HomeMy WebLinkAboutContract 6121161211
City Secretary Contract No.
FORT WORTH.
VENDOR SERVICES AGREEMENT
This VENDOR SERVICES AGREEMENT ("Agreement") is made and entered into by and
between the TAX INCREMENT REINVESTMENT ZONE NUMBER THIRTEEN BOARD ("TIF
13"), and Interface Studio, LLC ("Vendor"), a Pennsylvania Limited Liability Corporation, each
individually referred to as a "party" and collectively referred to as the "parties."
AGREEMENT DOCUMENTS:
The Agreement documents shall include the following:
1. This Vendor Services Agreement;
2. Exhibit A — Scope of Services;
3. Exhibit B — Price Schedule; and
4. Exhibit C — Verification of Signature Authority Form.
Exhibits A, B and C, 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 or C 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. Research for and creation of a Woodhaven Neighborhood
Transformation Plan. Exhibit "A," - Scope of Services more specifically describes the services to be
provided hereunder.
2. Term. This Agreement shall begin on the date signed by the Chairperson of TIF 13 below
("Effective Date") and shall expire fourteen (14) months after the Effective Date (`Expiration Date"), unless
terminated earlier in accordance with this Agreement ("Initial Term").
3. Compensation. TIF 13 shall pay Vendor an amount not to exceed three hundred fifty
thousand dollars ($350,000.00) in accordance with the provisions of this Agreement and Exhibit `B,"
Payment Schedule, which is attached hereto and incorporated herein for all purposes. Vendor shall not
perform any additional services for TIF 13 not specified by this Agreement unless TIF 13 requests and
approves in writing the additional costs for such services. TIF 13 shall not be liable for any additional
expenses of Vendor not specified by this Agreement unless TIF 13 first approves such expenses in writing.
TIF 13 agrees to pay all invoices of Vendor within thirty (30) days of receipt of such invoice.
4. Termination.
4.1. Written Notice. TIF 13 or Vendor may terminate this Agreement at any time and
for any reason by providing the other party with 30 days' written notice of termination.
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
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4.2 Non -appropriation of Funds. In the event no funds or insufficient funds are
appropriated by TIF 13 in any fiscal period for any payments due hereunder, TIF 13 will notify
Vendor 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 TIF 13 of any kind
whatsoever, except as to the portions of the payments herein agreed upon for which funds have
been appropriated.
4.3 Duties and Obliaations of the Parties. In the event that this Agreement is
terminated prior to the Expiration Date, TIF 13 shall pay Vendor for services actually rendered up
to the effective date of termination and Vendor shall continue to provide TIF 13 with services
requested by TIF 13 and in accordance with this Agreement up to the effective date of termination.
Upon termination of this Agreement for any reason, Vendor shall provide TIF 13 with copies of all
completed or partially completed documents prepared under this Agreement. In the event Vendor
has received access to TIF 13 Information or data as a requirement to perform services hereunder,
Vendor shall return all TIF 13 provided data to TIF 13 in a machine readable format or other format
deemed acceptable to TIF 13.
5. Disclosure of Conflicts and Confidential Information.
5.1 Disclosure of Conflicts. Vendor hereby warrants to TIF 13 that Vendor
has made full disclosure in writing of any existing or potential conflicts of interest related to
Vendor's services under this Agreement. In the event that any conflicts of interest arise after the
Effective Date of this Agreement, Vendor hereby agrees immediately to make full disclosure to
TIF 13 in writing.
5.2 Confidential Information. Vendor, for itself and its officers, agents and employees,
agrees that it shall treat all information provided to it by TIF 13 ("TIF 13 Information") as
confidential and shall not disclose any such information to a third party without the prior written
approval of TIF 13.
5.3 Public Information Act. TIF 13 is a government entity under the laws of the State
of Texas and all documents held or maintained by TIF 13 are subject to disclosure under the Texas
Public Information Act. In the event there is a request for information marked Confidential or
Proprietary, TIF 13 shall promptly notify Vendor. It will be the responsibility of Vendor to submit
reasons objecting to disclosure. A determination on whether such reasons are sufficient will not be
decided by TIF 13, but by the Office of the Attorney General of the State of Texas or by a court of
competent jurisdiction.
5.3 Unauthorized Access. Vendor shall store and maintain TIF 13 Information in a
secure manner and shall not allow unauthorized users to access, modify, delete or otherwise corrupt
TIF 13 Information in any way. Vendor shall notify TIF 13 immediately if the security or integrity
of any TIF 13 Information has been compromised or is believed to have been compromised, in
which event, Vendor shall, in good faith, use all commercially reasonable efforts to cooperate with
TIF 13 in identifying what information has been accessed by unauthorized means and shall fully
cooperate with TIF 13 to protect such TIF 13 Information from further unauthorized disclosure.
6. Riaht to Audit. Vendor agrees that TIF 13 shall, until the expiration of three (3) years
after final payment under this Agreement, or the final conclusion of any audit commenced during the said
three years, have access to and the right to examine at reasonable times any directly pertinent books,
documents, papers and records, including, but not limited to, all electronic records, of Vendor involving
transactions relating to this Agreement at no additional cost to TIF 13. Vendor agrees that TIF 13 shall have
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access during normal working hours to all necessary Vendor facilities and shall be provided adequate and
appropriate work space in order to conduct audits in compliance with the provisions of this section. TIF 13
shall give Vendor reasonable advance notice of intended audits.
7. Independent Contractor. It is expressly understood and agreed that Vendor 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 TIF 13. Subject to and in accordance with the conditions and
provisions of this Agreement, Vendor 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, Vendors and subVendors. Vendor acknowledges that the doctrine of respondeat superior shall
not apply as between TIF 13, its officers, agents, servants and employees, and Vendor, its officers, agents,
employees, servants, Vendors and subVendors. Vendor further agrees that nothing herein shall be
construed as the creation of a partnership or joint enterprise between TIF 13 and Vendor. It is further
understood that TIF 13 shall in no way be considered a Co -employer or a Joint employer of Vendor or any
officers, agents, servants, employees or subVendor of Vendor. Neither Vendor, nor any officers, agents,
servants, employees or subVendor of Vendor shall be entitled to any employment benefits fi•om TIF 13.
Vendor 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 subVendor.
8. Liability and Indemnification.
8.1 LIABILITY- VENDOR 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
VENDOR, ITS OFFICERS, AGENTS, SERVANTS OR EMPLOYEES.
8.2 GENERAL INDEMNIFICATION - VENDOR HEREBY COVENANTS AND
AGREES TO INDEMNIFY, HOLD HARMLESS AND DEFEND CITY OF FORT WORTH
AND TIF 13, ITS OFFICERS, AGENTS, SERVANTS AND EMPLOYEES, FROM AND
AGAINST ANY AND ALL CLAIMS OR LAWSUITS OF ANY KIND OR CHARACTER,
WHETHER REAL OR ASSERTED, FOR EITHER PROPERTYDAMAGE OR LOSSAND/OR
PERSONAL INJURY, INCLUDING DEATH, TO ANY AND ALL PERSONS, ARISING OUT
OF OR IN CONNECTION WITH THIS A GREEMENT, TO THE EXTENT CAUSED BY THE
NEGLIGENT ACTS OR OMISSIONS OR MALFEASANCE OF VENDOR, ITS OFFICERS,
AGENTS, SERVANTS OR EMPLOYEES.
8.3 INTELLECTUAL PROPERTY INDEMNIFICATION — Vendor agrees to
defend, settle, or pay, at its own cost and expense, any claim or action against City of Fort
Worth or TIF 13 for infringement of any patent, copyright, trade mark, trade secret, or
similar property right arising from City of Fort Worth or TIF 13's use of the software and/or
documentation in accordance with this Agreement, it being understood that this agreement
to defend, settle or pay shall not apply if City of Fort Worth or TIF 13 modifies or misuses
the software and/or documentation. So long as Vendor bears the cost and expense of payment
for claims or actions against City of Fort Worth or TIF 13 pursuant to this section, Vendor
shall have the right to conduct the defense of any such claim or action and all negotiations for
its settlement or compromise and to settle or compromise any such claim; however, City of
Fort Worth or TIF 13 shall have the right to fully participate in any and all such settlement,
negotiations, or lawsuit as necessary to protect City of Fort Worth or TIF 13's interest, and
City of Fort Worth or TIF 13 agrees to cooperate with Vendor in doing so. In the event City
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of Fort Worth or TIF 13, for whatever reason, assumes the responsibility for payment of costs
and expenses for any claim or action brought against City of Fort Worth or TIF 13 for
infringement arising under this Agreement, City of Fort Worth or TIF 13 shall have the sole
right to conduct the defense of any such claim or action and all negotiations for its settlement
or compromise and to settle or compromise any such claim; however, Vendor shall fully
participate and cooperate with City of Fort Worth or TIF 13 in defense of such claim or
action. City of Fort Worth or TIF 13 agrees to give Vendor timely written notice of any such
claim or action, with copies of all papers City of Fort Worth or TIF 13 may receive relating
thereto. Notwithstanding the foregoing, City of Fort Worth or TIF 13's assumption of
payment of costs or expenses shall not eliminate Vendor's duty to indemnify City of Fort
Worth or TIF 13 under this Agreement. If the software and/or documentation or any part
thereof is held to infringe and the use thereof is enjoined or restrained or, if as a result of a
settlement or compromise, such use is materially adversely restricted, Vendor shall, at its own
expense and as City of Fort Worth or TIF 13's sole remedy, either: (a) procure for City of
Fort Worth or TIF 13 the right to continue to use the software and/or documentation; or (b)
modify the software and/or documentation to make it non -infringing, provided that such
modification does not materially adversely affect City of Fort Worth or TIF 13's authorized
use of the software and/or documentation; or (c) replace the software and/or documentation
with equally suitable, compatible, and functionally equivalent non -infringing software and/or
documentation at no additional charge to City of Fort Worth or TIF 13; or (d) if none of the
foregoing alternatives is reasonably available to Vendor terminate this Agreement, and
refund all amounts paid to Vendor by City of Fort Worth or TIF 13, subsequent to which
termination City of Fort Worth or TIF 13 may seek any and all remedies available to City of
Fort Worth or TIF 13 under law.
AssiEnment and Subcontracting.
9.1 Asiinment. Vendor shall not assign or subcontract any of its duties, obligations
or rights under this Agreement without the prior written consent of TIF 13, If TIF 13 grants consent
to an assignment, the assignee shall execute a written agreement with TIF 13 and Vendor under
which the assignee agrees to be bound by the duties and obligations of Vendor under this
Agreement. Vendor and Assignee shall be jointly liable for all obligations of Vendor under this
Agreement prior to the effective date of the assignment.
9.2 Subcontract. If TIF 13 grants consent to a subcontract, sub Vendor shall execute
a written agreement with Vendor referencing this Agreement under which sub Vendor shall agree
to be bound by the duties and obligations of Vendor under this Agreement as such duties and
obligations may apply. Vendor shall provide TIF 13 with a fitlly executed copy of any such
subcontract.
10. Insurance. Vendor shall provide TIF 13 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 Coveraee and Limits
(a) Cormnercial General Liability:
$1,000,000 - Each Occurrence
$2,000,000 - Aggregate
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(b) Automobile Liability:
$1,000,000 - Each occurrence on a combined single limit basis
Coverage shall be on any vehicle used by Vendor, 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 two (2) years following completion of services provided. An
annual certificate of insurance shall be submitted to TIF 13 to evidence coverage.
10.2 General Requirements
(a) The commercial general liability and automobile liability policies shall
name TIF 13 as an additional insured thereon, as its interests may appear. The term
TIF 13 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 TIF 13.
(c) A minimum of Thirty (30) days' notice of cancellation or reduction in
limits of coverage shall be provided to TIF 13. Ten (10) days' notice shall be
acceptable in the event of non-payment of premium. Notice shall be sent to the
Risk Manager, TIF 13 of Fort Worth, 200 Texas Street, Fort Worth, Texas 76102,
with copies to the Fort Worth TIF 13 Attorney at the same address.
(d) The insurers for all policies must be licensed and/or approved to do
business in the State of Texas. All insurers must have a minimum rating of A- VII
in the current A.M. Best Key Rating Guide, or have reasonably equivalent financial
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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 TIF 13 to request required insurance
documentation shall not constitute a waiver of the insurance requirement.
(f) Certificates of Insurance evidencing that Vendor has obtained all required
insurance shall be delivered to TIF 13 prior to Vendor proceeding with any work
pursuant to this Agreement.
11. Compliance with Laws, Ordinances, Rules and Regulations. Vendor 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 TIF 13 notifies
Vendor of any violation of such laws, ordinances, rules or regulations, Vendor shall immediately desist
from and correct the violation.
12. Non -Discrimination Covenant. Vendor, for itself, its personal representatives, assigns,
subVendors and successors in interest, as part of the consideration herein, agrees that in the performance
of Vendor'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 VENDOR, ITS
PERSONAL REPRESENTATIVES, ASSIGNS, SUBVENDORSS OR SUCCESSORS IN
INTEREST, VENDOR AGREES TO ASSUME SUCH LIABILITY AND TO INDEMNIFY AND
DEFEND TIF 13 AND HOLD TIF 13 HARMLESS FROM SUCH CLAIM.
13. Notices. Notices required pursuant to the provisions of this Agreement shall be
conclusively determined to have been delivered when (1) hand -delivered to the other party, its agents,
employees, servants or representatives, (2) delivered by facsimile with electronic confirmation of the
transmission, or (3) received by the other party by United States Mail, registered, return receipt requested,
addressed as follows:
To TIF 13:
Attn: Robert Sturns
Economic Development Department
City of Fort Worth
200 Texas Street
Fort Worth, TX 76102-6314
With copy to Fort Worth City Attorney's Office at
same address
To VENDOR:
Interface Studio, LLC
Scott Page Principal
340 N 12' Street
Philadelphia, PA 19107
14. Solicitation of Emplovees. Neither TIF 13 nor Vendor shall, during the term of this
Agreement and additionally for a period of one year after its termination, solicit for employment or employ,
whether as employee or independent contractor, any person who is or has been employed by the other
during the term of this Agreement, without the prior written consent of the 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.
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15. Governmental Powers. It is understood and agreed that by execution of this Agreement,
TIF 13 does not waive or surrender any of its governmental powers or immunities.
16. No Waiver. The failure of TIF 13 or Vendor 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 TIF
13's or Vendor's respective right to insist upon appropriate performance or to assert any such right on any
future occasion.
17. Governing Law / Venue. This Agreement shall be construed in accordance with the laws
of the State of Texas. If any action, whether real or asserted, at law or in equity, is brought pursuant to this
Agreement, venue for such action shall lie in state courts located in Tarrant County, Texas or the United
States District Court for the Northern District of Texas, Fort Worth Division.
18. Severability. If any provision of this Agreement is held to be invalid, illegal or
unenforceable, the validity, legality and enforceability of the remaining provisions shall not in any way be
affected or impaired.
19. Force Mai cure. TIF 13 and Vendor 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, material or labor restrictions by any
govermnental authority, transportation problems and/or any other similar causes.
20. Headings not Controlling. Headings and titles used in this Agreement are for reference
purposes only, shall not be deemed a part of this Agreement, and are not intended to define or limit the
scope of any provision of this Agreement.
21. Review of Counsel. The parties acknowledge that each party and its counsel have
reviewed and revised this Agreement and that the normal rules of construction to the effect that any
ambiguities are to be resolved against the drafting party shall not be employed in the interpretation of this
Agreement or Exhibits A, B, and C.
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 and C, contains the
entire understanding and agreement between TIF 13 and Vendor, 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. Vendor warrants that its services will be of a high quality and
conform to generally prevailing industry standards. TIF 13 must give written notice of any breach of this
warranty within thirty (30) days from the date that the services are completed. In such event, at Vendor's
option, Vendor shall either (a) use commercially reasonable efforts to re -perform the services in a manner
that conforms with the warranty, or (b) refund the fees paid by TIF 13 to Vendor for the nonconforming
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services.
26. Immigration Nationalitv Act. Vendor shall verify the identity and employment eligibility
of its employees who perform work under this Agreement, including completing the Employment
Eligibility Verification Form (I-9). Upon request by TIF 13, Vendor shall provide TIF 13 with copies of
all 1-9 forms and supporting eligibility documentation for each employee who performs work under this
Agreement. Vendor 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. VENDOR SHALL INDEMNIFY TIF 13 AND HOLD TIF 13 HARMLESS
FROM ANY PENALTIES, LIABILITIES, OR LOSSES DUE TO VIOLATIONS OF THIS
PARAGRAPH BY VENDOR, VENDOR'S EMPLOYEES, SUBCONTRACTORS, AGENTS, OR
LICENSEES. TIF 13, upon written notice to Vendor, shall have the right to immediately terminate this
Agreement for violations of this provision by Vendor.
27. Ownership of Work Product. TIF 13 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, TIF
13 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
TIF 13 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 -hue" 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, Vendor hereby expressly assigns to TIF 13 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 TIF 13 may have or obtain, without
further consideration, free from any claim, lien for balance due, or rights of retention thereto on the part of
TIF 13.
28. Signature Authoritv. 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 Vendor whose
name, title and signature is affixed on the Verification of Signature Authority Form, which is attached
hereto as Exhibit "C". Each party is fully entitled to rely on these warranties and representations in entering
into this Agreement or any amendment hereto.
29. Chanee in Companv Name or Ownership. Vendor shall notify TIF 13's Purchasing
Manager, in writing, of a company name, ownership, or address change for the purpose of maintaining
updated TIF 13 records. The president of Vendor 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.
30. No Bovcott of Israel. If Vendor has fewer than 10 employees or this Agreement is for
less than $100,000, this section does not apply. Vendor acknowledges that in accordance with Chapter
2270 of the Texas Government Code, TIF 13 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
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Government Code. By signing this contract, Vendor certifies that Vendor's signature provides written
verification to TIF 13 that Vendor: (1) does not boycott Israel; and (2) will not boycott Israel during
the term of the contract.
31. Prohibition on Boycotting Energy Companies. Vendor 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),
TIF 13 is prohibited from entering into a contract for goods or services that has a value of $100,000 or
more, which will be paid wholly or partly from public funds of TIF 13, with a company (with 10 or more
full-time employees) unless the contract contains a written verification fi•om the company that it: (1) does
not boycott energy companies; and (2) will not boycott energy companies during the tern 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, Vendor certifies that Vendor's signature provides written verification to TIF 13 that
Vendor: (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. Vendor
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), TIF 13 is prohibited from entering into a contract for goods or
services that has a value of $100,000 or more which will be paid wholly or partly from public funds of TIF
13, 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, Vendor
certifies that Vendor's signature provides written verification to TIF 13 that Vendor: (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.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement in multiples.
(signature page follows)
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ACCEPTED AND AGREED:
TIF 13:
By:
Name: Gyna Bivens
Title: Chairperson
Date: 3/21 /24
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City Secretary Contract No.
Vendor:
By:
Name: Scott Page
Title: Principal
Date: Feb 9, 2024
TIF & City of Fort Worth Contract Compliance
By signing, I acknowledge that I am the person responsible fbr the monitoring and administration of this
contract, including and ensuring all performance and reporting requirements.
By.
Name: Lindsay Mesa
Title: Revitalization Coordinator, Economic Development
Approved as to Form and Legality:
By:
Name: John B. Strong
Title: Assistant City Attorney
City Secretary: poFORraa
>o uod
o°gig 9�1d
By:
Name: Jannette S. Goodall
Title: City Secretary
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
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EXHIBIT A
SCOPE OF SERVICES
WOODHAVEN NEIGHBORHOOD TRANSFORMATION PLAN: PROPOSED SCOPE OF SERVICES
TASK 1- GETTING STARTED
TASK 1.1; COORDINATION AND COMMUNICATION
We will determine a communication plan to ensure that we as a team (including the City, Woodhaven Tif Board, Housing
Finance Corporation and key partners) can share files, transfer data and communicate regularly. We will also coordinate
during the process with other planning efforts as identified by local partners. This task includes a kick-off trip at the outset
of the project.
TASK 1.2: DATA REQUEST
Interface Studio will prepare a list of GIS datasets to complete the plan, and work with city departments on identifying the
best source for the data. These datasets include, but are not limited to, parcel information, land use, zoning, crime incidents,
and infrastructure. Our first step is to review the data we currently have from previous projects and confirm that we
are not missing any updated data sets.
TASK 13: REVIEW EXISTING PLANS
We will collect previous plans and information on recently proposed planning initiatives, development projects/capital
expenditures on infrastructure, streets or other improvements in the area. All of the strategies and proposed investments
will be summarized in a chart and graphically on a map for discussion purposes.
TASK 1.4: PUBLIC PARTICIPATION PLAN
To guide the outreach activities, our team will develop a public participation plan in partnership with the partners that
outlines the specific tools, methods and timing for outreach activities. (Please note that while we have outlined tools in this
scope, the public outreach process will truly be defined in coordination with local partners.)
TASK 1.5: CREATION OF THE STEERING COMMITTEE
We will work with the City and local partners to convene a steering committee of stakeholders to establish the processes
and timelines for creating the plan. The group will help us conduct research, check our assumptions, gain further insight
into the community, evaluate our recommendations, and reach out to the community. As a part of this task, we will
coordinate with the City and local partners to identify the appropriate mix of participants for the group, develop a welcome
letter for participants and set a schedule of meetings for the project. After an initial review of the data, we will hold a kick-
off meeting with the steering committee to discuss the process and potential outreach tools to be employed duringthe plan.
TASK 1.6: RESIDENT COMMUNITY CONNECTORS
Interface Studio will work with the Woodhaven Community Development Board to identify local residents to assist with
outreach and communication in the community. This will include helping to administer a community survey, facilitating
community conversation and, helping to promote community events and pop-up meetings. The residents will be paid and
trained by Interface Studio for their work.
TASK 1.7: ONE-ON-ONE STAKEHOLDER INTERVIEWS
To kick start the outreach effort and learn from those who know these neighborhoods best, our team will conduct face -to -
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City Secretary Contract No. 61211
face and/or telephone interviews with "critical actors" or "stakeholders." We expect up to 20 interviews over the course of
the project.
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City Secretary Contract No. 61211
TASK 1.8: MARKETING MATERIALS
Interface Studio will work with local partners to create marketing materials to raise awareness and participation with the
Neighborhood Plan. These could include postcards, flyers, graphics for social media and other products like t-shirts to help
promote specific public events and get the word out about the initiative.
TASK 1.9: STUDY AREA TOUR
As a part of the project kick off, our team would like the opportunity to see the area through the eyes of those who know it
best. We'll need local experts as tour guides to give us guided tours of the neighborhood. It is an opportunity for involved
stakeholders to spend time with us and help us learn more about what makes their neighborhood unique.
TASK 1.10 COMMUNICATIONS
The Collaborative will support the team with communications and community engagement services.
Internal:
The Collaborative will draft an internal communications strategy ensuring regular and timely communications are
established among key internal stakeholders including, City staff and elected officials, community liaisons, strategic
partners and concurrent project leadership. Communications collaterals will be managed by The Collaborative team,
including messaging, ordered outreach and follow-up.
External:
The Collaborative will identify strategic partners/influencers in the community to assist with the dissemination of
information and project ambassadors. Our team will anticipate opportunities to collaborate with existing events and
community activities to reach a variety of residents. As concurrent projects are going on at the same time, The
Collaborative will identify opportunities to separate our project and/or partner with concurrent projects for concise
information when appropriate. As appropriate The Collaborative will interface with media on a proactive or reactive media
management. All external messaging will be developed by audience and provided to all project ambassadors for use in
meetings, media, presentations, panels and/or project status.
Bulleted Services:
• Media Relations
• Community/ Public Relations
• Community Engagement
• Message Development
• Communications outreach strategy
• Elected official/ City of Fort Worth staff/ Stakeholder
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61211
City Secretary Contract No.
TASK 2 - INVENTORY & ANALYSIS
TASK 21 THE PAST AND PRESENT OF THE COMMUNITY
Neighborhoods are, in part, a product of their history. We will research local history to provide a historic basis that informs
our understanding of the community's evolution. This analysis will bring to the fore how the community has changed and
which characteristics have instilled a sense of continuity, place, and pride overtime.
TASK 2.2; DIGESTING THE DATA
Interface Studio will review the data provided by the City and begin to develop presentation maps and summary graphics
for public presentations. This portion of the analysis will provide the following visualizations:
• Context maps illustrating main access points and local economic drivers;
• Current land use, zoning and vacancy;
• Recent revitalization, investments, and proposed developments;
• Urban design assets including walkability and noteworthy buildings / spaces;
• The location and types of arts and cultural resources;
• Community assets such as institutions, employment centers, and open space;
• Infrastructure including water, sewer, stormwater and other data as available
• Crime trends and hot spots.
TASK 2.3: PARCEL RESEARCH AND REDEVELOPMENT DATABASE
To maximize the plan's functionality and support its implementation, the Interface Studio team will integrate our research
findings and the bestavailable data into a comprehensive parcel database that details ownership (public byagency, private
by name), land use, current zoning, parcel size, etc. The intent is to work with local partners to identify critical opportunity
sites and develop a baseline for tracking change over time.
TASK 2.4: PEOPLE PLAN ANALYSIS & COMMUNITY SURVEY
Our team will collect demographic data to understand the current challenges and trends in the community. In addition, we
will design a community survey to identify opportunities and inform a vision for the neighborhood. We can create an on-line
survey tool and a hard copy version for distribution by resident ambassadors. We will graphically summarize survey findings
for discussion during the process.
TASK 2.5; ECONOMIC / MARKET OVERVIEW
The market overview will consider multiple levels of economic opportunity, neighborhood amenity, service businesses and
healthcare that are needed to sustain a viable, equitable neighborhood. This may include a review of existing market
studies, a high level assessment of the business mix and trends and, an analysis of current impediments for mixed -use,
commercial, office and retail development.
TASK 2.6: HOUSING ANALYSIS
Interface Studio will evaluate housing conditions throughout the neighborhood. This analysis may include capturing
information on building conditions, housing tenure & occupancy; unit mix / density; architectural character and quality;
recent housing development or rehab efforts, if applicable; and opportunity sites for infill and redevelopment of vacant or
underutilized land and other key properties.
TASK 2,7: MAPPING OF LOCAL ASSETS
As a part of our data collection we will catalogue all of the existing institutional uses that form the civic backbone of the
community. We will partner with local organizations engaged in asset mapping activities to help jumpstart this analysis. The
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61211
City Secretary Contract No.
intent is to integrate local civic capacity into the neighborhood planning process and provide a true census of the community.
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City Secretary Contract No. 61211
TASK 2,8: TRANSPORTATION OVERVIEW
We will provide a snapshot of existing transportation infrastructure and issues which may include observations of key
neighborhood corridors from the perspective of a pedestrian, a bicyclist, a transit rider, and a driver. A high-level analysis
will be conducted of recent crash data, transit ridership, traffic volumes, sidewalks, bike facilities, and ongoing capital
projects if data is available.
TASK 2,9: PUBLIC EVENTS
Our public events are designed to be interactive and usually follow an open house format where people can attend when it
is most convenient fortheir schedule. Exhibits are designed that help to clearly communicate both what the team is learning
but also what we need to learn from participants. We will work with the City and local partners to determine the best format
for public events based upon local capacity.
We find that two major events during a project are often the most useful to garner feedback on the strategy. The first event
would focus on the neighborhood today based upon the data and information learned frorn the team's interviews and data
analysis. The second event would be focused upon discussing the draft ideas for the neighborhood with engagement
targeted toward helping us to refine and prioritize strategies. We have developed various tools and methods that potentially
include:
• Postcards from the Future: If you visited the area in 2040, what would you see? This is the question we pose to
people through postcards that we design and distribute in key places around town (pre -paid postage of course).
• Photo Suggestion Booth: What is your one big idea for the neighborhood? We don't think anyone will have a
shortage of ideas, so why not capture the idea (and the person's picture) as a part of the process?
• Do -It -Yourself Budgeting: Ever think you could spend money more wisely? This is the public's chance to put their
money where their priorities are. We have created piggy banks and used fake money to help participants
understand budgeting constraints and communicate what is most important to them. We typically use this tool
toward the end of the process to help prioritize recommendations.
• Interactive Mapping: Using stickers and a large map, participants are asked to identify where they live and answer
a simple set of additional questions. We often place serial codes on the stickers to match the locations of where
people live to their priorities.
Our team can also design materials for a mix of "pop-up" meetings to be facilitated by the community leaders and local
partners if there are opportunities to further engage the community within a public meeting or pop-up meeting format.
The stories and information learn during a community process such as this is data that needs the same care afforded to
any other data sources. We will summarize this engagement to identify shared concerns, common themes and potential
solutions, and then carefully analyze what we are hearing and illustrate the findings into graphics that help to tell the story
each neighborhood and its people.
TASK 2.10: COORDINATION MEETINGS
Our team will update the Steering Committee and the client group on the plan and recent findings.
TASK 2.11: SUMMARY OF OPPORTUNITIES AND CHALLENGES
All of the listening, research and analysis will be summarized into a graphically sophisticated summary slideshow.
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City Secretary Contract No. 61211
TASK 3 - VISION & RECOMMENDATIONS
TASK 3.1; VISION & GOALS
Building from the public outreach and data inventory, a draft vision statement and goals for the future of neighborhood will
be developed for review by the Steering Committee.
TASK 3,2; FOCUS GROUP MEETINGS
Interface Studio will work with local partners to organize focus groups to discuss the analysis, findings and initial ideas.
Focus groups are small groups of about 10 participants that allow for a rich discussion of ideas and concerns. We typically
organize focus groups targeted to specific populations or interests. Examples of focus groups or topics include residents,
infrastructure, immigrants, teens, transportation, housing, and artists.
TASK 3.3; DRAFT RECOMMENDATIONS
Our team will develop draft strategies and action steps for achievingthe neighborhood visions to discuss with the Steering
Committee and the public. These may be organized under a few key themes.
FUTURE LAND USE AND DEVELOPMENT
This plan will create proactive strategies to directly impact the physical future of the Woodhaven Neighborhood. As
Woodhaven changes, such change should be grounded in what local partners would like to see for its future. There are
several key components to this task:
• Develop a future land use approach for all of Woodhaven;
• Identify ideal densities and areas of transition to help both protect existing neighborhoods while encouraging
growth where it is appropriate; and
• Make clear recommendations for potential changes to codes and zoning that reflect these goals and strategies.
From this work our team will identify potential development scenarios for key opportunity sites. We will first create a
development program for each site based upon economic & market research. We will then "test fit" a program to each site
to identifythe potential density and layout for discussion with local partners. Think of this as an initial sketch of development
possibilities. We expect this process to generate internal discussion about the conceptual approaches which will enable us
to refine the strategy for each site.
ECONOMIC DEVELOPMENT
To be competitive in attracting business and investments, neighborhoods must also be competitive for attracting workers,
who then become residents. This interconnected approach to living and working in the same community as the complete
"economic development" package requires the ability for a community to provide the right types of housing, infrastructure,
recreation and job opportunities. To meetthese needs goingforward, local partners will need to explore new funding sources
and new approaches, including multiple innovative partnerships, to deliver a holistic approach to economic development.
To best position Woodhaven for long-term sustainability, recommendations will relate to improving the area's competitive
position and diversifying the area's economic base. Recommendations will include:
• Continuing to position Woodhaven as an investment opportunity for a range of uses;
• Strategies to increase confidence and encourage and/or support individual owners thinking of investing including
regulatory and financial incentives;
• Strategies to bring more retail, services and jobs to Woodhaven based upon market findings and available space;
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61211
and
• Working closely with local partners on overcoming implementation barriers.
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61211
City Secretary Contract No.
URBAN DESIGN
The value of the Woodhaven community is judged in part by the activity and interest generated from its streets and public
spaces. For this reason, we will work to create a series of recommendations that will help to augment, or where necessary
transform, the existing streetscape and parks into a source of communal pride and activity. Specifically, we will:
• Create concepts to improve existing parks and key public spaces including gateways, civic spaces and key
corridors;
• Identify opportunities for new and/or expanded park space as appropriate;
• Create an open space framework that serves as an ecological infrastructure that connects Woodhaven, improves
health of the citizens and reduces that amount of stormwater that is compromising water quality; and
• Redesign key streets and intersections to improve safety and accessibility and transform the existing streetscape
into a source of communal pride and activity. Specifically, improvements will be made with the assistance of TPW
to develop a prioritized list of projects and policies for the
o Near term (less than 1 year)
o Short-term (1-4 years)
o Medium -term (5-10 years)
o Long-term (11-25 years)
o By year of expenditure, phase (project development, engineering, construction), planning level cost estimates
and project limits (to/from/at) with description.
PUBLIC SAFETY
Working with community police officers, service providers and community members, the recommendations around public
safety will seek to continue the momentum around community policing and evaluate additional opportunities to create a
safer environment for all residents. Identifying the potential use of TIF funds is an aspect of this task.
PEOPLE PLAN
We will create a series of recommendations that will help to augment, or where necessary transform, neighborhoods so
they are clean, safe, and healthy for all of its residents, with a focus on equitable access to housing, schools, food, parks,
healthcare and services. Recommendations will include strategies to improve access to services and the coordination of
service providers; opportunities for improved economic mobility connected to economic development initiatives; new
programs or services to address issues around education; and opportunities to bring new health care facilities to the
community.
The neighborhood stories and gems will emerge through the asset mapping and community engagement process and can
be celebrated through the recommendations of the plan to enhance the things that make the neighborhood unique. By
strengthening connections to local institutions, local programs and to one another, equity and inclusion will take center
stage in the neighborhood plan. The neighborhood plan is a guide to how the neighborhood should look and feel in the near
future. To ensure it serves those most often less empowered to change their community, the plan must clearly articulate
how the neighborhood should function and for whom.
TASK 3,4: PUBLIC EVENTS
We will design and execute a second public event with local partners, reporting back what we learned from the ongoing
engagement and discussing initial ideas. Residents will weigh in on the range of ideas and scenarios that emerged from
the process to date, work to prioritize them, and identify early action projects. Interface Studio will take this feedback and
integrate them into the plan's recommendations.
TASK 3.5; COORDINATION MEETINGS
Throughout this task, our team will update the Steering Committee, and coordinate with local partners on the draft vision,
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City Secretary Contract No.
recommendations and summarize the findings from the latest round of recommendations.
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TASK 3.6; PRELIMINARY DRAFT PLAN
All of the analysis and finalized recommendations will be organized into one well -tailored, place -specific
document. We will work with local partners to determine the design of the final document with an eye
toward the key audiences for the plan. The draft plan will be made available for comment to the City,
Housing Finance Corporation, the Steering Committee, and the public, to ensure broad support for its
findings and recommendations.
TASK 4 - IMPLEMENTATION
The Implementation Plan is the critical component of any neighborhood plan. Without a viable set of
actionsthat reflectthe aspirations of the community, the value of the overall vision is greatly diminished.
Our team's experience in actually implementing catalytic projects, even in cities that face dire market
challenges, speaks to our approach.
TASK 4.1; PUBLIC FINANCING PLAN
The neighborhood plan can and should develop recommendations for sustainable, transformative
projects that add activity and vitality to the neighborhood. However, it is also extremely important to
identify short-term investments that can be accomplished with available and potentially available funds
in the next 1-2 years. Events, festivals, public art, public safety initiatives, new and upgraded
infrastructure and other neighborhood improvements will be identified along with financing sources
including, but not limited to, Woodhaven TIF resources, City funds and other public and private sources.
TASK 4.2; IMPLEMENTATION TIMELINE
We will develop an implementation spreadsheet that aligns the goals with the recommendations,
identifies the necessary partners and funding sources to turn the ideas into reality. Our approach will
focus on a strategy to leverage the various initiatives to generate a whole greater than a simple sum of
parts. A clear list of priority projects and time frames will be included to help local organizations plan for
the upcoming five years of work ahead. We will evaluate ways in which to: use potential public dollars
including CDBG, HOME and City bonds; best maximize the use of TIF funds; and potentially raise
additional investment to support specific strategies.
TASK 4.3; FINAL PLANS
Interface Studio will finalize the planning document and incorporate feedback received and the
implementation timeline. The plan will be designed for use in fundraising and to guide the activities of
local organizations with their work plans.
TASK 4.4; WRAP UP AND MARKETING THE PLAN
We believe it is important to market the plan and generate additional support for the work as it moves
toward implementation. Interface Studio can coordinate with the client group on key presentations
intended to roll out the final plan. In addition, we can identify those key metrics to help track progress
and guide annual updates of the work to refine the overall strategy as necessary. We have a history of
completing multiple projects for our clients and helping them with different aspects of implementation
and fundraising.
Vendor Services Agreement — Exhibit A Page 21 of 24
City Secretary Contract No.
Professional Services Agreement
MAXIMUS Consulting Services, hic., Page 22 of 24
61211
EXHIBIT B
PRICE SCHEDULE
NEIGHBORHOOD CONSERVATION PLAN
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Vendor Services Agreement — Exhibit B Page 23 of 24
EXHIBIT C
VERIFICATION OF SIGNATURE AUTHORITY
Execution of this Signature Verification Form ("Form") hereby certifies that the following
individuals and/or positions have the authority to legally bind Vendor and to execute any agreement,
amendment or change order on behalf of Vendor. Such binding authority has been granted by proper order,
resolution, ordinance or other authorization of Vendor. TIF 13 is fully entitled to rely on the warranty and
representation set forth in this Form in entering into any agreement or amendment with Vendor. Vendor
will submit an updated Form within ten (10) business days if there are any changes to the signatory
authority. TIF 13 is entitled to rely on any current executed Form until it receives a revised Form that has
been properly executed by Vendor.
1. Name:
Position:
Signature
2. Name:
Position:
Signature
3. Name:
Position:
Signature
Name:
Signature of President / CEO
Other Title:
Date:
Signature:5�`
Email: allison.tidwell@fortworthtexas.gov
Vendor Sei vices Agreement — Exhibit C Page 24 of 24