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HomeMy WebLinkAboutContract 60083CSC No. 60083 PERFORMANCE AGREEMENT BETWEEN THE CITY OF FORT WORTH AND ADAM REX TO PERFORM FOR THE FORT WORTH PUBLIC LIBRARY This PERFORMANCE AGREEMENT ("Agreement") is made and entered into by and between the CITY OF FORT WORTH, a home -rule municipal corporation of the State of Texas ("City"), acting by and through its duly -authorized Interim Library Director, and ADAM REX ("Author"), each individually referred to as a "Party" and collectively referred to as "Parties". WHEREAS, among other activities, City desires to feature performances at The Fort Worth Public Library; WHEREAS, City is sponsoring an author visit to the Southwest Regional Library located at 4001 Library Lane, Fort Worth, Texas on November 11, 2023; WHEREAS, City is also sponsoring an author visit to two Fort Worth ISD Elementary Schools located in Fort Worth, Texas; and WHEREAS, City wishes to contract with Author to speak at Southwest Regional Library and two Fort Worth ISD Elementary School locations to sign books, and participate in a question and answer session. NOW, THEREFORE, City and Author for, and in consideration of, the covenants and agreements hereinafter set forth, the sufficiency of which is hereby acknowledged, agree as follows: I. TIMELINE OF PERFORMANCE 1. Author agrees to appear in -person and speak about his writings, sign books, and participate in a question and answer session at the following locations, dates, and times ("Performance"): Southwest Regional Library located at 4001 Library Lane, Fort Worth, Texas 76109: November 11, 2023 at 11 a.m. CT Fort Worth ISD Elementary School Visit #1, Fort Worth, Texas: November 10, 2023 at TBD by mutual agreement of Parties. Fort Worth ISD Elementary School Visit #2, Fort Worth, Texas: November 10, 2023 at TBD by mutual agreement of Parties. Author acknowledges that participation in all three events mentioned above is required for a completed Performance under Agreement. 2. Either Party may request that Performance be rescheduled for any reason with thirty days written notice to the other party. If the Parties are unable to come to an agreement on a rescheduled performance date, or if Performance cannot occur on the rescheduled performance date based on City or Author's schedule, and Parties do not agree to reschedule Performance for a new date, then OFFICIAL RECORD Performance Agreement CITY SECRETARY City of Fort Worth & Adam Rex FT. WORTH, Tx Page 1 of 13 City may terminate Agreement without penalty and Author shall fully refund any and all deposits paid to Author by the City within thirty (30) days of written request. Parties shall use good faith efforts to mutually determine any rescheduled performance dates. II. TERM This Agreement shall begin on the date that this Agreement is executed by the City's Interim Library Director ("Effective Date") and expire on December 31, 2023 ("Expiration Date"), unless terminated earlier in accordance with this Agreement. III. COMPENSATION 1. As fair compensation for the services provided by the Author under this Agreement, City shall pay Author a total amount of seven thousand dollars and no cents ($7,000.00) for completed Performance ("Performance Fee"). City shall pay the Author a deposit in the amount of three thousand five hundred dollars and no cents ($3,500.00) within 30 days of execution of this Agreement, which shall be applied toward the total amount to be paid to Author under this Agreement for Performance Fee. The remaining balance of three thousand five hundred dollars and no cents ($3,500.00) for Performance Fee shall be paid to Author within thirty (30) days of the completed Performance. 2. City shall also reimburse Author for travel expenses, including applicable taxes, to and from Performance locations, in an amount not to exceed two thousand dollars and no cents ($2,000.00). Requests for reimbursement shall be submitted to City in writing no later than ten (10) days after the completed Performance. 3. In no event shall City be required to pay any amount in excess of nine thousand dollars and no cents ($9,000.00) for the Performance Fee, travel reimbursements or any service or act done pursuant to or in connection with this Agreement. 4. Parties agree that City shall not be liable for any payment, cost, or fee of any kind directly to Author. IV. AUTHOR'S OBLIGATIONS 1. Author agrees to arrive at Performance locations listed in Section I no later than thirty minutes prior to the event start time. Event times may be changed by the written mutual agreement of both Parties. In the event that Author will not be able to arrive by the designated event time, Author shall contact Angela Barratt at 682-287-4305 as soon as Author is aware of such delay. In the event the Author is delayed but arrives within 30 minutes of the designated event time and presents his program in full, all fees and other charges shall be due in full. Performance Agreement City of Fort Worth & Adam Rex Page 2 of 13 2. Author will speak on the topic, sign copies of his books and other items if requested, and participate in a question and answer session with the audience at Performance. 3. Author will sign up as an official City vendor via the City of Fort Worth website. Author is required to register as an official City vendor in order to receive payment. The deposit and final payment cannot be made until registration has been completed. Author will provide pertinent payment remit information to City when registering online. 4. Author will provide invoices to the City for the deposit and final payment. V. CITY'S OBLIGATIONS 1. City agrees to designate a representative to coordinate all services to be performed by City pursuant to this Agreement. 2. City shall provide a clean, climate controlled, well -lighted venue for Performance and shall not permit the in -person audience to exceed the legal limit for the physical venue. All equipment and facilities, and all accessories required by Author, shall be in good working order. 3. City agrees that no additional appearances or activities shall be expected of Author unless expressly contained as a part of this Agreement or mutually agreed to later in writing. The Performance Fee is understood to be solely for the events as specified in Section I of this Agreement. VI. DUTY TO PERFORM/FORCE MAJEURE City reserves the right to cancel the Performance due to acts of Force Majeure on or near the Performance Date. Acts of Force Majeure shall include, without limitation, severe weather events such as hurricanes, tornadoes, floods, ice storms, or hail, and disasters such as fires, acts of public enemy, acts of superior governmental authority, epidemics, pandemics, riots, rebellion, sabotage, or any similar circumstances not within the reasonable control of either Party. Neither City nor Author shall be deemed in breach of this Agreement if it is prevented from performance by Force Majeure. VII. PERMISSION TO USE PHOTOGRAPHS By entering into this Agreement, Author hereby gives consent and permission to City to use, display, and publicly display photographs or video captures of Performance in perpetuity. Use includes, but is not limited to, publishing, posting on an official web site, social media outlets or putting on television, either network or cable or at neighborhood meetings. Author shall require all of his subcontractors to agree in their subcontracts to allow City to use the Performance as included above. Performance Agreement City of Fort Worth & Adam Rex Page 3 of 13 VIII. INDEPENDENT CONTRACTOR Author shall operate under this Agreement as an independent contractor and not as an officer, agent, servant, or employee of City. Author shall have the exclusive right to control the details of the work, its subcontractors, and the services performed hereunder. City shall have no right to exercise any control over or to supervise or regulate Author in any way other than stated herein. The doctrine of Respondeat Superior shall not apply as between the Parties, and nothing herein shall be construed as creating a partnership or joint enterprise between the Parties. IX. TERMINATION 1. This Agreement may be terminated by City without cause with fourteen (14) days written notice to Performer. This Agreement may also be terminated at any time by City for cause and upon notice to Performer. Author may terminate this Agreement with thirty (30) days written notice. 2. If City terminates this Agreement pursuant to section one of this clause for any reason, City shall not owe any compensation to Performer. X. LIABILITY/INDEMNIFICATION 1. LIABILITY. AUTHOR 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 HIND OR CHARACTER, WHETHER REAL OR ASSERTED, TO THE EXTENT CAUSED BY THE ACT(S), ERRORS, OR OMISSION(S), MALFEASANCE OR INTENTIONAL MISCONDUCT OF PERFORMER, ITS OFFICERS, AGENTS, SERVANTS OR EMPLOYEES. 2. GENERAL INDEMNIFICATION. AUTHOR COVENANTS AND AGREES TO AND DOES HEREBY INDEMNIFY, HOLD HARMLESS, AND DEFEND, AT ITS OWN EXPENSE, CITY FROM AND AGAINST ANY AND ALL CLAIMS, LAWSUITS, JUDGMENTS, ACTIONS, CAUSES OF ACTION, LIENS, LOSSES, EXPENSES, COSTS, FEES (INCLUDING, BUT NOT LIMITED TO, ATTORNEY'S FEES AND COSTS OF DEFENSE), PROCEEDINGS, DEMANDS, DAMAGES, LIABILITIES, AND/OR SUITS OF ANY KIND OR NATURE, INCLUDING, BUT NOT LIMITED TO, THOSE FOR PROPERTY LOSS (INCLUDING, BUT NOT LIMITED TO, WORKERS' COMPENSATION ACT LIABILITY, LOST PROFITS, AND PROPERTY DAMAGE) AND/OR PERSONAL INJURY (INCLUDING, BUT NOT LIMITED TO, DEATH) TO ANY AND ALL PERSONS, OR OTHER HARM FOR WHICH RECOVERY OF DAMAGES IS SOUGHT, OF WHATSOEVER HIND OR CHARACTER, WHETHER REAL OR ASSERTED, ARISING OUT OF OR RESULTING FROM ANY ACTS, ERRORS, OR OMMISSIONS OF AUTHOR AND/OR AUTHOR'S SUBCONTRACTORS AND CONTRACTORS AND THEIR RESPECTIVE OFFICERS, AGENTS, EMPLOYEES, Performance Agreement City of Fort Worth & Adam Rex Page 4 of 13 DIRECTORS, MEMBERS, PARTNERS, AND REPRESENTATIVES IN CONNECTION WITH THE EXECUTION, PERFORMANCE, ATTEMPTED PERFORMANCE, OR NONPERFORMANCE OF THIS AGREEMENT. THIS SHALL ALSO INCLUDE ANY CLAIMS BY ANY SUBCONTRACTORS BROUGHT AGAINST CITY FOR ANY USE OF PHOTOGRAPHS, VIDEOS, OR RECORDINGS OF THE PERFORMANCE AND SHALL ALSO INCLUDE ANY CLAIMS AGAINST CITY BY A SUBCONTRACTOR FOR ANY CLAIM RELATED TO OR IN CONNECTION WITH THIS AGREEMENT, EXCEPT THAT THIS SHALL NOT INCLUDE ACTIONS CAUSED BY CITY'S OWN NEGLIGENCE OR WILLFUL CONDUCT. 3. Intellectual Propertv. Author agrees to assume full responsibility for complying with all State and Federal Intellectual Property Laws and any other regulations, including, but not limited to, the assumption of any and all responsibilities for paying royalties that are due for the use of other third -party copyrighted works by Performer. City expressly assumes no obligations, implied or otherwise, regarding payment or collection of any such fees or financial obligations. City specifically does not authorize, permit, or condone the reproduction or use of copyrighted materials by Author without the appropriate licenses or permission being secured by Author in advance. IT IS FURTHER AGREED THAT AUTHOR SHALL RELEASE, DEFEND, INDEMNIFY, AND HOLD HARMLESS CITY FROM AND AGAINST ANY AND ALL CLAIMS, LOSSES, DAMAGES, ACTIONS, OR EXPENSES OF EVERY TYPE AND DESCRIPTION, INCLUDING, BUT NOT LIMITED TO, ATTORNEY'S FEES, TO WHICH THEY MAY BE SUBJECTED ARISING OUT OF AUTHOR'S USE OF ANY COPYRIGHTED MATERIAL BY REASON OF AN ALLEGED OR ACTUAL COPYRIGHT VIOLATION OR OTHER LACK OF OWNERSHIP, AUTHORSHIP, OR ORIGINALITY. City expressly assumes no obligation to review or obtain appropriate licensing and all such licensing shall be the exclusive obligation of Performer. 4. IF ANY ACTION OR PROCEEDING SHALL BE BROUGHT BY OR AGAINST CITY IN CONNECTION WITH ANY SUCH LIABILITY OR CLAIM, PERFORMER, ON NOTICE FROM CITY, SHALL DEFEND SUCH ACTION OR PROCEEDING, AT AUTHOR'S EXPENSE, BY OR THROUGH ATTORNEYS REASONABLY SATISFACTORY TO CITY. 5. IT IS AGREED WITH RESPECT TO ANY LEGAL LIMITATIONS NOW OR HEREAFTER IN EFFECT AND AFFECTING THE VALIDITY OR ENFORCEABILITY OF THE INDEMNIFICATION OBLIGATION UNDER THIS SECTION, SUCH LEGAL LIMITATIONS ARE MADE A PART OF THE INDEMNIFICATION OBLIGATION AND SHALL OPERATE TO AMEND THE INDEMNIFICATION OBLIGATION TO THE MINIMUM EXTENT NECESSARY TO BRING THE PROVISION INTO CONFORMITY WITH THE REQUIREMENTS OF SUCH LIMITATIONS, AND AS SO MODIFIED, THE INDEMNIFICATION OBLIGATION SHALL CONTINUE IN FULL FORCE AND EFFECT. 6. Author agrees to and shall release City from any and all liability for injury, death, damage, or loss to persons or property sustained or caused by Author in connection with or incidental to performance under this Agreement. Performance Agreement City of Fort Worth & Adam Rex Page 5 of 13 7. Author shall require all of its subcontractors to include in their subcontracts a release and indemnity in favor of City in substantially the same form as above. 8. All indemnification provisions of this Agreement shall survive the termination or expiration of this Agreement. XI. CORRESPONDENCE All notices required or permitted under this Agreement shall be conclusively determined to have been delivered when (i) hand -delivered to the other Party, or its authorized agent, employee, servant, or representative, or (ii) received by the other Party or its authorized agent, employee, servant, or representative by reliable overnight courier or United States Mail, postage prepaid, return receipt requested, at the address stated below or to such other address as one Party may from time to time notify the other in writing. CITY City of Fort Worth Library Director 500 W 3rd Street, Fort Worth, Texas 76102 With copy to: Assistant City Attorney 200 Texas Street Fort Worth, Texas 76102 PERFORMER Adam Rex 211 East 2nd Street Tucson, Arizona 85705 Author and City agree to notify the other Party of any change in addresses. XII. NON -ASSIGNABILITY This Agreement is non -assignable, and any unauthorized purported assignment or delegation of any duties hereunder, without the prior written consent of the other Party, shall be void and shall constitute a material breach of this Agreement. This provision shall not be construed to prohibit Author from hiring subcontractors. XIII. ENTIRETY This Agreement constitutes the entire agreement between the Parties hereto with respect to the subject matter hereof, and no amendment, alteration, or modification of this Agreement shall be valid unless in each instance such amendment, alteration or modification is expressed in a written instrument, duly executed and approved by each of the Parties. There are no other agreements and Performance Agreement City of Fort Worth & Adam Rex Page 6 of 13 understandings, oral or written, with reference to the subject matter hereof that are not merged herein and superseded hereby. XIV. MODIFICATION No amendment, modification, or alteration of the terms of this Agreement shall be binding unless the same is in writing, dated subsequent to the date hereof, and duly executed by the Parties hereto. XV. SEVERABILITY Should any portion, word, clause, phrase, sentence or paragraph of this Agreement be declared void or unenforceable, such portion shall be modified or deleted in such a manner as to make this Agreement, as modified, legal and enforceable to the fullest extent permitted under applicable law. XVI. GOVERNING LAWNENUE If any action, whether real or asserted, at law or in equity, arises on the basis of any provision of 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. This Agreement shall be construed in accordance with the laws of the State of Texas. XVII. WAIVER No waiver of performance by either Party shall be construed as or operate as a waiver of any subsequent default of any terms, covenants, and conditions of this Agreement. The payment or acceptance of fees for any period after a default shall not be deemed a waiver of any right or acceptance of defective performance. XVIII. NO THIRD -PARTY BENEFICIARIES The provisions and conditions of this Agreement are solely for the benefit of City and Performer, and any lawful successor or assign, and are not intended to create any rights, contractual or otherwise, to any other person or entity. The Parties expressly agree that Author's subcontractors are not third -party beneficiaries and that to the extent any claim is made by a subcontractor, Author shall indemnify and defend City fully in accordance with section IX of this agreement. XIX. CONTRACT CONSTRUCTION The Parties acknowledge that each Party and, if it so chooses, its counsel have reviewed and revised this Agreement and that the normal rule of construction to the effect that any ambiguities Performance Agreement City of Fort Worth & Adam Rex Page 7 of 13 are to be resolved against the drafting Party must not be employed in the interpretation of this Agreement or any amendments or exhibits hereto. XX. FISCAL FUNDING OUT If, for any reason, at any time during any term of this Agreement, the Fort Worth City Council fails to appropriate funds sufficient for City to fulfill its obligations under this Agreement, City may terminate this Agreement to be effective on the later of (i) thirty (30) days following delivery by City to Author of written notice of City's intention to terminate or (ii) the last date for which funding has been appropriated by the Fort Worth City Council for the purposes set forth in this Agreement. XXI. PROHIBITION ON CONTRACTING WITH COMPANIES THAT BOYCOTT ISRAEL If Author has fewer than 10 employees or this Agreement is for less than $100,000, this section does not apply. Author acknowledges that in accordance with Chapter 2270 of the Texas Government Code, 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, Author certifies that Author's signature provides written verification to City that Performer: (1) does not boycott Israel; and (2) will not boycott Israel during the term of the contract. XXII. AUDIT Author agrees that City will have the right to audit the financial and business records of Author that relate to this Agreement (collectively "Records") at any time during the Term of this Agreement and for three (3) years thereafter in order to determine compliance with this Agreement. Throughout the Term of this Agreement and for three (3) years thereafter, Author shall make all Records available to City on 200 Texas Street, Fort Worth, Texas or at another location in City acceptable to both Parties following reasonable advance notice by City and shall otherwise cooperate fully with City during any audit. Notwithstanding anything to the contrary herein, this section shall survive expiration or earlier termination of this Agreement. XXIII. COUNTERPARTS AND ELECTRONIC SIGNATURES This Agreement may be executed in several counterparts, each of which will be deemed an original, but all of which together will constitute one and the same instrument. A signature received via facsimile or electronically via email shall be as legally binding for all purposes as an original signature. Performance Agreement City of Fort Worth & Adam Rex Page 8 of 13 XXIV. NON-DISCRIMINATION In the execution, performance, or attempted performance of this Agreement, Author will not discriminate against any person or persons because of disability, age, familial status, sex, race, religion, color, national origin, or sexual orientation, nor will Author permit its officers, agents, servants, employees, or subcontractors to engage in such discrimination. This Agreement is made and entered into with reference specifically to Chapter 17, Article III, Division 3, of the City Code of the City of Fort Worth ("Discrimination in Employment Practices"), and Author hereby covenants and agrees that Performer, its officers, agents, employees, and subcontractors have fully complied with all provisions of same and that no employee or employee -applicant has been discriminated against by either Performer, its officers, agents, employees, or subcontractors. XXV. GOVERNMENTAL PO RS Both Parties agree and understand that City does not waive or surrender any of its governmental powers by execution of this Agreement. XXVI. HEADINGS NOT CONTROLLING Headings and titles used in this Agreement are for reference purposes only and shall not be deemed a part of this Agreement. XXVII. 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 hereto. XXVIII. LICENSES, PERMITS AND FEES/CO LIANCE WITH LAWS 1. Author agrees to obtain and pay for all applicable licenses, permits, certificates, inspections, and all other fees required by law necessary to perform the services prescribed for Author to perform hereunder. 2. This Agreement is subject to all applicable federal, state, and local laws, ordinances, rules, and regulations, including, without limitation, all provisions of the City's Charter and ordinances, as amended. Performance Agreement City of Fort Worth & Adam Rex Page 9 of 13 XXIX. CONDITION OF THE FACILITY/WARRANTIES EXCLUDED Author hereby represents that she has inspected the facilities at the Performance Site intended, including any improvements thereon, and that Author finds same suitable for all activities and operations agreed to hereunder, and that Author does so on an "as is" condition. City hereby expressly excludes any and all warranties in regard to the facilities, including, without limitation, fitness for any particular purpose. XXX. PROHIBITION ON BOYCOTTING ENERGY COMPANIES Author 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, 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 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, Author certifies that Author's signature provides written verification to City that Performer: (1) does not boycott energy companies; and (2) will not boycott energy companies during the term of this Agreement. XXXI. PROHIBITION ON DISCRIMINATION AGAINST FIREARMS AND AMMUNITION INDUSTRIES Author 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, 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 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, Author certifies that Author's signature provides written verification to City that Performer: (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. Performance Agreement City of Fort Worth & Adam Rex Page 10 of 13 XXXII. INSURANCE During the term of this Agreement, Author shall maintain in full force and effect, at her own cost and expense, Commercial General Liability Insurance in at least the minimum amount of $1,000,000 per occurrence with an annual aggregate limit of not less than $2,000,000, and City shall be named as an additional insured on the insurance policy. Author shall be responsible for any and all wrongful or negligent acts or omissions of its employees and agents and for any causes of action arising under strict liability. Additional Insurance Requirements: Certificates of Insurance evidencing that Author has obtained all required insurance shall be delivered to City prior to Author proceeding with the Agreement. 2. Applicable policies shall be endorsed to name City an Additional Insured thereon, as its interests may appear. The term City shall include its employees, officers, officials, agents, and volunteers as respects the Contracted services. 3. Certificate(s) of Insurance shall document that insurance coverage specified herein are provided under applicable policies documented thereon. 4. Any failure on part of City to request required insurance documentation shall not constitute a waiver of the insurance requirements. 5. A minimum of thirty (30) days' notice of cancellation or material change in coverage shall be provided to City. A minimum ten (10) day notice shall be required in the event of non- payment of premium. Such terms shall be endorsed onto Author's insurance policies. Notice shall be sent to Department of Risk Management, City of Fort Worth, 1000 Throckmorton Street, Fort Worth, Texas 76102. a. Insurers for all policies must be authorized to do business in the state of Texas or be otherwise approved by City; and, such insurers shall be acceptable to City in terms of their financial strength and solvency. b. Deductible limits, or self -insured retentions, affecting insurance required herein shall be acceptable to City in its sole discretion; and, in lieu of traditional insurance, any alternative coverage maintained through insurance pools or risk retention groups must be also approved. Dedicated financial resources or Letters of Credit may also be acceptable to City. C. Applicable policies shall each be endorsed with a waiver of subrogation in favor of City as respects the Contract. d. City shall be entitled, upon its request and without incurring expense, to review Author's insurance policies including endorsements thereto and, at City's discretion; Author may be required to provide proof of insurance premium payments. Performance Agreement City of Fort Worth & Adam Rex Page 11 of 13 e. The Commercial General Liability insurance policy shall have no exclusions by endorsements unless City approves such exclusions. f. City shall not be responsible for the direct payment of any insurance premiums required by the Agreement. It is understood that insurance cost is an allowable component of Author's overhead. g. All insurance required above shall be written on an occurrence basis in order to be approved by City. h. Subcontractors to Author shall be required by the Contractor to maintain the same or reasonably equivalent insurance coverage as required for Performer. When subcontractors maintain insurance coverage, Contractor shall provide City with documentation thereof on a certificate of insurance. Notwithstanding anything to the contrary contained herein, in the event a subcontractor's insurance coverage is canceled or terminated, such cancellation or termination shall not constitute a breach by Author of the Agreement. XXXIII. SIGNATURE AUTHORITY The person signing this Agreement hereby warrants that she has the legal authority to execute this Agreement on behalf of his or her respective Party, and that such binding authority has been granted by proper order, resolution, ordinance or other authorization of the person or entity. The other Party is fully entitled to rely on this warranty and representation in entering into this Agreement. Should that person or entity not be authorized, the terms and conditions of this Agreement shall be binding as against the signatore and she shall be subject to the terms and conditions of this Agreement. [REMAINDER OF THIS PAGE INTENTIONALLY LEFT BLANK] [SIGNATURE PAGE FOLLOWS] Performance Agreement City of Fort Worth & Adam Rex Page 12 of 13 IN WITNESS WH REOF, the parties hereto have executed this Agreement in multiples. CITY: By: Marilyn Marvin Interim Library Director Date: 09/11/2023 C111i_Y_ [ems By: Adam Rex (Sep 7, 2023 16:40 PDT) Adam Rex Date: 09/07/2023 FOR CITY OF FORT WORTH INTERNAL PROCESSES: APPROVAL RECOMMENDED: By: V �'° Cristi Lemon Interim Assistant Library Director APPROVED AS TO FORM AND LEGALITY: By: Andrea Phillips Assistant City Attorney CONTRACT AUTHORIZATION: M&C: FORM 1295: Performance Agreement City of Fort Worth & Adam Rex 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: Timothy Shidal Administrative Services Manager ATTEST: a fORTnnp p oe00000ee, yaoo �o dVS °=d aann°°exoga4 ��� (; By: Ci Jannette Goodall City Secretary OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX Page 13 of 13