HomeMy WebLinkAboutContract 41269 CiTY SECRETARY
CONTRACT NO, 4
CONTRACTFOR EXCLUSIVE CONCESSIONS
AND ALC OROLIC EVE GE SERVICES
AT THE WILL ROGERS MEMORIAL CENTER
This EXCLUSIVE CONCESSIONS N ALCOHOLIC BEVERAGE SERVICES
AGREEMENT: " E E T" is made and entered 'Into by and between the CITY F FORT
WORTH (die "CITY"), a home rule municipal corporation situate. in portions of Tarrant, Denton,
Parker and Wise Counties, Texas, acting by and through Susan Alan s, lts duly authorised Assistant City
Manager, and C BUR N'S, CATERING SERVICE INC. ("OPERATOR"), a TEXAS corporation,
and acting by and through. Jerrell Coburn, its duly authorized President.
L. SCOPE OF SERVICES.
The OPERATOR shall be the exclusive provider of CONCESSION and ALCOHOLIC
BEVERAGE Services at Will Rogers Memorial Center subject to the to s of this AGREEMENT
including, but not limited to operating concession stands, vend various refreshments, and selling ether
items or services as approved by the DIRECTOR OR HIS DESIGNEE, at the best value to the CITY.
OPERATOR must obtain and keep in force,throughout the term of the AGREEMENT all required liquor
licenses, permits, etc, required by Texas ►.leehe:lie Beverage Commission, State of Texas, and permits
required by all local,government entities.
This AGREEMENT shall be in effect for a period of six months beginning January 1,1 2011 and
ending Jun 30, 2011.!
This AGREEMENT nay, however, be extended up to an additional seven months at the sole
discretion of the CITY as approved by the City Manager.
Upon expiration of the term, OPERATOR agrees to held over under the terms and conditions of
this AGREEMENT for such period of time as is reasonably necessary to 'obtain a replacement
OPERATOR,provided such period shall not exceed one hundred eighty 1 80days.
3. COMT,ENSATION.
For the rights and privileges granted, the OPERATOR shall pay the CITY, through its .Director,
each month during the terrn hereof",the ollowi*g amounts:
A. Twenty-Five 25%) percent o " GROSS RECEIPTS, as defined in Article , during all
Events on all basic concession: items sold, including, but not limited to, all soft drinks,
beer, ALCOHOLIC BEVERAGES, peanuts, popcorn, Batton candy, chips, doughnuts,
hamburgers, pretzels, sandwiches,, hot dogs, french fries, chili dogs, coffee, barbecue and
pizza.
B. 25% of food and noun-alcoholic beverages at permanent or temporary concession stands.
C. Fly 50%,) percent of revenue received from sales by HIRD PARTY
or
VENDORS. All third party vendors must approved b the : r��t or his/her
designee. RECORD
r WORTH9 TX
Contract for Exclusive Concession and Alcoholic Beverage Services
at Will Ro ors Memorial Center
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4.l NOTICE.,PLACE AND MANNER OF PAYMENTS.
All payments due the CITY shall be due and payable without demand by check at the office of
the Director at the CENTER, or at such other place in 'Tarrant County, Texas as the Director may
hereafter notify OPERATOR (in writing and with reasonable advance notice), and shall be made in legal
tender of the United States.
Payments from any calendar month shall be due no later than 3:00 P.M. on the 20th day
following the end of an "' CC TAG PERIOD". Any payment that is not made by this date shall bear
a service charge of one and one-half percent (1.5%), plus an *interest fee in the amounts of one and one-
half percent (1.5%) per month from the date it became, due until the date Its paid. OPERATOR agrees
that it shall play and discharge all costs and expenses including attorney's fees incurred or expended by the
CITY in collection of said delinquent amounts due, including service charges,.
5. LETTER OF CREDIT.
The OPERATOR shall provide the CITY of Fort Worth with a Letter of Credit 'in the amount of'
$250,000.00 for the faithful perfon-nance of duties as specified by the terms defined *in the scope of work
0.
in this agreement no later than 30 calendar days prior to the AGR_EEMENT effective date. The bank and
the terms of the Letter,of Credit must be acceptable to the City.
6. FOOD AND BEVERAGE PREMISES AND RIGHTS.
6.1. Premises,.
The CITY will make available to OPERATOR those concession premises shown on
Exhibit A which, subject to the supervision of the Director of Public, Events Director(the"Director"),, for
the purposes of performing this AGREEMENT, and except as otherwise provided herein, will be M' the
exclusive control of OPERATOR ("the food and beverage premises") subject to the exclusions in this
section.,
6.2. Portable Locations,.,
The CITY will penult portable concession stands to be located throughout the CENTER.
The Director and the OPERATOR will agree upon the number and locations of these temporary stands at
least 24 hours prior to each event.
6.3. Concession Rights
The concession rights and privileges, herein granted are the exclusive rights to make
direct sales to the public of all food, candy, sandwiches,, popcorn, and beverages, alcoholic and non-
alcoholic beverages and to, provide restaurant services, CONCESSION SERVICES as defined
herein ,customarily handled by a concessionaire; at any and all events held at the CENTER except that the
CITY retail the_right,to:
I. Grant permission for food and beverage items of sample size to be given
away on the premises by exhibitors who are in the business of producing and/or selling
such items. In no, event shall ALCOHOLIC, BEVERAGE samples be provided.
2. Exclude the following events.-
Contract for Exclusive Concession and Alcolholiic Beverage Services
at Will Ro ers Memorial Center
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a. Southwestern E, osit on and Livestock Show, "Stock Show" During
any period f'tirne the CENTER is leased to and used by the Stock Show, for the
annual Stock Show and such other noin-ticketed, private events which.the Stock Show
may from time to time host within the CENTER, all concessions, catering and
ALCOHOLIC IC BEV E GE services rights will be granted to the Stock Slow. The
Stock Show will have full authority to enter into contracts with vend ors for various
goods and services during their lease, of the CENTER for the Stock Show.
OPERATOR agrees it will lease all equipment, permanent and portable stands,
storage space, commissary areas, and all other, equipment and improvements
(excluding OPERATOR'S office and administrative equipment) to the Stoop Show's
contractor for the amount of One Thos,and Dollars ($1,000) annually. OPERATOR
will. be permitted to continue to use and occupy its designated administrative office
space during the Stock Slow. The Stock Show may hold additional private, nor
ticketed everts during other periods of the year under the same terms s and conditions.
b. Cowtown Marathon. During the period of time the CENTER is leased
to and used for the Port worth Co own Marathon, permission to distribute sponsor
donated products used solely for the hydration and consumption of the runners will
be granted during the Co own Marathon. OPERATOR will maintain all other food,
beverage and alcohol rights during the event.
C. North Texas CuttiRg, Club. :luring the National Cutting Horse
Association Futurity,the City retains the rights for alcoholic leverages services in the
Backstage Club. All services are restricted to,the Backstage Club premises.
d. Jewel Chari fall.. During the 2011 Jewel, Charity Ball, the City retains
the r gbts for alcoholic beverage e se ices w.
3. Promulgate reasonable rules and regulations for the OPERATOR necessary for
the operation of the CENTER.
4. Reasonably restrict the length of time before and after the time of the
performance or function,, M order to ensure that sales will not interfere with the conduct of the
performance or function being served,
5. The CITY,through its Director, retains the right to approve the form, and price of
products; provided that, the CITY agrees that it will not enter into any agreements after the date
hereof(other than an agreement relating to exclusive pouring rights for soft drinks (carbonated or
non-carbonated, non-alcoholic beverages) or an agreement relating to turning rights of the arena
facility within the CENTER that limit or restrict or otherwise contravene any AGREEMENT
between OPERATOR and a service provider for concessions and ALCOHOLIC BEVERAGE
service or advertising "in the CENTER, unless, such AGREEMENTS, are approved in writing by
OPERATOR,which approval will not be unreasonably withheld,conditioned or delayed.
6. The print pattern to be used on all containers, cups, bags, plastic ware, etc. used
by OPERATOR shall be approved 'in advance by the Director.
7. The rights for CONCESSION SERVICES shall not include the right to sell video
or audio tapes, compact discs C s non-food sundry items, including but not limited to t shims,
film, aspirin, postcards, programs, souvenir boobs, or other printed matter of a like nat ure, or
Contract for Exclusive Concession and A►lcahofle Beverage Services
at Will Roizers Memorial Center
Page 3 of 23
copyrighted novelties, However, DOCTOR OR HIS DES1GNEE may require or permit
OPERATOR to sell such items from time to time upon reasonable notice and upon such terms as
may be negotiated with OPERATOR.
8. The Director reserves the right ght to allow outside vendors to provide unique
specialty items during certain events, provided that, when so permitted, the, OPERATOR is able
to reach mutually agreeable, conunercially prevailing and reasonable terms with such ven dor and
CITY including,i without limitation,those regarding the sub-AGREEM.ENT and the percentage of
the vendor's gross sales which is to be split equally by OPERATOR and CITY.
9. The OPERATOR shall not sell space for either temporary or permanent signs.
10. The CITY presently has 'in place a "Pouring Rights Agreement" with Coca Cola,
Enterprises Inc. d/b/a Coca Cola Bottling, Company of North Texas, and a "Snack Vending
Agreement"with Intellivend. All fountain service soft drinks and beverages that are to be sold in
individual containers by the OPERATOR must be purchased from, Coca Cola,, including bottled
water. Brewed coffee iced tea, or individual containers of milk are permitted exceptions, to the
"Pouring Rights Agreement".
1 L The City of Fort Worth Public, Events Department and/or Will Rogers Memorial
Center shall have the right to negotiate Agreements with vendors of food and beverage, products
for advertising rights and product exclusivity. The OPERATOR shall not enter into any
agreement with vendors, on their own,which could compromise the terms of existing City of Fort
Worth Public Events Department and/or Will Rogers Memorial Center Agreements and/or
Agreements.
6. . ALCOHOLIC BEVERAGES
ALCOHOLIC BEVERAGE sales will be allowed unless the LICENSEES leasig the
CENTER request the Director to prohibit sale of ALCOHOLIC BEVERAGES during LESSEE'S event
and the Director concurs with this request. The OPERATOR agrees that it will not license the property in
such a way that will prohibit the issuance of licenses for ALCOHOLIC BEVERAGES by the Stock Show
referenced in Article 6.3.2a.
70 REPORTS/AUDITS.,
7'.1. Event Reports,
The OPERATOR shall be required to furnish the CENTER with a monthly report of
GROSS RECEIPTS for each event. This report will be submitted on forms approved by the Director in
the reasonable exercise of his/her discretion, and must be turned into the office of the Director no later
than 4:00 P. of the first business day after the end of the month. The report will be signed by the
OPERATOR or the OPERATOR'S designated representative. The Director or his or her duly authorized
agents or representatives may from time-to-time request "flash reports," on gross sales for individual
events. When requested, this information must be turned into the office of the Director no later than 4:00
p.m. of the second(2 d)business day after the event.
7.2. Cash Ike.gisters
Cash registers must be used at each point of sale by the OPERATOR to record sales, and
the tape from each register used for an event will be attached to the corresponding concession report., The
Contract fiDr Exclusive Concession and Alcoholic Beverage Services
at Will Rozers Memorial Center
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location of the register will be written on the tape and it mu st be verified and signed by, the person, that
operated the register. If a 'reg,i,ster i's not used, (only upon prior written approval of the Director), a cash
slip, must be prepared for sac h location that cash was received. This slip must be verified and s�igned
person, working at the location. In no case shall the person who signed the cash register tape or cash slip
be the same person that signed the coinces,sion,report.
73. Bank Accounts
The OPERATOR shall establish, 'in its own name,, a separate corninerci a], account at a,
local bank in Fort Worth, Texas, which shall be exclusively, used for the itial, deposit of all receipts
involved in the OPERATOR'S operations with the CENTER.
7.4. Accounting Records,, Equi,pm nt and cos,
The OPERATOR shall, keep true, accurate, complete and audits le records, in a forrn
consistent with OPERATOR'S general corporate accounting requirements satisfactory, to the Director..
`Fhe OPERATOR further agrees that the Director or his or her duly authorized agents or representatives
shall have the right to exarni,ne all pertinent books and records at any and all reasonable times for the
purpose of determining true y e accuracy thereof The making, of an willfully false report of revenue by the
I
OPERATOR shall be grounds for the *Immediate cancellation and tern ination oft a ENT.,
Permaiient books,,, ledgers,journal accounts and records,will be retained by OPERATOR
for the term of this AGREEMENT and any extension thereof, alongwith collateral papers,and forms such
as-, Original invoices, sales checks or slips, cash register and adding inachine tapes, and analogous,
supporting data.
The OPERATOR shall, upon the receipt, of' a written, reasonable request from the!
Director,, prepare and submit such reports and analysis of the operation of the co,nce�ssioins under this
AGREEMENT *in such form and content as the CITY may reasonably require 'in the admffilstration of this
AGREEMENT.
The OPERATOR shall deliver all data, reports and documents which, result ft m its
services to the Director in such form as described in the Scope of Work.
7.5. Audits
OPERATOR agrees, that the CITY shall, until the expiration of three (3) years after
firial payment under this AGREEMENT, have access to and the right to examine at reasonable tunes
any directly pertient books,, documents., papers and, records of the OPERATOR 'involving transactions
relating to this AGREE MENT at no additional cost to the CITY. OPERATOR agrees, that the CITY
shall have access during normal working hours to allnecessary faciliti es and shall be provided adequate
and appropriate work space in order to conduct audits in compliance with the provisions of this Article.
The CITY shall give! OPERATOR reasonable advance notice,of ffitenided audits.
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OPERATOR ftirther agrees to include in, all its subcontractor agreements hereunder a
provision to the effect that the subcontractor,agrees that the CITY shall, 'Until expiration off"twee (3)years
after final, payment of the subcontract,, have, access to and the right to, exaniffie at reasonable times an
directly pertinent ooks, documents,, papers and records of such subcontractor "involving transactions
related to the subcontract, and further that CITY shall have access during normal working, hours to all
subcontractor facilities and shall be provided adequate and appropriate work space in order to conduct
,Contract for Exclusive Conggs'sion and Alcoholic Beverage Services
at,Wdull Romrs Memorial Center
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audits in compliance with the provisions of this paragraph. CITY shall give subcontractor, reasonable
notice of intended audits.
8. OPERATIONS.
8.1. Occumney Of Premises
The OPERATOR agrees to improve, equip and maintain the Concession Premises as
provided in Articles 14.1-1 4.3.
rovi
8.2. Hours,Of Operation
Except as, otherwise provided in this AGREEMENT, the OPERATOR agrees to operate
the concessions when any event or attraction is scheduled in CENTER unless prior approval not to
operate is granted by the Director. The OPERATOR shall have the concession stands open and in
operation a reasonable time before, during and after all, events as determined by the Direc tor, but in no
event, later than 5 minutes prior to,the time doors are opened to admit the public to the event.
8.3. Scheduled Events
The, Director shall give OPERATOR advance written notice (through monthly schedules
of events and supplements) of the nature of scheduled events and such information as is available
regarding probable attendance at such events. OPERATOR shall take, all reasonable steps to obtain event
information from the Director, or his staff, if such "information has not already been provided.
OPERATOR shall be held strictly accountable for furnishing full and adequate service for the full period
of time required for any event of which it has reasonable: notice. The Director and OPERATOR shall
notify the other of cancellations of previously scheduled events of which due notice has been given,, and
shall otherwise use its best efforts to notify the other of the cancellation of events where due notice has
not been provided, however, neither the CITY nor OPERATOR shall be liable to the other for the failure
to deliver notices of such cancellation. The CITY makes no representation or warranty that an event will
not be subject to cancellation.,
9. PERSONNEL
9.1. Employees
The OPERATOR shall be entitled to empiloy such employees on the premises as are
necessary to perfoln-n the services required of it hereunder., The OPERATOR agrees to employ, train and
supervise personnel with appropriate qualifications and experience and in sufficient num, ber to provide all
the services appropriate for the concessions granted herein with a minimum of delay for the patrons. The
OPERATOR shall abide by all federal, state and local laws, rules and regulations, concerning the hiring
and employment of its empiloy,ees. Employees shall be clean, neat, courteous, efficient, properly trained
and attendant to patrons of the facilities. Employees shall be attired in clean uniforms at all times when
the facility is open to patrons and shall wear a badge with the employee name or, number legibly
imprinted. The type and design of the uniforms and identification badges, are subject to the reasonable
approval of the Director. Accurate records must be kept of the names and addresses of employees of
those to whom identtification badges are issued to, assure proper identification of employees at any time
required by the Director.
OPERATOR represents that all of its employees and subcontractors who perform
services under this AGREEMENT shall be qualified and competent to perfon-n the services required
Contract f r Exclusive Concession and Alcoholic Beverage Services
at Will Rogers Memorial Center
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herein. OPERATOR agrees to replace any employee or subcontractor that the CITY, in its reasonable
opinion, finds unacceptable.
In the event the OPERATOR does not provide sufficient personnel to service an event,
the CITY reserves the right to obtain additional personnel at the cost of the OPERATOR.
9-2. Mqg4ger
The OPERATOR shall employ a manager who is reasonably satisfactory to the Director
at all times during the operation of the AGREEMENT. If at any time,, the Director finds -that the
OPERATOR'S manager or his or her alternate has discharged his/her responsibilities in an unsatisfactory
manner., then the Director shall provide OPERATOR with written notice of the same, Including a
comprehensive summary of such deficiencies. Furthermore, the OPERATOR shall replace the manager
who discharged his responsibilities in an unsatisfactory manner with a manager that is reasonably
satisfactory to the Director., lf, however, the actions of the manager endanger the health, safety and
welfare of any *individual,-the manager shall be immediately, removed from the premises. In either event,
OPERATOR shall have thirty (30) days, to replace the manager with a substitute manager. rai,jure to
remove or replace the manager per the terms of this paragraph will constitute a breach of this
AGREEMENT.,
10. SOLICITATION OF BUSINESS,DELIVERIES, ► HER SALES
10.1. Solicitation of Business
The OPERATOR'S solicitation of business shall be made from the stands, booths,
specifically *indicated in Exhibit A (see .1) as well as temporary stands and other locations, approved by
the Director or to a walking vendor program specifically approved by the Director for each event or
attraction as to,merchandise offered,periods of sale and number of walkin g vendors.
10.2. Deliveries
Deliveries of all supplies, goods, wares, merchandise and equipment to the OPERATOR
shall be made at a time and location at the CENTER during normal business hours and at a mutually
agreed upon location at the CENTER as designated by the Director. The OPERATOR is responsible for
accepting all deliveries to his/her operation and shall schedule deliveries outside event hours in the
facility, whenever possible.
101.3. Restrictions on Sales by Others
The CITY shall prohibit, and will use its best efforts to prevent vendors mid peddlers not
employed by the OPERATOR from vending or distributing their wares upon the premises under the
control of the CITY, unless specifically permitted by this AGREEMENT. It is understood, however,that
exhibitors may give away sample-size products (subject to the size limitations as provided above) or sell
merchandise intended for consumption off-premises. Sample sizes of products may be consumed on
premise.
10.4. Conduct of Other Business
The Premises used by the OPERATOR in the CENTER shall be used solely for the
transaction of business directly related to the obligations of this AGREEMENT. Foods and beverages
prepared or stored in the Premises,may not be sold for consumption off-premise, without written approval
of the Director. It is the intent that relief may be granted from the restrictions of this Article 'in instances
Contract for Exclusive Concessi n and Alcoholic Beverage Services
at Will Rogers,Memorial Center
Page 7 of 23
of inventory problems arising from conditions, beyond the control of the OPERATOR. The CITY, at its
discretion, may allow the OPERATOR to expand their scope of work to include off-premise catered
events. In the event approval is given, a mutually agreed fee payable to CITY shall be determined.
11. MERCHANDISE
11-1. Merchandise Prices
Prices, for merchandise for sale shall not be higher than those charged for the same
quality merchandise at comparable facilities elsewhere in the Dallas-Fort Worth area. The OPERATOR
must display, in a conspicuous location, prices at all stands and on ven dor's equipment. Permanent
display signs and the final design and location of all posted prices shall be subject to the reasonable
approval of the Director.
11-2. Price Schedule
OPERATOR shall establish prices for products 'that are comparable with the p�ric es
charged for similar products sold at comparable facilities within Tarrant County and submit proposed
prices to the Director for approval.
Within 15 days of the execution of this AGREEMENT, the OPERATOR shall submit a
detailed "Price Schedule" for all items to be sold. This schedule shall list the proposed quantity and
content of each item offered for sale. The prices, quality and unit quantity of all consumable merchandise
offered for sale shall be as approved in advance by the Director,, provided that the Director shall not
withhold or delay his/her approval where such items are comparable(in price and quality)to those offered
at agreed upon,similar venues which are similarly situated.
The OPERATOR shall provide an up-to-date "Price Schedule"! to the Director on a not-
less-,than quarterly basis. In the event that the OPERATOR and the Director cannot agree on -the size of
price increases, then the OPERATOR shall be entitled to increase prices by an amount equal to the
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increase in the Consumer Price Index (CPII) for food for the Dallas-Fort Worth area as published by the
United States Department of Labor, Bureau of Labor Statistics for the most recent period.
If the OPERATOR desires to substitute any article for an article listed in the approved
"Price Schedule",the written approval of the Director must be obtained.
11.3. Consumable Merchandise
OPERATOR will offer customers food, drink and other consumable merchandise of first
quality and standard quantity at concession locations. Coinsumables shall be wholesome and pure and
shall coinform in all respects to federal, state and local food laws,, ordinances and regulations. All
merchandise kept for sale shall be subject to inspection by representatives of appropriate governmental
agencies. Unless, otherwise approved by the Director, all ALCOHOLIC BEVERAGES shall be sold in
paper or plastic cups, and non-alcoholic,beverages in paper or plastic, cups, or plastic bottles (provided all
lids have been removed where directed by the CENTER).
11A. Non-Coinsumable Merchandise
OPERATOR agrees that the sale of non-consumable merchandise is not allowed without
the prior written consent of'the Director. Such approval shall be required a nd considered on an event-by-
event basis,only and at such times and in such locations approved by the Director.
Contract for Exclusiive Concession and Alcoholic Beveraee Services
at Will Roger Memorial Center
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11-5. AdvertisipZ
All merchandise offered for sale shall be handled without the use of special advertising,
signs, displays or oral trade names unless, otherwise approved by the Director. OPERATOR shall not
cause or permit the advertising, in the CENTER and its adjacent grounds, whether for display, advertising
or otherwise,without the prior written approval of the Director.
11.6. Temporary Or Portable Concession Stands
The OPERATOR shall acquire no rights, to locations of temporary or portable concession
stands, unless approved by the Director. The CITY reserves the right to require the OPERATOR to move
temporary or portable stands and equipment when the needs of events i the facilities so require. Unless
approved in advance by the Director, all portable stands will be returned to the storage areas U'Umediately
upon the conclusion of the event being served.
11.7. Recyclitig
The OPERATOR shall use its best efforts to use recycled products and/or products such
as, but not limited to, cups, plates, containers, utensils and paper products that can be recycled whenever
practicable; provided the same are, available at comparable prices, quality, quantity and availability to
OPERATOR'S standard products,. The Director shall, from time-to-time, review the OP RAT OKS use
of recycled or recyclable products, and make recommendations as to the use of' such products.
Consistent with the foregoing, the Director will, take into account the cost of use recycled products in
approving reasonable price or other adjustments to,the provisions of the AGREEMENT.
12. OTHER SERVICE.
12.1. Other Services
In addition to normal concession and catering functions, the OPERATOR shall provide
various specialized services associated with convention/trade show activities included, but not limited to,
the following-.
A. Room S,ervice. The distribution of various snack-type iterns,, at catering rates, in the
meeti rooms and office areas utilized zed by lessees. This type of service is similar in ftinctio,n to
the room service normally associated with hotels.
B. Exhibitor Services. Services usually associated with convention/trade shows in, which
various areas with` the CENTER are utilized for display purposes. Exhibitor services normally
fall into the following areas, and for which OPERATOR shall pay catering rates, are as follows'.
1. Food/non-alcoholic beverage items, provided to exhibitors as
method of entertaining clients.
2. Product storage and/or reffigeration and delivery of it.
3. Product preparation:, This area would involve the preparation,
i.e., coloking, assembly, etc., of exhibitor product with
appropriate delivery when required.
Contract for Exclusive Concession and Alcoholic Beverage Services
at Will Rogers Memorial,Center
Page 91 of 23
C. Personnel Service. On various occasions, the OPERATOR may be called upon to
provide personnel for special purposes such as bar tending wait/host staff, or other activities. The
special personnel services are not to be confused with the normal personnel required to meet the
responsibilities of providing reasonable, good quality, and efficient service to the tenant
fulfilli-nent of the obligations set forth in this AGREEMENT.
D. Staff Catering. On various occasions, the OPERATOR shall provide catering services to
staff and volunteers of facility lessees during equestrian or livestock shows and conventions that
are not available to the attendees,or the general public,
13. CLEANING AND SANITATION.
13.1., The OPERATOR shall be responsible for:
A. Cleaning and sanitation of all food service production, storage, and
service areas including equipment, floors, walls, ceilings, and shelving.
B. Cleaning of table tops, floors, emptying waste receptacles located in FOOD
SERVICE AREAS, and other related sanitation f-unctions within the FOOD
SERVICE AREAS prior to events, during events and following each event.
C. Cleaning and sanitizing all trash and garbage receptacles in the FOOD
SERVICE AREAS.
D. Cleaning receiving dock areas where food and beverages are delivered
into the extent necessitated by OPERATOR'S use) including the return of all pallets,
storage containers, linens, and other equipment used in the conduct of operating the food service.
E. Arranging for the removal of grease in a manner to avoid collection and spillage.
13.2. The Director shall have the right to reject the character of' service and require that
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undesirable practices be discontinued or remedied. Failure to take satisfactory action after not ideation in
accordance with Article 24 may result 'in the cancellation of the AGREEMENT.
14. IMPROVEMENT AND MAINTENANCE OF THE PREMISES
14.1 Maintenance Fund
The OPERATOR will maintain an Improvement and Maintenance Fund
(MAE`*;TENANCE FUND) equal to 1% of the annual GROSS RECEIPTS during the "initial, to of the
agreement to be used for the maintenance and improvement of the catering and concession facilities. It
is agreed and understood that the following special conditions will apply to the administration and use of
said Improvement and Maintenance Fund as, follows.:
al
a. The amount paid into the MAINTENANCE FUND shall be placed into an
account administered by OPERATOR at the end of each mo nth.
b. One half of the fund shall be spent on purposes suggested by OPERATOR.
One-half of the fund shall be spent on purposes suggested by CITY.
C. Either party may agree to spend any or all of their allowance for purposes
suggested by the other party.
Contract for Exclusive Concession and Alcoholic Beverage Services
,at,Will,Rogers Memorial Center
Page 10 of 23
e. OPERATOR shall furnish CITY with an eternized list of'expenditures from the
MAINTENANCE FUND at the conclusion of the calendar year. CITY shall have the right to
inspect all books and records related to the MAINTENANCE FUND or the account in which
same is kept at any reasonable time.
f Any improvements upon the FOOD SERVICE AREA which are constructed
from such funds shall be and become the absolute property of CITY, subject to the terms of this
agreement.
9. Any amount remainffig in the MAINTENANCE FUND at the termination of
this agreement shall become the exclusive property of the CITY without limitation of any kind.,
OPERATOR shall promptly pay said amount to CITY upon demand upon the termination of the
agreement.
14.2. uidin -Services
The CITY will furnish building services as set forth 'in this Article but will not supply the
labor or materials for the OPERATOR'S equipment installations:
A., Equipment: The CITY will furnish existing equipment-, all other
permanent and p,ortab�le equipment w ill be furnished by OPERATOR, in accordance with
the provisions of this AGREEMENT
14.3 Design Control
Any, equipment, construction and improvement pilans, proposals, materials, colors and
designs of any improvements shall be submitted to -the, Director for approval and the OPERATOR shall
not commence the construction or installation of any improvements on the Concession Premises or
CENTER without the prior written approval of the Director.,
All proposed future changes of the improvement s and equipment shall be submitted and
approved in the same manner for the full term of this AGREEMENT.
All equipment, permanent improvements, if any, or other items purchased with Fund
monies will become the property of the CITY.
on e,s wi
15. MAINTENANCE OF PROPERTY.
15.1. Utilities
The CITY will furnish standard outlets and connections as have been installed, for hot
and cold water, natural gas and electricity in the Concession Premises (including the concession stands).
The CITY shall provide all such utilities to the OPERATOR at no cost to the OPERATOR. The CITY
shall also be responsible for designating a point of garbage disposal to which the OPERATOR shall
deposit all garbage generated in connection with the CONCESSION SERVICES hereunder., The CITY
shall have such garbage removed and shall be responsible for the payment of such removal. The CITY
shall also provide existing internet and telephone infrastructure in ""as is condition at no expense to the
OPERATOR, although the OPERATOR shall pay for its own telephone and internet services and
charges.
Contract for Exclusive Concession and Alcoholic Beverage Services
at"'viii Ro ers,Memorial Center
Page I I of 23
15-2. Right To Enter ins ect And Make Repairs,
The CITY and its authorized officers, employees, agents, contractors, subcontractors and
other,representatives shall have the right, at such times,as may be reasonable under the circumstances and
with as little interruption of the OPERATOR'S operations as is reasonably practicable, to enter upon and
in the Concession Premises for the following purposes.-
A. Inspection: To inspect such premises to determine whether the OPERATOR has
complied and is complying with the to and conditions oft is AGREEMENT.
B. Mahitenance: To perform maintenance and repairs in any case where the
OPERATOR is obligated, but has failed to do so, after the Director has given the OPERATOR
1 0 the P TOR shall reign burse the CENTE R for the
reasonable notice to do so in which event
reasonable cost thereof promptly upon demand.
C. Access-, To gain access to the mechanical, electrical., utility and structural
systems of the CENTER, for the purpose of maintainig and repairing such systems; the
maintenance and repair of the same being the sole responsibility, of the CITY except where
occasioned by the negligence or misconduct of the OPERATOR.
15. 3. Maintenance And'Roair
The OPERATOR shall, at its sole expense, maintain, repair and replace,, if necessary, all
OPT RATOR"S equipment and furnishings utilized in connecti on with the CONCESSION SERVICES
hereunder. The CITY shall maintain,, repair and replace CITY'S equipment and furnishings, utilized in
connection with the CONCESSION SERVICES HEREUNDER and any structural components of the
CENTER, including without limitation, the permanent existing water, gas or sewer lines,, electrical
service and telephone infrastructure to the various facilities. The foregoing exception is not applicable
where such repair or replacement is on account of the actions of OPERATOR or its officers, agents or
employees. The Director must approve any material alteration or replacement of equipment or
furnishings in advance. The OPERATOR shall not engage in any waste, mjury or damage upon or to the
CENTER or its equipment and appurtenances. At the expiration of this AGREEMENT, the OPERATOR
shall leave the Concession Premises and its equipment and appurtenances in at least the same condition as
that which existed at the commencement of the AGREEMENT, plus any additions, less normal wear and
tear.
15-4. Janitorial Service
The OPERATOR shall provide its own janitorial service (subject to approval of the
D:irector) for pick-up, clean-up and disposal of all litter for all space as,s,igned or used in operation. The
OPERATOR shall also clean and keep service areas free of debris at all times, particularly prior to,
during, and after events.
15.5. Cleanliness Of Work Areas
The OPERATOR shall keep neat, clean and maintain in a sanitary condition the
Concession Premises and the surrounding areas used by OPERATOR. The related FOOD SERVICE
AREAS shall be cleaned thoroughly prior to, during and after an event. The OPERATOR shall comply
with all laws, ordinances, and regulations, of all governmental bodies pertaining to the operation of food
serving e stab I ishments.
Contract for Exclusive Concession and Alcoholic Beverage S,ervices
at Will Rogers Memorial Center
Page 12 of 23
15-6. Cleanliness Of Food Service Areas,
The OPERATOR shall keep each stand, commissary and work area, as well as the
condiment stands and immediate vicinity on -the concourse, clean and, free from all rubbish. Repair for
damage done by OPERATOR or its agents and, employees to floors, walls, windows or other property in
such radius and other FOOD SERVICE AREAS will be the responsibility of the OPERATOR. The
OPERATOR must employ the necessary personnel before, during, and after the hours of'each ev ent to
comply with these provisions subject to the approval, of the Director. The OPERATOR shall provide
sufficient waste receptacles at each location and make certain that they are kept clean and promptly
serviced during and after each event.,
15.7. Waste Removal
Waste foods and supplies will be kept in closed containers until removed from the
CENTER., Such removal shall be made during and after each event. However, the CITY will be
responsible for the removal of debris in areas, normally considere d public areas, i.e. seating areas in the
CENTER, corridors, etc., except when utilized for food service purposes.
15. . Rodent& Pest Control
OPERATOR shall keep the Concession Premises free from infestations of pests and
rodents and shall be responsible for the payment of extermination services to maintain a rodent and pest
free Concession Premises. The CITY shall be responsible for treaftnent of all o ther areas within the
CENTER.
16. TERMINATION.
16.1. Written Notice.
The CITY may terminate this AGREEMENT at any time and for any reason by providing
the other party with 310 days written notice of termination.
16.2 Duties and Obbiprations of the Parties.
In the event that this AGREEMENT is terminated prior to the Expiration Date, the
OPERATOR shall pay CITY commissions for services actually rendered up to the effective
date of termination and OPERATOR shall continue to provide the CITY with services in
accordance with this AGREEMENT up to the effective date of termination.
17. DISCLOSURE OF ClONFLICTS AND CONFIDENTIAL INFORMATION.
OP' RATOR hereby warrants to the CITY that OPERATOR has made full disclosure *in writing
of any existing or potential conflicts of interest related to OPERATOR'S services under, this
AGREEMENT. In the event that any conflicts of interest arise after the Effective Date of this
AGREEMENT, OPERATOR hereby agrees immediately to make full disclosure to the CITY' in writing.
OPERATOR, for itself and its officers, agents, and employees, further agrees that it shall treat all
information provided to it by the CITY as confidential and shall not disclose any such information to a
third party without the prior written approval of the CITY. OPERATOR shall store and maintai CITY
Information in a secure manner and shall not allow unauthorized users to access, modify, delete or
otherwise corrupt CITY Information in any way. OPERATOR shall notify the CITY immediately if the
Contract for Exclusive Concession, and Aheel olic Beverage Services
at Will Rwers Memorial Center
Page 13 of 23
s, ity or integrity of any CITY information has been compromised or is believed to have been
ecuri
compromised.
is. INDEPENDENT CONTRACTOR.
It is expressly understoo�d and agreed that OPERATOR shall operate as an independent
contractor as to all rights and privileges granted herein, and not as agent, representative or employee of
the CITE. Subject to and in accordance with the conditions and provisions, of this, AGREEMENT,
OPERATOR shall 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, contractors and
subcontractors. OPERATOR acknowledges that the doctrine of respondent superior shall not apply as
between the CITY, its officers, agents, servants and employees, and OPERATOR, its officers, agents,
employees, servants, contractors and subcontractors,. OPERATOR farther agrees that nothing herein
shall be construed as the creation of a partnership or joint enterprise between CIT Y and OPERATOR.
19. LIABILITY AND INDEMNIFICATION.
OPERA TOR SHALL BE LIABLE AND RESPONSIBLE FOR ANY AND ALL PROPERTY
LOSS, PROPERTY DA GE ANDIOR PERSONAL IN" URY, INCLUDING DEATH
'I TO ANY
AND ALL PERSONS, OF ANY KIND OR CHARACTER, WHETHER REAL OR ASSERTED, TO
THE EXTENT CA USED B Y THE NEGLIGENT A CT(S) OR OMISSION(S), MALFEAS CE
OR
INTENTIONAL MISCONDUCT OF OPERATOR, S " µr AGENTS, SERVANTS OR
EMPLOYEES.
OPERATOR COVENANTS AND AGREES TO, AND DOES HEREBY, INDEMNIFY,
HOLD 11ARMLESS AND DEFEND THE CITY, ITS OFFICERS, AGENTS, SERVANTS AND
EMPL,01 YEES, FR OM AND A GA INS T ANY A ND ALL CLA I-US' OR LA WS UITS FOR EITHER
PROPERTY DAMAGE OR LOSS (INCLUDING ALLEGED DAMAGE OR LOSS TO
OPERATOR'S BUSINESS AND ANY RESULTING LOST PROFITS) ANDIOR PERSONAL
INJUR Y,INCL UDING DMA THT0 ANY AN ALL PERSONS, OFANY KIND OR CIMRA CTER,
WHETHER REAL OR ASSERTED, ARISING OUT OF OR IN CONNECTION WITH THIS
A GREEMENT, TO THE EXTENT CA USED B Y THE NEGLIGENT A CIS OR OMISSIONS OR
MALFEASANCE OF OPERA TOR,ITS OFFICERS,A GENTS,,DER PANTS OR EMPLOYEES.
20. ASSIGNMENT AND SUBCONTRACTING.
OPERATOR shall not assign or subcontract any of its duties, obligations or rights under this
AGREEMENT without the prior written consent of the CITY. If the CITY grants consent to an
assignment, the assignee shall execute a written AGREEMENT with the CITY and the OPERATOR
under which the assignee agrees to be bound by the duties and obligations of OPERATOR under this
AGREEMENT. The OPERATOR and assignee shall be jointly liable for all obligations under this
AGREEMENT prior to the assignment,. If the CITY grants consent to a,subcontractor, the subcontractor
shall execute a written AGREEMENT with the OPERATOR referencing this AGREEMENT under
which the subcontractor shall agree to be bound by the duties and obligations of the OPERATOR tinder
this AGREEMENT as such duties and obligations, may apply. The OPERATOR shall provide the CITY
with a fully executed copy of any such subcontract.
Contract for Exclusive Concession and Alcoholic Bevera
.ge Services
at Will Rogers Memorial Center
Page 14 of 23
21. INSURANCE.
OPERATOR shall provide the CITY with certificate(s) of insurance documentm* g policies of the
following minimum coverage limits that are to be in effect prior to commencernent of any work
pursuant to this AGREEMENT-.
BASIC INSURANCE REQUIREMENTS
The OPERATOR shall procure and maintain at all times, in full force and effect, a policy or
policies of'insurance to provide the types and limits cif coverage specified herein.
1. Commercial General Liability (CGL)Insurance Policy
1,000,000 each occurrence
$2,0�00,000 aggregate limit
2. Automobile Liability Insurance Policy
$1,0010,0010 each accident on a combined single limit basis
or
$250100 Property Damage
$50,010010 Bodily Injury per person
$11>0001000, Bodily Injury per occurrence
A commercial business policy shall provide, coverage on "Any Auto", defined as,
autos owned,hired and non-owned.
3. Workers"Compensation insurance Policy
Statutory limits
Employer's liability
$1005000 Each accident/occurrence
$1001000 Disease -per each employee
$51001P0001 Disease -policy limit
4. Liquor Liability:
The policies of insurance shall protect the CITY and the CENTER premises as
additional insureds for and against damages,judgments, claims, liens, costs and
expenses arising under Texas law or under any other present or future law, statute
or ordinance of the CITY or other governmental authority having jurisdiction at
the CENTER by reason of any storage, sale or use of ALCOHOLIC
BEVERAGES, on or from the premises and shall include the following:
11
Bodily injury, or property damage for which any insured may be held liable by reason
o f:
a) Causing or contributing to the intoxication of any person;
Contract for Exclusive Cloincessi n and Alcoholic Beverage Services
at WHIRogors Memorial Center
Page 15 of 23
b) The furnishing of ALCOHOLIC BEVERAGES to a person under the legal
drinking age or under the influence of alcohol; or
c) Any statute, ordinance or regulation relating to the sale,, gift, distribution or use
of ALCOHOLIC BEVERAGES.
and shall be in the following limits.,
$1 NOW Each Common Cause
$1100000 Aggregate Limit
GENERAL INSURANCE REQUIREMENTS:
a. The CITY,, its officials,, employees, agents and officers shall be endorsed as an "Additional
Insured"' to all policies, except Employers Liability coverage tinder the Workers Compensation
policly,
Y
b. All policies shall be written on an occurrence basis. If insurance policies are not written for
specified coverage limits, an Umbrella or Excess Liability insurance for any differences is
required. Excess Liability shall follow form of the primary coverage.,
c. All policies, shall be written, by an insurer, with aii A- VIII or better rating by the most current
version of the A. M. Best Key Rating, Guide or with such other, financially sound insurance
carriers,acceptable to the CITY.
d. Deductibles shall be listed on the Certificate of Insurance and shall be on a"per occurrence"basis
unless otherwise stipulated herein.
e. If coverage is underwritten on a claims-made basis, the retroactive date shall be coincident with
or prior to the date of the AGREEMENT and, the certificate of insurance shall state that the
coverage is claims-made and the retroactive date. The insurance coverage shall be maintained for
the duration of the AGREEMENT and for five (5), years following completion of the service
provided under the AGREEMENT or for the warranty period, whichever is longer. An annual
certificate of insurance submitted to the CITY shall evidence such insurance coverage.
f Certificates of Insurance shall be delivered to the City of Fort Worth, 3401 W. Lancaster Avenue,
Fort Worth')Texas 76107, evidencing all the required cov erage,s, including endorsements.
g. The deductible or self-insured retention (SIR) affecting required insurance coverage shall be
acceptable to the Risk Manager and/or Public Events Department of`'the City of Fort Worth M*
regards to asset value and stockholders" equity. In lieu of traditional insurance, alternative
coverage maintained through insurance pools or risk retention groups must also be approved.
h. All policies shall be endorsed with a waiver of subrogation providing rights of recovery, in favor
of the CITY.
i. Any failure on part of the CITY to request required insurance documentation shall not constitute
a waiver of the insurance requirement specified herein.
j. The CITY shall be entitled, upon request and without expense, to receive certified copies of
policies and endorsements thereto and may make any reasonable requests for deletion or revision
Contract for Exciusive Concession and Alcoholic Bleverage Services
at Will Rogers,Memorial Center
Page 1 6 of 23
or modifications of particular policy terms, conditions,, limitations, or exclusions except where
policy provisions are established by law or regulations binding upon either of party or the
underwriter on any such policies.
k. The CITY, at its sole discretion, reserves the right to review the insurance requirements and to
make reasonable adjustments to insurance coverages, and their limits when deemed necessary and
p;rudent by the CITY based upon changes in statutory law, court decision or the claims history of
the 'Industry as well as of the contracting party to the City of Fort Worth. The CITY shall be
required to provide prior notice of ninety(90)days.
L Thirty (3 0) days notice of cancellation or non-renewal is required and shall contain the following
language.- "This insurance shall not be canceled, limited in, scope or coverage, cancelled or non -
renewed, until after thirty (30) days prior written notice has b een given to the City of Fort Worth.
A ten days notice shall be acceptable in the event of non-payment of premium.
21.1 Certificates.
Certificates of Insurance evidencing that the OPERATOR has obtained all
required insurance shall be delivered to the CITY prior to O,PEIRATOR proceeding with
any work pursuant to this AGREEMENT. All policies shall. be endorsed to name the
CITY as an additional insured thereon,, as its interests may appear,. The to CITY shall
include its empiloyees, officers, officials, agent, and volunteers in respect to the
contracted services. Any failure on the part of the CITY to request required insurance
documentation shall, not constitute a waiver of the insurance requirement. A minimum
of -thirty (30) days notice of cancellation or reduction in limits of coverage shall be
provided to the CITY. Ten 1.o) days notice shall be acceptable in the event of non-
payment of premium. Such terms shall] be endorsed onto OPERATOR'S insurance
policies. Notice shall be sent to the Risk Manager, City of Fort Worth, 1000
Throckinorton, Fort Worth,, Texas 761012, with copies to the CITY Attorney at the same
address.
22. COMPLIANCE WITH LAWS, ORDINANCES-,RULES AND REGULATIONS.
OPERATOR agrees to comply with all applicable federal, state and local laws, or dinances, rules
and regulations,. If the CITY notifies OPERATOR of any violation of such laws, ordinances, rules or
regulations, OPERATOR shall immediately desist from and correct the violation.
23. NON-DISCRIMINATION COVENANT.
10
OPERATOR, for 'itself, its personal representatives,, assigns, subcontractors and
IN
successors in interest, as part of the consideration herein, agrees that In the performance of
OPERATOR'S duties and obligations hereunder, it shall 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-discri min at-ion covenant by
OPERATOR, its personal representatives, assigns, subcontractors or successors in interest,
OPERATOR agrees to assume such liability and to indemnify and defend the CITY and
hold the CITY harmless from such clalom.,
Contract for Exclusive Concession and Alcoholic Beverage Services
at Will LRogers Memorial Center,
Page 17 of 23
24. NOTICES.
Notices required pursuant to the provisions of this AGREEMENT shall be conclusively
determined to have been delivered when (1) hand delivered to the other party, its agents, employees,
servants, or representatives,, (2) delivered by facsimile with electronic confirmation of the transmission,
or (31) received by the other party by United States, Mail, registered, retu rn receipt requested, addressed
as follows.-
To The CITY.- To OPERATOR-.
,City of Fort Worth Coburn's, Catering Service Inc.
Attn.- Director of Public Events, Attn: Jerrell Coburn
1000 Throe Orton 801 N. Main Street
Fort Worth TX 76102-6311 Fort Worth, TX 76164
Facsimile-, (817) 392-2756 Facsimile-, (817) 336:-0417
25. GOVERNMENTAL POWERS.
It is understood and agreed that by execution of this AGREEMENT, the CITY does not waive or
surrender any of its governmental powers.
26., NO WAIVER.
The failure of the CITY or OPERATOR to insist upon the performance of any to or provision
of this AGREEMENT or to exercise any right granted herein shall not constitute a waiver of the CITY'S
t ,
or OPERATOR'S. respective right to insist upon appropriate performance or to assert any such righ t on
any future occasion.
274, GOVERNING LAW/VENUE.
This AGREEMENT shall be construed in accordance with the internal laws,of the State of Texas.
*' i I
If any action, whether real or asserted, at law or in equity, s Drought on the basis 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, "ort Worth Division.
28. 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.
tni paired.
29. FORCE MAJEURE.
The CITY and OPERATOR shall exercise their best efforts to meet their respective duties and
obligations as set forth in this AGREEMENT, but shall not be held liable for any delay or omission in
performance due to force majeure or other causes beyond their reasonable cont rol (force majeure),
including, but not limited to, compliance with any government law, ordmance or regulation, acts of God,
acts of the public, enemy,, fires, strikes, lockouts, natural disasters, wars, riots, material or labor
restrictions by any governmental authority,transportation probilems,and/or any other similar causes.
Contract for Exclusive Concession and Alcoholic Beverage Services
at Will Rogers Memorial Center
Page 18 of'23
300, 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.
31. REVIEW OF COUNSEL.
The parties acknowledge that each party and its counsel have reviewed and revised thi's
AGREEMENT and that the normal rules, of construction to the effect that any ambiguities are to
to
be resolved against the drafting party shall not be employed in the interpr etation of this
AGREEMENT or,exhibits hereto.
32. AMENDMENTS/MODIFICATIONS/EXTENSIONS.
No extension, modification or amendment of this AGREEMENT shall be binding upon a party
hereto unless such extension, modification, or amendment is set forth in a written instrument which is
executed by an authorized representative and delivered on, behalf of such party.
33. ENTIRETY OF AGREEMENT.,
This AGREEMENT', including the schedule of exhibits, attached hereto, the REQUEST FOR
PROPOSAL C) and Response to the RFP and any documents incorporated herein by reference,
contains the entire understanding and AGREEMENT between the CITY and OPERATOR,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 hi conflict with any provision of
this AGREEMENT.
34. DEFINITIONS.
As used herein,the fol-lowm*' g terms will have the meaning ascribed to such term below:
A. ACCOUNTING PERIOD: Refers, to a calendar month,, which twelve calendar months
occur each fiscal year, for a total of,365 days.
B. AGREEMENT: shall refer to the license agreement or contract executed between the
Operator and the City in accordance with these specifications and the Operator's proposal
submitted to the City, which will be incorporated into the License Agreement.
C. ALCOHOLIC BEVERAGE-.Includes wine, distilled spirits, and beer.
D. CENTER shall refer to the facility luiolwn as Will Rogers Memorial Center located at
3401 W. Lancaster,Fort Worth,Texas, 76107.
E. CITY shall refer to the City of Fort Worth, Texas.
G. CONCESSION SERVICES: The sale of food, drinks (including alcoholic
beverages), and other items approved by the Director of the Public Events
Department (Director) or his designee at concession stands, vending machines
and at other areas designated by the Director or his designee. Right to sell
Concession Services may or may not include employees' assembly rooms or work
Contract for E,xcl�usive Concession and Alcoholic Beverage Services
at Will Rogers Memorial Center
Page 1,9 of 23
areas. Other services which may be required, to be performed by Operator shall
include, but are not limited to, operation of cafeteria, and other food and beverage
0
service operations as may reasonably be required by the Licensee, Director or I-ii s
designee.
H. DtRECTOR OR HIS DESIGNEE shall refer to the Public Events Director of the City of
Fort Worth,Texas or his authorized representative.
1. EVENTS shall refer to-ApL-performance, production, show or activily scheduled in the
Will Roaers Memorial Center.
J. FOOD SERVICE AREA: Refers to any space whether it is permanent, temporary or
portable within the Will Rogers Memorial Center where food and/or beverage is either
produced or served.
K. GROSS RECELPTSI: Refers to the total amount of money received or to be received by
Operator or by any agent, employee or subcontractor from all sales, whether for cash or
credit, whether collected or uncollected, made as a result of the service rights granted
under the Agreement; provided, however that any sales taxes and/or alcoholic beverage
taxes imposed by local or federal law which are separately stated to and paid by a
purchaser of any item sold by Operator or anyone acting by or on behalf of Operator from
an authorized service! or activity under this Agreement and directly payable to a taxing
authority shall be excluded from the computation of "gross receipts". Further, such
44gross receipts" shall include all monies, paid or to be paid by a purchaser of any services
provided by Operator, including but not limited to rental, equipment, labor, and coat
check. The sale of any goods, food, beverage or other items that are returned by the
purchaser and accepted by Operator exclusive of any sales tax may be deducted from
Gross Receipts.
L. VVPROVEMENTS AND MAINTENANCE FUND.- Payment made to City by Operator
placed in a separate fund to be used for the purposes of improving concessions
operations, purchase of improvements or equipment and for advertising, marketing and
promotion,of usage of facilities at Center.
M. LICENSEE shall refer to any person or entity that may from time to time enter
into any agreement for the use of the Will Rogers Memofial Center for a
particular purpose.
N. EQUESTRIAN / LIVESTOCK EVENT.- Event where an Association rents the
Equestrian Center for the multiple days for the purpose of providing day long,
competitions for the run of the show. Equestrian / livestock events, fior the purpose of
this definition do not include ticketed entertainment events, including but not limited to,
professional bull rides and rodeos.
0. NON-ALLOWABLE EXPENSES,-. Expenses that are specifically not allowable expenses
that cannot be charged against gross receipts.
P. OPERATOR shall refer to that party selected by the City to provide the services set forth
herein.
Contract for Exclusive Concession and Alcoholic Beve!jge Services
at Will RoLyers Memorial Center
Page 2 0 of 23
J_%
Y. STAFF CATERING'- Shall refer to the catering services provided to the staff or
volunteers of an equestrian or livestock show or convention that is not available to
attendees or general public.
R. THIRD PARTY VENDOR.- Shall refer to an independent provider of specialty food
items that may be given permission to directly sale specialty or food items.
S. VENDING- Food service vending from automatic machines.
35. SIGNATURE AUTHORITY.
The person signing this AGREEMENT hereby warrants that he/she has the legal authority to
execute this AGREEMENT on behalf of the respective party., and that such binding authority has been
granted by proper order, resollutioln, ordinance or other authorization of the entity. The other party is fully
entitled to rely on this warranty and representation in entering into this AGREEMENT.
36. INVALIDITY OF PROVISIONS.
it is agreed that, in the event any covenant, condition or provision here m* contained is held to be
.
invalid by any court of competent jurisdiction, the *Invalidity of such covenant, condition or provision
shall in no way affect any other covenant, condition or pr,olvis,ion herein contained; provided, however,
that the invalidity of any such covenant,, condition or provision does not materially prejudice either
OPERATOR or City in connection with the rights and obligations contained in the valid cove nants,,
conditions or provisions of this AGREEMENT.
37. PUBLIC INFORMATION ACT CLAUSE.
OPERATOR understands and acknowledges that the City is a public entity under the
laws of the State of'Texas and as such, all documents, held by the City are subject to disclosure
under Chapter 552 of the Texas, Government Code. OPERATOR shall clearly indicate to the
City what information it deems proprietary. If the City is required to disclose, any documents that
may, reveal any OPERATOR Proprietary Information to -third parties under the Texas,
Government Code, or by any other legal process, law, rule or Judicial order by a court of
competentJ,urisdiction, the City will notify OPERATOR prior to disclosure of such documents,,
and give OPERATOR the opportunity to submit reasons for objections to disclosure. The City
agrees to restrict access to OPERATOR's information to those persons within its organization
who have a need to know for purposes of management of this Agreement. The City agrees to
inform its employees of the obligations under-this paragraph and to enforce rules and procedures,
that will prevent any unauthorized disclosure or transfer of information. The City will use its best
efforts to secure and protect Company's information in the same manner and to the same degree
it protects its own proprietary information- however, the City does not guarantee that any
information deemed proprietary by OPERATOR will be protected from pu I tmic disclosure if
release is required by law. The foregoing obligation regarding confidentiality shall remain in effect for a
period of three(3 years after the expiration of'this Agreement.
Contract for Exclusive Concession and Alcoholic Bev etage Services
at Will Rogers Memorial Center
Page 21 of'23
3:8. TAXES AND FEES.
The OPERATOR covenants and agrees to pay promptly all lawful general taxes, special-
assessments, excises, license fees, and permit fees which arise solely, on account of the Concessionaire's
operation in the CENTER and take out and keep current all licenses, municipal,, state or federal, required
covenants and agrees, not to permit any of said taxes, assessments, excises, fees or charges to become
,delinquent.
39. OTHER REMED,I .
Any termination of-this AGREEMENT as provided in this Article will not relieve OPERATOR
from playing any sum or sums due and payable to City under the AGREEMENT at the time of
terii,ilrlation., or any claim for damages then or previously accruing against OPERATOR under this
AGREEMENT. Any such termination will not prevent City from enforcing the payment of any such sum
or sums, or clai m for damages, by any remedy provided for by law, or from recovering damages from
OPERATOR for any default under the AGREEMENT. All City's rights, options, and remedies under
-thi's AGREEMENT will be construed to be cumulative, and not one of the is exclusive of the other.
City may pursue any or all such remedies, or any other remedy or relief provided by law, whether or not
stated in this AGREEMENT.
40, FISCAL FUNDING.
As to the C*it 's t)erfolm-lance of the obligations in this Agreement, the OPERATOR
I
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.
41. SURRENDER OF POSSESSION.
No notice to quit possession at the expiration date of-the term of this AGREEMENT shall be
necessary. OPERATOR covenants and agrees that at the expiration date of the to of this
AGREEMENT,, or at the earlier termination thereof, it will peaceably surrender possession of the
Concession Premises and applicable licenses in good condition, reasonable wear and tear, and acts,of God
excepted, and the City shall have the right to take possession of the Concession Premises subject to the
provisions of Article 15.2.,
[SIGNATURE PAGE FOLLOWS],
Contract for Exclusive Concession and Alcoholic Beverage Services
at Will Ros!ers Memorial Center
Page 2 2 of 23
IN WIT N., ESS WHEREOF, the parties hereto have executed this AGRIEEMENT hl multiples this
day of- bk,s,% ............12010.
CITY OF FORT WORTH: COBURN'S CATERI G E VICE INC.
SERVI,
By y: z
usan Alani's Name: J ire . Coburn
r
01�01,'Assistant City Manager Title: 1jesident
Date. ) 10
Date
RECOMMENDED-.
By;
Kirk N. Slaughter
Director of Pub�lic Events
APPROVED I A S TO FORM AND LEG LITY:
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By:
Cheri r I
APPROVED
yle
Assistant City Attorney
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AGREEMENT AUTHORIZATION:
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Date Approved,: ILI-
OFFICIAL,,, RECORDI
Contract for Exclusive Concession and Alcoholic Beverage Services C�ITY SECRETARY
at Will Rogers Memorial Center FT. WORmrm, Txi
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EXHIBIT
CONCESSIONPREMISES (CONTNUED)
DETAIL OF TOWER HALLWAY �'
PAGE 3 OF 3
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mayor and uounci' L;o unication
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COUiNCIIL ACTION,,- Approved on 12114/2010
DATE: Tuesday,, Decem,ble,r 14, 2010 REFERENCE NO.: **C-24648
LOG NAME: 25WRMC-CONCESSION AND ALCOHOL SERVICE
SUBJECT:
Authorize a Contract with Coburn's Catering Service, Inc., to Provide Exclusive Concession and Alcohol'ic
Beverage Services, at the Will Rogers Memorial Center for a Period of Six Months (COUNCIL DISTRICT 7)
RECOMMENDATION-0
It is recommended -that the City Council authorize the City Manager to, contract w,ith Coburn's Catering
Service, Inc.7 to provide exclusive concession and alcoholic beverage services at the '''mill Rogers
Memorial Center for a term of'six months to begin on January 1, 2011 and expire on June 3,0, 20111 with
options to renew for up to seven additional months.
DISCUSSION:
The contract between the City of Fort Worth and Ar,amark Sports and Entertainment (Aramark) for the
concession and alcoholic beverage services expired on August 311, 20110. Ararnark agreed to hold over
until December 311 1 2010 to allow the City an opportunity to solicit competitive bids for a new provider.
On August 111 2010, a Request for Proposals (RFP) No. 10-0303 was issued for food, beverage and
al'cohol'ic beverage services and related concession and catering services at' dill Rogers Memorial Center.
Based on the business model at the Fort Worth Convention Center, exclusive catering was made a
component of the RFP1 at the Will Rogers Memorial Center.
On November 2, 201107 the City rejected all bids based on the business model that included the
exclusive catering component.
In order to allow staff an opportunity to develop a new request for proposals based on an updated
business model, it was necessary to obtain an operator for a short term basis in order to provide the
concess,ioln, and alcoholic beverage services for the facility's users. Coburn's Catering Service, Inc.
(Coburn's) currently serves as the concessionaire and alcoholic beverage provider for the, Fort Worth,
Stock Show and Rodeo. They are a Fort Wolrth, family owned and operated concession and catering
company. Coburn's has operated in the facility during the Stock Show and possesses the equipment
required to provide concession and alcoholic beverage services. Coburn's has agreed' to provide the
services, at the same rate that had' been previously offered by Trinity F&B Services, Inc.
Coburn's Catering Service, Inc., will pay the City the following commissions-.
25% of gross receipts of Alcoholic Beverages, & Mixed Drinks
25% of food and' non-alcoholic beverages at permanent or temporary concession stand's
50% of revenue from Third party Vendors
Logname I d2
catering at the facility,will remain open to approved caterers who meet the established criteria, agree to
pay the established commission based on gross receipts, less sales tax, and have the capacity to provide
health permits and liability insurance as well as have the ability to contract with the City. Council policy
restricts the licensing for the sale of alcoholic beverages to one provider. In 2011 due to the transition Icf
providers, the City will retain the rights,to,work through these and other related issues to insure event
requirem mots are met.
CONTRACT TERM — Upon City Council's approvall the contract will begin on January 1, 2011 and end on
June 30, 2 1 and excludes,the approximately 30 days each year in January and February that the facility
is leased to: the Southwestern Exposition and Livestock Show.
RENEWAL OPTIONS —This contract may be renewed for up, to seven additional months at the City's sole
option. This action does not r�eqlui:re specific City Council approval provided that the City Council has
i i
appropriated fficient funds to satisfy the City's obligations, during, the renewal term.
M/WBE -A waiver of the goal for M/WBE subcontracting requi,rements was requested by Public Events
Department and approved by the M/WBE Office because the purchase of goods and services is from
sources where subcontracting or supplier opportunities are negligliblie.
The Will Rogers Memorial Center is located in COUNCIL DISTRICT' 7, but serves Fort Worth residents in
ALL COUNCIL DISTRICTS.
FISCAL INFORMATION / CERTIFICAT.10-No
The Financial' M anagement Services Director certifies that the Public Events: Department is responsible for
the collection and deposit of funds due to the City.
.......... .......
FUND CENTER :
TO Fund/Account/Centers FROM F1 u nd/Acclo u nt/C enters
...........
CERTIFICATIONS:
Subm'ftted for C"ty Susan Alanis (81':80)
1 -Mana
-ger's! Off"ce bv:
Kirk Slaughter (25101)
Betty Tanner (2502,)
Additlonall' llnfpr�mafion Contact:
...........
ATTACHMENTS
1. MWBE Concessions, at WRIVIC pof (CFW Internal)
Logname: I d2
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