HomeMy WebLinkAboutContract 6382663826
City Secretary Contract No.
FORT WORTH,
"414V " ''
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, and Baird,
Hampton & Brown, Inc. ("Vendor"), each individually referred to as a "party" and collectively referred to
as the "parties."
1. Scope of Services. Vendor will provide civil, electrical, plumbing, and structural
engineering along with land surveying services for the addition of a standby generator at three community
centers: Handley-Meadowbrook Community Center — 6201 Beaty Street; Riverside Community Center —
3700 East Belknap; Worth Heights Community Center — 3551 New York Avenue ("Services"), as set forth
in more detail in Exhibit "A," attached hereto and incorporated herein for all purposes.
2. Term. This Agreement begins on [08/01/2025] ("Effective Date") and expires on
[07/31/2026] ("Expiration Date"), unless terminated earlier in accordance with this Agreement ("Initial
Term").
3. Compensation. City will pay Vendor in accordance with the provisions of this Agreement,
including Exhibit `B," which is attached hereto and incorporated herein for all purposes. Total
compensation under this Agreement will not exceed Sixty -Nine Thousand Five Hundred Dollars
($69,500.00). 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.
3.1 Structure of Pavments.
i. The Vendor will issue invoices for all work performed under this Agreement in
accordance with the terms included in Exhibit B. Invoices will be submitted to Don Isaacs, 100
Fort Worth Trail, Fort Worth, Texas 76102. Invoices are due and payable within 30 days of receipt.
ii. On full and final completion of the Services, Vendor will submit a final invoice, and
City will pay any balance due within 30 days of receipt of such invoice.
iii. In the event of a disputed or contested billing, only the portion being contested will be
withheld from payment, and the undisputed portion will be paid. City will exercise reasonableness
in contesting any bill or portion thereof. No interest will accrue on any contested portion of the
billing until the contest has been mutually resolved.
iv. For contested billings, the City shall make payment in full to Vendor within 60 days of
the date the contested matter is resolved. If City fails to make such payment, Vendor may, after
giving 7 days' written notice to City, suspend services under this Agreement until paid in full,
including interest calculated from the date the billing contest was resolved. In the event of
OFFICIAL RECORD
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FT. WORTH, TX
City Secretary Contract No.
suspension of services, Vendor will have no liability to City for delays or damages caused to City
because of such suspension of services.
4. Termination.
4.1. Written Notice. Termination for Convenience. 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.
4.2 Non -appropriation of Funds. In the event no funds or insufficient funds are
appropriated by City in any fiscal period for any payments due hereunder, City will notify 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. In 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.
4.4 Termination for Cause. (Applicable to contracts exceeding $10,000). If, through
any cause, the Contractor shall fail to fulfill in a timely and proper manner his obligations under
this contract, or if the Contractor shall violate any of the covenants, agreements, or CDBG-DR
Supplemental Conditions detailed in Exhibit C, the City shall thereupon have the right to terminate
this contract by giving written notice to the Contractor of such termination and specifying the
effective date thereof, at least five (5) days before the effective date of such termination. In such
event, all finished or unfinished documents, data, studies, surveys, drawings, maps, models,
photographs, and reports prepared by the Contractor under this contract shall, at the option of the
City, become the City's, property and the Contractor shall be entitled to receive just and equitable
compensation for any work satisfactorily completed hereunder. Notwithstanding the above, the
Contractor shall not be relieved of liability to the Subrecipient (Subgrantee, if applicable) for
damages sustained by the Subrecipient (Subgrantee, if applicable) by virtue of any breach of the
contract by the Contractor, and the City may withhold any payments to the Contractor for the
purpose of set-off until such time as the exact amount of damages due the City from the Contractor
is determined.
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
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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 and the U.S. Department of Housing and Urban
Development 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 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.
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, contractors, or contractors.
Liabilitv and Indemnification.
8.1 LIABILITY - VENDOR WILL 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
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VENDOR, ITS OFFICERS, 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, SERVANTS AND EMPLOYEES, FROM AND AGAINST ANY AND ALL CLAIMS
OR LAWSUITS OF ANY KIND OR CHARACTER, WHETHER REAL OR ASSERTED, FOR
EITHER PROPER TYDAMA GE OR LOSS (INCL UDING ALLEGED DAMAGE OR LOSS TO
VENDOR'S BUSINESS AND ANY RESULTING LOST PROFITS) AND/OR PERSONAL
INJURY, INCLUDING 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, 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 and/or documentation in accordance with this
Agreement, 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/or documentation with equally suitable,
compatible, and functionally equivalent non -infringing software and/or 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.
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9.1 Assignment. 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
(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):
$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
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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.
10.2 General Requirements
(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
acceptable in the event of non-payment of premium. Notice must be sent to the
Risk Manager, City of Fort Worth, 200 Texas Street, Fort Worth, Texas 76102,
with copies to the Fort Worth City 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
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. Compliance with Laws, Ordinances. Rules and Regulations. 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.
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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 parry, its agents,
employees, servants or representatives or (2) 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
With copy to Fort Worth City Attorney's Office at
same address
To VENDOR:
Baird, Hampton & Brown
Ken Randall, PE & Project Manager
6300 Ridglea Place, Suite 700
Fort Worth, TX 76116
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
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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 its Exhibits.
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 will 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 -
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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.
28. Change in Comuanv 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, City is prohibited from entering into a
contract for goods or services that has a value of $100,000 or more that is to be paid wholly or partly from
public funds of the City with a company with 10 or more full-time employees unless the contract contains
a written verification from the company that it: (1) does not boycott energy companies; and (2) will not
boycott energy companies during the term of the contract. 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 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, City is
prohibited from entering into a contract for goods or services that has a value of $100,000 or more that is
to be paid wholly or partly from public funds of the City with a company with 10 or more full-time
employees unless the contract contains a written verification from the company that it: (1) does not have a
practice, policy, guidance, or directive that discriminates against a firearm entity or firearm trade
association; and (2) will not discriminate during the term of the contract against a firearm entity or firearm
trade association. To the extent that Chapter 2274 of the Government Code is applicable to this
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Agreement, by signing this Agreement, Vendor certifies that Vendor's signature provides written
verification to 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
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)
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ACCEPTED AND AGREED:
CITY OF FORT WORTH:
By: Valerie Washineton (Aug 14. 202516.53:28 CDT)
Name: Valerie Washington
Title: Assistant City Manager
Date: 08/14/2025
APPROVAL RECOMMENDED:
By:
4d�
Name: 1V�aril Marvin
Title: Property Management Director
ATTEST:
By: x
Name:tette Goodall
Title: City Secretary
VENDOR:
Baird, Hampton & Brown, Inc.
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4bnEXpe
By: Z Q-
Name:K en Va"AT 1�S' LULJ 1J:LL: Sy l U I
Title: Project Manager
CONTRACT COMPLIANCE MANAGER:
By signing I acknowledge that I am the person
responsible for the monitoring and administration of
this contract, including ensuring all performance and
reporting requirements.
By:
Name: Ni to s
Title: Senior Capital Projects Officer
APPROVED AS TO FORM AND LEGALITY:
By. ��,�.� GfJu�
Name: essika J. Williams
Title: Assistant City Attorney
CONTRACT AUTHORIZATION:
M&C: NA
Form 1295: NA
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
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City Secretary Contract No.
EXHIBIT A
SCOPE OF SERVICES
8 i
mm B 6.300 Ridglea Place, Suite 700
Fort Worth, Texas. 76115
BAIiRD, HAMPTON $ BROWN
817.338.1277
June 25, 2025
Mr. Don Isaacs, ALA
City of Fort Worth Property Management Department
100 Fort Worth Trail
Fort Worth, Texas 76102
RE: CITY OF FORT WORTH COMMUNITY CENTERS GENERATOR INSTALLATIONS
CSMEP ENGINEERING SERVICES FORT WORTH, TEXAS
Dear Dor,
We certainly appreciate the opportunity to provide civil, electrical, plumbing, and structural
engineering along with land surveying services for the addition of a standby generator at three
community centers as described in your email dated June 11, 2025. The facilities included are.
1. Handley-Meadowbrook Community Center— 6201 Beaty Street
2. Riverside Community Center— 3700 East Belknap
3. Worth Heights Community Center— 3551 New York Avenue
SCOPE OF SERVICES
1. Provide a topographic suirveyforthe area surroundingthe proposed generator location at
each of the three sites. [Topographic Surveying $6,500]
2. Perform a site visit to review the existing electrical distribution system configuration to
determine a cost-effective solution to connect the new generator system. While on -site we
will review any available natural gas servire to determine if it can be a viable fuel option. If
natural gas is not available or is insufficient, a diesel fueled generator will be the basis of
design- The fuel `ank'v; ill ae skid mounted below the generator_ [Schematic Design
$12,000]
3. Construction Document Development [Construction Documents $21,000]:
a_ Electrical design:
• Generator selection based upon demand load data provided by you
(received) and upon existing HVAC equipment and other large loads to
ensure proper sizing.
• Power system design for the auto m atic Ira nsfe r switch and
con nectio n to th e existing electrical distribution system.
b. Mechanical design for natural gas connections if available.
c_ Civil design fora chain -link fence enclosure around the generator equipment.
d. Structural design for the generator's concrete equipment pad at each site.
Fort Worth Community Centers Generators I Fee Proposal for Engineering Services blibinc.cwm
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Deliverables:
1. 50% review set in electronic format (PDF) with interim stamp for Owner review.
2. 100% signed and sealed construction drawings in electronic format (PDF).
3. Electrical specifications in electronic format (PDF)_
4. Opinion of probable construction cost at each deliverable stage.
4. Construction Phase Services [Construction Administration $13,500]:
a. Attend pre -bid meeting-
b. Attend pre -construction meeting.
c_ Review shop drawings and submittals.
d. Review and comment on any Requests for Information (RFI)_
e. Perform monthly site visits to review construction progress (six (6) visits anticipated).
f. One (1) final site visit to each site at substantial completion and provide a punch
list of observed deficiencies_
We proposeto providethe mechanical, structural, and electrical engineering design forthe
referenced project in sufficient detail to receive construction bids from subcontractors and in
sufficient detail to install the systems in accordance with applicable codes. Deliverables will
include original drawings (CARD Plots) with technical specifications included on the drawings.
Drawings will be sealed by a Registered/Licensed Professional Engineer -
CLARIFICATIONS
Our fee proposal makes the following assumptions:
1. The entire project will be designed atone time with one construction document set to
include all three sites; no phasing of design has been included_
2. Our fee proposal is based upon producing the Contract Documents using AutoCAO.
3. Permit and regulatory department application fees are not included as part of our proposal -
At this time, we propose that all fees be paid by the City of Fort Worth.
4. 'Ale cannot be responsible for equipment delivery that affects construction schedules_
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COMPENSATION PAYMENT SCHEDULE
In consideration of the scope described above we propose the following stipulated sum fees:
Topographic Surveying
S6,500
Schematic Design
12,000
Design Development
15,ODO
Construction Documents
21,000
Bidding
1,500
Construction Administrator
13,500
Total Fee
$59,500
Invoices will be forwarded to your office Lased upon the percentage of design completed during
each billing period- Stipulated Burn includes travel expenses fortravel to the project site, but does
not include reproduction expenses, other than single copy originals for final drawings- Travel
expenses, plotting and reproduction expenses, other than those identified in this proposal will not
be incurred without your prior approval.
Additional Services will be billed atthe rates listed below:
Engineering - Eng.; Enwironmenlal ScL - ES; Lmd Surveying - LS; Landmape Architecture - LA
Eng. & Management - PrincipaVVP
$ 325.00 Jh r-
Designer - IV
$ 205.Oa /hr.
Eng. PE/LS RPLSAA RLA - V
S 270.00 /h r.
Designer - III
$ 150-Oa /hr.
Eng. PEJLS RPLSAA RLA - IV
S 225.00 /hr.
Designer - II
$ M.Ca /hr.
Eng. PEJLS RPLS/LA RLA - III
S 190.00 Jhr.
Designer - I
$ 10SA0/hr.
Eng. PEJLSaRPLS/LARL4-II
$175.00/hr.
CAD/Tech. Survey Servicm
$95.00/hr.
Eng. PEJLS APLSILA RLA - I
S 145.00 )hr.
Field Surveyirki;,-1 Persun Crew
$ 17SA0/hr.
Eng.EIT/LSSIT -M
S135.00Ar-
Field Surveying-2Pemun Crew
$205A0/hr.
Eng. Err/LSSIT -11
S125.00JhF.
Field Surveying-IPersan Crew
$225.0a/hr.
Eng. ErrALS SIT - 1
$ 115.00 /h r.
Crinstructiern Staking- 2 Person Crew
$ 225.0a /hr.
Eng, Err rLS Srr - 1
$ 105.00 Jhr.
Cleritai Services
$ 95.00/hr.
CAD/ Drafting Servites
S 70.00 /hr.
TEAM CONTACTS
Owner: Owner's Representative:
City of Fort Worth Don Isaacs, AIA
100 Fort Worth Trail City of Fart Worth PMD
Fort Worth, Texas 76102 101," Floor, Office 1055
Engineering Principal & Project Manager
Ken Randall, PE
Baird, Hampton & Brown, Inc.
6300 Ridglea Place, Suite 700
Fort Worth, Texas 76116
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City Secretary Contract No.
ACCEPTANCE
We will consider receipt of a signed agreement as our notice to proceed. Thank you for the opportunity
to work with you on this project.
Sincerely,
Baird, Hampton & Brown
,�� �`cC
Ken Randall, PE
Principal, Electrical Engineer
Fort Worth Community Centers Generators I Fee Proposal for Engineenng Services bhbinc.com
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City Secretary Contract No.
Exhibit "C" —Federal Requirements for Community
Development Block Grant — Disaster Recovery Funds
The following sections must be included in bid documents and contracts or subcontracts involving the use of United
States Department of Housing and Urban Development (HUD) Community Development Block Grant — Disaster
Recovery (CDBG-DR) funds. This language comes from Appendix II to 2 CFR Part 200-Contract Provisions for Non -
Federal Entity Contracts Under Federal Awards.
1.0. Terms Auulicable to Vendors, Sub vendors and Subcontractors .
Vendor understands and agrees that all terms of this exhibit, whether regulatory or otherwise, shall apply to
any and all sub vendors and subcontractors which are in any way paid with CDBG-DR funds or who perform any
work in connection with the Project. Vendor shall require all applicable provisions of this exhibit to be included in
and made a part of any contract or subcontract executed in the performance of its obligations hereunder, including if
applicable, its obligations regarding the CDBG-DR Regulations, the CDBG-DR Requirements, and the City
Requirements during the Contract Period of Performance . Vendor shall monitor the services and work performed by
its sub vendors, subcontractors and others on a regular basis for compliance, as applicable, with the CDBG-DR
Regulations, the CDBG-DR Requirements, and the City Requirements as well as the exhibit provisions. Vendor must
cure all violations of the CDBG-DR Regulations committed by its sub vendors or subcontractors. Vendor
acknowledges that the provisions of this Section shall survive the earlier termination or expiration of this
Contract and be applicable for the length of the project and for 4 years thereafter.
2.0. Compliance With All Auulicable Laws and Regulations.
Vendor agrees to comply fully with all applicable laws and regulations that are currently in effect or that are
hereafter amended during the term of this Contract and throughout the project. Those laws include, but are not limited
to:
(A) Contracts for more than the simplified acquisition threshold, which is the inflation adjusted amount determined
by the Civilian Agency Acquisition Council and the Defense Acquisition Regulations Council (Councils) as
authorized by 41 U.S.C. 1908, must address administrative, contractual, or legal remedies in instances where vendors
violate or breach contract terms, and provide for such sanctions and penalties as appropriate.
(B) All contracts in excess of $10,000 must address termination for cause and for convenience by the non -Federal
entity including the manner by which it will be effected and the basis for settlement.
(C) Equal Employment Opportunity. Except as otherwise provided under 41 CFR Part 60, all contracts that meet the
definition of "federally assisted construction contract" in 41 CFR Part 60-1.3 must include the equal opportunity clause
provided under 41 CFR 60-1.4(b), in accordance with Executive Order 11246, "Equal Employment Opportunity" (30
FR 12319, 12935, 3 CFR Part, 1964-1965 Comp., p. 339), as amended by Executive Order 11375, "Amending
Executive Order 11246 Relating to Equal Employment Opportunity," and implementing regulations at 41 CFR Dart
60, "Office of Federal Contract Compliance Programs, Equal Employment Opportunity, Department of Labor."
(E) Contract Work Hours and Safety Standards Act (40 U.S.C. 3701-3708). Where applicable, all contracts awarded
by the non -Federal entity in excess of $100,000 that involve the employment of mechanics or laborers must include a
provision for compliance with 40 U.S.C. 3702 and 3704, as supplemented by Department of Labor regulations (29
CFR Part 5). Under 40 U.S.C. 3702 of the Act, each vendor must be required to compute the wages of every mechanic
and laborer on the basis of a standard work week of 40 hours. Work in excess of the standard work week is permissible
provided that the worker is compensated at a rate of not less than one and a half times the basic rate of pay for all
hours worked in excess of 40 hours in the work week. The requirements of 40 U.S.C. 3704 are applicable to
construction work and provide that no laborer or mechanic must be required to work in surroundings or under working
conditions which are unsanitary, hazardous or dangerous. These requirements do not apply to the purchases of supplies
or materials or articles ordinarily available on the open market, or contracts for transportation or transmission of
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intelligence.
(F) Rights to Inventions Made Under a Contract or Agreement. If the Federal award meets the definition of "funding
agreement" under 37 CFR & 401.2 (a) and the recipient or subrecipient wishes to enter into a contract with a small
business firm or nonprofit organization regarding the substitution of parties, assignment or performance of
experimental, developmental, or research work under that "funding agreement," the recipient or subrecipient must
comply with the requirements of 37 CFR Part 401, "Rights to Inventions Made by Nonprofit Organizations and Small
Business Firms Under Government Grants, Contracts and Cooperative Agreements," and any implementing
regulations issued by the awarding agency.
(G) Clean Air Act (42 U.S.C. 7401-7671a.) and the Federal Water Pollution Control Act (33 U.S.C. 1251-1387), as
amended —Contracts and subgrants of amounts in excess of $150,000 must contain a provision that requires the non -
Federal award to agree to comply with all applicable standards, orders or regulations issued pursuant to the Clean Air
Act (42 U.S.C. 7401-76710 and the Federal Water Pollution Control Act as amended (33 U.S.C. 1251-1387).
Violations must be reported to the Federal awarding agency and the Regional Office of the Environmental Protection
Agency (EPA).
(H) Debarment and Suspension (Executive Orders 12549 and 12689)—A contract award (see 2 CFR 180.220) must
not be made to parties listed on the governmentwide exclusions in the System for Award Management (SAM), in
accordance with the OMB guidelines at 2 CFR 180 that implement Executive Orders 12549 (3 CFR part 1986 Comp.,
p. 189) and 12689 (3 CFR part 1989 Comp., p. 235), "Debarment and Suspension." SAM Exclusions contains the
names of parties debarred, suspended, or otherwise excluded by agencies, as well as parties declared ineligible under
statutory or regulatory authority other than Executive Order 12549.
(I) Byrd Anti -Lobbying Amendment (31 U.S.C. 1352)—Vendors that apply or bid for an award exceeding $100,000
must file the required certification. Each tier certifies to the tier above that it will not and has not used Federal
appropriated funds to pay any person or organization for influencing or attempting to influence an officer or employee
of any agency, a member of Congress, officer or employee of Congress, or an employee of a member of Congress in
connection with obtaining any Federal contract, grant or any other award covered by 31 U.S.C. 1352. Each tier must
also disclose any lobbying with non -Federal funds that takes place in connection with obtaining any Federal award.
Such disclosures are forwarded from tier to tier up to the non -Federal award.
(.l) See & 200.323. Procurement of Recovered Material
(K) See & 200.216. Prohibition on certain telecommunications and video surveillance equipment or services.
(L) See & 200.322. Domestic Preference for Procurement.
(M) Additional compliance requirements:
• CDBG Regulations found in 24 CFR Part 570.
• Title I of the Housing and Community Development Act of 1974, as amended, (42 USC 5301).
• The Age Discrimination in Employment Act of 1967.
• The Age Discrimination Act of 1975 (42 U.S.C. Sections 6101 et seq.).
• The Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970 (42 U.S.C. Sections
4601 et seq. and 49 CFR Part 24) ("URA").
• Section 504 of the Rehabilitation Act of 1973 (29 U.S.C. Sections 794 et seq.) and 24 CFR Part 8 where
applicable.
• National Environmental Policy Act of 1969, as amended, 42 U.S.C. Sections 4321 et seq. ("NEPA") and the
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related authorities listed in 24 CFR Part 58.
• Immigration Reform and Control Act of 1986 (8 U.S.C. Sections 1101 et seq.) specifically including the
provisions requiring employer verifications of legal status of its employees.
• The Americans with Disabilities Act of 1990 (42 U.S.C. Sections 12101 et seq.), the Architectural Barriers
Act of 1968 as amended (42 U.S.C. Sections 4151 et seq.) and the Uniform Federal Accessibility Standards,
24 CFR Part 40, Appendix A.
• Drug Free Workplace Act of 1988 (41 U.S.C. Sections 701 et seq.) and 24 CFR Part 23, Subpart F.
• Section 6002 of the Solid Waste Disposal Act, as amended by the Resource Conservation and Recovery Act.
• Lead -Based Paint Poisoning Prevention Act (42 U.S.C. 4801 et seq.), as amended by the Residential Lead -
Based Paint Hazard Reduction Act of 1992 (42 U.S.C. 4851 et seq.) and implementing regulations at 24 CFR
Part 35, subparts A, B, M, and R.
• Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards, 2 CFR
Part 200 et seq.
• Federal Funding Accountability and Transparency Act of 2006 ("FFATA") (Pub.L. 109-282, as amended by
Section 6205(a) of Pub.L. 110-252 and Section 3 of Pub.L. 113-101).
• Federal Whistleblower Regulations, as contained in 10 U.S.C. 2409, 41 U.S.C. 4712, 10 U.S.C. 2324, 41
U.S.C. 4304 and 41 U.S.C. 4310.
• Public Laws Specific to Disaster Appropriations
o The Disaster Relief Supplemental Appropriations Act, 2022 (Pub. L. 117— 43) approved September
30, 2021 (the "Appropriations Act") which made available $5,000,000,000 in Community
Development Block Grant Disaster Recovery (CDBG—DR) funds.
In March 2022, HUD allocated $2,213,595,000 in CDBG—DR funds from the Disaster Relief
Supplemental Appropriations Act, 2022 (Pub. L. 117— 43 known as the "2022 Appropriations
Act") for disasters occurring in 2021.
• The Continuing Appropriations Act, 2023 (Pub. L. 117-180) approved September 30, 2022 (the "2023
Appropriations Act") made available $2,000,000,000 in CDBG—DR funds.] Including Executive Orders to
the extent that such Orders are binding on the parties to the CDBG-DR agreement and not in conflict with
prior contractual obligations.
Vendor covenants and agrees that its officers, agents, employees and sub vendors shall abide by and comply with all
other laws, Federal, state and local, relevant to the performance of this Contract, including all applicable City
ordinances, rules and regulations and Title I of the Housing and Community Development Act of 1974 (42 USC 5301
et seq.), as amended, and the CDBG Regulations, as amended, (24 CFR Part 570 et seq), and the Texas Administrative
Code. Vendor further promises and agrees that it has read, and is familiar with, the terms and conditions of the above -
mentioned federal and state regulations.
3 0 Section 3 U4 CFR Part 75)
• The work to be performed under this contract is subject to the requirements of Section 3 of the Housing and
Urban Development Act of 1968, as amended, 12 USC.170lu (Section 3). The purpose of Section 3 is to
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ensure that employment and other economic opportunities generated by HUD assistance, or HUD -assisted
projects covered by Section 3, shall to the greatest extent feasible be directed to low and very low-income
persons, particularly persons who are recipients of HUD assistance for housing. The parties to this contract
agree to comply with HUD's regulations in 24 CFR part 75,which implement Section 3. As evidenced by
their execution of this contract, the parties to this contract certify that they are under no contractual or other
impediment that would prevent them from complying with the part 75 regulations.
The vendor agrees to send to each labor organization or representative of workers with which the vendor has
a collective bargaining agreement or other understanding, if any, a notice advising the labor organization or
workers' representative of the vendor's commitments under this Section 3 Clause and will post copies of the
notice in conspicuous places at the work site where both employees and applicants for training and
employment positions can see the notice. The notice shall describe the Section 3 preference, shall set forth
minimum number and job titles subject to hire, availability of apprenticeship and training positions, the
qualifications for each; the name and location of the person(s) taking applications for each of the positions;
and the anticipated date the work shall begin.
The vendor agrees to include this Section 3 Clause in every subcontract subject to compliance with
regulations in 24 CFR part 75, and agrees to take appropriate actions, as provided in an applicable provision
of the subcontract or in this Section 3 Clause, upon a finding that the sub vendor is in violation of the
regulations in 24 CFR part 75. The vendor will not subcontract with any sub vendor where the vendor has
notice or knowledge that the sub vendor has been found in violation of the regulations in 24 CFR part 75.
The vendor will certify that any vacant employment positions, including training positions, that are filled (1)
after the vendor is selected but before the contract is executed, and (2) with persons other than those to whom
the regulations of 24 CFR part 75 require employment opportunities to be directed, were not filled to
circumvent the vendor's obligations under 24 CFR part 75.
Noncompliance with HUD's regulations in 24 CFR part 75 may result in sanctions, termination of this
contract for default, and debarment or suspension from future HUD assisted contracts.
4.0 City Access to Documents and Deliverables
All information and data arising from the work performed under this Contract shall be the property of the City and
may be subject to disclosure to third parties and additionally may be subject to release to the public under the
provisions of the Texas Open Records Act. Vendor shall release and provide to City or its authorized designee all
information and data related to performance under this Contract. Vendor shall not limit or attempt to limit access to
information or data by the City nor shall Vendor obtain or attempt to obtain a copyright to such information or data.
Vendor understands and agrees that data may be released to third parties, including but not limited to HUD at the sole
discretion of City.
In the event a patentable invention is created as part of this Contract and a patent is obtained, Vendor shall notify City
of the patent and the patent shall, at the sole discretion of the City, be assigned to City upon demand. City retains all
rights to intellectual property developed in the course of this Contract.
In the event any copyright arises with respect to any data or other copyrightable work developed in the course of or
under this Contract, Vendor shall notify City of the copyright and the copyright shall, at the sole discretion of City, be
assigned to City upon demand. City, HUD and the United States Comptroller General, or their respective
representatives, shall have access for 4 years following the termination of this Contract to any books, documents,
records and papers relating to the operations of Vendor under this Contract for the purpose of audit, examination,
exception and transcription at all of Vendor's offices at all reasonable hours. This provision shall survive the
termination or expiration of this Contract.
5.0 Right to Insuect Vendor Contracts
It is agreed that City has the right to inspect and approve in writing, prior to any charges being incurred, any
proposed contracts between Vendor and (i) its Subvendors, including any lower tier sub vendors engaged in
any activity that is funded as a part of the construction of the Project to ensure they contain Davis -Bacon Act
and Section 3 requirements, (ii) Vendor contracts arising out of the construction of the Project, and (iii) any
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third party contracts to be paid with CDBG-DR Funds.
Vendor agrees that they are is bound by the terms and conditions set out in this exhibit and further agrees that this
exhibit is part of the Contract Documents and is incorporated into the Agreement for all purposes.
All records pertaining to Contract, including but not limited to any books, documents, and papers, shall be retained
for 4 years following the termination of this Contract. Vendor may destroy Project records at the end of this 4 year
period if no outstanding audit finding exists. This provision shall survive the termination or expiration of this Contract.
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