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HomeMy WebLinkAboutContract 62206CSC No. 62206 FORT WORTH, VENDOR SERVICES AGREEMENT This VENDOR SERVICES AGREEMENT ("Agreement") is made and entered into by and between the CITY OF FORT WORTH ("City"), a Texas home rule municipal corporation, acting by and through its duly authorized Assistant City Manager, and Livable Plans and Codes, LLC ("Vendor"), a Texas -registered land use planning and implementation company and acting by and through its duly authorized representative, each individually referred to as a "party" and collectively referred to as the "parties." 1. Scope of Services. The primary purpose of this scope of services is to update the Panther Island Form -Based Code ("Services"), which are set forth in more detail in Exhibit "A," attached hereto and incorporated herein for all purposes. Services shall be performed in accordance with standards in the industry for the same or similar services. 2. Term. The initial term of this Agreement is for one (1) year(s), beginning on the date that this Agreement is executed by the City's Assistant City Manager ("Effective Date"), unless terminated earlier in accordance with this Agreement ("Initial Term"). City will have the option, in its sole discretion, to renew this Agreement under the same terms and conditions, for up to one (1) one-year renewal option(s) (each a "Renewal Term"). 3. Compensation. 3.1 Total compensation under this Agreement will not exceed one hundred forty- nine thousand, six -hundred and fifty dollars and zero cents ($149,650.00). An administrative change order or increase may be made by the City Manager up to the amount allowed by relevant law and the Fort Worth City Code and does not require specific City Council approval as long as sufficient funds have been appropriated. 3.2 City will pay Vendor in accordance with the Prompt Payment Act (Chapter 2251 of the Texas Government Code) and provisions of this Agreement, including Exhibit `B," which is attached hereto and incorporated herein for all purposes. 3.3 Vendor will not perform any additional services or bill for expenses incurred for City not specified by this Agreement unless City requests and approves in writing the additional costs for such services. City will not be liable for any additional expenses of Vendor not specified by this Agreement unless City first approves such expenses in writing. 4. Termination. 4.1. Written Notice. City 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 Livable Plans and Codes, LLC Services Agreement CITY SECRETARY Page 1 of 15 FT. WORTH, TX *04411.rowl We 4.2 Non-annronriation 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 Vendor of such occurrence and this Agreement will terminate on the last day of the fiscal period for which appropriations were received without penalty or expense to City 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 Obligations of the Parties. hi the event that this Agreement is terminated prior to the Expiration Date, City will pay Vendor for services actually rendered up to the effective date of termination and Vendor will 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, Vendor will provide City with copies of all completed or partially completed documents prepared under this Agreement. In the event Vendor has received access to City Information or data as a requirement to perform services hereunder, Vendor will return all City provided data to City in a machine readable format or other format deemed acceptable to City. 5. Disclosure of Conflicts and Confidential Information. 5.1 Disclosure of Conflicts. Vendor hereby warrants to City 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 City in writing. 5.2 Confidential Information. Vendor, for itself and its officers, agents and employees, agrees that it will treat all information provided to it by City ("City Information") as confidential and will not disclose any such information to a third party without the prior written approval of City. 5.3 Public Information Act. City is a government entity under the laws of the State of Texas and all documents held or maintained by City are subject to disclosure under the Texas Public Information Act. In the event there is a request for information marked Confidential or Proprietary, City will 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 City, but by the Office of the Attorney General of the State of Texas or by a court of competent jurisdiction. 5.4 Unauthorized Access. Vendor must store and maintain City Information in a secure manner and will not allow unauthorized users to access, modify, delete or otherwise corrupt City Information in any way. Vendor must notify City immediately if the security or integrity of any City Information has been compromised or is believed to have been compromised, in which event, Vendor will, in good faith, use all commercially reasonable efforts to cooperate with City in identifying what information has been accessed by unauthorized means and will fully cooperate with City to protect such City Information from further unauthorized disclosure. 6. Right to Audit. Vendor agrees that City will, 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 Livable Plans and Codes, LLC Services Agreement Page 2 of 15 CSC No. 62206 relating to this Agreement at no additional cost to City. Vendor agrees that City will have access during normal working hours to all necessary Vendor facilities and will be provided adequate and appropriate work space in order to conduct audits in compliance with the provisions of this section. City will give Vendor reasonable advance notice of intended audits. To the extent that the Vendor hires a subcontractor, the Vendor agrees to include in all its subcontractor agreements hereunder a provision to the effect that the subcontractor agrees that the City shall have the same rights to audit as afforded under this section. 7. Indenendent Contractor. It is expressly understood and agreed that Vendor will 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, Vendor will 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 subcontractors. Vendor acknowledges that the doctrine of respondeat superior will not apply as between City, its officers, agents, servants and employees, and Vendor, its officers, agents, employees, servants, contractors, and subcontractors. Vendor further agrees that nothing herein will be construed as the creation of a partnership or joint enterprise between City and Vendor. It is further understood that City will in no way be considered a Co -employer or a Joint employer of Vendor or any officers, agents, servants, employees, contractors, or subcontractors. Neither Vendor, nor any officers, agents, servants, employees, contractors, or subcontractors of Vendor will be entitled to any employment benefits from City. Vendor will 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 contractors. Liabilitv and Indemnification. 8.1 LIABILITY - VENDOR WILL BE LIABLE AND RESPONSIBLE FOR ANY AND ALL PROPERTY LOSS, PROPERTY DAMAGE AND PERSONAL INJURY, INCLUDING, INCLUDING, BUT NOT LIMITED TO, DEATH, TO ANY AND ALL PERSONS, OF ANY KIND OR CHARACTER, WHETHER REAL OR ASSERTED, TO THE EXTENT CAUSED BY THE NEGLIGENT ACTS) OR OMISSION(S), MALFEASANCE OR INTENTIONAL MISCONDUCT OF VENDOR, ITS OFFICERS, REPRESENTATIVES, AGENTS, SERVANTS, EMPLOYEES, CONTRACTORS, OR SUBCONTRACTORS. 8.2 GENERAL INDEMNIFICATION -VENDOR HEREBY COVENANTS AND AGREES TO INDEMNIFY, HOLD HARMLESS, AND DEFEND CITY, ITS OFFICERS, AGENTS, REPRESENTATIVES, SERVANTS, AND EMPLOYEES, FROM AND AGAINST ANY AND ALL CLAIMS OR LAWSUITS OF ANY KIND OR CHARACTER, WHETHER REAL OR ASSERTED, FOR EITHER PROPERTY DAMAGE OR LOSS (INCLUDING ALLEGED DAMAGE OR LOSS TO VENDOR'S BUSINESS AND ANY RESULTING LOST PROFITS) AND PERSONAL INJURY, INCLUDING, BUT NOT LIMITED TO, DEATH, TO ANY AND ALL PERSONS, ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, TO THE EXTENT CAUSED BY THE NEGLIGENT ACTS OR OMISSIONS OR MALFEASANCE OF VENDOR, ITS OFFICERS, AGENTS, REPREENTATIVES, SERVANTS, EMPLOYEES, CONTRACTORS, OR SUBCONTRACTORS. 8.3 INTELLECTUAL PROPERTY INDEMNIFICATION — Vendor agrees to defend, settle, or pay, at its own cost and expense, any claim or action against City for infringement of any patent, copyright, trade mark, trade secret, or similar property right arising from City's use of the software or documentation in accordance with this Agreement, Livable Plans and Codes, LLC Services Agreement Page 3 of 15 CSC No. 62206 it being understood that this agreement to defend, settle or pay will not apply if City 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 pursuant to this section, Vendor will 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 will have the right to fully participate in any and all such settlement, negotiations, or lawsuit as necessary to protect City's interest, and City agrees to cooperate with Vendor in doing so. In the event City, for whatever reason, assumes the responsibility for payment of costs and expenses for any claim or action brought against City for infringement arising under this Agreement, City will 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 will fully participate and cooperate with City in defense of such claim or action. City agrees to give Vendor timely written notice of any such claim or action, with copies of all papers City may receive relating thereto. Notwithstanding the foregoing, City's assumption of payment of costs or expenses will not eliminate Vendor's duty to indemnify City under this Agreement. If the software and/or documentation or any part thereof is held to infringe and the use thereof is enjoined or restrained or, if as a result of a settlement or compromise, such use is materially adversely restricted, Vendor will, at its own expense and as City's sole remedy, either: (a) procure for City the right to continue to use the software and/or documentation; or (b) modify the software and/or documentation to make it non - infringing, provided that such modification does not materially adversely affect City's authorized use of the software and/or documentation; or (c) replace the software and documentation with equally suitable, compatible, and functionally equivalent non -infringing software and documentation at no additional charge to City; 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, subsequent to which termination City may seek any and all remedies available to City under law. Assignment and Subcontracting. 9.1 Assiiu went. Vendor will 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 will execute a written agreement with City and Vendor under which the assignee agrees to be bound by the duties and obligations of Vendor under this Agreement. Vendor will be liable for all obligations of Vendor under this Agreement prior to the effective date of the assignment. 9.2 Subcontract. If City grants consent to a subcontract, the subcontractor will execute a written agreement with Vendor referencing this Agreement under which subcontractor agrees to be bound by the duties and obligations of Vendor under this Agreement as such duties and obligations may apply. Vendor must provide City with a fully executed copy of any such subcontract. 10. Insurance. Vendor must 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 Services pursuant to this Agreement: 10.1 Coverage and Limits Livable Plans and Codes, LLC Services Agreement Page 4 of 15 CSC No. 62206 MUM (a) Commercial General Liability: $1,000,000 - Each Occurrence $2,000,000 - Aggregate (b) Automobile Liability: $1,000,000 - Each occurrence on a combined single limit basis Coverage will be on any vehicle used by Vendor, or its employees, agents, or representatives in the course of providing Services under this Agreement. "Any vehicle" will 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 Services are 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): I Applicable I N/A $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 must 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 must be submitted to City to evidence coverage. General Reauirements (a) The commercial general liability and automobile liability policies must name City as an additional insured thereon, as its interests may appear. The term City includes its employees, officers, officials, agents, and volunteers in respect to the contracted services. (b) The workers' compensation policy must include a Waiver of Subrogation (Right of Recovery) in favor of City. (c) A minimum of Thirty (30) days' notice of cancellation or reduction in limits of coverage must be provided to City. Ten (10) days' notice will be Livable Plans and Codes, LLC Services Agreement Page 5 of 15 CSC No. 62206 acceptable in the event of non-payment of premium. Notice must be sent to the City in accordance with the notice provision 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 will not constitute a waiver of the insurance requirement. (f) Certificates of Insurance evidencing that Vendor has obtained all required insurance will be delivered to the City prior to Vendor proceeding with any work pursuant to this Agreement. 11. ComDliance with Laws. Ordinances. Rules and ReLyulations. Vendor agrees that in the performance of its obligations hereunder, it will 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 Vendor of any violation of such laws, ordinances, rules or regulations, Vendor must immediately desist from and correct the violation. 12. Non -Discrimination Covenant. Vendor, for itself, its personal representatives, assigns, contractors, subcontractors, and successors in interest, as part of the consideration herein, agrees that in the performance of Vendor's duties and obligations hereunder, it will 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, CONTRACTORS, SUBCONTRACTORS, OR SUCCESSORS IN INTEREST, VENDOR AGREES TO ASSUME SUCH LIABILITY AND TO INDEMNIFY AND DEFEND CITY AND HOLD CITY HARMLESS FROM SUCH CLAIM. 13. Notices. Notices required pursuant to the provisions of this Agreement will be conclusively determined to have been delivered when (1) hand -delivered to the other party, its agents, employees, servants or representatives, (2) delivered by facsimile with electronic confirmation of the transmission, or (3) received by the other party by United States Mail, registered, return receipt requested, addressed as follows: To CITY: City of Fort Worth Attn: Assistant City Manager 100 Fort Worth Trail Fort Worth, TX 76102-6314 With copy to Fort Worth City Attorney's Office at same address To VENDOR: Livable Plans and Codes, LLC Jayashree Narayana, Principal 8928 Redding Street North Richland Hills, TX 76180 Livable Plans and Codes, LLC Services Agreement Page 6 of 15 CSC No. 62206 14. Solicitation of Emulovees. Neither City nor Vendor will, 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 will 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, City does not waive or surrender any of its governmental powers or immunities. 16. No Waiver. The failure of City or Vendor to insist upon the performance of any term or provision of this Agreement or to exercise any right granted herein does not constitute a waiver of City'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 will 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 will 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 will not in any way be affected or impaired. 19. Force Maieure. City and Vendor will exercise their best efforts to meet their respective duties and obligations as set forth in this Agreement, but will 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; government action or inaction; orders of government; 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; 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 prevents or hinders the Party's performance, as soon as reasonably possible after the occurrence of the Force Majeure Event, with the reasonableness of such notice to be determined by the City in its sole discretion. The notice required by this section must be addressed and delivered in accordance with Section 13 of this Agreement. 20. Headings not Controlling. Headings and titles used in this Agreement are for reference purposes only, will 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 will not be employed in the interpretation of this Agreement or Exhibits A, B, and C. Livable Plans and Codes, LLC Services Agreement Page 7 of 15 CSC No. 62206 22. Amendments / Modifications / Extensions. No amendment, modification, or extension of this Agreement will be binding upon a party hereto unless set forth in a written instrument, which is executed by an authorized representative of each party. 23. Counterparts. This Agreement may be executed in one or more counterparts and each counterpart will, for all purposes, be deemed an original, but all such counterparts will together constitute one and the same instrument. 24. Warranty of Services. Vendor warrants that its services will be of a high quality and conform to generally prevailing industry standards. City must give written notice of any breach of this warranty within thirty (30) days from the date that the services are completed. In such event, at Vendor's option, Vendor will either (a) use commercially reasonable efforts to re -perform the services in a manner that conforms with the warranty, or (b) refund the fees paid by City to Vendor for the nonconforming services. 25. Immigration Nationalitv Act. Vendor must verify the identity and employment eligibility of its employees who perform work under this Agreement, including completing the Employment Eligibility Verification Form (I-9). Upon request by City, Vendor will provide City with copies of all I-9 forms and supporting eligibility documentation for each employee who performs work under this Agreement. Vendor must 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 WILL INDEMNIFY CITY AND HOLD CITY HARMLESS FROM ANY PENALTIES, LIABILITIES, OR LOSSES DUE TO VIOLATIONS OF THIS PARAGRAPH BY VENDOR, VENDOR'S EMPLOYEES, CONTRACTORS, SUBCONTRACTORS, OR AGENTS. City, upon written notice to Vendor, will have the right to immediately terminate this Agreement for violations of this provision by Vendor. 26. Ownership of Work Product. City shall be the sole and exclusive owner of all reports, work papers, procedures, guides, and documentation that are created, published, displayed, or produced in conjunction with the services provided under this Agreement (collectively, "Work Product"). Further, City will 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 will 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 will 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, Vendor 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. 27. Signature Authoritv. The person signing this Agreement hereby warrants that they have 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. Each party is fully entitled to rely on these warranties and representations in entering into this Agreement or any amendment hereto. Livable Plans and Codes, LLC Services Agreement Page 8 of 15 CSC No. 62206 28. Change in Companv Name or Ownership. Vendor must notify City's Purchasing Manager, in writing, of a company name, ownership, or address change for the purpose of maintaining updated City 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. 29. 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 2271 of the Texas Government Code, the City is prohibited from entering into a contract with a company for goods or services unless the contract contains a written verification from the company that it: (1) does not boycott Israel; and (2) will not boycott Israel during the term of the contract. The terms "boycott Israel" and "company" has the meanings ascribed to those terms in Section 2271 of the Texas Government Code. By signing this Agreement, Vendor certifies that Vendor's signature provides written verification to the City that Vendor: (1) does not boycott Israel; and (2) will not boycott Israel during the term of the Agreement. 30. Prohibition on Bovcotting Energv Companies. Vendor acknowledges that in accordance with Chapter 2276 of the Texas Government Code, 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 Vendor that it: (1) does not boycott energy companies; and (2) will not boycott energy companies during the term of this Agreement. To the extent that Chapter 2276 of the Government Code is applicable to this Agreement, by signing this Agreement, Vendor certifies that Vendor's signature provides written verification to the City that Vendor: (1) does not boycott energy companies; and (2) will not boycott energy companies during the term of this Agreement. 31. Prohibition on Discrimination Against Firearm and Ammunition Industries. Vendor acknowledges that except as otherwise provided by Chapter 2274 of the Texas Government Code, 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 Vendor 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. 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 the City 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. 32. Electronic Signatures. This Agreement may be executed by electronic signature, which will be considered as an original signature for all purposes and have the same force and effect as an original signature. For these purposes, "electronic signature" means electronically scanned and transmitted versions (e.g. via pdf file or facsimile transmission) of an original signature, or signatures electronically inserted via software such as Adobe Sign. 33. Entirety of Agreement. This Agreement contains the entire understanding and agreement between City and Vendor, their assigns and successors in interest, as to the matters contained herein. Any Livable Plans and Codes, LLC Services Agreement Page 9 of 15 CSC No. 62206 prior or contemporaneous oral or written agreement is hereby declared null and void to the extent in conflict with any provision of this Agreement. (signature page follows) IN WITNESS WHEREOF, the parties hereto have executed this Agreement in multiples. Livable Plans and Codes, LLC Services Agreement Page 10 of 15 CSC No. 62206 City: By: Dana u�ofgc 9, 2024d 4 CDT) Name: Dana Burghdoff Title: Assistant City Manager Date: 10/29/2024 Vendor: By: /% 1/I �� Name: Jayashree Narayana Title: Principal Date: 10/22/2024 FOR CITY OF FORT WORTH INTERNAL PROCESSES: Approval Recommended: By: DJ HARREZ(Oct 29, 2024 07:49 CDT) Name: D. J. Harrell Title: DIRECTOR Approved as to Form and Legality: By: Name: Christopher Austria Title: Senior Assistant City Attorney Contract Authorization: M&C: M&C 24-0824 Form 1295: 2024-119-6636 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. lG�(7 1 By: Justin Na4hart (Oct 23, 2024 08:18 CDT) Name: Justin Newhart Title: Planning Manager City Secretary: FORT°�;adod �� 0 PVo a=P By: Name: Jannette Goodall Title: City Secretary OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX Livable Plans and Codes, LLC Services Agreement Page 11 of 15 CSC No. 62206 EXHIBIT A SCOPE OF SERVICES City/TRWD and vendor kick-off (virtual), site visit, and background assessment - Month 1- 2 a. Site Analvsis - The Vendor shall become familiar with the physical details of the project area and the historic patterns of urbanism architecture in the surrounding area. b. Website - The Vendor shall provide information for the City's website. As officials deem appropriate, the Vendor shall provide materials including text, photographs, maps, renderings, other images, and public process schedule for the website. These materials shall describe the Vendor's credentials and help explain the project's process. 2. Public engagement initiation. The Vendor shall organize and lead a two (2)-day code calibration charrette exploring various calibration options for the major form -based standards including options. We will work with city team members charged with implementation of the code and development/infrastructure delivery. The charrette's outcome will be presented in a public meeting, as outlined in step four (4), allowing stakeholders to provide feedback. a. The community engagement format shall take into consideration the findings of the Panther Island Strategic Vision 2.0, input from staff, and information obtained at previous meetings, workshops and interviews. b. While the end result will be updated land development regulations, the public process shall include discussions of alternatives for street design, street connectivity, building materials, building heights etc. Street design, connectivity, and cross -sections will be informed from the vision plan and concurrently -running "Connecting the Core" mobility study. At the conclusion of the charrette, the Vendor shall present the work generated to -date. Plans, renderings and initial coding ideas that reflect ideas articulated in the charrette shall be publicly presented and further feedback solicited from the community. Community meetings should be coordinated with other City public outreach activities in the area when possible. 3. Initial review and workshop (early workshop to develop decision making framework) and draft memo recommending FBC amendments a. Next, vendor will conduct a thorough comparison between existing FBC provisions and Vision 2.0. The goal is to identify inconsistencies, areas requiring adjustment, and additions to the code. Vendor will recommend regulatory approaches to align the FBC with Vision 2.0's goals as agreed upon in step one (1). This step will include meeting with the City Attorney's Office to ensure recommendations from Vision 2.0 that are intended to be incorporated are in conformance with state law to ensure we are not suggesting unattainable solutions in future steps. 4. Draft updated code a. Design Parameters for the Form -Based Code. The updated form -based code shall regulate development to ensure high -quality public spaces defined by a variety of building types and uses including housing, retail, hotels and office space. The updated Code will also Livable Plans and Codes, LLC Services Agreement Page 12 of 15 CSC No. 62206 incorporate recommendations from the Panther Island Strategic Vision 2.0, a regulating plan, building form standards, street standards (plan and section), canal standards (plan and section), use regulations as needed, descriptive building or lot types (optional), and other elements needed to implement the principles of functional and vital urbanism and practical management of growth. The recommended form -based code shall include the following: i. Overview including definitions, principles, and intent; and explanation of the regulations and process in clear user-friendly language. ii. Regulating Plan fa schematic representation of the master plan) illustrating the location of streets, blocks, canals, bridges, public spaces (including green spaces), pedestrian ways (including pedestrian bridges) and other special features. Regulating plans may also include aspects of Building Form Standards such as "build -to -lines" or "required building lines" and building type or form designations. iii. Land Use Table updating the existing land use table as necessary to align with development goals outlined in the Strategic Vision. iv. Building Form/Height Standards governing basic building form, placement, building heights, and fundamental urban elements to ensure that all buildings are consistent with the Strategic Vision and complement neighboring structures, streets, canals and the waterfront. These standards should be based upon study of building types appropriate for the region, climate, and neighborhood vitality with a special emphasis on waterway design and activation. The standards should have clear depictions and illustrations of building typologies. v. Public Space/Street Standards defining design attributes and geometries that balance the needs of motorists, pedestrians, bicyclists, and transit riders while promoting a vital public realm. These standards should include design specifications for sidewalks, travel lane widths, parking, curb geometry, cross walks, street furniture, trees, and lighting. vi. Canal/Waterfront Standards The Panther Island Canal Design Standards & Guidelines developed by the Trinity River Vision Authority in 2016 shall be updated in conjunction with the update to the form -based code and adopted by reference into the Code as an appendix. The canal standards should define design attributes and geometries that balance the needs of pedestrians, bicyclists, boats, flood control and storm water mitigation while promoting a vital public realm. vii. Green Space Standards defining key design attributes for green space and waterfront public spaces that utilize a distributed open space model that leverages the value creation potential of green space while creating nodes of identity and activity across the island. 5. Public and stakeholder engagement on code draft a. Once task four (4) is complete, vendor will work with the city's project manager to engage stakeholders to discuss major elements that are agreed upon. Achieving Livable Plans and Codes, LLC Services Agreement Page 13 of 15 CSC No. 62206 consensus will pave the way for a detailed strikethrough and underlined version of the updated FBC, complete with graphics and maps. The logistics of the public meeting will be organized by the city's project manager and include, at a minimum, stakeholders identified by staff in step one with the vendor team leading the meetings. b. The draft code will undergo rigorous beta testing based on existing and potential projects. City staff, partner agencies, and stakeholders will review it thoroughly. This could take the form of a one -day workshop where the city, vendor team, and the public partners including TRWD, all work together to determine fatal flaws. Their feedback will inform necessary refinements. 6. Final draft code a. The vendor team will present at a second meeting, convened by the city, to present the final draft after completion of steps four (4) and five (5). 7. Support formal adoption a. Public Briefins. The Vendor shall make formal presentations of the final draft of the code to the Urban Design Commission, Zoning Commission and the City Council as part of the public hearing and adoption process. b. Additional Revisions. The Vendor shall be responsible for two (2) rounds of revisions that may become necessary between presentations. City staff shall be responsible for collecting comments, questions and suggestions for these refinements from various sources and consolidating them into a series of action items for revision or responses. 8. Ongoing Support (optional). Following adoption, Livable Plans & Codes, LLC could be available for on -call support during project reviews under the updated FBC. Vendor will clarify code standards for different scenarios and assist city staff in decision -making. This would be an additional service that the vendor would offer after the code amendment is adopted. Livable Plans and Codes, LLC Services Agreement Page 14 of 15 CSC No. 62206 EXHIBIT B PAYMENT SCHEDULE Line Item Subtotal Total Task 1. City/TRWD and vendor kick-off (virtual), site visit, $33,900 and background assessment - Month 1- 2 Task 2. Public engagement initiation - Month 2 - 4 S22,800 Task 3. Initial review and workshop (early workshop to $14,100 develop decision making framework) and draft memo recommending FBC amendments - Month 3-4 Task 4. Draft updated code - Month 4-6 $47,700 Task 5. Public and stakeholder engagement on code draft - $16,000 Month 6-8 Task 6. Final draft code - Month 8-10 $8,100 Task 7. Support formal adoption - Month 10-12 $7,150 Expenses Mileage Lodging Per Diem Parking & Miscellaneous Total Labor and Expenses $149,650.00 Task 8 (optional): on -going support (hourly, not to exceed) $7,500 City agrees to pay Vendor in the installments set forth above upon completion of each task, each installment to represent full and final, non-refundable payment for all services provided prior to the due date thereof. City will make each installment payment within thirty (30) calendar days after receipt, approval by City of the respective Work and an invoice therefor. Livable Plans and Codes, LLC Services Agreement Page 15 of 15 City of Fort Worth, Texas CSC No. 62206 Mayor and Council Communication DATE: 09/17/24 M&C FILE NUMBER: M&C 24-0824 LOG NAME: 13P RFP 24-0203 PANTHER ISLAND FORM -BASED CODE UPDATE JF DSD SUBJECT (ALL) Authorize Execution of an Agreement with Livable Plans and Codes, LLC to Update the Panther Island Form -Based Code for a One - Year Term in a Total Amount Up to $149,650.00 for the Development Services Department RECOMMENDATION: It is recommended that the City Council authorize the execution of an agreement with Livable Plans and Codes, LLC to update the Panther Island Form -Based Code for a one-year term in a total amount up to $149,650.00 for the Development Services Department. DISCUSSION: The purpose of this M&C is to authorize the execution of an agreement with Livable Plans and Codes, LLC to update the Panther Island Form - Based Code. The updated form -based code will regulate development to ensure high -quality public spaces defined by a variety of building types and uses including housing, retail, hotels, and office space. The updated Code will incorporate recommendations from the Panther Island Strategic Vision 2.0, a regulating plan, building form standards, street standards (plan and section), canal standards (plan and section), use regulations as needed, descriptive building or lot types (optional), and other elements needed to implement the principles of functional, vital urbanism, and practical management of growth. To procure these services, Purchasing staff issued Request for Proposals (RFP) No. 24-0203. The RFP consisted of detailed specifications describing the proposed responsibilities and service requirements. The bid was advertised in the Fort Worth Star -Telegram on May 15, 2024, May 22, 2024, May 29, 2024, June 5, 2024 and June 12, 2024. The City received two (2) responses. An evaluation panel consisting of representatives from the Development Services Department, Economic Development Department, Transportation Public Works Department, Diversity & Inclusion Department, and the Tarrant Regional Water District (external) reviewed and scored the proposals using Best Value criteria. The individual scores were averaged for each of the criteria and the final scores are listed in the table below. No guarantee was made that a specific amount of services would be purchased. F_ Bidder I Evaluation Factors Rank a 11 b I c I d 11 a (Total Scorel (Livable Plans and Codes, LLC 116.571112.21112.64I116.571130.001 88.00 I 1 (Lake Flato Architects, Inc. 115.14I111.36112.43I115.711129.931 84.57 1 2 Best Value Criteria: • a. Qualifications and Experience in Preparing and Updating Municipal Form -based Codes • b. Previous Completed Municipal Form -Based Code Projects • c. Approach to Perform Services • d. Ability to Meet the City's Needs • e. Cost After evaluation, the panel concluded that Livable Plans and Codes, LLC presented the best value to the City. Therefore, the panel recommends that the City Council authorize an agreement for an update of the Panther Island Form -Based Code with Livable Plans and Codes, LLC. Staff certifies that the recommended vendor met the proposal specifications. FUNDING: The maximum amount allowed under the agreement will be $149,650.00; however, the actual amount used will be based on the needs of the department and available budget. Funding is budgeted in the Development Services Department's General Operating & Maintenance Fund for the purpose of funding the project, as appropriated. The Business Equity Division placed a 15.70% business equity goal on this solicitation/contract. Livable Plans and Codes, LLC, will be exceeding the goal at 57.49% as a Business Equity Prime and self- performing the scope of the services, meeting the City's Business Equity Ordinance. Any changes in subcontractors will be reviewed by the Business Equity Division. AGREEMENT TERMS: Upon City Council approval, this agreement shall begin upon execution and expire one (1) year from that date. ADMINISTRATIVE CHANGE ORDER: An administrative change order or increase may be made by the City Manager up to the amount allowed by relevant law and the Fort Worth City Code and does not require specific City Council approval as long as sufficient funds have been appropriated. FISCAL INFORMATION / CERTIFICATION: The Director of Finance certifies that upon approval of the recommendation, funds are available in the current operating budget, as previously appropriated, in the General Operating & Maintenance Fund. Prior to an expenditure being incurred, the Development Services Department has the responsibility to validate the availability of funds. Submitted for Citv Manaaer's Office bv: Reginald Zeno Oriainatina Business Unit Head Dana Burghdoff Reginald Zeno D.J. Harrell 8517 8018 8517 8032 Additional Information Contact: Jo Ann Gunn 8525 Jesus Fernandez 6467 CSC No. 62206