HomeMy WebLinkAboutContract 63870City Secretary Contract No. 63870
FORT WORTHg
NON-EXCLUSIVE VENDOR SERVICES AGREEMENT
This NON-EXCLUSIVE 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 SWA Group ("Vendor"), each individually referred to as a "party" and collectively
referred to as the "parties."
1. Scone of Services. Vendor will provide engineering, landscape architecture, and design
services for City's identified Neighborhood Improvement Program (NIP) areas on an as -needed basis
("Services"), as set forth in more detail in Exhibit "A," attached hereto and incorporated herein for all
purposes.
2. Term. This Agreement begins on August 11, 2025 ("Effective Date") and expires on
August 10, 2026 ("Expiration 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 two (2) one-year renewal option(s) (each a "Renewal 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 non-exclusive Agreement will not exceed eight hundred and twenty-five
thousand Dollars ($825,000.00). The Vendor acknowledges that this is a non-exclusive agreement
and there is no guarantee of any specific amount of purchase. Further, Vendor recognizes that the
amount stated above is the total amount of funds available, collectively, for any Vendor that enters
into an agreement with the City under the relevant M&C or cooperative agreement and that once
the full amount has been exhausted, whether individually or collectively, funds have therefore been
exhausted under this Agreement as well. 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 Addendum - Statement of Work. When Services are requested, Vendor will
provide City with an applicable Statement of Work. Each Statement of Work will: (1) identify the
NIP area to be serviced; (2) list the Services requested by City under Exhibit A; (3) identify the
projected timeframe necessary for completion of Services; and (4) identify the estimated cost of
Services, including any costs related to Additional Services and/or Reimbursable Costs identified
in Exhibit B. Each Statement of Work must be approved by the City, signed by both parties, and
filed as an addendum to this Agreement. No additional services will be provided by the Vendor in
the identified NIP area unless the City requests and approved in writing additional cost of such
services.
3.2 The Vendor will issue monthly invoices for all work performed under this
Agreement. Invoices will be submitted no later than the 20th day following the end of the month
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CITY SECRETARY
FT. WORTH, TX
City Secretary Contract No.
and sent to suaalierinvoicesa.fortworthtexas.gov. Invoices are due and payable within 30 days of
receipt. Invoices should identify the relevant Statement of Work, provide an itemized list of the
Services provided (including the hours worked and the hourly rate charged), and detail any costs
related to Additional Services and/or Reimbursable Costs identified in Exhibit B. If the City
requires additional reasonable documentation, it will request the same promptly after receiving the
above -described information, and the Vendor will provide such additional reasonable
documentation to the extent the same is available.
3.3 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.
3.4 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.
3.5 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
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. 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-annropriation 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 Oblis_ ations 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.
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.
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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. ffight 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
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,
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INCLUDING DEATH, TO ANY AND ALL PERSONS, OF ANY KIND OR CHARACTER,
WHETHER REAL OR ASSERTED, TO THE EXTENT CAUSED BY THE NEGLIGENT
ACT(S) OR OMISSION(S), MALFEASANCE OR INTENTIONAL MISCONDUCT OF
VENDOR, ITS OFFICERS, AGENTS, SERVANTS, EMPLOYEES, CONTRACTORS, OR
SUBCONTRACTORS.
8.2 GENERAL INDEMNIFICATION -VENDOR HEREBY COVENANTS AND
AGREES TO INDEMNIFY, HOLD HARMLESS AND DEFEND CITY, ITS OFFICERS,
AGENTS, SERVANTSAND EMPLOYEES, FROMAND AGAINSTANYAND ALL CLAIMS
OR LAWSUITS OFANYKIND OR CHARACTER, WHETHER REAL OR ASSERTED, FOR
EITHER PROPERTYDAMAGE OR LOSS (INCL UDINGALLEGED DAMAGE OR LOSS TO
VENDOR'S BUSINESS AND ANY RESULTING LOST PROFITS) AND/OR PERSONAL
INJURY, INCL UDING 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.
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ASSignment and Subcontracting.
9.1 Assianment. 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 hired and non -owned vehicles used by Vendor, or its
employees, in the course of providing Services under this Agreement.
(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:
$1,000,000 - Each Claim Limit
$1,000,000 - Aggregate Limit
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Professional Liability coverage may be provided through an endorsement to the
Commercial General Liability (CGL) policy, or a separate Professional Liability
policy specific to the type of professional services provided hereunder. 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 Vendor's services provided. An annual certificate
of insurance must be submitted to City to evidence coverage.
10.2 General Reauirements
(a) The commercial general liability and automobile liability policies must
name City as an additional insured thereon, pursuant to standard ISO forms CG 20
10 and CG 20 37. The term City includes its employees, officers, officials, and
volunteers in respect to the contracted services.
(b) The workers' compensation policy must include a Waiver of Subrogation
(Right of Recovery) to the extent a loss is covered.
(c) A minimum of Thirty (30) days' notice of cancellation or non -renewal 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, 100 Fort Worth Trail, Fort Worth, Texas 76102, with copies to the
Fort Worth City Attorney at the same address. This notice requirement shall only
be applicable as to the policies for which the City is named as an Additional
Insured, which for the sake of clarity is only Vendor's commercial general liability
and automobile liability policies as stated in Section 10.2(a).
(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 the required insurance
documentation as set forth in paragraph (f) below 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. Comuliance 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
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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 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:
SWA Group
Zane Busbee, Managing Principal
2001 Irving Boulevard, Ste 157
Dallas, TX 75207
14. Solicitation of Emnlovees. 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
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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 parry 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. Counteruarts. 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.
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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 -
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 parry, 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 Comnanv 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 Bovcottine 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
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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
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:
Naga 3,gi-q 0ll
By: Dana Rurghdoff (Lila 2j, M?-, 14-?'-Je CDT]
Name: Dana Burghdoff
Title: Assistant City Manager
Date: 8/26/2025
APPROVAL RECOMMENDED:
"/17prow"i"176"s
By: Kacey Thomas (Aug 21, 202515:50:53 CDT)
Name: Kacey Thomas
Title: Director, Neighborhood Services
Date: 08/21/2025
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: e1-ot►fiqu4Brolwn Moore
Name: Letitia Brown -Moore
Title: Assistant Director, Neighborhood Services
Date: 08/08/2025
APPROVED AS TO FORM AND LEGALITY:
By:
uJ,
ATTEST:%
F FORr°QQQ
p o 09
Name:
Jessika Williams
o~� °''o
ono o=d
Title:
Assistant City Attorney
Date:
08/26/2025
By:
lI`�w
CONTRACT AUTHORIZATION:
Name:
Jannette Goodall
M&C•
25-0587
Title:
City Secretary
Form 1295:
2025-1311432
Date:
08/26/2025
VENDOR:
SWA Group
By:
Zane Busbee (Aug 7. 202513:45:00 CDT]
Name:
Zane Busbee
Title:
Managing Principal
Date:
08/07/2025
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
Vendor Services Agreement Page 11 of 16
City Secretary Contract No.
EXHIBIT A
SCOPE OF SERVICES
Vendor will provide engineering, landscape architecture, and design services for City's identified
Neighborhood Improvement Program (NIP) areas on an as -needed basis. Services will initially be used for
the following three NIP areas: Fairhaven, Seminary, and Worth Heights- with each neighborhood's project
total design fee estimated to be up to $275,000.00 per project. However, Services may be provided in any
NIP area identified by City of Fort Worth Resolution or Mayor and Council Communication. Available
Services by Vendor include the following, but will be determined and approved by City in a mutually agreed
upon Statement of Work with Vendor (see Section 3.1 of the Agreement) at the time Services are requested:
The following outline represents a potential scope of services, which may be adapted or refined based on
the specific needs and available funding of each individual project. The scope of any given project shall be
mutually determined by the Vendor and the City, and tailored to align with the funding allocated for that
project. Not all listed tasks may be required, applicable, or financially feasible. The ability to proceed with
any project is contingent upon the availability of adequate funding resources; in the absence of such
funding, the project may be modified, delayed, or not undertaken:
1. Existing Conditions Review & Needs Assessment (Vendor)
A. Vendor shall analyze and review available neighborhood infrastructure
data (street lighting, sidewalks, streetscapes, traffic calming, park
improvements).
B. Vendor shall perform on -site observations to supplement the available existing conditions
data.
C. Vendor shall assist city staff with identification of needs assessment to
identify and rank the improvement projects.
2. Pre -Design
A. Vendor shall prepare inventory and analysis reflecting opportunities
and constraints for each site
B. Vendor shall identify appropriate project team subconsultants based on project
specific needs.
C. Vendor shall identify any potential special services that may be
required.
D. Vendor shall complete Topographic and Boundary Surveys as may be
required.
E. Vendor shall identify requirements for Geotechnical Engineering
Report.
3. Community Engagement Support
F. Vendor shall attend neighborhood block parties organized by the City
for community feedback and engagement.
G. Vendor shall assist the Neighborhood Program Coordinator in gathering resident
input on project priorities, including the collection and organization of survey
responses.
H. The City shall lead the development and implementation of community
engagement efforts. The Vendor shall assist the City in preparing visual
aids and supporting materials to enhance public understanding and
Vendor Services Agreement Page 12 of 16
City Secretary Contract No.
participation in the engagement process. Costs associated with the
printing or production of these materials shall be considered
reimbursable expenses (example, oversized printed boards, leaflets,
informational handouts, etc.).
4. Design & Engineering Services
A. Vendor shall develop preliminary concept plans and recommendations
for neighborhood improvement projects in collaboration with TPW and
PARD.
B. Vendor shall provide detailed design documentation at 30% (Schematic
Design), 60% (Design Development), and 90% (Construction Documents)
levels of completion for review and approval by appropriate stakeholders.
This will be followed by issuance of Bid Documents (Construction
Documents) and Project Manual after final Opinion of Probable
Construction Cost (OPCC) is approved by the City.
C. Vendor will provide OPCC for City review/approval at each phase of
completion (30%-60%-90%). City understands that not all phases or
deliverables may be required dependent on project specific needs.
D. Vendor shall ensure to the best of it's ability that all designs adhere to local
standards and address specific neighborhood needs as identified in the
engagement process.
E. Vendor shall be responsible for submitting plans for TAS/ADA review and
coordinating any required inspections by a Registered Accessibility Specialist
(RAS). All costs and fees associated with these reviews and inspections shall
be considered reimbursable expenses. .
F. Vendor shall provide permit documents (drawings, details, studies,
etc.), as needed, for applicable permits (Utility, Building, etc.).
G. Vendor will submit appropriate regulatory plan submittals as may be
required to the City for project specific needs.
5. Project Reporting & Documentation
A. The City shall lead the collection and maintenance of detailed records
related to community feedback, survey data, and design adjustments, with
the support and assistance of the Vendor A/E as needed. .
B. The City shall be responsible for preparing and submitting progress reports
that document community engagement activities, survey results, design
updates, and cost estimates, with input and assistance from the Vendor as
appropriate..
6. Bidding
A. Vendor will support the City with Bidding Assistance, including
development of Bid Forms and Project Manuals that may be required.
B. Vendor shall review and comment on Requests for Information from bidders and issue
addendums.
C. Vendor shall assist the Client in reviewing bidder's qualifications.
7. Construction Phase Support Services
Vendor Services Agreement Page 13 of 16
City Secretary Contract No.
A. Vendor shall review shop drawings & submittals for approval.
B. Vendor shall review and approve pay applications.
C. Vendor shall observe contractors' work to verify conformance with the plans and
specifications.
D. Vendor will perform final observation report including identification of punch list items.
E. Vendor will provide record drawings if required (based on BFI's, Addenda, and Contractor
provided redlines of changes made in the field).
Vendor Services Agreement Page 14 of 16
City Secretary Contract No.
EXHIBIT B
PAYMENT SCHEDULE
FEES FOR PROFESSIONAL SERVICES
Services outlined under the Scope of Services found in Exhibit A or under Additional Services shall be
provided on an hourly basis. Estimated not -to -exceed hourly fees, by phase or task, shall be determined
and mutually agreed upon during the development of the Statement of Work, in accordance with Section
3.1 of this agreement, for any project assigned to the Vendor.
The following principal(s) are committed to this project:
Principals
Rate / Hour
Busbee
$341
Strawn
$236
Other principals, if used on this project, have rates ranging from $220 to $355 an hour. These rates are
applicable for six months from the date of the Agreement for Professional Services but may be increased
subsequently with written notice.
Current staff rates range between $91 and $207.
*Fixed rate charges are not anticipated under this Agreement. However, it is understood by the City that
certain tasks may require billing on a fixed -fee basis. For example, and not limited to, if a topographic
survey is required to facilitate design and engineering, such services shall be invoiced as a lump sum based
on the defined scope of work. As the complete scope and extent of future projects have not yet been
determined, fixed -fee items cannot be itemized at this time and will instead be outlined and mutually agreed
upon in subsequent Statements of Work before any services are performed.
ADDITIONAL SERVICES
*Must be approved by City in the applicable Statement of Work prior to work being performed*
Additional Services are any services not included within the contract scope and include but are not limited
to:
A. Making planning surveys, feasibility studies, and special analyses of the Client's needs to clarify
requirements for project programming.
B. Master planning.
C. Site planning.
D. Preparation of technical sections of specifications in other than Construction Specifications Institute
(CSI) format.
E. Revisions and changes in drawings, specifications or other documents when such revisions are
inconsistent with approvals or instructions previously given by the Client; required by the enactment
or revision of codes, laws or regulations subsequent to the preparation of such documents; or the
preparation of alternates or deductive change orders requested by the Client.
F. Repackaging or modifications to plans due to changes by other consultants following completion of
Vendor Services Agreement Page 15 of 16
City Secretary Contract No.
SWA's 100% construction documents.
G. Plan preparation for and construction observation of portions of a project let on a segregated bid basis
or to be phased during construction.
H. Services with respect to replacement of any work damaged during construction.
I. Services required as a result of the default or insolvency of contractor.
J. Preparation of as -built drawings, record drawings or of measured drawings of existing conditions.
K. Providing prolonged construction observation should the construction time be substantially extended
through no fault of SWA.
L. Providing services if, in Guaranteed Maximum Price (GMP) projects, the construction budget for SWA
scope items is reduced through no fault of SWA.
M. Providing services if, in "fast -track" projects, revisions to design or construction documents are
required because of prior construction commitments or changes required in the construction process or
phasing outside the control of SWA.
N. Cost of review as to form of lenders documents, certifications and consents to assignment requested of
SWA during the term of this Agreement.
O. Fees for additional consultants not included in SWA's Basic Services and retained with the approval of
the Client.
P. In-house professional photography or drone photography.
Q. 3D printing.
REIMBURSABLE COSTS
*Must be approved by City in the applicable Statement of Work prior to work being performed*
Reimbursable costs shall be reimbursed at cost plus ten percent (10%) and are not included in the Fee for
Professional Services. Reimbursable costs include, but are not limited to, those listed below:
• Printing and Reproduction
• Preparation of Record Drawings
• Postage and Delivery Services
• TDLR/Independent Provider Review and Inspection- direct cost of services and reproduction of
plans
Vendor Services Agreement Page 16 of 16
6/25/25, 11:27 AM
M&C Review
CITY COUNCIL AGENDA
Create New From This M&C
DATE: 6/24/2025 REFERENCE
NO..
CODE: G TYPE:
Official site of the City of Fort Worth, Texas
FORT WORTH
**M&C 25- LOG NAME: 19NIP-ENGINEERING &
0587 DESIGN
CONSENT PUBLIC NO
HEARING:
SUBJECT. (CD 5, CD 9 and CD 11) Authorize Execution of a Professional Service Agreement with
Parkhill Smith & Cooper and SWA Group for Engineering and Design Services Related to
the Neighborhood Improvement Program in a Collective Amount Up to $825,000.00
RECOMMENDATION:
It is recommended that the City Council authorize execution of a Professional Service Agreement
with Parkhill Smith & Cooper and SWA Group for engineering and design services related to the
Neighborhood Improvement Program in a collective total amount up to $825,000.00.
DISCUSSION:
The City of Fort Worth has selected two multi -discipline consultants to support the Neighborhood
Improvement Program (NIP) in developing and implementing neighborhood -specific projects for the
Transportation and Public Works Department (TPWD) and the Park & Recreation Department
(PARD). The primary goal is to improve the capital delivery capacity for both departments.
The awarded firms will be responsible for delivering the following services:
1. Existing Conditions Review and Needs Assessment
2. Design and Engineering Services
3. Project Reporting and Documentation
4. Bidding Process Support
5. Construction Support
6. Community Engagement Support
The Request for Qualifications (RFQ) was advertised on January 23, 2025, and March 31, 2025, in
the Fort Worth Star Telegram. The following responses were received and later reviewed and scored
by staff members of the Neighborhood Services Department (NSD), TPW, and PARD. The table
reflects the final rankings based on the established evaluation criteria.
Ranking
Proposers
Score
Order
1
Parkhill Smith & Cooper
271
2
SWA Group
266
2
Olsson, Inc.
263
4
Bennett Partners Architecture Interiors
258
Planning, Inc.
apps.cfwnet.org/council_packet/mc review.asp?ID=33448&councildate=6/24/2025 1/3
6/25/25, 11:27 AM
M&C Review
Evaluation Criteria
Olsson,
Parkhill
Bennett Partners
SWA
Inc.
Architecture
Group
Interiors
Planning, Inc.
Experience &
27
29
25
26
Methodology for
Analysis
Approach, Expertise
29
29
26
29
& Capacity
Experience:
27
25
25
27
Planning, Designing
& Implementation
Experience: Design
26
27
26
28
& Engineering
Team's Project
26
26
24
25
Management
Capacity,
Administration &
Reporting
Team's Relevant
26
27
26
27
Experience
Experience in Fort
24
25
26
26
Worth with
Community
Engagement
Projects
Principle, Project
26
27
26
26
Manager & Local
Staff Roles,
Dedication, Etc
Staff: Quantity,
26
28
26
27
Location,
Availability,
Conflicts &
Subcontractors
Thoughts on
26
28
28
25
History, Current
Times & Future of
Fort Worth
TOTALS
263
271
258
266
The collective total cos: of these contracts will be an amount up to $825,000.00 for the lifetime of the
Agreements. The services will initially be used for the following three NIP areas: Fairhaven, Seminary,
and Worth Heights- with each neighborhood's project costs estimated up to $275,000.00. However,
services may be provided in any NIP area identified by Resolution or Mayor and Council
Communication. With Council approval the contracts are expected to start in July of 2025.
The agreements shall be effective upon execution and shall remain in effect for one year, with an
option to renew for up to an additional two years. 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.
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6/25/25, 11:27 AM
M&C Review
The City's Business Equity goal on this Design/Build project is 12.76\% on design phase, and 25\% on
construction phase. SWA Group, Inc. and Parkhill, Smith, & Cooper, Inc., have agreed/committed to
utilize 12.76\% business equity participation on the design phase, and 25\% business equity
participation on the construction phase. The final Business Equity goal on the construction percentage
can be adjusted once Guaranteed Maximum Price has been finalized. Any changes in subcontractors
will be reviewed by the Business Equity Division.
Funding is budgeted in the General Capital Projects Fund for the Neighborhood Service Department.
The Fairhaven, Seminary, and Worth Heights NIP areas are located in COUNCIL DISTRICTS 5, 9 and
11.
FISCAL INFORMATION/CERTIFICATION:
The Director of Finance certifies that funds are available in the current capital budget, as previously
appropriated, in the General Capital Projects Fund for the SE24 Design & Eng Firm, WH24 Design &
Eng Firm and NIP2025-Design & Eng projects to support the approval of the above
recommendation and execution of the agreement. Prior to any expenditure being incurred, the
Neighborhood Services Department has the responsibility to validate the availability of funds.
TO
Fund I Department I Account Project Program Activity Budget Reference # I Amount
ID ID I I Year (Chartfield 2)
FROM
Fund I Department Account Project
ID I ID
Submitted for City Manager's Office by_
Originating Department Head:
Additional Information Contact:
ATTACHMENTS
Program I Activity I Budget
Year
Dana Burghdoff (5804)
Kacey Bess (8187)
Reference # Amount
(Chartfield 2)
Letitia Brown Moore (7756)
19NIP-ENGINEERING & DESIGN fends avail.docx (CFW Internal)
NIP -Compliance Memo .pdf (CFW Internal)
NIP -Form 1295 - Parkhill.pdf (CFW Internal)
NIP BID TABIJLATION.docx (CFW Internal)
NIP FID TABLE.xlsx (CFW Internal)
NIP Map Fairhaven District 11.pdf (Public)
NIP Map Seminarv- District 9.Ddf (Public)
NIP Map Worth Heiahts - District 8.pdf (Public)
SWA Form 1295.Ddf (CFW Internal)
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CERTIFICATE OF INTERESTED PARTIES
FORM 1295
1of1
Complete Nos. 1- 4 and 6 if there are interested parties. OFFICE USE ONLY
Complete Nos. 1, 2, 3, 5, and 6 if there are no interested parties. CERTIFICATION OF FILING
1 Name of business entity filing form, and the city, state and country of the business entity's place Certificate Number:
of business. 2025-1311432
SWA group
Dallas, TX United States Date Filed:
2 Name of governmental entity or state agency that is a party to the contract for which the form is 05/19/2025
being filed.
City Of Fort Worth Date Acknowledged:
05/19/2025
g Provide the identification number used by the governmental entity or state agency to track or identify the contract, and provide a
description of the services, goods, or other property to be provided under the contract.
25-0053
Landscape Architecture, Civil Engineering, Community Engagement, Architectural
4
Name of Interested Party
5 Check only if there is NO Interested Party
6 UNSWORN DECLARATION
My name is
My address is
(street)
❑X
City, State, Country (place of business)
declare under penalty of perjury that the foregoing is true and correct
Executed in County, State of
, and my date of birth is
Nature of interest
(check applicable)
Controlling Intermediary
(city) (state) (zip code) (country)
on the day of 20
(month) (year)
Signature of authorized agent of contracting business entity
(Declarant)
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