Loading...
HomeMy WebLinkAboutContract 60022 (2)CSC No. 60022 STATE OF TEXAS § COUNTY OF TARRANT § AGREEMENT This Agreement ("Agreement") is made and entered into by and between the City of Fort Worth ("City"), acting herein by and through its duly authorized Assistant City Manager, and Camille Lochet, an individual ("Consultant"). The City and Consultant are individually referred to as a "party," and collectively referred to as the "parties." For and in consideration of the covenants and promises contained herein, the parties hereto agree as follows: 1. General Provisions & Scope of Services For and in consideration of the payment of the amount of money set out in Section Five (5) below, Consultant agrees to provide the City with certain consultant services and evaluate the advantages and disadvantages of utilizing various hosting platforms for its external municipal website. More specifically, Consultant agrees to perform the personal services described in Exhibit 'A," which is attached hereto and made a part of this Agreement for all purposes. 2. Term of Agreement This Agreement shall begin on September 15, 2023, and is executed by the City's Chief Communications Officer, and will continue for one year from that date, unless terminated earlier in accordance with this Agreement ("Initial Term). The City shall have the option to renew and extend this Agreement for up to two additional one-year periods. The terms and conditions of this Agreement are subject to re -negotiation upon mutual consent of both parties at the time of each such renewal. 3. Point of Contact Consultant agrees to cooperate with the City's Chief Communications Officer, who shall relate to Consultant requests from the City. For purposes of this Agreement, the term City Manager shall include the City Manager and his or her designee. Consultant will respond to requests made by the City Manager. Consultant will coordinate all responses or actions taken on the City's behalf through the Chief Communications Officer or appropriate City staff. 4. Independent Contractor Status Consultant shall perform all work and services hereunder as an independent contractor and not as an officer, agent, servant or employee of the City. Consultant shall have exclusive control of, and exclusive right to control, the details of the services OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX performed hereunder and shall be solely responsible for the acts or omissions of his officers, agents, employees, and subconsultants. Nothing herein shall be construed as creating a partnership or joint enterprise between the City and Consultant, its officers agents, employees, and subconsultants, and the doctrine of respondent superior shall have no application as between the City and Consultant. 5. Payment, Expenses & Travel In full payment and consideration for all services provided hereunder, the City shall pay Consultant an amount not to exceed $27,000.00, including up to $2,000.00 per year for approved expenses. It is understood that said payments are due and payable by City within 30 days of receipt of an invoice from Consultant. Unless otherwise agreed to by the parties, payment under this Agreement shall not exceed the total amount of $27,000.00 per year for services and expenses and Consultant will not provide any additional services or bill for any additional expenses unless expressly approved by the City in writing. 6. Termination Either party may terminate this Agreement for breach upon ten (10) days written notice if the other party fails to cure such breach to the satisfaction of the non -breaching party within the 10 day time period. Either party may terminate this Agreement without cause by providing a thirty (30) day written notice to the other party. Upon termination, all reports and other work product prepared by Consultant hereunder whether fully or partially completed, shall become the property of the City, and shall be returned to the City immediately at no additional cost to the City. Upon termination, all payment obligations of the City under this Agreement shall end. 7. Work Product Consultant shall furnish the City periodic reports on its work at such time as the City may request. All of the reports, information and data prepared or assembled for City under this Agreement shall be kept confidential and shall not be made available to any individual or organization without the prior written approval of the City, except as such disclosure may be required by law. 8. Conflict of Interest & Other Clients Consultant shall inform the City of any other municipalities, counties, or transit agencies it represents and any other of its clients that might represent a potential conflict of interest. If the City, in its sole discretion, believes that a conflict exists, such conflict shall be discussed by Consultant and the City and resolved to the satisfaction of the City. Consultant shall comply with Section 305.028 of the Texas Government Code. 9. Compliance with State Anti -Boycott Law Consultant acknowledges that in accordance with Chapter 2270 of the Texas Government Code, the City is prohibited from entering into a contract with a company for goods or services unless the contract contains a written verification from the company that it: (1) does not boycott Israel; and (2) will not boycott Israel during the term of the contract. The terms "boycott Israel" and "company" shall have the meanings ascribed to those terms in Section 808.001 of the Texas Government Code. By signing this Agreement, Consultant certifies that Consultant's signature provides written verification to the City that Consultant: (1) does not boycott Israel, and (2) will not boycott Israel during the term of the Agreement. 10. Availability of Funds In the event no funds or insufficient funds are appropriated and budgeted or are otherwise unavailable by any means whatsoever in any fiscal period for payments due under this Agreement including any renewal periods, then the City will immediately notify Consultant of such occurrence and this Agreement shall be terminated 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 to the portions of annual payments herein agreed upon for which funds shall have been appropriated and budgeted or are otherwise available. 11. Notices All written notices called for or required by this Agreement shall be addressed to the following, or such other party or address as either party designates in writing, by certified mail, postage prepaid, or by hand delivery: City: City of Fort Worth Attn: City Manager 200 Texas Street Fort Worth, TX 76102 with copies to: The City Secretary and Chief Communications Officer at the same address Consultant: Camille Lochet Sole, Individual Consultant 7504 Cats Eye Lane Austin, TX 78747 Email: Camille. lochet(c-)cimail.com Phone: (512) 517-1545 12. Access to Records; Audit Consultant agrees that the City shall, until the expiration of three (3) years after final payment under this Agreement, have access to and the right to examine any directly pertinent books, documents, papers and records involving transactions relating to this Agreement. Consultant agrees that the City shall have access during normal working hours to all necessary Consultant facilities and shall be provided adequate and appropriate workspace in order to conduct audits in compliance with the provisions of this section. The City shall give Consultant reasonable advance notice of intended audits. Consultant further agrees to include in all its subcontracts hereunder a provision to the effect that the subconsultants agree that the City shall, until the expiration of three (3) years after final payment under the subcontract, have access to and the right to examine any directly pertinent books, documents, papers and records of such subconsultant, involving transactions to the subcontract, and further, that City shall have access during normal working hours to all subconsultant facilities, and shall be provided adequate and appropriate work space, in order to conduct audits in compliance with the provisions of this article. City shall give subconsultant reasonable advance notice of intended audits. 13. Liability CONSULTANT SHALL INDEMNIFY, DEFEND AND HOLD THE CITY HARMLESS FROM AND AGAINST ANY AND ALL CLAIMS, CAUSES OF ACTION, LAWSUITS, DAMAGES, LOSSES, JUDGMENTS AND LIABILITIES, ARISING FROM CONSULTANT'S OWN NEGLIGENCE, WRONGFUL ACTS, ERRORS, OMISSIONS, OR INTENTIONAL MISCONDUCT AS A RESULT OF CONSUTLANT'S PERFORMANCE PURSUANT TO THIS AGREEMENT. CONSULTANT SHALL NOT BE LIABLE FOR ANY DAMAGES OR LOSSES ARISING SOLELY FROM THE CITY'S NEGLIGENCE, WRONGFUL ACTS, ERRORS, OMISSIONS OR INTENTIONAL MISCONDUCT. IN THE EVENT OF JOINT AND CONCURRENT NEGLIGENCE OF BOTH CONSULTANT AND CITY, RESPONSIBILITY, IF ANY, SHALL BE APPORTIONED COMPARATIVELY IN ACCORDANCE WITH THE LAWS OF THE STATE OF TEXAS. NOTHING HEREIN SHALL BE CONSTRUED AS A WAIVER OF THE CITY'S GOVERNMENTAL IMMUNITY AS FURTHER PROVIDED BY THE LAWS OF TEXAS. 14. Review of Counsel The parties acknowledge that each party and its counsel have had the opportunity to review and revise 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. 15. Headings not Controlling The headings appearing at the beginning of each paragraph of this Agreement are for convenience only and do not define, limit or construe the contents of any such paragraph. Whether expressly indicated or not, the singular usage includes the plural, and the neuter usage includes the masculine or the feminine or both the masculine and the feminine. 16. Waiver The City and the Consultant may waive an obligation of or restriction upon the other under this Agreement only in writing. No failure, refusal, neglect, delay, forbearance or omission of the City or the Consultant to exercise any right or remedy under this Agreement or to insist upon full compliance by the other with his, her or its obligation hereunder shall constitute a waiver of any provisions(s) of the Agreement. 17. Severability Each provision of this Agreement or part thereof shall be severable. If, for any reason, any provision or part thereof in this Agreement is finally determined to be invalid and contrary to, or in conflict with, any existing or future law or regulation, such determination shall not impair the operation or affect the remaining provisions of this Agreement, and such remaining provisions will continue to be given full force and effect and bind each party. Each invalid provision or part thereof shall be deemed not to be a part of this Agreement. 18. Assignment The Consultant may not assign or subcontract any of its rights or obligations without the prior consent of the City, which consent may be withheld in the City's sole and absolute discretion. 19. Force Majeure It is expressly understood and agreed by the parties that if the performance of any obligations hereunder is delayed by reason of war; civil commotion; acts of God; inclement weather; governmental restrictions, regulations, or interferences; fires; strikes; lockouts, national disasters; riots; material or labor restrictions; transportation problems; or any other circumstances which are reasonably beyond the control of the party obligated or permitted under the terms of this Agreement to do or perform the same, regardless of whether any such circumstance is similar to any of those enumerated or not, the party so obligated or permitted shall be excused from doing or performing the same during such period of delay, so that the time period applicable to such obligation shall be extended for a period of time equal to the period such party was delayed. 20. Execution — Signature Authority; Counterparts The person signing this Agreement hereby warrants that he or 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 entity. The other party is fully entitled to rely on this warranty and representation in entering into this Agreement. This Agreement may be executed in counterparts, each of which so executed shall be deemed an original and such counterparts together shall constitute the same agreement. 21. Entirety of Agreement This Agreement shall be the entire, full and complete agreement between the parties concerning the subject matter hereof and shall supersede all prior agreements. There are no valid or binding representations, inducements, promises or agreements, oral or otherwise, between the parties that are not embodied herein. No amendment, change, or variance of or from this Agreement shall be binding on either party unless agreed to in writing signed by both of the parties. Executed on this day of CONSULTANT: ��u�e Lec�t By: Camille Lochet (Sep 15, 2023 00:02 CDT) Camille Lochet Consultant Date: 09/15/23 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. 12023. CITY OF FORT WORTH: By. R" e Sep 15, 2023 09:44 CDT) Reyne Telles Chief Communications Officer Date: 09/15/23 nn QFORT Il4A ao°°° oF o Attest: °~° Jannette Goodall, City Secretary By. Rcy,I e Sep 15, 2023 09:44 CDT) Reyne Telles, Chief Communications Officer Form 1295: Contract Authorization: No M&C Req' Approved as to Form and Legality: Fs—' Name Taylor Paris City Attorney OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX EXHIBIT "A" SCOPE OF SERVICES Consultant has experience with website development and will provide a thorough analysis of the options related to the advantages and disadvantages of utilizing various hosting platforms for the City's external municipal website.. Scope: The consultant will be responsible for providing a comprehensive evaluation of an open -source website (such as Drupal) versus a website vendor with pre -made templates. The analysis will include, but not be limited to, the following: 1. Comparison of features: The consultant will evaluate the features of web hosting platform options and determine which one offers the most functionality and best fits the needs of the City of Fort Worth and its many departments/divisions. 2. Cost comparison: The consultant will provide a detailed cost analysis for both options, including any hidden costs associated with maintenance and updates. 3. Technical support: The consultant will evaluate the level of technical support offered by both options and determine which one provides the best support for the City of Fort Worth. This includes the number of FTEs the City may need to permanently make a part of its web team. 4. Security: The consultant will work collaboratively with the City of Fort Worth's IT staff to understand, then assess the security measures provided by the options, and recommend which one offers the most secure environment for the City of Fort Worth. 5. Ease of use: The consultant will evaluate the ease of use of both options and determine which one offers the most user-friendly interface for the internal experience, and which platform would provide a welcoming aesthetic and the best user experience for residents. Deliverables: The consultant will be required to provide the following deliverables: 1. Work under the direction of the Chief Communications Officer and collaboratively with departmental stakeholders in and through an evaluation process. 2. A comprehensive report that includes a detailed analysis of the options reviewed. 3. A cost analysis that compares the total cost of ownership for options reviewed. 4. A detailed recommendation for which option is the best fit for the City of Fort Worth, based on the analysis. 5. A presentation to the City of Fort Worth (CMO Team) outlining the findings of the analysis and the recommended option.