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HomeMy WebLinkAboutContract 64038CSC No. 64038 PERFORMANCE AGREEMENT This Performance Agreement ("Agreement") is made and entered into by and between the City of Fort Worth, a home-rule municipality existing in the State of Texas ("City") and JOSE ANTONIO LAGUNA ("Performer"). WHEREAS, the City wishes to contract with the Performer to provide a hosting a presentation at the City of Fort Worth that supports the City's goal of fostering a positive cultural environment and advancing its role as a leader in cultural engagement. NOW, THEREFORE, the City and the Performer for and in consideration of the covenants and agreements hereinafter set forth, the sufficiency of which is hereby acknowledged, agree as follows: 1.Performance. Performer agrees to lead the Performance to the City at 12:00 pm on September 25 th , 2025 ("Performance Date"). a.Performer agrees that the Performance will be an in-person event using City's facilities and internet connections. b.The Performer shall provide his own instruments nd any software needed to provide and deliver the Performance utilizing the City's facilities. c.The Presenter shall arrive at the program location, Fort Worth City Hall,100 Fort Worth Trail, Fort Worth, Texas 76102, City Council Chamber, at least 30 minutes in advance of the beginning of the program (11 :30 a.m. CST) and remain available to answer any audience/paiiicipant questions for up to 15 minutes after the conclusion of the program (1: 15 p.m. CST). 2.Compensation. City shall pay Performer an amount not to exceed SIX HUNDRED DOLLARS ($600.00) in accordance with the provisions of this Agreement. Vendor shall not perform any additional services for the City not specified by this Agreement unless the City requests and approves in writing the additional costs for such services. City shall not be liable for any additional expenses of Vendor not specified by this Agreement unless City first approves such expenses in writing. City agrees to pay all invoices of Vendor within thirty (30) days of receipt of such invoice. 3.Duty to Perform Force Majeure. City reserves the right to cancel the Performance due to acts of Force Majeure on or near the Performance Date. Acts of Force Majeure shall include, without limitation, severe weather events such as hurricanes, tornadoes, floods, ice storms, or hail, and disasters such as fires, acts of public enemy, acts of superior governmental authority, epidemics, pandemics, riots, rebellion, sabotage, or any similar circumstances not within the reasonable control of either party. Neither City nor Performer shall be deemed in breach of this Agreement if it is prevented from performance by Force Majeure. 4.Permission to Use Photographs & Videos or Films. Performer hereby gives its consent and permission to City to use and record the Performance provided by the Performer. Use includes, but is not limited to, publishing, posting on an official web site, social media outlets or Performance Agreement Page I of7 putting on television, either network or cable or at neighborhood tneetings. Performer shall require all of its subcontractors to agree in their subcontracts to allow City use the Performance as included above. 5. Independent Contractor. Performer shall operate under this Agreement as an independent contractor and not as an of�cer, agent, servant, or employee of City. Performer shall have the exclusive right to control the details of the work, its subcontractors, and the services performed hereunder. City shall have no right to exercise any control over or to supervise or regulate the Performer in any way other than stated herein. The doctrine of Respondeat Superior shall not apply as between the parties, and nothing herein shall be construed as creating a partneiship or joint enterprise between the parties. 6. Termination. a. This Agreement may be terminated by the City, without cause, with five (5) days written notice to the Performer. b. This Agreement may also be terminated, with cause, at any time by the City upon wt•itten notice to the Performer. c. If, for any reason, at any time during any term of this Agreement, the Fort Worth City Council fails to appropriate funds sufficient for City to fulfill its obligations under this Agreement, City may terminate this Agreement to be effective on the later of (i) thirty (30) days following delivery by City to the Performei• of written notice of City's intention to terminate or (ii) the last date for which funding has been appropriated by the Fort Worth City Council for the purposes set forth in this Agreement. d. Performer may terminate this Agreement with thirry (30) days written notice to City. e. If the City teiminates this Agreement pursuant to this section, for any reason, City shall not owe any compensation to the Performei•. 7. Liability / Indemnification. a. LIABILITY. PERFORMER SHALL BE LIABLE AND RESPONSIBLE FOR ANY AND ALL PROPERTY LOSS, PROPERTY DAMAGE AND/OR PERSONAL INJURY, INCLUDING DEATH, TO ANY AND ALL PERSONS, OF ANY KIND OR CHARACTER, WHETHER REAL OR ASSERTED, TO THE EXTENT CAUSED BY THE ACT(S), ERRORS, OR OMISSION(S), MALFEASANCE OR INTENTIONAL MISCONDUCT OF THE PERFORMER, ITS OFFICERS, AGENTS, SERVANTS OR EMPLOYEES. b. GENERAI., IND�MNIFICATION. PERFORMER COVENANTS AND AGREES TO AND DOES HEREBY INDEMNIFY, HOLD HARMLESS, AND DEFEND, AT ITS OWN EXPENSE, CITY FROM AND AGAINST ANY AND ALL CLAIMS, LAWSUITS, JUDGMENTS, ACTIONS, CAUSES OF ACTION, LIENS, LOSSES, EXPENSES, COSTS, FEES (INCLUDING, BUT NOT LIMITED TO, ATTORNEY'S FEES AND COSTS OF DEFENSE), PROCEEDINGS, DEMANDS, DAMAGES, LIABILITIES, AND/OR SUITS OF ANY KIND OR NATURE, INCLUDING, BUT NOT LIMITED TO, THOSE FOR PROPERTY LOSS Performance Agreement Page 2 of 7 (INCLUDING, BUT NOT LIMITED TO, WORKERS' COMPENSATION ACT LIABILITY, LOST PROFITS, AND PROPERTY DAMAGE) AND/OR PERSONAL INJURY (INCLUDING, BUT NOT LIMITED TO, DEATH) TO ANY AND ALL PERSONS, OR OTHER HAI2M FOR WHICH RECOVERY OF DAMAGES IS SOUGHT, OF WHATSOEVER HIND OR CHARACTER, WHETHER REAL OR ASS�RTED, ARISING OUT OF OR RESULTING FROM ANY ACTS, ERRORS, OR OMMISSIONS OF PERFORMER AND/OR PERFORMER'S SUBCONTRACTORS AND CONTRACTORS AND THEIR 12ESPECTIVE OFFICERS, AGENTS, EMPLOYEES, DIRECTORS, MEMBERS, PARTNERS, AND REPIZESENTATIVES IN CONNECTION WITH THE �XECUTION, PERFORMANCE, ATTEMPTED PERFORMANCE, OR NONPERFORMANCE OF THIS AGREEMENT. THIS SHALL ALSO INCLUDE ANY CLAIMS BY ANY SUBCONTRACTORS BROUGHT AGAINST CITY FOR ANY USE OF PHOTOGRAPHS, VIDEOS, OR R�CORDINGS OF THE PERFORMANCE AND SHALL ALSO INCLUDE ANY CLAIMS AGAINST CITY BY A SUBCONTRACTOR FOR ANY CLAIM RELATED TO OR IN CONNECTION WITH THIS AGREEMENT, EXCEPT THAT THIS SHALL NOT INCLUDE ACTIONS CAUSED BY THE CITY'S OWN NEGLIGENCE OR WILLFUL CONDUCT. c. Intellectual PropertX. Performer agrees to assume full responsibility for complying with all State and Federal Intellectual Property Laws and any other regulations, including, but not limited to, the assuinption of any and all responsibilities for paying royalties that are due for the use of other third-party copyrighted works by Performer. City expressly assumes no obligations, implied or otherwise, regarding payment or collection of any such fees or financial obligations. City specifically does not authorize, permit, or condone the reproduction or use of copyrighted materials by Performer without the appropriate licenses or permission being secured by Performer in advance. IT IS FURTHER AGREED TI3AT PERFORMER SHALL RELEASE, DEFEND, INDEMNIFY, AND HOLD HARMLESS CITY FROM AND AGAINST ANY AND ALL CLAIMS, LOSSES, DAMAGES, ACTIONS, OR EXPENSES OF EVERY TYPE AND DESCRIPTION, INCLUDING, BUT NOT LIMITED TO, ATTORNEY'S FEES, TO WHICH THEY MAY BE SUBJECTED ARISING OUT OF PERFORMER'S USE OF ANY COPYRIGHTED MATERIAL BY REASON OF AN ALLEGED OR ACTUAL COPYRIGHT VIOLATION OR OTHER LACK OF OWNERSHIP, AUTHORSHIP, OR ORIGINALITY. City expressly assumes no obligation to review or obtain appt•opriate licensing and all such licensing shall be the exclusive obligation of the Performer. d. IF ANY ACTION OR PROCEEDING SHALL BE BROUGHT BY OR AGAINST THE CITY IN CONNECTION WITH ANY SUCH LIABILITY OR CLAIM, THE PERFORMER, ON NOTICE FROM CITY, SHALL DEFEND SUCH ACTION OR PROCEEDING, AT THE PERFORMER'S EXPENSE, BY OR THROUGH ATTORNEYS REASONABLY SATISFACTORY TO CITY. e. IT IS AGREED WITH RESPECT TO ANY LEGAL LIMITATIONS NOW OR HEREAFTER IN EFFECT AND AFFECTING THE VALIDITY OR ENFORCEABILITY OF THE INDEMNIFICATION OBLIGATION UNDER THIS SECTION, SUCH LEGAL LIMITATIONS ARE MADE A PART OF THE INDEMNIFICATION OBLIGATION AND SHALL OPERATE TO AMEND THE Performance Agreement Page 3 of 7 INDEMNIFICATION OBLIGATION TO THE MINIMUM EXTENT N�CESSARY TO BRING THE PROVISION INTO CONFORMITY WITH THE REQUIREMENTS OF SUCH LIMITATIONS, AND AS SO MODIFIED, THE INDEMNIFICATION OBLIGATION SHALL CONTINUE IN FULL FORCE AND EFFECT. f. Performer agi•ees to ai�d shall release City fi•om any and all liability for injury, death, damage, or loss to persons or property sustained or caused by Performer in connection with or incidental to performance under this Agreement. g. Pet•former shall require all of its subcontractors to include in their subcontracts a i•elease and indemnity in favor of City in substantially the same form as above. h. All indemnification provisions of this Agreement shall survive the termination or expiration of this Agreetnent. 8. Notice. All notices required or permitted under this Agreement shall be conclusively deterinined to have been delivered when (i) hand-delivered to the other party, or its authorized agent, employee, servant, or representative, or (ii) received by the other party ot• its authorized agent, employee, servant, or representative by reliable overnight courier or United States Mail, postage prepaid, return receipt requested, at the address stated below or to such other address as one party may from time to time notify the other in writing. CITY City of Fort Worth Attn: Human Resource Director 100 Fort Worth Trail Fort Worth, Texas 76102 PERFORMER Jose Antonio Laguna 1112 Mohawk Dr. Irving, TX 75061 Email: Mexicanismo 100@yahoo.com.mx With copy to: Assistant City Attorney 100 Fort Wor-th Trail Fort Worth, Texas 76102 The Performer and City agree to notify the other party of any changes in addresses. 9. Assi n� ment. This Agreement is non-assignable, and any unauthorized purported assignment or delegation of any duties hereunder, without the prior written consent of the other party, shall be void and shall constitute a material breach of this Agreement. 10. Entire A�i•eement. This Agreelnent constitutes the entire agreement between the parties hereto with respect to the subject matter hereof, and no amendment, alteration, or lnodiiication of this Agreement shall be valid unless in each instance such amendment, alteration Performance Agreement Page 4 of 7 or modification is expressed i�1 a written instrument, dL�ly executed and approved by each of the parties. There are no other agreements and understandings, oral or• written, with reference to the subject matter hereof that are not merged herein and superseded hereby. 11. Modi�cation. No arnendment, modification, or alteration of the terms of this Agreement shall be binding unless the same is in writing, dated subsequent to the date hereof, and duly eXecuted by the parties hereto. 12. Severabilitv. Shouid any portion, word, clause, phrase, sentence or paragraph of this Agl•eement be declared void or unenforceable, such portion shall be modified or deleted in such a manner as to make this Agreement, as modified, legal and enforceable to the fullest extent permitted under applicable law. 13. Governin� Law / Venue. If any action, whether real or asserted, at law or in equity, arises on the basis of any provision of this Agreement, venue for such action shall lie in state courts located in Tarrant County, Texas or the United States District Court for the Northern District of Texas — Fort Worth Division. This Agreement shall be construed in accordance with the laws of the State of Texas. 14. Waiver. No waiver of pei�formance by either party shall be construed as or operate as a waiver of any subsequent default of any terms, covenants, and conditions of this Agreement. The payment or acceptance of fees for any per•iod after a default shall not be deemed a waiver of any right or acceptance of defective performance. 15. Prohibition on Cont��actin� with Coin�anies that Boycott IsraeL If Performer has fewer than 10 employees or this Agreement is for less than $100,000, this section does not apply. Performer acknowledges that in accor•dance with Chapter 2270 of the Texas Government Code, the City is prohibited from entering into a contract with a company for goods or services uniess the conh�act 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 teims "boycott Israel" and "company" shall have the meanings ascribed to those terms in Section 808.001 of the Texas Government Code. By signing this contract, Performer certiiies that Performer's signature provides written veri�cation to the City that Performer: (1) does not boycott Isr•ael; and (2) will not boycott Israel during the terin of the contract. 16. Ri�ht to Audit. The Performer agrees that City will have the right to audit the financial and business records of the Performer that relate to this Agreement (coliectively "Records") at any time during the Term of this Agt•eement and for three (3) years thereafter in order to determine compliance with this Agreement. Throughout the Term of this Agreement and for three (3) years thereafter, the Performer shall malce all Records available to City on 200 Texas Street, Fort Worth, Texas or at another location in City acceptable to both parties following reasonable advance notice by City and shail otherwise cooperate fully with City during any audit. Notwithstanding anything to the contrary herein, this section shall survive expiration or ear•lier tei•mination of this Agreement. Performance Agreement Page 5 of 7 17. Counterpat•ts and Electronic Si na� tures. This Agreement may be executed in several counterparts, each of which will be deemed an original, but all of which together will constitute one and the same instrument. A signature received via facsimile or electronically via email shall be as legally binding for all purposes as an original signature. 18. Non-Discrimination. In the execution, performance, or atteinpted perforinailce of this Agreement, the Performer will not discriminate against any person or persons because of disability, age, familial status, sex, race, religion, color, national origin, or sexual ot�ientation, nor will the Perfornzer permit its of�cers, agents, servants, employees, or subcontractors to engage in such discrimination. This Agreement is made and entered into with reference specifically to Chapter 17, Article III, Division 3, of the City Code of the City of Fort Worth ("Discrimination in Employinent Practices"), and the Performer hereby covenants and agrees that the Perforiner, its officers, agents, employees, and subcontractors have fully complied with all provisions of same and that no employee or employee-applicant has been discriminated against by either the Performer, its offcers, agents, employees, or subcontractors. 19. Governmental Powers. Both Pai�ties agree and understand that the City does not waive or surrender any of its governmental powers by execution of this Agreement. 20. Licenses, Permits and Fees. The Performer agrees to obtain and pay for all applicable licenses, permits, certificates, inspections, and all other fees required by law necessaiy to perform the services prescribed for the Perfoi•mer to perform hereunder. 21. Condition of the Facility / Warranties Excluded. The Performer hereby rept•esents that she has inspected the facilities at the Event Site intended for the Performance, including any improvements thereon, and that the Performer finds same suitable for all activities and operations agreed to hereunder, and that the Performer does so on an "as is" condition. The City hereby expressly excludes any and all warranties in regard to the facilities, including, without limitation, fitness for any particular purpose. 22. Si�nature Authot•itX. The person signing this Agreement hereby warrants that she has the legal authority to execute this Agreement on behalf of his or her respective party, and that such binding authority has been granted by proper order, resolution, ordinance or other authorization of the petson or entity. The other Party is fully entitled to rely on this warranty and representation in entering into this Agreement. Should that person or entity not be authorized, the terms and conditions of this Agreement shall be binding as against the signatore and he shall be subject to the terins and conditions of this Agreement. Signatatre Page Follows Performance Agreement Page 6 of 7 CITY OF FORT WORTH: By: Dianna Giordano (Sep 25, 2025 16:51:17 CDT) Name: Title: Date: Dianna Giordano Assistant City Manager 09/25/2025 _____ ,20_ APPROVAL RECOMMENDED: By: y¼,-],J,hL Name: Holly Moyer Title: Interim Director Human Resources ATTEST: By: �A� Name: Jannette Goodall Title: City Secretary PERFORMER: JOSE ANTONIO LAGUNA By: l Name: Jose Anto.:.. 10 Laguna Title: Date: Pr:e:T _ __f1!f,{J_/j_, 20 _2S Performance Agreement 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 rep01ting requirements. By: �r Se,gtt;- Name: Kayla Scott Title: Human Resources Manager, Organizational Development APPROVED AS TO FORM AND LEGALITY: By ffroil Name: Keanan Matthews Hall Title: Sr.Assistant City Attorney CONTRACT AUTHORIZATION: M&C: NIA Page 7 of7 City Secretary’s Office Contract Routing & Transmittal Slip *Indicates the information is required and if the information is not provided, the contract will be returned to the department. Contractor’s Name: Subject of the Agreement: M&C Approved by the Council? *Yes No If so, the M&C must be attached to the contract. Is this an Amendment to an Existing contract? Yes No If so, provide the original contract number and the amendment number. Is the Contract “Permanent”? *Yes No If unsure, see back page for permanent contract listing. Is this entire contract Confidential?*Yes No If only specific information is Confidential, please list what information is Confidential and the page it is located. Effective Date: Expiration Date: If different from the approval date. If applicable. Is a 1295 Form required?* Yes No *If so, please ensure it is attached to the approving M&C or attached to the contract. Project Number:If applicable. *Did you include a Text field on the contract to add the City Secretary Contract (CSC) number? Yes No Contracts need to be routed for CSO processing in the following order: (Approver) Jannette S. Goodall (Signer) Allison Tidwell (Form Filler)