HomeMy WebLinkAboutContract 60388CSC No. 60388
AGREEMENT BETWEEN THE CITY OF FORT WORTH AND WHENWELOVE FOR
COLD WEATHER EMERGENCY OVERFLOW SHELTER
This AGREEMENT for emergency overflow shelter ("Agreement") is made and entered into by
and between the CITY OF FORT WORTH, a Texas home rule municipality ("City"), and
WHENWELOVE, a Texas nonprofit corporation ("Agency"). City and Agency are referred to
individually as a "Party" and sometimes collectively referred to as the "Parties."
RECITALS:
WHEREAS, The City has adopted Directions Home: Making Homelessness Rare, Short -
Term and Nonrecurring in Fort Worth within Ten Years as its homelessness plan (the
"Plan" or "Directions Home"). The Plan sets out key strategies that focus on the goal of
ending homelessness and guides the expenditure of City funds on homeless issues (City
Council Resolution No. 3203-05-2005);
WHEREAS, to protect the health, wellbeing, and safety of its citizenry, the City believes
that cold weather emergency overflow shelter is necessary;
WHEREAS, Agency provides services that assist individuals experiencing homelessness
and has experience in staffing a cold weather emergency overflow shelter;
WHEREAS, the Parties believe that the services will further the goals of Directions Home
and desire to enter into this Agreement in order to set out the terms, goals, and
responsibilities of each Party.
NOW THEREFORE, the Parties for the mutual consideration included herein agree to enter into
the following Agreement.
AGREEMENT DOCUMENTS:
The Agreement documents shall include the following:
1. This Agreement for Supportive Services;
2. Exhibit "A" — Scope of Services;
3. Exhibit `B" — Budget;
4. Exhibit "C" — Reimbursement Request Form
5. Exhibit "D" — Reporting Forms
6. Exhibit "E" -- Request for Budget Modification Form
Exhibits "A", "B", "C", "D", and "E" 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" "D" or "E" and the terms and conditions set forth in the
body of this Agreement, the terms and conditions of this Agreement shall control.
1. SCOPE OF SERVICES.
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OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
1.1 Agency shall provide City with emergency overflow shelter in order to provide
protection from weather and to reduce the City's population of homeless persons ("Services"),
which are more particularly described in Exhibit "A" — Scope of Service.
1.2 Program Performance.
1.2.1 Agency agrees to maintain full documentation supporting the performance of the
work and fulfillment of the objectives set forth in Exhibit "A."
1.2.2 Agency agrees to provide a monthly report in the form attached as Exhibit "D"
to document the performance of the work described in Exhibit "A".
1.2.3 Agency agrees to provide a quarterly report in the form attached as Exhibit "D"
to document the performance of the work described in Exhibit "A".
1.2.4 Agency agrees that the Reimbursement Request Form and monthly report will be
submitted to City no later than the 15th day after the end of each month. Agency agrees that at the
end of each quarter (list out the months), Agency shall also provide a quarterly report with the
aggregate information requested therein along with its monthly report and reimbursement request.
Should Agency not be able to meet these requirements in a given month, the Agency shall provide
written notification prior to the deadline that details the expected date of submission. If no
notification is received before the 15th day, the City may document for future corrective action.
If, by the last day of the same month, Agency has not submitted the required reports, City will
send a non-compliance letter notifying Agency's duly authorized representative of a possible
suspension of program funding.
1.2.5 Agency agrees to complete a Corrective Action Plan (CAP) in the event of three
(3) consecutive months or six (6) non-consecutive months with incomplete or incorrect
submissions of a Reimbursement Request Form or report. Agency also agrees to complete a
Corrective Action Plan for recurring late submissions of a Reimbursement Request Form or report.
2. TERM.
This Agreement shall begin on October 15, 2023 ("Effective Date") and shall expire on
March 31, 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, except for the compensation amount which shall be provided at the
time of the renewal, for 3 additional 1-year terms.
3. COMPENSATION.
3.1 City shall pay Agency in accordance with the provisions of this Agreement and Exhibit
"B" — Budget. Total payment made by City under this Agreement for the Initial Term shall not
exceed $200,000.00 ("Program Funds"), and shall be paid to Agency on a reimbursement basis.
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Agency shall not perform any additional services 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 incurred by Agency not specified by this Agreement unless City first
approves such expenses in writing. If City determines in its sole discretion that this Agreement
should be renewed as provided under Section 2 of this Agreement, the City shall provide an
updated Exhibit "B", which shall include the not to exceed amount to be paid to Agency on a
reimbursement basis during the renewal term.
3.2 Payment of the Program Funds from City to Agency shall be made on a cost -
reimbursement basis following receipt by City from Agency of a signed Reimbursement Request
Form ("RRF") as described in Exhibit "C" along with copies of all receipts and other supporting
documentation. The RRF and reports shall be submitted to City no later than the 15th day following
the end of the month. Submittal of a monthly RRF and reports is required even if services are not
provided.
3.3 The monthly RRF should be sequentially numbered and include expense
documentation that is detailed, clear and concise. All invoices should be sent electronically to the
Directions Home coordinator and manager. The invoice must contain the following information:
• Supplier Name and Address;
• Remit to Supplier Name and Address, if different;
• Applicable City Department business unit# (i.e. FW019)
• Complete City of Fort Worth PO number (i.e. the PO number
must contain all preceding zeros);
• Invoice number;
• Invoice date; and
• Invoices to be submitted after delivery of the goods or services.
Reimbursements will not be made until after receipt of an acceptable and approved RRF
and monthly report as required. Reimbursements shall be made within 30 days receipt of said
documents. Incomplete or incorrect submissions will be returned to the Agency for resubmission,
restarting the 30-day reimbursement schedule.
3.4 Any modifications in the original approved budget must have prior written permission
from City before the modifications are made. The Budget Modification Form (Exhibit "E") must
be submitted, and request must be approved by City before any money is moved to the line -item.
Once the Budget Modification is approved, the modified budget will take effect on the first day of
the following month. The new modified budget shall not exceed the total amount of Program
Funds. Agency shall be solely responsible for any money spent in excess of the not to exceed
amount included in this Agreement for the then -current term.
3.5 Agency will document cost allocations for all budgeted expenses throughout the
entirety of the Agreement and will be responsible for having a policy and procedure in place for
this documentation. Specifically, Agency will document how all shared costs, personnel time, or
equipment that was fully or partially paid for using City funds, were used in furtherance of the
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program activities described in this Agreement. Documentation of these cost allocations, as well
as a copy of the Agency's policy and procedures for the documentation of the cost allocations shall
be made available to the City upon request.
3.6 The City reserves the right to reject any budget modification that the City believes, in
its sole discretion, is not clearly aligned with the program activities and any requests for
reimbursement expenses that the City believes, in its sole discretion, are not specified in Exhibit
"D" of this Agreement or an approved budget modification form.
3.7 Budget adjustments shall be submitted via email to Tara.Perez@fortworthtexas.gov.
4. TERMINATION.
4.1. Written Notice. City or Agency may terminate this Agreement at any time and for
any reason by providing the other Party with 60 days' written notice of termination.
4.2 Duties and Obligations of the Parties. In the event that this Agreement is terminated
prior to the Expiration Date, City shall pay Agency for services actually rendered up to the
effective date of termination and Agency shall continue to provide City with services requested by
City and in accordance with this Agreement up to the effective date of termination. Upon
termination of this Agreement for any reason, Agency shall provide City with copies of all
completed or partially completed documents prepared under this Agreement. In the event Agency
has received access to City data as a requirement to perform services hereunder, Agency shall
return all City -provided data to City in a machine-readable format or other format deemed
acceptable to City.
4.3 Non -appropriation of Funds. In the event no funds or insufficient funds are
appropriated by City in any fiscal period for any payments due hereunder, City will notify Agency
of such occurrence and this Agreement shall terminate on the last day of the fiscal period for which
appropriations were received without penalty or expense to City of any kind.
5. DISCLOSURE OF CONFLICTS AND CONFIDENTIAL INFORMATION.
5.1 Disclosure of Conflicts. Agency hereby represents and warrants to City that
Agency has made full disclosure in writing of any existing or potential conflicts of interest related
to Agency's services under this Agreement. In the event that any conflicts of interest arise after
the Effective Date of this Agreement, Agency hereby agrees to make full disclosure of such
conflict of interest to City immediately in writing.
5.2 Confidential Information. Agency, for itself and its officers, agents and employees,
agrees that it shall treat all information provided to it (i) by City ("City Information") as
confidential and shall not disclose any such information to a third party without City's prior written
approval, and (ii) shall abide by all of the standards of confidentiality of client information ("Client
Information") in its performance of its duties and obligations under this Agreement including but
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not limited to those standards, rules and regulations regarding confidentiality required by HMIS
and TCHC. "Client Information" is defined for the purposes of this Agreement as personal,
demographic, or treatment data about the individuals being served by the program.
5.3 Unauthorized Access. Agency shall store and maintain City Information and Client
Information in a secure manner and shall not allow unauthorized users to access, modify, delete or
otherwise corrupt City Information or Client Information in any way. Agency shall notify City
immediately if the security or integrity of any City Information or Client Information has been
compromised or is believed to have been compromised, in which event, Agency 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 or Client Information from further unauthorized disclosure.
6. RIGHT TO AUDIT.
Agency agrees that City shall, until the expiration of 3 years after final payment under this
Agreement, or the final conclusion of any audit commenced during the said 3 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 Agency involving transactions
relating to this Agreement at no additional cost to City. Agency agrees that City shall have access
during normal working hours to all necessary Agency facilities and shall be provided adequate and
appropriate work space in order to conduct audits in compliance with the provisions of this section.
City shall give Agency reasonable advance notice of intended audits.
This provision shall survive the expiration or termination of this Agreement.
7. INDEPENDENT CONTRACTOR.
It is expressly understood and agreed that Agency 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, Agency 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, consultants and sub vendors. Agency acknowledges that the doctrine of
respondeat superior shall not apply as between City, its officers, agents, servants and employees,
and Agency, its officers, agents, employees, servants, vendors and sub vendors. Agency further
agrees that nothing herein shall be construed as the creation of a partnership or joint enterprise
between City and Agency. It is further understood that City shall in no way be considered a Co -
employer or a Joint employer of Agency or any officers, agents, servants, employees or sub vendor
of Agency. Neither Agency, nor any officers, agents, servants, employees or sub vendor of Agency
shall be entitled to any employment benefits from City. Agency 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 sub vendors.
8. LIABILITY AND INDEMNIFICATION.
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8.1 LIABILITY -AGENCY SHALL BE LIABLE AND RESPONSIBLE FOR ANY
AND ALL PROPERTY LOSS, PROPERTY DAMAGE AND/OR PERSONAL INJURY,
INCLUDING DEATH, TO ANY AND ALL PERSONS, OF ANY KIND OR CHARACTER,
WHETHER REAL OR ASSERTED, TO THE EXTENT CAUSED BY THE NEGLIGENT
ACT(S) OR OMISSION(S), MALFEASANCE OR INTENTIONAL MISCONDUCT OF
AGENCY, ITS OFFICERS, AGENTS, SERVANTS OR EMPLOYEES:
8.2 GENERAL INDEMNIFICATION -AGENCY HEREBY COVENANTS AND
AGREES TO INDEMNIFY, HOLD HARMLESS AND DEFEND CITY, ITS OFFICERS,
AGENTS, SERVANTS AND EMPLOYEES, FROMAND AGAINSTANYAND ALL CLAIMS
OR LAWSUITS OFANYKIND OR CHARACTER, WHETHER REAL OR ASSERTED, FOR
EITHER PROPERTY DAMAGE OR LOSS (INCLUDING ALLEGED DAMAGE OR LOSS
TO AGENCY'S BUSINESS AND ANYRESULTING LOST PROFITS) AND/OR PERSONAL
INJUR Y, INCL UDING DEATH, TO ANY AND ALL PERSONS, ARISING O UT OF OR IN
CONNECTION WITH THIS AGREEMENT, TO THE EXTENT CAUSED BY THE
NEGLIGENT ACTS OR OMISSIONS OR MALFEASANCE OF AGENCY, ITS OFFICERS,
AGENTS, SERVANTS OR EMPLOYEES.
This section shall survive the expiration or termination of this Agreement.
9. ASSIGNMENT AND SUBCONTRACTING.
9.1 Assignment. Agency 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 Agency under which
the assignee agrees to be bound by the duties and obligations of Agency under this Agreement.
Agency and Assignee shall be jointly liable for all obligations of Agency under this Agreement
prior to the effective date of the assignment.
9.2 Subcontract. If City grants consent to a subcontract, subcontractor shall execute a
written agreement with Agency referencing this Agreement under which subcontractor shall agree
to be bound by the duties and obligations of Agency under this Agreement as such duties and
obligations may apply. Agency shall provide City with a fully executed copy of any such
subcontract.
10. INSURANCE.
Agency 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:
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$1,000,000 - Each Occurrence
$2,000,000 - Aggregate
(b) Automobile Liability:
$1,000,000 - Each occurrence on a combined single limit basis
Coverage shall be on any vehicle used by Agency, its employees, agents,
representatives in the course of providing services under this Agreement.
"Any vehicle" shall be any vehicle owned, hired and non -owned.
(c) Worker's Compensation:
Statutory limits according to the Texas Workers' Compensation Act or any
other state workers' compensation laws where the work is being performed
Employers' liability
$100,000 -
Bodily Injury by accident; each accident/occurrence
$100,000 -
Bodily Injury by disease; each employee
$500,000 -
Bodily Injury by disease; policy limit
(d) Professional Liability (Errors & Omissions):
$1,000,000 - Each Claim Limit
$1,000,000 - Aggregate Limit
Professional Liability coverage may be provided through an endorsement
to the Commercial General Liability (CGL) policy, or a separate policy
specific to Professional E&O. Either is acceptable if coverage meets all
other requirements. Coverage shall be claims -made, and maintained for the
duration of the contractual agreement and for 2 years following completion
of services provided. An annual certificate of insurance shall be submitted
to City to evidence coverage.
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 30 days' notice of cancellation or reduction in limits of
coverage shall be provided to City. Ten days' notice shall be acceptable in
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the event of non-payment of premium. Notice shall be sent to City as
provided in the Notice section of this Agreement.
(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 Agency has obtained all required
insurance shall be delivered to the City prior to Agency proceeding with
any work pursuant to this Agreement.
11. COMPLIANCE WITH LAWS, ORDINANCES, RULES AND REGULATIONS.
Agency 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 Agency of any violation of such laws,
ordinances, rules or regulations, Agency shall immediately desist from and correct the violation.
12. NON-DISCRIMINATION COVENANT.
Agency, for itself, its personal representatives, assigns, sub vendors and successors in
interest, as part of the consideration herein, agrees that in the performance of Agency'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 AGENCY,
ITS PERSONAL REPRESENTATIVES, ASSIGNS, SUB VENDORS OR SUCCESSORS
IN INTEREST, AGENCY AGREES TO ASSUME SUCH LIABILITY AND TO
INDEMNIFY AND DEFEND CITY AND HOLD CITY HARMLESS FROM SUCH
CLAIM.
This section shall survive the expiration or termination of this Agreement.
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
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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
Neighborhood Services Department
Attn: Tara Perez, Directions Home Manager
200 Texas Street
Fort Worth, TX 76102-6314
Phone: (817) 392- 2235
With copy to City Attorney's Office at same
address
14. SOLICITATION OF EMPLOYEES.
To Agency:
WhenWeLove
Attn: Gary Wilkerson
1100 E. Lancaster
Fort Worth TX 76102
Neither City nor Agency shall, during the term of this Agreement and additionally for a
period of 1 year after its termination, solicit for employment or employ, whether as employee or
independent contractor, any person who is or has been employed by the other during the term of
this Agreement, without the prior written consent of the person's employer. Notwithstanding the
foregoing, this provision shall not apply to an employee of either Party who responds to a general
solicitation of advertisement of employment by either Party.
15. GOVERNMENTAL POWERS.
It is understood and agreed that by execution of this Agreement, neither the City nor the
Agency waives or surrenders any of their governmental powers or immunities. Notwithstanding
the forgoing, WhenWeLove agrees that if WhenWeLove is a charitable or nonprofit organization
and has or claims an immunity or exemption (statutory or otherwise) from and against liability for
damages or injury, including death, to persons or property, WhenWeLove hereby expressing
waives its rights to plead defensively such immunity or exemption as against the City. This section
shall not be constructed to affect a governmental entity's immunities under constitutional, statutory
or common law plead against any other entity other than the City.
16. NO WAIVER.
The failure of City or Agency 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
Agency's respective right to insist upon appropriate performance or to assert any such right on any
future occasion.
17. GOVERNING LAW / VENUE.
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This Agreement shall be construed in accordance with the laws of the State of Texas. If
any action, whether real or asserted, at law or in equity, is brought pursuant to this Agreement,
venue for such action shall lie in state courts located in Tarrant County, Texas or the United States
District Court for the Northern District of Texas, Fort Worth Division.
18. SEVERABILITY.
If any provision of this Agreement is held to be invalid, illegal or unenforceable, the
validity, legality and enforceability of the remaining provisions shall not in any way be affected or
impaired.
19. FORCE MAJEURE.
City and Agency shall exercise their best efforts to meet their respective duties and
obligations as set forth in this Agreement, but shall not be held liable for any delay or omission in
performance due to force majeure or other causes beyond their reasonable control, including, but
not limited to, compliance with any government law, ordinance or regulation, acts of God, acts of
the public enemy, fires, strikes, lockouts, natural disasters, wars, riots, epidemics or pandemics,
material or labor restrictions by any governmental authority, transportation problems, restraints or
prohibitions by any court, board, department, commission, or agency of the United States or of
any States, civil disturbances, other national or regional emergencies, and/or any other similar
cause not enumerated herein but which is beyond the reasonable control of the Party whose
performance is affected (collectively "Force Majeure Event"). The performance of any such
obligation is suspended during the period of, and only to the extent of, such prevention or
hindrance, provided the affected Party provides notice of the Force Majeure Event, and an
explanation as to how it hinders the party's performance, as soon as reasonably possible, as
determined in the City's discretion, after the occurrence of the Force Majeure Event. The form of
notice required by this section shall be the same as section 13 above.
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", "C", "D" and "E".
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22. AMENDMENTS/ MODIFICATIONS/ EXTENSIONS.
No amendment, modification, or extension of this Agreement shall be binding upon a Party
hereto unless set forth in a written instrument, which is executed by an authorized representative
of each Party.
23. ENTIRETY OF AGREEMENT.
This Agreement, including Exhibits "A", "B", "C", "D", and "E" contains the entire
understanding and agreement between City and Agency, their assigns and successors in interest,
as to the matters contained herein. Any prior or contemporaneous oral or written agreement is
hereby declared null and void to the extent in conflict with any provision of this Agreement.
24. COUNTERPARTS.
This Agreement may be executed in one or more counterparts and each counterpart shall,
for all purposes, be deemed an original, but all such counterparts shall together constitute one and
the same instrument.
25. WARRANTY OF SERVICES.
Agency warrants that its services will be of a professional quality and conform to generally
prevailing industry standards. City must give written notice of any breach of this warranty within
30 days from the date that the services are completed. In such event, at Agency's option, Agency
shall either (a) use commercially reasonable efforts to re -perform the services in a manner that
conforms to the warranty, or (b) refund the fees paid by City to Agency for the nonconforming
services.
26. IMMIGRATION NATIONALITY ACT.
Agency shall verify the identity and employment eligibility of its employees who perform
working under this Agreement, including completing the Employment Eligibility Verification
Form (I-9). Upon request by City, Agency shall provide City with copies of all I-9 forms and
supporting eligibility documentation for each employee who perform work under this Agreement.
Agency shall adhere to all Federal and State laws as well as establish appropriate procedures and
controls so that no services will be performed by any Vendor employee who is not legally eligible
to perform such services. AGENCY SHALL, TO THE EXTENT ALLOWEED BY LAW,
INDEMNIFY CITY AND HOLD CITY HARMLESS FROM ANY PENALTIES, LIABILITIES,
OR LOSSES DUE TO VIOLATIONS OF THIS PARAGRAGH BY AGENCY, AGENCY'S
EMPLOYEES, SUBCONTRACTORS, AGENCTS, OR LICENSEES. City, upon written notice
to Agency, shall have the right to immediately terminate this Agreement for violations of this
provision by Agency.
27. OWNERSHIP OF WORK PRODUCT.
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City shall be the sole and exclusive owner of all reports, work papers, procedures, guides,
and documentation, created, published, displayed, and/or produced in conjunction with the
services provided under this Agreement (collectively, "Work Product"). Further, City shall be
the sole and exclusive owner of all copyright, patent, trademark, trade secret and other proprietary
rights in and to the Work Product. Ownership of the Work Product shall inure to the benefit of
City from the date of conception, creation or fixation of the Work Product in a tangible medium
of expression (whichever occurs first). Each copyrightable aspect of the Work Product shall be
considered a "work -made -for -hire" within the meaning of the Copyright Act of 1976, as amended.
If and to the extent such Work Product, or any part thereof, is not considered a "work -made -for -
hire" within the meaning of the Copyright Act of 1976, as amended, Agency hereby expressly
assigns to city all exclusive right, title and interest in and to the Work Product, and all copies
thereof, and in and to the copyright, patent, trademark, trade secret, and all other proprietary rights
therein, that City may have or obtain, without further consideration, free from any claim, lien for
balance due, or rights of retention thereto on the part of City.
28. CHANGE IN COMPANY NAME OR OWNERSHIP
Agency shall notify City's Assistant City Manager, in writing, of a company name,
ownership, or address change for the purpose of maintaining updated city records. The chief
executive officer of Agency or authorized official must sign the letter. A letter indicating changes
in a company name or ownership must be accompanied with supporting legal documentation such
as an updated W-9, documents filed with the state indicating such change, copy of the board of
director's resolution approving the action, or an executed merger or acquisition agreement. Failure
to provide the specified documentation so may adversely impact future invoice payments.
29. SIGNATURE AUTHORITY.
The person signing this Agreement hereby warrants that he/she has the legal authority to
execute this Agreement on behalf of the respective Party, and that such binding authority has been
granted by proper order, resolution, ordinance or other authorization of the entity. This Agreement
and any amendment hereto, may be executed by any authorized representative of Agency. Each
Party is fully entitled to rely on these warranties and representations in entering into this
Agreement or any amendment hereto.
30. PROHIBITION ON CONTRACTING WITH COMPANIES THAT BOYCOTT
ISRAEL
Agency shall verify the identity and employment eligibility of its employees who perform
working under this Agreement, including completing the Employment Eligibility Verification
Form (I-9). Upon request by City, Agency shall provide City with copies of all I-9 forms and
supporting eligibility documentation for each employee who perform work under this Agreement.
Agency shall adhere to all Federal and State laws as well as establish appropriate procedures and
controls so that no services will be performed by any Vendor employee who is not legally eligible
to perform such services. AGENCY SHALL, TO THE EXTENT ALLOWEED BY LAW,
INDEMNIFY CITY AND HOLD CITY HARMLESS FROM ANY PENALTIES, LIABILITIES,
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OR LOSSES DUE TO VIOLATIONS OF THIS PARAGRAGH BY AGENCY, AGENCY'S
EMPLOYEES, SUBCONTRACTORS, AGENCTS, OR LICENSEES. City, upon written notice
to Agency, shall have the right to immediately terminate this Agreement for violations of this
provision by Agency.
31. PROHIBITION ON BOYCOTTING ENERGY COMPANIES
Agency 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, Agency certifies that Agency's signature provides written verification to the City that
Agency: (1) does not boycott energy companies; and (2) will not boycott energy companies during
the term of this Agreement.
32. PROHIBITION ON DISCRIMINATION AGAINST FIREARM AND
AMMUNITION INDUSTRIES
Agency acknowledges that except as otherwise provided by Chapter 2274 of the Texas
Government Code, as added by Acts 2021, 87th Leg., R.S., S.B. 19, § 1, the City is prohibited
from entering into a contract for goods or services that has a value of $100,000 or more 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, Agency
certifies that Agency's signature provides written verification to the City that Agency: (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.
31. CONFIDENTIAL INFORMATION
Agency acknowledges that the City is a governmental entity and is subject to the Texas
Public Information Act ("Act"). By executing this agreement, Agency acknowledges that this
agreement will be publicly available on the City's website, and Agency is therefore waiving any
CITY OF FORT WORTH AGREEMENT WITH WHENWELOVE FOR COLD WEATHER SHELTER
OPERATIONS Page 13 of 24
claim of confidentiality, whether based in statute or the common law, to any and all materials
contained as part of this agreement including all documents and information referenced herein or
attached hereto.
[SIGNATURE PAGE TO FOLLOW]
CITY OF FORT WORTH AGREEMENT WITH WHENWELOVE FOR COLD WEATHER SHELTER
OPERATIONS Page 14 of 24
IN WITNESS WHEREOF, the Parties hereto have executed this Agreement in multiple
originals on the date written below their respective signatures to be effective on the Effective
Date.
ACCEPTED AND AGREED:
CITY OF FORT WORTH:
By:
Name: Fernando Costa
Title: Assistant City Manager
Date: Oct 31, 2023
APPROVAL RECOMMENDED:
By:
Name: Victor Turner
Title: Director, Neighborhood Services
ATTEST:
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Name: Jannette S. Goodall
Title: City Secretary
AGENCY:
WHENWELOVE:
By: Gary WiTkAon ct31, 202313:06 CDT)
Name: Gary Wilkerson
Title: Chief Executive Officer
Date: Oct 31, 2023
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.
TPA C� AIL
By: Tara Perez (Oct 31, 2023 13:29 CDT)
Name: Tara Perez
Title: Directions Home Manager
APPROVED AS TO FORM AND LEGALITY:
i
Letrie punt(Oct 31, 202316:44 CDT)
Name: Leslie L. Hunt
Title: Senior Assistant City Attorney
CONTRACT AUTHORIZATION:
M&C: 23-0862
1295:
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
CITY OF FORT WORTH AGREEMENT WITH WHENWELOVE FOR COLD WEATHER SHELTER
OPERATIONS Page 15 of 24
EXHIBIT "A"
SCOPE OF SERVICES
COLD WEATHER EMERGENCY OVERFLOW SHELTER
WHENWELOVE will do the following:
Agency shall provide staffing for the cold weather emergency overflow shelter sites and contract
with needed vendors to provide 200 cold weather emergency overflow beds on an as needed basis:
A. In General
Eligible households are individuals in the City of Fort Worth who meet the United States
Department of Housing and Urban Development (HUD) definition of literally homeless;
B. Definitions
Cold Weather Trigger nights are defined as nights with the City's Office of Emergency
Management predicts:
Temperature will be below 40 degrees in wet conditions, 35 degrees in dry conditions or a wind
chill of 32 degrees for three consecutive overnight hours
Cold Weather Emergency Overflow Locations are:
Riverside Community Center — 3700 E. Belknap Street, Fort Worth
Haws Athletic Center — 500 Congress Street, Fort Worth
C. Agency Responsibilities
Agency will:
• Recruit a pool of contract workers
• Train recruited contract workers on cold weather emergency overflow shelter process and
procedures
0 Contract with vendors (as needed) for laundry and janitorial services
• Ensure sufficient staff are onsite at cold weather emergency overflow locations by 7pm
0 Notify contracted staff they can leave at 9pm if that site has no guests
• Provide oversight of the sites from 7pm to Gam
CITY OF FORT WORTH AGREEMENT WITH WHENWELOVE FOR COLD WEATHER SHELTER
OPERATIONS Page 16 of 24
• Ensure shelter staff:
o greet guests,
o sign in with scancard or enter into HMIS if no scan card,
o hand out blankets,
o direct guests to cots,
o let guests know where restrooms are, rules,
o walk through shelter,
o wake up guests and direct them to depart at Gam
• Ensure contractors fulfill obligations including pick up, laundering and return of blankets,
cleaning of facility
• Ensure that contract employees and contract vendors are paid in a timely manner
Evaluation:
Evaluation meetings will be held with Directions Home staff to continually evaluate program and
Agency shall comply as necessary and in good faith.
Financial reporting:
Reimbursement Requests and any necessary supporting documentation and reports will be
submitted by the 151h of every month in format of Exhibit "C".
Programmatic reporting:
Monthly reports will be submitted by the 15m of every month in format of Exhibit "D". Quarterly
reports will be submitted by the 15m of July, October, January and April in the format of Exhibit
«D».
CITY OF FORT WORTH AGREEMENT WITH WHENWELOVE FOR COLD WEATHER SHELTER
OPERATIONS Page 17 of 24
EXHIBIT `B"
BUDGET
Agency will submit invoice for reimbursement by the 15t' of the month following the month
services were provided.
This report shall itemize each monthly expense requested for reimbursement by the Agency and
shall be included in Budget submitted. In order for this report to be complete the following must
be submitted:
For payroll expenses, timesheets signed and dated by both the employee and supervisor
with the program fund code of time being billed to City /Directions Home. Electronic
time sheets are acceptable but must show date timestamp of employee submission and
supervisor approval. Paystub must include pay period, date paid, amount and expenses
(salary, FICA, benefits etc). If pay stubs are unavailable, payroll registries with
applicable expenses highlighted and labeled will suffice. Agency may not submit
payroll expenses dated 60 calendar days prior to the date of the Reimbursement Request
with the exception of the first Reimbursement Request which may include items from
the Effective Date of the Agreement to the end of the reporting month or with written
permission from Directions Home staff so long as such changes are otherwise in
accordance with the Agreement.
For non -payroll expenses, invoices for each expense listed. Agency may not submit
invoices dated 60 calendar days prior to the date of the Reimbursement Request with
the exception of the first Reimbursement Request which may include items from the
Effective Date of the Agreement to the end of the reporting month or with written
permission from Directions Home staff so long as such changes are otherwise in
accordance with the Agreement.
Proof that each expense was paid by the Agency, which proof can be satisfied by
cancelled checks. If a cancelled check is not possible, a bank statement with the expense
highlighted and labeled will suffice.
If allocations percentages are used, all documentation must be submitted with the first
month's invoice and if changes are made, new allocation documentation submitted with
invoice.
For the audit, bank statements showing payments, Form 941s and allocation
documentation will be reviewed.
CITY OF FORT WORTH AGREEMENT WITH WHENWELOVE FOR COLD WEATHER SHELTER
OPERATIONS Page 18 of 24
PROGRAM COSTS
Total
$200,000.00
A. SALARIES (By title
Contracted screening and shelter staff
$108,000.00
Executive Director
$31,000.00
SALARIES TOTAL:
$139,000.00
B. FRINGE BENEFITS
FRINGE BENEFITS TOTAL:
$5,270.00
C. MILEAGE
MILEAGE TOTAL:
D. CELL PHONES/EQUIPMENT
CELL PHONES/EQUIPMENT TOTAL:
E. CLIENT EXPENSES
CLIENT EXPENSES TOTAL:
F. OTHER APPROVED
Indirect
$14,427.00
Janitorial Services
$16,700.00
Laundry Services
$18,456.00
Supplies
$3,147.00
Bus Passes
$3,000.00
OTHER APPROVED TOTAL:
TOTAL PROGRAM COST:
$200,000.00
Supportive Services Agreement — Exhibits Page 19 of 24
EXHIBIT "C"
REIMBURSEMENT REQUEST FORM
Expenses
Name of employee or
client
Amount
Invoiced
Date
Check
No.
Expense: Personnel
Salary
Salary
Salary
Salary Total:
FICA (Medicare/Social Security)
FICA (Medicare/Social Security)
FICA (Medicare/Social Security)
Health Insurance
Health Insurance
Health Insurance
Dental Insurance
Dental Insurance
Dental Insurance
Life Insurance
Life Insurance
Life Insurance
Disability Insurance
Disability Insurance
Disability Insurance
Retirement
Retirement
Retirement
Unemployment Insurance
Unemployment Insurance
Unemployment Insurance
Workers Compensation
Workers Compensation
Workers Compensation
Total of all Benefits:
Mileage
Mileage
Mileage
Mileage Total:
CITY OF FORT WORTH AGREEMENT WITH WHENWELOVE FOR COLD WEATHER SHELTER
OPERATIONS Page 20 of 24
Cell phone
Cell phone
Cell phone
Cell Phone Total:
Type of Client
Expense/Vendor
Client Expense Total:
Operations/Vendor:
Operations Total:
Other
Other Total:
Total Invoiced Amount
Attestation
Contractor:
Program:
Name of Person submitting
report:
Date Range Covered by this
report:
I have reviewed this report and
certify that it is a complete,
accurate, and up-to-date
reflection of the services
rendered under the terms of our
Agreement with the City of Fort
Worth.
Signature:
Total
Budget Category
Salaries
Fringe Benefits
Mileage
Cell
phone/Equipment
Client Costs
Other
Total
A B
C
Total Previous This
Budget Reimbursements Month's
Amount Requested Request
D
Total Request
to Date (B+D)
E
Remaining
Balance Available
(A-D)
CITY OF FORT WORTH AGREEMENT WITH WHENWELOVE FOR COLD WEATHER SHELTER
OPERATIONS Page 21 of 24
EXHIBIT "D"
REPORTING FORMS
Quarterly Report
Current Reporting
Quarter
Submitting Agency
Contact Name
Phone Number and
Email
Remit Address
Please include outcome narrative that describes how measure was accomplished for each
quarter.
Effectiveness Measures and Quarterly Outcomes
Measure 1
0 Provide staffing on all cold weather trigger nights up to 200 beds
Outcome
Measure 2
. Ensure all vendors provide needed services and/or supplies
Outcome
I have reviewed this report and certify that the measures provided are accurate and
appropriately reflect the Directions Home goals set forth in the contract.
Authorized Signatory
Date
Signatory Title
CITY OF FORT WORTH AGREEMENT WITH WHENWELOVE FOR COLD WEATHER SHELTER
OPERATIONS Page 22 of 24
Monthly Report
If the new Tarrant County Homeless Coalition software system is able to pull data included in
monthly reports included herein and Directions Home staff confirms and agrees in writing, those
reports can be substituted for reports included herein.
Date of # of guests at # of guests at
Activation Riverside Haws Athletic
Center
CITY OF FORT WORTH AGREEMENT WITH WHENWELOVE FOR COLD WEATHER SHELTER
OPERATIONS Page 23 of 24
EXHIBIT "E"
REQUEST FOR BUDGET MODIFICATION
Date
Submitting Agency
Contact Name
Phone Number and Email
Remit Address
PROGRAM COSTS
Budget Category
Approved Budget
Change Requested
Revised Budget
Salaries
Fringe Benefits
Mileage
Cell Phones/Equipment
Client Costs
Other Approved
Indirect
Total Costs
Up to 5% of any budgeted line -item does not need prior approval but form must be sent
to City with monthly RFR
More than 5% of any budgeted line -item must have prior City approval
An increase in a zero line -item must have prior City approval
Modification Narrative (describe in detail what change is for)
I have reviewed this request and certify that the listed modifications are correct.
Authorized Signatory Signatory Title
Date
STAFF USE ONLY
Modification Approved Modification NOT Approved
Staff Signature Date
Supportive Services Agreement — Exhibits Page 24 of 24
REFERENCE **M&C 23- 19AMENDMENTS AND NEW
DATE: 10/17/2023 NO.: 0862 LOG NAME: HOMELESS SERVICES
CONTRACT
CODE: C TYPE: CONSENT PUBLIC NO
HEARING:
SUBJECT: (ALL) Authorize Execution of Amendments to Contracts with (i) the Presbyterian Night
Shelter of Tarrant County, Inc., Increasing Contract Amount by $498,373.00 for a Total
Contract Amount of $1,556,746.00, (ii) Day Resource Center for the Homeless, Increasing
Contract Amount by $225,000.00 for a Total Contract Amount of $425,977.00, (iii) My
Health, My Resources of Tarrant County, Increasing Contract Amount by $225,000.00 for a
Total Contract Amount of $750,000.00, and (iv) Tarrant County Homeless Coalition,
Increasing Contract Amount by $116,332.00 for a Total Contract Amount of $150,000.00,
and Authorize Execution of Contract with When We Love for $200,000.00 for the
Continuation of Directions Home Initiatives; Find that Amendments and Contracts Serve a
Public Purpose and that Adequate Controls are in Place
RECOMMENDATION:
It is recommended that the City Council:
1. Authorize the City Manager or his designee to execute an amendment to agreement with
The Presbyterian Night Shelter of Tarrant County Inc., in the amount of $498,373.00 for a
total contract amount of $1,556,746.00;
2. Authorize the City Manager or his designee to execute an amendment to agreement with
Day Resource Center for the Homeless DBA DRC-Solutions, in the amount of $225,000.00
for a total contract amount of $425,977.00;
3. Authorize the City Manager or his designee to execute an amendment to agreement with My
Health, My Resources of Tarrant County, in the amount of $225,000.00 for a total contract
amount of $750,000.00;
4. Authorize the City Manager or his designee to execute an amendment to agreement with
Tarrant County Homeless Coalition in the amount of $116,332.00 for a total contract
amount of $150.000.00;
5. Authorize the City Manager or his designee to execute a contract with When We Love for
$200,000.00;
6. Authorize the City Manager or his designee to amend the agreements if necessary to
achieve program goals provided the amendment is within the scope of the program and in
compliance with City policies and applicable laws and regulations; and
7. Find that such amendments serve a public purpose and that adequate controls are in place.
DISCUSSION:
In its 2023 State of the Homeless Report, Tarrant County Homeless Coalition (TCHC) announced a
22\% increase in overall homelessness and 27\% increase in family homelessness compared to 2020.
To respond to the increased needs of the homeless system, upon approval of the Fiscal Year 2024
Adopted Budget by Mayor and Council, three decision packages were authorized to expand programs
serving those experiencing homelessness for rapid exit, permanent supportive housing, and cold
weather sheltering.
In 2019, the City of Fort Worth (City) introduced a rapid exit program to the homeless system. Rapid
exit provides brief rental assistance and case management to help quickly house households who do
not need ongoing rental assistance or case management. The City contracted with Presbyterian Night
Shelter of Tarrant County, Inc. (PNS) to provide rapid exit and diversion services. Diversion in the local
homeless system means exiting someone back to housing within 14 days.
Even those households who are employed or have benefits rarely have $3,000.00 or more saved to
lease an apartment. This program allows people who are employed to quickly get off the street or out
of the shelter by paying for fees associated with moving into an apartment, in addition to one to three
months' rent. This reduces the person's time in homelessness and also frees up emergency shelter
beds. Since 2019, PNS has moved 873 households including 597 children into housing through the
rapid exit program. For households who exited the program, the rate of return to homelessness was
11\% (the national goal is less than 15\%). The amendment will bring the total contract amount to
$1, 556, 476.00.
The City has long been committed to permanent supportive housing. When TCHC received 368
Emergency Housing Vouchers from the Texas Department of Housing and Community Affairs, the City
saw an opportunity to leverage this new resource to boost the supply of permanent supportive housing
by offering case management to 175 households with these vouchers. The households served are a
mix of chronically homeless households and disabled family households in order to be responsive to
the family homelessness crisis.
The recommendation is to increase DRC-Solutions' permanent supportive housing case management
contract in the amount of $225,000.00 for a total contract amount of $425,977.00 and to increase the
My Health, My Resources of Tarrant County (MHMR) permanent supportive housing contract in the
amount of $225,000.00 for a total contract amount of $750,000.00. This reflects an increase of
$450,000.00 for permanent supportive housing case management services.
The recommendation is to increase Tarrant County Homeless Coalition's navigation contract in order to
continue to provide two outreach workers who work with the Police Department's Homeless Outreach
Program and Enforcement (HOPE) Team to provide mobile navigation services which connect those
experiencing unsheltered homelessness to services and provide housing assessments. These
positions were previously funded by a community partner agency with federal funds related to COVID
and have expired. In order to continue this service, the recommendation is to increase the contract in
the amount of $116,332.00 for a total contract amount of $150,000.00.
To provide up to 200 beds for cold weather shelter overflow, the recommendation is to contract with
When We Love to staff overflow shelter(s) at a designated site or sites when the weather reaches
certain temperatures and when all regular shelter beds are full.
Directions Home services and programs are available in ALL COUNCIL DISTRICTS.
FISCAL INFORMATION/CERTIFICATION:
The Director of Finance certifies that upon approval of the above recommendations and adoption of
the Fiscal Year 2024 Budget by the City Council, funds will be available in the Fiscal Year
2024 operating budget, as appropriated, in the General Fund. Prior to an expenditure being incurred,
the Neighborhood Services Department has the responsibility to validate the availability of funds.
TO
Fund Department Account Project Program Activity Budget Reference # Amount
ID ID Year I (Chartfield 2)
FROM
Fund Department Account Project Program Activity Budget Reference # Amount
ID I I ID I I I Year Chartfield 2
Submitted for City Manager's Office by:
Originating Department Head:
Additional Information Contact:
ATTACHMENTS
Fernando Costa (6122)
Victor Turner (8187)
Tara Perez (2235)
CFW 1295 Form WWL CWEOS 2023-2024.pdf (CFW Internal)