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HomeMy WebLinkAbout064848 - General - Contract - International Sister Cities Association of Fort Worth, Inc.CSC No. 64848 AGREEMENT FOR SERVICES THIS AGREEMENT FOR SERVICES ("Agreement") is made and entered into by and between THE CITY OF FORT WORTH, a home rule municipal corporation of the State of Texas (hereinafter referred to as "City"), acting by and through its duly authorized Assistant City Manager, and INTERNATIONAL SISTER CITIES ASSOCIATION OF FORT WORTH INC., a non-profit Texas corporation (hereinafter referred to as "Contractor"), acting by and through its duly authorized Executive Director. RECITALS WHEREAS, since 1985, the Fort Worth Sister Cities program has been fostering relationships between the City of Fort Worth and communities around the globe; and WHEREAS, these relationships provide a public benefit by promoting tourism and understanding, contributing to the overall cultural vitality of the community, and providing educational and business opportunities for the City of Fort Worth and its citizens; and WHEREAS, City has already engaged Contractor, through a separate contract (CSC No. 64008) to provide coordination of cultural educational, business and sports exchanges between City and its Sister City counterparts; and WHEREAS, City wishes to engage Contractor to provide travel booking services in connection with the Sister Cities program. NOW, THEREFORE, in consideration of the mutual covenants herein expressed, the parties agree as follows: AGREEMENT 1. SCOPE OF SERVICES. Contractor covenants and agrees to fully perform, or cause to be performed, with good faith and due diligence, the following services and objectives (collectively the "Services"): travel booking services for City officials as described further on the attached Exhibit "A". 2. COMPENSATION. In consideration of the Services to be performed under the Agreement, the City shall pay Contractor funds not to exceed Eighty Three Thousand Four Hundred Thirty Two Dollars ($83,432) (the "Funds") for the Services. Contractor shall submit invoices for trip deposits 30 days prior to trip deposits being due. Contractor shall submit final invoices for trips 30 days prior to the balance being due. 3. FINANCE -RELATED REPORTING. a. Contractor shall deliver to the City Manager's Office an Annual Statement of the receipts and expenditures of Funds detailing how the Funds were expended by Contractor to accomplish performance of the Services. b. Each Annual Statement must be prepared and signed by a Certified Public Accountant. c. Each Annual Statement must be submitted to the City Manager's Office not later than the 151n day of the first month after the end of each year. Therefore, each respective Annual Statement must be submitted not later than October 151" of each year. d. Any non-compliance by Contractor under Section 3 of this Agreement may jeopardize the Contractor's ability to receive future funding from the City. In addition, failure to comply with Section 3 or any other term of this Agreement may result in forfeiture of grant monies not yet OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX disbursed and/or required reimbursement of all monies awarded. e. At the time of execution of this Agreement and on or before May 1 of each year thereafter, the Contractor shall provide the City with a copy of the IRS Form 990 or other document that the Contractor submits to the Internal Revenue Service to maintain its status as a tax-exempt entity; such documentation shall be provided to the City at the address specified below under Notices 4. REPORTING OF SERVICES. In addition to the Annual Reporting required by section 3. above, trip specific invoices shall be submitted no later than fifteen (15) calendar days following the completion of each Sister Cities trip. Each invoice must reference the City Secretary Contract number associated with this Agreement, and must include the information outlined in Exhibit "A." 5. TERM AND TERMINATION. This Agreement shall govern services during the one-year term beginning October 1, 2025 and ending September 30, 2026 (the "Initial Term") and may be renewed by mutual written agreement for up to four additional terms of one year each (each a "Renewal Term"). The Initial Term and Renewal Terms are referred to generally herein as the term. a. Either party may cancel this Agreement upon thirty (30) days' notice in writing to the other party of such intent to terminate. b. The City may terminate this Agreement immediately for any violation by Contractor of Section 3, "Reporting of Expenditures" or Section 4, "Reporting of Services," above. c. As to the City's performance of the obligations in this Agreement, Contractor acknowledges and agrees that the City is a governmental entity, and because of statutory, constitutional and City Charter provisions, it cannot commit to the funding of the City's obligations described herein beyond each fiscal year. Therefore, the funding obligations of the City described herein are subject to and conditioned upon the City Council of the City appropriating for each fiscal year sufficient funds to satisfy such obligations. In the event no funds or insufficient funds are appropriated by the City in any fiscal period for any payments hereunder, City will notify the Contractor of such occurrence and this Agreement shall terminate on the last day of the fiscal period for which appropriations were received without penalty or expense to City of any kind whatsoever, except as to the portions of the payments herein agreed upon for which funds shall have been appropriated. d. In the event of any termination under this Section 5, Contractor shall reimburse to City all Funds that Contractor has received under this Agreement for purposes of discretionary distribution but that it not otherwise committed or encumbered by contract. 6. RIGHT TO MONITOR SERVICES. Contractor covenants and agrees to fully cooperate with City in monitoring the effectiveness of the Services to be performed under this Agreement, and City shall have access at all reasonable hours to offices and records of Contractor for the purpose of such monitoring. 7. INDEPENDENT CONTRACTOR. Contractor shall operate hereunder as an independent contractor and not as an officer, agent, servant, or employee of City. Contractor shall have exclusive control of and the exclusive right to control the details of the Services performed hereunder and all persons performing same and shall be solely responsible for the acts and omissions of its officers, agents, servants, employees, subcontractors, and program participants. The doctrine of respondent superior shall not apply as between the City and Contractor, its officers, agents, servants, employees, subcontractors, or program participants. Nothing herein shall be construed as creating a partnership or joint enterprise between City and Contractor. It is Agreement for Services - CFW / Sister Cities FY2026 Page 2 of 10 expressly understood and agreed that no officer, agent, employee, or subcontractor of Contractor is in the paid service of City. 8. LIABILITY AND INDEMNIFICATION. CITY SHALL IN NO WAY OR UNDER ANY CIRCUMSTANCES BE RESPONSIBLE FOR ANY PROPERTY BELONGING TO CONTRACTOR, ITS OFFICERS, AGENTS, EMPLOYEES, SUBCONTRACTORS, OR PROGRAM PARTICIPANTS THAT MAY BE LOST, STOLEN, DESTROYED, OR IN ANY WAY DAMAGED. CONTRACTOR HEREBY AGREES TO INDEMNIFY AND HOLD HARMLESS THE CITY, ITS OFFICERS, AGENTS, AND EMPLOYEES FROM AND AGAINST ANY AND ALL CLAIMS OR SUITS CONCERNING SUCH PROPERTY. Contractor covenants and agrees to indemnify, hold harmless and defend, at its own expense, City and its officers, agents, servants, and employees from and against any and all claims or suits for property loss or damage and/or personal injury, including death, to any and all persons, of whatsoever kind or character, whether real or asserted, arising out of or in connection with the execution, performance, attempted performance, or nonperformance of this Agreement and/or the operations, activities, and services described herein, whether or not caused, in whole or in part, by alleged ne_gli_gence of officers, agents, servants, employees, contractors, OR subcontractors of city; and Contractor hereby assumes all liability and responsibility of City and its officers, agents, servants, and employees for any and all claims or suits for property loss or damage and/or personal injury, including death, to any and all persons, of whatsoever kinds or character, whether real or asserted, arising out of or in connection with the execution, performance, attempted performance, or non-performance of this agreement and/or the operations, activities, and services described herein, whether or not caused in whole or in part, by alleged negligence of officers, agents, servants, employees, contractors, or subcontractors of city. Contractor likewise covenants and agrees to and does hereby indemnify and hold harmless City from and against any and all injury, damage, or destruction of property of City, arising out of or in connection with all acts or omissions of Contractor, its officers, members, agents, employees, subcontractors, invitees, licensees, or program participants, whether or not caused, in whole or in part, by alleged negliqence of officers, agents, servants, employees, contractors, or subcontractors of city. Contractor agrees to and shall release City, its agents, employees, officers, and legal representatives from all liability for injury, death, damage, or loss to persons or property sustained in connection with or incidental to performance under this Agreement, even if the iniury, death, damage, or loss is caused by City's sole or concurrent negliqence. Contractor shall require all of its subcontractors to include in their subcontracts a release and indemnity in favor of City in substantially the same form as above. This Section shall survive the expiration or termination of this Agreement. 9. MISAPPRORIATION OF FUNDS. In the event it is determined that Contractor has misused, misapplied or misappropriated all or any part of the funds provided hereunder, Contractor agrees to indemnify, hold harmless and defend the City of Fort Worth, its officers, agents, servants, and employees, from and against any and all claims or suits resulting from such misuse, misapplication, or misappropriation. 10. CHARITABLE IMMUNITY. If Contractor, as a charitable or nonprofit organization, has or claims an immunity or exemption (statutory or otherwise) from and against liability for damage or injury, including death, to persons or property, Contractor hereby expressly waives its rights to plead defensively such immunity or exemption as against the City. 11. ASSIGNMENT AND SUBCONTRACTING. Contractor shall not assign or subcontract all or any part of its rights, privileges, or duties under this Agreement without the prior written consent of City, and any attempted assignment or subcontract of same without such prior written approval shall be void and constitute a breach of this Agreement. Agreement for Services - CFW / Sister Cities FY2026 Page 3 of 10 12. COMPLIANCE WITH LAWS, ORDINANCES, RULES AND REGULATIONS. Contractor, its officers, agents, employees, and subcontractors shall abide by and comply with all federal, state, and local laws, including all ordinances, rules, and regulations of City. It is agreed and understood that, if City calls to the attention of Contractor any such violation on the part of Contractor or any of its officers, agents, employees, or subcontractors, then Contractor shall immediately desist from and correct such violation. 13. NON-DISCRIMATION COVENANT. Contractor, in the execution, performance, or attempted performance of this contract and Agreement, will not discriminate against any person or persons because of disability, age, familial status, sex, race, religion, color or national origin, nor will Contractor permit its officers, agents, 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 Employment Practices"), and Contractor hereby covenants and agrees that Contractor, its 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 Contractor, its agents, employees, or subcontractors. iE, I1 6111:7_1ki Is] =111 Contractor shall procure and shall maintain throughout the term of this Agreement the following insurance coverage: 1. Commercial General Liability (CGL): $1,000,000.00 per occurrence, with a $2,000,000.00 annual aggregate limit, in a form that is acceptable to the City's Risk Manager. 2. Non -Profit Organization Liability or Directors & Officers Liability: $1,000,000.00 per occurrence, with a $1,000,000.00 annual aggregate limit, in a form that is acceptable to the City's Risk Manager. Contractor's insurer(s) must be authorized to do business in the State of Texas for the lines of insurance coverage provided and be currently rated in terms of financial strength and solvency to the satisfaction of the City's Risk Manager. Each insurance policy required herein shall be endorsed with a waiver of subrogation in favor of the City. Each insurance policy required by this Agreement (except for policies of workers' compensation or accident/medical insurance, if required) shall list the City as an additional insured. City shall have the right to revise insurance coverage requirements under this Agreement. Contractor further agrees that it shall comply with the Texas Workers' Compensation Act and shall provide sufficient compensation insurance to protect Contractor and City from and against any and all Workers' Compensation claims arising from the work and services provided under this Agreement. 15. RIGHT TO AUDIT RECORDS. Contractor agrees that the City shall, until the expiration of three (3) years after final payment under this Agreement, have access to and the right to examine, whether in hard copy or electronic format, any directly pertinent books, documents, papers, and records of the Contractor involving transactions relating to this Agreement. Contractor agrees that the City shall have access during normal working hours to all necessary Contractor facilities and shall be provided adequate and appropriate workspace in order to conduct audits in compliance with the provisions of this Section. The City shall give Contractor reasonable advance notice of intended audits. Contractor further agrees to include in all of its subcontractor agreements hereunder a provision to the effect that the subcontractor agrees that the City shall, until the expiration of three (3) years after final payment under the subcontract or this Agreement, have access to and the right to examine, whether in hard copy or electronic format, any directly pertinent books, documents, papers, and records of such Agreement for Services - CFW / Sister Cities FY2026 Page 4 of 10 subcontractor involving transactions relating to the subcontract or this Agreement, and further that City shall have access during normal working hours to all subcontractor facilities and shall be provided adequate and appropriate workspace in order to conduct audits in compliance with the provisions of this paragraph. City shall give subcontractor reasonable advance notice of intended audits. This Section shall survive the expiration or termination of this Agreement. 16. GOVERNING LAW AND VENUE. This Agreement shall be governed by and construed in accordance with the laws of the State of Texas. Should any action, whether real or asserted, at law or in equity, arise out of the execution, performance, or attempted performance of this Agreement, venue for said action shall lie in Tarrant County, Texas. 17. NOTICES. Notices to be provided hereunder shall be sufficient if forwarded to the other party by hand - delivery or via U.S. Postal Service certified mail, postage prepaid, to the address of the other party shown below: Valerie Washington City Manager Office City of Fort Worth 100 Fort Worth Trail (fka 100 Energy Way) Fort Worth, Texas 76102 (817) 392-6192 with copy to City Attorney at same address 18. NO WAIVER. Kippen de Alba Chu President/CEO Internat'I Sister Cities Assoc. of Fort Worth, Inc. 927 Taylor Street, Fort Worth, Texas 76102 (817) 632-7104 The failure of City or Contractor to insist upon the performance of any term or provision of this Agreement or to exercise any right conferred herein shall not be construed as a waiver or relinquishment to any extent of City's or Contractor's right to assert or rely upon any such term or right on any future occasion. 19. DISCLOSURE OF CONFLICTS AND CONFIDENTIAL INFORMATION. Contractor hereby warrants to the City that Contractor has made full disclosure in writing of any existing or potential conflicts of interest related to Contractor's services under this Agreement. In the event that any conflicts of interest arise during the time in which this Agreement is in effect, Contractor hereby agrees immediately to make full disclosure to the City in writing. Contractor, for itself, its officers, agents, and employees, further agrees that it shall treat all information provided to it by the City ("City Information") as confidential and shall not disclose any such information to a third party without the prior written approval of the City. Contractor shall store and maintain City Information in a secure manner and shall not allow unauthorized users to access, modify, delete, or otherwise corrupt City Information in any way. Contractor shall notify the City immediately if the security or integrity of any City Information has been compromised or is believed to have been compromised. 20. SEVERABILITY. If any provision of this Agreement is held to be invalid, illegal or unenforceable, the validity, legality, and enforceability of the remaining provisions shall not in any way be affected or impaired. 21. FORCE MAJEURE. Agreement for Services - CFW / Sister Cities FY2026 Page 5 of 10 The City and Contractor shall exercise their best efforts to meet their respective duties and obligations as set forth in this Agreement. If either party is unable, either in whole or part, to fulfill its obligations under this Agreement due to acts of God; strikes, lockouts, or other industrial disturbances; acts of public enemies; wars; blockades; insurrections; riots; epidemics; public health crises; earthquakes; fires; floods; restraints or prohibitions by any court, board, department, commission, or agency of the United States or of any state; declaration of a state of disaster or of emergency by the federal, state, county, or City government in accordance with applicable law; issuance of a Level Orange or Level Red Alert by the United States Department of Homeland Security; any arrests and restraints; civil disturbances; or explosions; or some other reason beyond the party's reasonable control (each a "Force Majeure Event"), the obligations so affected by such Force Majeure Event will be suspended only during the continuance of such event. 22. HEADINGS NOT CONTROLLING. Headings and titles used in this Agreement are for reference purposes only and shall not be deemed a part of this Agreement. 23. COMPLIANCE WITH CERTAIN STATE LAWS. To the extent this Agreement constitutes a governmental contract within the meaning of Section 2252.151 of the Texas Government Code, as amended, solely for purposes of compliance with Chapter 2252 of the Texas Government Code, and except to the extent otherwise required by applicable federal law, by signing this Agreement, Contractor certifies that neither Contractor, nor any wholly owned subsidiary, majority -owned subsidiary, parent company, or affiliate of Contractor: (i) engages in business with Iran, Sudan, or any foreign terrorist organization as described in Chapters 806 or 807 of the Texas Government Code, or Subchapter F of Chapter 2252 of the Texas Government Code, or (ii) is a company listed by the Texas Comptroller of Public Accounts under Sections 806.051, 807.051, or 2252.153 of the Texas Government Code. The term "foreign terrorist organization" in this paragraph has the meaning assigned to such term in Section 2252.151 of the Texas Government Code. Contractor 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" shall have the meanings ascribed to those terms in Section 808.001 of the Texas Government Code. By signing this Agreement, Contractor certifies that Contractor's signature provides written verification to the City that Contractor: (1) does not boycott Israel; and (2) will not boycott Israel during the term of the Agreement. Contractor further acknowledges that in accordance with Chapter 2276 of the Texas Government Code, the City is prohibited from entering into a contract for goods or services that has a value of $100,000 or more, which will 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. The terms "boycott energy company" and "company" have the meaning ascribed to those terms by Chapter 2276 of the Texas Government Code. To the extent that Chapter 2276 of the Government Code is applicable to this Agreement, by signing this Agreement, Contractor certifies that Contractor' s signature provides written verification to the City that Contractor: (1) does not boycott energy companies; and (2) will not boycott energy companies during the term of this Agreement. Contractor acknowledges that except as otherwise provided by Chapter 2274 of the Texas Government Code, the City is prohibited from entering into a contract for goods or services that has a value of $100,000 or more which will 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. The terms "discriminate," "firearm entity," and Agreement for Services - CFW / Sister Cities FY2026 Page 6 of 10 "firearm trade association" have the meaning ascribed to those terms by Chapter 2274 of the Texas Government Code. To the extent that Chapter 2274 of the Government Code is applicable to this Agreement, by signing this Agreement, Contractor certifies that Contractor's signature provides written verification to the City that Contractor: (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. 24. REVIEW OF COUNSEL. The parties acknowledge that each party and its counsel have had the opportunity to review and revise this Agreement and that the normal rules of construction to the effect that any ambiguities are to be resolved against the drafting party shall not be employed in the interpretation of this Agreement or any exhibit hereto. 25. ENTIRETY OF AGREEMENT. This written instrument (together with all exhibits and schedules attached hereto and incorporated herein) constitutes the entire understanding of the parties hereto concerning the subject matter and transaction addressed herein. With the exception of CSC No. 64008, any prior or contemporaneous, oral or written agreement that purports to vary from the terms hereof shall be void. [SIGNATURES APPEAR ON FOLLOWING PAGE.] Agreement for Services - CFW / Sister Cities FY2026 Page 7 of 10 IN WITNESS WHEREOF, the parties hereto have executed this agreement in multiples in Fort Worth, Tarrant County, Texas. CITY OF FORT WORTH: I/a&4��1. By: Valerie Washington (Jan 26, 202616:22:16 CST) Valerie Washington Assistant City Manager Date: 01/26/2026 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. 2oii���o` By. Vld-, Esquivel (Feb 6, 202 20 CST) Victoria Esquivel, City Manager's Office 0 9 nnIl� ATTEST: o °!oRr�os�o % .bb$>[cJLpClg a2d Jannette S. Goodall a"11 nEX t--- City Secretary Date: 02/05/2026 APPROVED AS TO FORM AND LEGALITY: Gavin Midgley Assistant City Attorney Date: 02/06/2026 CONTRACT AUTHORIZATION: No M&C Required INTERNATIONAL SISTER CITIES ASSOC. OF FORT WORTH, INC.: By: Kippen de Alba Chu President/CEO Date: 01/26/2026 OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX Agreement for Services - CFW / Sister Cities FY2026 Page 8 of 10 EXHIBIT "A" Fort Worth Sister City Travel Coordination and Facilitation Scope of Services 1. Contractor shall coordinate and facilitate official Sister City travel for Council Members and authorized staff, including: o Trip planning and host -city liaison o Group airfare, lodging, and program fee arrangements o Ground transportation coordination o Consolidated itemized invoicing o Traveler rosters and itinerary packets o Collection and transmission of required documentation 2. Contractor will comply with the City's travel policies in the booking and arrangement of Sister City travel. o Commercial airfare (coach/economy or per City policy) o Lodging at government or comparable rate o Program/host fees o Ground transportation (official itinerary only) o Trip insurance (if required) Non -allowable: Personal upgrades, companion travel, entertainment, alcohol, gifts, excess baggage, or any cost outside City policy without prior written approval. 3. Invoicing Structure and Payment Contractor shall submit two (2) separate invoices per Sister City trip, as follows: 1. Down Payment Invoice. An initial invoice for the trip down payment, reflecting estimated or required advance costs necessary to secure airfare, lodging, program fees, or other trip -related arrangements. 2. Final Expense Invoice. A second invoice submitted after completion of the trip, reflecting all remaining and actual trip -related expenses, adjusted for any changes, credits, or refunds. 4. Contractor will confirm authorized travelers and travel dates with City 60 days prior to a planned Sister City Trip. Contractor shall not obligate funds prior to receiving confirmation of the authorized travelers and dates of travel for Councilmembers and authorized staff. Agreement for Services - CFW / Sister Cities FY2026 Page 9 of 10 5. Contractor must arrange bookings directly, and City will reimburse Contractor within 30 days of receipt of an invoice. 6. Each invoice submitted must include: o Copy of approved Travel Authorizations (all travelers) o Final itinerary and traveler roster o Detailed itemization: airfare (ticket numbers), lodging (nights x rate), program fees, ground transportation, admin fee (if any) o Receipts or supplier statements for all charges exceeding $25. o Exception/change memo with credits/refunds o Reference to release number and purchase order line number(s) 7. Program Year 2026 Travel Destinations include: Destination Dates Est. Cost per Traveler Toluca, Mexico Feb 22-28 $2,925 — $3,125 Nagaoka, jApr 11-21 $7,200 Mbabane, Eswatini August (TBD) $7,500 Agreement for Services - CFW / Sister Cities FY2026 Page 10 of 10 FORT WORTH. City Secretary's Office Contract Routing & Transmittal Slip Contractor's Name: International Sister Cities Association of Fort Worth Inc Subject of the Agreement: Sister Cities Travel Booking Services M&C Approved by the Council? * Yes ❑ No 0 If so, the M&C must be attached to the contract. Is this an Amendment to an Existing contract? Yes ❑ No 0 If so, provide the original contract number and the amendment number. Is the Contract "Permanent"? *Yes ❑ No 0 If unsure, see back page for permanent contract listing. Is this entire contract Confidential? *Yes ❑ No 8 If only specific information is Confidential, please list what information is Confidential and the page it is located. Effective Date: 10/01 /2025 Expiration Date: 09/30/2026 If different from the approval date. If applicable. Is a 1295 Form required? * Yes ❑ No 8 *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 followingorder: rder: 1. Katherine Cenicola (Approver) 2. Jannette S. Goodall (Signer) 3. Allison Tidwell (Form Filler) *Indicates the information is required and if the information is not provided, the contract will be returned to the department. 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