees to give Contractor 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 Contractor'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, Contractor 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 Contractor, terminate this Agreement and refund all amounts paid to Contractor 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. Contractor 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 Contractor under which the assignee agrees to be bound by the duties and obligations of Contractor under this Agreement. Contractor and Assignee shall be jointly liable for all obligations of Contractor under this Agreement prior to the effective date of the City's written consent to the assignment. 9.2 Subcontract. If City grants consent to a subcontract, subcontractor shall execute a written agreement with Contractor referencing this Agreement, under which subcontractor shall agree to be bound by the duties and obligations of Contractor under this Agreement as such duties and obligations may apply. Contractor shall provide City with a fully executed copy of any such subcontract. 10. INSURANCE. Contractor 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 Electrical Services Agreement with Cummings Electrical LP re: Flight Execution Copy Page 5 of 18 City Secretary Contract No. (b) Automobile Liability: $1,000,000 - Each occurrence on a combined single limit basis Coverage shall be on any vehicle used by Contractor, its employees, agents, or 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. A minimum of 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 Contractor has obtained all required insurance shall be delivered to the City prior to Contractor proceeding with any work pursuant to this Agreement. Electrical Services Agreement with Cummings Electrical LP re: Flight Execution Copy Page 6 of 18 City Secretary Contract No. 11. COMPLIANCE WITH LAWS, ORDINANCES, RULES, AND REGULATIONS. Contractor 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 Contractor of any violation of such laws, ordinances, rules, or regulations, Contractor shall immediately desist from and correct the violation. 12. NON-DISCRIMINATION COVENANT. Contractor, for itself, its personal representatives, assigns, subcontractors, and successors in interest, as part of the consideration given herein, agrees that in the performance of Contractor'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 CONTRACTOR, ITS PERSONAL REPRESENTATIVES, ASSIGNS, SUBCONTRACTORS, OR SUCCESSORS IN INTEREST, CONTRACTOR 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: City of Fort Worth Attn: Fernando Costa, Assistant City Manager 200 Texas Street Fort Worth, TX 76102-6314 Facsimile (817) 392-8654 With copy to Fort Worth City Attorney's Office at same address, and: Martha Peters, Director of Public Art Arts Fort Worth 1300 Gendy Street Fort Worth, Texas 76107 To CONTRACTOR: Cummings Electrical LP Bobby Cook, Contracts Manager 14900 Grand River Rd., Suite 124 Fort Worth, Texas 76155 Contract for Notices: Zachary Cunningham I(817) 355-5300 14. SOLICITATION OF EMPLOYEES. Neither City nor Contractor 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 other party. 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. Electrical Services Agreement with Cummings Electrical LP re: Flight Execution Copy Page 7 of 18 City Secretary Contract No. 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 Contractor 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 Contractor'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. 14. FORCE MAJEURE. City and Contractor shall exercise their best efforts to meet their respective duties and obligations as set forth in this Agreement, but shall not be held liable for any delay or omission in performance due to force majeure or other causes beyond their reasonable control, including but not limited to compliance with any 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, or C. 22. AMENDMENTS. 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 Contractor, 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 AND ELECTRONIC SIGNATURES. 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 Electrical Services Agreement with Cummings Electrical LP re: Flight Execution Copy Page 8 of 18 City Secretary Contract No. instrument. A signature received via facsimile or electronically via email shall be as legally binding for all purposes as an original signature. 25. WARRANTY OF SERVICES. Contractor 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 performed. In such event, at Contractor's option, Contractor 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 Contractor for the nonconforming services. 26. IMMIGRATION AND NATIONALITY ACT. Contractor 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, Contractor shall provide City with copies of all I-9 forms and supporting eligibility documentation for each employee who performs work under this Agreement. Contractor shall adhere to all federal and state laws and establish appropriate procedures and controls so that no services will be performed under this Agreement by anyone who is not legally eligible to perform such services. CONTRACTOR SHALL INDEMNIFY CITY AND HOLD CITY HARMLESS FROM ANY PENALTIES, LIABILITIES, OR LOSSES DUE TO VIOLATIONS OF THIS PARAGRAPH BY CONTRACTOR, CONTRACTOR'S EMPLOYEES, SUBCONTRACTORS, AGENTS, OR LICENSEES. City, upon written notice to Contractor, shall have the right to immediately terminate this Agreement for violation of this provision. 27. INFORMAL DISPUTE RESOLUTION. Except in the event of termination pursuant to Section 4.2, if either City or Contractor has a claim, dispute, or other matter in question for breach of duty, obligations, services rendered, or any warranty that arises under this Agreement, the parties shall first attempt to resolve the matter through the following dispute resolution process. The disputing party shall notify the other party in writing as soon as practicable after discovering the claim, dispute, or breach. The notice shall state the nature of the dispute and list the party's specific reasons for such dispute. Within ten (10) business days of receipt of the notice, both parties shall commence the resolution process and make a good faith effort, either through email, mail, phone conference, in person meetings, or other reasonable means, to resolve any claim, dispute, breach, or other matter in question that may arise out of or in connection with this Agreement. If the parties fail to resolve the dispute within sixty (60) days of the date of receipt of the notice of the dispute, then the parties may submit the matter to non- binding mediation in Tarrant County, Texas, upon written consent of authorized representatives of both parties in accordance with the Industry Arbitration Rules of the American Arbitration Association or other applicable rules governing mediation then in effect. The mediator shall be agreed to by the parties. Each party shall be liable for its own expenses, including attorney's fees; however, the parties shall share equally in the costs of the mediation. If the parties cannot resolve the dispute through mediation, then either party shall have the right to exercise any and all remedies available under law regarding the dispute. Notwithstanding the fact that the parties may be attempting to resolve a dispute in accordance with this informal dispute resolution process, the parties agree to continue without delay all of their respective duties and obligations under this Agreement not affected by the dispute. Either party may, before or during the exercise of the informal dispute resolution process set forth herein, apply to a court having jurisdiction for a temporary restraining order or preliminary injunction where such relief is necessary to protect its interests. 28. TIME EXTENSIONS. The Parties may mutually agree, in writing, to extend or modify any of the time deadlines set forth in this Agreement. Electrical Services Agreement with Cummings Electrical LP re: Flight Execution Copy Page 9 of 18 City Secretary Contract No. 29. ISRAEL. If Contractor is a company with ten (10) or more full-time employees and if this Agreement is for $100,000 or more, Contractor 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. If applicable under this Agreement and Contractor is considered a "company,"by, signing this Agreement, Contractor certifies that Contractor's signature provides written verification to the City that Contractor: (I) does not boycott Israel; and (2) will not boycott Israel during the term of the Agreement. 30. ENERGY COMPANIES. If Contractor is a company with ten (10) or more full-time employees and if this Agreement is for $100,000 or more, Contractor 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 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, Contractor certifies that Contractor's signature provides written verification to the City that Contractor: (I) does not boycott energy companies, and (2) will not boycott energy companies during the term of this Agreement. 31. FIREARMS AND AMMUNITIONS INDUSTRIES. If Contractor is a company with ten (10) or more full-time employees and if this Agreement is for $100,000 or more, Contractor acknowledges that in accordance with 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, Contractor certifies that Contractor's signature provides written verification to the City that Contractor: (I) 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. Electrical Services Agreement with Cummings Electrical LP re: Flight Execution Copy Page 10 of 18 City Secretary Contract No. IN WITNESS WHEREOF, the parties hereto have executed this Agreement in multiples this 14th day Of •luly 12023 ACCEPTED AND AGREED: CITY OF FORT WORTH: By: — eO" Fernando Costa Assistant City Manager Date: 118 202,3 CONTRACT AUTHORIZATION: M&C: N/A APPROVED AS TO FORM AND LEGALITY: By: Trey Quaffs, Assistant City Attorney Form 1295: N/A CUMMINGS ELECTRICAL LP By: a.'a' Bobby Cook Authorized Agent Date: 7-14-2023 CONTRACT COMPLIANCE MANAGER: By signing, I acknowledge t p I am the person responsible for the monitoring and administr on of this contract, including ensuring all performance awrl erorting requirements. Jennifer Conn, Public Apt Collection Manager Arts Fort Worth 1 ATTEST: 4Sretary kjaluw No M&C Required Electrical Services Agreement with Cummings Electrical LP re: Flight Execution Copy C17X4SflC R!' FT. WORTH, TX EXHIBIT A ARTWORK Flight by Dan Corson Studio Located at approximately 1291 Lamar Street, Fort Worth, Texas 76102 Electrical Services Agreement for Flight Cummings Electrical LP Execution Copy Page 12 of 18 City Secretary Contract No. EXHIBIT B SCOPE OF SERVICES 1.0 Scope of Services 1.1. Contractor shall perform all services and shall furnish all supplies, materials, and equipment as necessary for making repairs as necessary to Artwork. Repair parts and materials used to perform services under this Agreement shall be factory -new, free of defects in materials and workmanship, and meet or exceed the Original Equipment Manufacturer (OEM) specifications as approved by the Contract Manager. Services shall be performed in a professional manner and in strict compliance with all terms and conditions of this agreement. 1.2. Contractor will to the best of its ability to make repairs within 24 hours of notification from Contract Manager. 1.3. Contractor shall coordinate with Contract Manager to schedule work at the Site. 1.4. Contractor shall perform any and all services that have been omitted from this scope of services and that are clearly necessary for and in conformance with this scope of work. Such services shall be considered a requirement although not directly specified or called for in scope of services. Contractor will only be compensated for any such additional services or reimbursed as mutually agreed to by the parties in writing. 2.0 Contractor Responsibilities 2.1. Contractor shall complete all work in compliance with the City of Fort Worth Electrical Code. 2.2. Contractor shall be thoroughly familiar with all prevailing safety measures pertinent to its operations. This shall include, but not necessarily be limited to, Environmental Health Agency (EPQ) regulations, Fort Worth City Ordinances, and Occupational Safety and Health Agency (OSHA) regulations. In addition, the Contractor shall be wholly responsible for instructing its employees in these safety measures and seeing that they are fully complied with in every respect. 2.3. A licensed Journeyman electrician must be present on the jobsite at all times, as required by the City of Fort Worth Electrical Code. Contractor must own, maintain, and make available required personal protection equipment for employees and show proof upon request. Contractor shall ensure the number of Journeyman electricians to Apprentice electricians does not exceed a ratio of one (1) Journeyman to three (3) Apprentices. 2.4. Contractor shall ensure the safety of its employees, City employees, and the general public during the performance of all services under this Agreement. The Contractor shall ensure that all crews are fully and properly equipped to perform services promptly and safely. 2.5. Contractor's employees shell be required to wear an identification badge at all times while performing work under this Agreement. There may be times when the requesting department will issue City Contractor I.D. badges for the Contractor's employees. The I.D. badges shall be surrendered to the department representative upon the completion of each project. 2.6. Contractor shall require all personnel performing work on City property to wear uniforms with the Contractor's name clearly displayed on the shirt. Electrical Services Agreement for Flight Cummings Electrical LP Execution Copy Page 13 of 18 City Secretary Contract No. 2.7. Hazards - Contractor shall at no time permit placing or use of equipment in such manner as to block traffic lanes or to create safety hazards. Contractor personnel shall provide appropriate warning devices when necessary and cooperate in the fullest in allowing through passage of other vehicles and personnel, even to the point of interrupting their own work, if necessary. 2.8. Defective Work and Damages - Contractor shall be wholly responsible for and shall promptly correct or restore all defective work or damages to any job site caused by its activities. Restoration and correction shall be to the complete satisfaction of the City. This shall apply to any part of a building or home, its appurtenances, the adjacent grounds, or any other damage to real or personal property incurred in the performance of the Agreement. Failure by the Contractor to proceed promptly with corrective actions may be cause for cancellation of this Agreement with amount(s) necessary to correct defective work or damage being withheld from payments due or to become due to the Contractor. 2.9. Contractor shall provide written notification of any damage found prior to any work commencing to the Contract Compliance Manager or designee. 2.10. Contractor shall be responsible for any defects in the project due to faulty materials or workmanship, or both, for a period of one year from date of final acceptance of the project by the City and will be required to replace at Contractor's own expense any part or project that is defective due to these causes. 2.11. Contractor shall keep the worksite premises free at all times from accumulation of waste materials or rubbish. At the completion of the work, the Contractor shall remove all waste and rubbish from the work area, as well as tools, equipment and surplus materials, and shall leave the area as clean and as free of spots, stains, etc., as before the work was undertaken. Contractor shall be responsible for disposing and hauling off all trash, demolition debris, unused material, etc. in accordance with all local, state, and federal guidelines. 2.12. Failure of the City to insist in any one or more instances upon performance of any of the terms and conditions of this contract shall not be construed as a waiver or relinquishment of the future performance of any terms and conditions, but the Contractor's obligation with respect to such performance shall continue in full force and effect. 2.13. Contractor shall guarantee that the manufacturer warranty for all products used in the provided service is transferred to the City. 2.14. Contractor shall notify the City immediately if there is an accident involving injury to any individual on or near a worksite location by phone or radio after ensuring the safety of the affected individual(s). Contractor shall notify the City immediately if there is an incident that causes damage to property after ensuring the safety of the affected individual(s). 2.15. Contractor shall provide written documentation for damage to property to the Contract Compliance Manager or designee within one (1) calendar day of the incident. Damage to property shall be replaced or repaired to the satisfaction of the City by the Contractor, and at no cost to the City. The City may, however, at its sole discretion, elect to make repairs or replacements of damaged property and deduct the cost from any payments owed to Contractor or to recover costs if no payments are owed. 2.16. Contractor shall immediately notify the Contract Compliance Manager or designee whenever work is expected to be hazardous to City employees, the general public, or to City operations. Electrical Services Agreement for Flight Cummings Electrical LP Execution Copy Page 14 of 18 City Secretary Contract No. 2.17. Contractor shall block off and mark all work areas with appropriate safety signs and safety barricades or bollards to protect the public from injury. Contractor shall be responsible for obtaining and paying for all necessary permits and any required traffic barriers appropriate for this Project. 2.18. Contractor shall be responsible for the enforcement of all safety requirements for any work performed under the Agreement. If the Contractor fails or refuses to promptly comply with safety requirements, the Contract Compliance Manager or designee may issue an order stopping all or part of the work until satisfactory corrective action has been taken. No part of the time lost due to any such order shall be made the subject of a claim for extension of time or for excess costs or damages to Contractor. 2.19. Contractor shall coordinate the timing and transportation of equipment or materials to the work area. If transportation through the interior of a facility is required, the Contractor shall take every precaution to ensure public safety. 2.20. City may require the Contractor to respond to expedited service requests. Expedited services shall be defined as services which are needed immediately due to an unforeseen event or a situation which threatens to interfere with the business operations of the City. The City shall have the sole and final authority in determining when services will be designated as Expedited. 2.21. Expedited services shall be available 24 hours a day, 365 days a year. 2.22. For each expedited service request, the City shall request services ("Notification") and the Contractor shall respond or acknowledge within 30 minutes and be onsite within four (4) hours. Response time shall begin from the time the call is made to the time the Contractor's technician signs in at the facility. 2.23. If additional services, general or expedited, are required after the expedited services are completed, those services shall be provided in accordance with the terms and conditions of this Agreement and as outlined in this Scope of Services. 2.24. Contractor shall perform services in a manner as not to interrupt or interfere with the operation of any existing activity on the premises or with the work of another contractor. 2,25. Contractor shall be responsible for familiarizing itself with the nature and extent of work to be performed by adequately inspecting the location prior to the start of performing the services. 2.26. Contractor shall understand the scheduling of events at City facilities takes precedence over any services agreed to by the Contractor and Contract Compliance Manager. The Contractor shall not hold the City liable, financially or otherwise, if the City needs to reschedule services with the Contractor due to a new event scheduled at a City facility. The Contract Manager will make every reasonable effort to immediately notify the Contractor of changes in the City's schedule of events which may have an impact on scheduled services. 2.27. Contractor shall, upon completion of a service call to a location, provide a detailed report describing the services performed and materials installed, repaired, or replaced during the visit and materials picked up at the completion of the job. The report shall be provided to the Contract Compliance Manager within one (1) week of completion of the service request, or at a time mutually agreed to between the Contractor and the Contract Manager. The Contractor and Contract Manager may mutually agree on the additional content of the report. Electrical Services Agreement for Flight Cummings Electrical LP Execution Copy Page 15 of 18 City Secretary Contract No. 2.28. All equipment used in the performance of this contract shall be in good operating condition and shall meet or exceed OSHA industry standards. 2.29. Contractor may not store used supplies or equipment on City premises at the end of the workday unless otherwise specified by the Contract Compliance Manager or designee. Electrical Services Agreement for Flight Cummings Electrical LP Execution Copy Page 16 of 18 EXHIBIT C PRICE SCHEDULE EMIMM OlhrloM Our !N Celltpolet Dispatch lets us cocidy receive orders oniire. You choose how vro respond either by phone or email. These work ceders are quickly transferred to our 130 service technicians in the field through laptop computers In all of our 60 service vehicles. Services Provided • 2A Hour SaMea 7 Days a week con done l IrlalMMt& a C vmIssioning El weal systems Design Assistance Elevelor Modifications Emeganey Response Fully Stocked Vane c3anaretarInstallations Industrial Ccnt ds • Malntermnce Conbecte • Medikyn 8 H+9f1+ Yaltage • Parking Lot UgMIng • Pow OkmBy Testing • ThermalImaginp • Tarqua ard Cleans Expn! Swice fWGS Regular Rate / Hr. Overtime Rate J Hr. 3;srrkerssn / Jssrneynas 5100.00 $150.00 Regular hours _ Helper ,IApprormca $55.00 $02.50 Monday through Friday Aerial Ssnlce 5150.00 $225.DD 7.00 a.m. to 4,00 P.M. 111 lcenNng Tethskion 5135.00 $202.50 Ewludelp holidays Vedims Move Tech 5125.00 $187.50 2 MW MhM M. Sm MMfrtum Emnauar Rates are good through 9-30-2024 am EMNWWO 9lrWW MM9W-15%n4ty on t ok wcvKi rM „ww.cwnkqmkc.= Cummings Electrical Service Electrical Services Agreement for Flight Cummings Electrical LP Execution Copy Page 17 of 18 EXHIBIT D 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 Contractor and to execute any agreement, amendment, or change order on behalf of Contractor. Such binding authority has been granted by proper order, resolution, ordinance, or other authorization of Contractor. City is fully entitled to rely on the warranty and representation set forth in this Form in entering into any agreement or amendment with Contractor. Contractor 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 Contractor. 1. Name: Position/Title: Signature 2. Name: Position/Title: Signature 3. Name: Position/Title: Signature Name: Signature of President / CEO Other Title: Date: Electrical Services Agreement for Flight Cummings Electrical LP Execution Copy Page 18 of 18 FORTWORTH Routing and Transmittal Slip FWLab Fort Worth Public Art DOCUMENT TITLE: Electrical Services Agreement between the City of Fort Worth and Cummings Electrical, LP M&C CPN CSO # DOC# DATE: TO: 1. Tre Qualls, Assistant Cit Attorne INITIALS .-�*� DATE OUT LIIX 1,7,3 2. ACM Fernando Costa 5Z;7 711812023 3. Jannette Goodall, City Secretary 4. 5. 6. DOCUMENTS FOR CITY MANAGER'S SIGNTURE: All documents received from any and all City Departments requesting City Manager's signature for approval MUST BE ROUTED TO THE APPROPRIATE ACM for approval first. Once the ACM has signed the routing slip, David will review and take the next steps. NEEDS TO BE NOTARIZED: ❑ Yes ❑X No RUSH: ❑ Yes ❑ No X SAME DAY: ❑ Yes ❑ No NEXT DAY: ❑ Yes XEI No ROUTING TO CSO: ❑X Yes ❑ No Action Required: a As Requested ❑ For Your Information X❑ Signature/Routing and or Recording ❑ Comment ❑ File ❑ Attach Signature, Initial and Notary Tabs Return to: Please email a copy of the fully executed contract to: Jennifer Conn, Public Art Collection Manager, Arts Fort Worth at jconn _artsfortworth.org Thank you!