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HomeMy WebLinkAboutContract 46187 City Secretary Contract No. ( a V PROFESSIONAL SERVICES AGREEMENT ROCKET RED LTD. This PROFESSIONAL SERVICES AGREEMENT ("Agreement") is made and entered into by and between the CITY OF FORT WORTH (the "City"), a home rule municipal corporation organized under the laws of the State of Texas, acting by and through FERNANDO COSTA, its duly authorized Assistant City Manager, and ROCKET RED,LTD. ("Consultant"), a Texas Limited Liability Company and acting by and through GAYDEN DAY, its duly authorized Principal,each individually referred to as a"party"and collectively referred to as the"parties." CONTRACT DOCUMENTS: The Contract documents shall include the following: 1. This Agreement for Professional Services 2. Exhibit A—Statement of Work 3. Exhibit B—Payment Schedule 4. Exhibit C—Milestone Acceptance Form 5. Exhibit D—Network Access Agreement 6. Exhibit E—Verification of Signature Authority 7. Attachment A—Request for Proposals,including Addendum No. 1 8. Attachment B—Rocket Red Ltd.'s Response to the Request for Proposals All Exhibits attached hereto are incorporated herein and made a part of this Agreement for all purposes. In the event of any conflict between the documents, the terms and conditions of this Professional Services Agreement shall control. 1. SCOPE OF SERVICES. Consultant hereby agrees to provide the City with professional services for the purpose of Website Design for Meacham and Spinks Airports. Attached hereto and incorporated for all purposes incident to this Agreement is Exhibit "A," Statement of Work, more specifically describing the services to be provided hereunder. 2. TERM. M This Agreement shall commence upon December 1, 2014 ("Effective Date") and shall expire M November 30, 2015 unless terminated earlier in accordance with the provisions of this -< Agreement. M C3 3. COMPENSATION. x� The City shall pay Consultant an amount not to exceed $42,500.00 in accordance with the provisions of this Agreement and the Payment Schedule attached as Exhibit "B," which is incorporated for all purposes herein. Consultant shall not perform any additional services for the City not specified by this Agreement unless the City requests and approves in writing the additional costs for such services. The City shall not be liable for any additional expenses of [0"�ICIAL RECORD Professional Services Agreement,Rocket Red,Ltd. CIY SECRETARY Page 1 of 17 Website F`d°. WORTH, TX Consultant not specified by this Agreement unless the City first approves such expenses in writing. 4. OWNERSHIP OF WORK. All data, material and documentation originated and prepared for the Airport website(s) shall belong to the City of Fort Worth (City). All designs, including photographs and any other products that are part of the design resulting from this contract shall become the property of the City. All final artwork native files shall be provided to the City on a suitable storage device. In accordance with the terms of this Agreement, the City will have unlimited right and use of all artwork and designs. Further, City shall be the sole and exclusive owner of all copyright, patents, trademark, trade secret and other proprietary rights in and to the Work Product. Ownership of the Work Product shall inure to the benefit of the City from the date of conception, creation or fixation of the Work Product in a tangible medium of expression(whichever occurs first). Each copyrightable aspect of the Work Product shall be considered a "work-made-for-hire" within the meaning of the Copyright Act of 1976, as amended. If, and to the extent such Work Product, or any part thereof, is not considered a "work-made-for-hire" within the meaning of the Copyright Act of 1976, as amended, Consultant hereby expressly assigns, sells, and transfers to City all exclusive right, title and interest in and to the Work Product, and all copies thereof, and in and to the copyright,patent, trademark, trade secret, and all other proprietary rights therein, that the City may have or obtain, without further consideration, free from any claim, lien for balance due, or rights of retention thereto on the part of the City. Consultant shall have no copyright or other intellectual property interest in the Work Product. Consultant hereby acknowledges the rights of attribution and integrity conferred by Section 106A(a) of Title 17 of the U.S. Code, (as amended or as it may be amended in the future) Titled "Visual Artists Rights Act," and any other right of the same nature granted by U.S. federal, state, or foreign laws, and of his/her own free act hereby waives such rights with respect to any and all uses of the Work Product by City pursuant to this Contract. 5. TERMINATION. 5.1.Written Notice. The City or Consultant may terminate this Agreement at any time and for any reason by providing the other party with 30 days written notice of termination. 5.2 Non-appropriation of Funds. In the event no funds or insufficient funds are appropriated by the City in any fiscal period for any payments due hereunder, City will notify Consultant 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 the City of any kind whatsoever, except as to the portions of the payments herein agreed upon for which funds shall have been appropriated. 5.3 Duties and Obligations of the Parties. In the event that this Agreement is terminated prior to the Expiration Date, the City shall pay Consultant for services actually rendered up to the effective date of termination and Consultant shall continue to provide the City with services requested by the City and in accordance with this Agreement up to the effective date of termination. Professional Services Agreement,Rocket Red,Ltd. Page 2 of 17 Website 5.4 Breach Subject to Section 29 herein, either party may terminate this Agreement for breach of duty, obligation or warranty upon exhaustion of all remedies set forth in Section 29. 6. DISCLOSURE OF CONFLICTS AND CONFIDENTIAL INFORMATION. Consultant hereby warrants to the City that Consultant has made full disclosure in writing of any existing or potential conflicts of interest related to Consultant's services under this Agreement. In the event that any conflicts of interest arise after the Effective Date of this Agreement, Consultant hereby agrees immediately to make full disclosure to the City in writing. Consultant, 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. Consultant 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. Consultant shall notify the City immediately if the security or integrity of any City information has been compromised or is believed to have been compromised. 7. RIGHT TO AUDIT. Consultant agrees that the City shall, until the expiration of three (3) years after final payment under this contract, have access to and the right to examine at reasonable times any directly pertinent books, documents,papers and records of the Consultant involving transactions relating to this Contract at no additional cost to the City. Consultant agrees that the City shall have access during normal working hours to all necessary Consultant facilities and shall be provided adequate and appropriate work space in order to conduct audits in compliance with the provisions of this section. The City shall give Consultant reasonable advance notice of intended audits. Consultant further agrees to include in all its subcontractor agreements hereunder a provision to the effect that the subcontractor agrees that the City shall, until expiration of three (3) years after final payment of the subcontract, have access to and the right to examine at reasonable times any directly pertinent books, 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 audits in compliance with the provisions of this paragraph. City shall give subcontractor reasonable notice of intended audits. 8. INDEPENDENT CONTRACTOR. It is expressly understood and agreed that Consultant shall operate as an independent contractor as to all rights and privileges granted herein, and not as agent, representative or employee of the City. Subject to and in accordance with the conditions and provisions of this Agreement, Consultant 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. Consultant acknowledges that the doctrine of respondeat superior shall not apply as between the City, its officers, agents, servants and employees, and Consultant, its officers, agents, employees, servants, contractors and subcontractors. Consultant further agrees Professional Services Agreement,Rocket Red,Ltd. Page 3 of 17 Website that nothing herein shall be construed as the creation of a partnership or joint enterprise between City and Consultant. 9. LIABILITYAND INDEMNIFICATION. A. LIABILITY - CONSULTANT SHALL BE LIABLE AND RESPONSIBLE FOR ANY AND ALL PROPERTY LOSS, PROPERTY DAMAGE ANDIOR PERSONAL INJURY, INCLUDING DEATH, TO ANY AND ALL PERSONS, OF ANY KIND OR CHARACTER, WHETHER REAL OR ASSERTED, TO THE EXTENT CAUSED BY THE NEGLIGENT ACTS) OR OMISSION(S), MALFEASANCE OR INTENTIONAL MISCONDUCT OF CONSULTANT, ITS OFFICERS, AGENTS, SERVANTS OR EMPLOYEES. B. GENERAL INDEMNIFICATION - CONSULTANT HEREBY COVENANTS AND AGREES TO INDEMNIFY, HOLD HARMLESS AND DEFEND THE CITY, ITS OFFICERS, AGENTS, SERVANTS AND EMPLOYEES, FROM AND AGAINST ANY AND ALL CLAIMS OR LAWSUITS OF ANY KIND OR CHARACTER, WHETHER REAL OR ASSERTED, FOR EITHER PROPERTYDAMAGE OR LOSS (INCLUDING ALLEGED DAMAGE OR LOSS TO CONSULTANT'S BUSINESS AND ANY RESULTING LOST PROFITS)ANDIOR PERSONAL INJURY,INCLUDING DEATH, TO ANYAND ALL PERSONS,ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, TO THE EXTENT CAUSED BY THE NEGLIGENT ACTS OR OMISSIONS OR MALFEASANCE OF CONSULTANT, ITS OFFICERS, AGENTS, SERVANTS OR EMPLOYEES. C. INTELLECTUAL PROPERTY INDEMNIFICATION— Seller agrees to defend, settle, or pay, at its own cost and expense, any claim or action against the City for infringement of any patent, copyright, trade mark, trade secret, or similar property right arising from City's use of the software and/or documentation in accordance with this Agreement, it being understood that this agreement to defend, settle or pay shall not apply if the City modifies or misuses the software and/or documentation. So long as Seller bears the cost and expense of payment for claims or actions against the City pursuant to this section, Seller shall have the right to conduct the defense of any such claim or action and all negotiations for its settlement or compromise and to settle or compromise any such claim; however, City shall have the right to fully participate in any and all such settlement, negotiations, or lawsuit as necessary to protect the City's interest, and City agrees to cooperate with Seller in doing so. In the event City, for whatever reason, assumes the responsibility for payment of costs and expenses for any claim or action brought against the City for infringement arising under this Agreement, the City shall have the sole right to conduct the defense of any such claim or action and all negotiations for its settlement or compromise and to settle or compromise any such claim; however, Seller shall fully participate and cooperate with the City in defense of such claim or action. City agrees to give Seller timely written notice of any such claim or action, with copies of all papers City may receive relating thereto. Notwithstanding the foregoing, the City's assumption of payment of costs or expenses shall not eliminate Seller's duty to indemnify the City under this Agreement. If the software and/or documentation or any part thereof is held to infringe and the use thereof is enjoined or restrained or, if as a result of a settlement or compromise, such use is materially adversely restricted, Seller shall, at its own expense and as City's sole remedy, either: (a) procure for City the right to continue to use the software and/or documentation; or (b) modify the software and/or documentation to make it non-infringing,provided that such modification does not materially adversely affect City's authorized use of the software Professional Services Agreement,Rocket Red,Ltd. Page 4 of 17 Website and/or documentation; or (c) replace the software and/or documentation with equally suitable, compatible, and functionally equivalent non-infringing software and/or documentation at no additional charge to City; or (d) if none of the foregoing alternatives is reasonably available to Seller, terminate this agreement, and refund all amounts paid to Seller by the City, subsequent to which termination City may seek any and all remedies available to City under law. 10. ASSIGNMENT AND SUBCONTRACTING. Consultant 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 Consultant under which the assignee agrees to be bound by the duties and obligations of Consultant under this Agreement. The Consultant and Assignee shall be jointly liable for all obligations under this Agreement prior to the assignment. If the City grants consent to a subcontract, the subcontractor shall execute a written agreement with the Consultant referencing this Agreement under which the subcontractor shall agree to be bound by the duties and obligations of the Consultant under this Agreement as such duties and obligations may apply. The Consultant shall provide the City with a fully executed copy of any such subcontract. 11. INSURANCE. Consultant shall provide the City with certificate(s) of insurance documenting policies of the following minimum coverage limits that are to be in effect prior to commencement of any work pursuant to this Agreement: 11.1 Coverage and Limits (a) Commercial General Liability $1,000,000 Each Occurrence $2,000,000 Aggregate (b) Automobile Liability $1,000,000 Each accident on a combined single limit basis or $250,000 Bodily injury per person $500,000 Bodily injury per occurrence $100,000 Property damage Coverage shall be on any vehicle used by the Consultant, its employees, agents, representatives in the course of the providing services under this Agreement. "Any vehicle"shall be any vehicle owned,hired and non-owned (c) Worker's Compensation Statutory limits Employer's liability $100,000 Each accident/occurrence $100,000 Disease-per each employee $500,000 Disease-policy limit This coverage may be written as follows: Workers' Compensation and Employers' Liability coverage with limits consistent with statutory benefits outlined in the Texas workers' Compensation Act (Art. 8308 Professional Services Agreement,Rocket Red,Ltd. Page 5 of 17 Website — 1.01 et seq. Tex. Rev. Civ. Stat.) and minimum policy limits for Employers' Liability of$100,000 each accident/occurrence, $500,000 bodily injury disease policy limit and$100,000 per disease per employee (d) Professional Liability(Errors& Omissions) $1,000,000 Each Claim Limit $1,000,000 Aggregate Limit Professional Liability coverage may be provided through an endorsement to the Commercial General Liability (CGL) policy, or a separate policy specific to Professional E&O. Either is acceptable if coverage meets all other requirements. Coverage shall be claims-made, and maintained for the duration of the contractual agreement and for two (2) years following completion of services provided. An annual certificate of insurance shall be submitted to the City to evidence coverage. 11.2 Certificates. Certificates of Insurance evidencing that the Consultant has obtained all required insurance shall be delivered to the City prior to Consultant proceeding with any work pursuant to this Agreement. All policies except Workers' Compensation and Professional Liability shall be endorsed to name the City as an additional insured thereon, as its interests may appear. All policies shall contain a Waiver of Subrogation for the benefit of the City of Fort Worth. The term City shall include its employees, 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 (10) days' notice shall be acceptable in the event of non-payment of premium. Such terms shall be endorsed onto Consultant's insurance policies. Notice shall be sent to the Risk Manager, City of Fort Worth, 1000 Throckmorton,Fort Worth,Texas 76102. 12. COMPLIANCE WITH LAWS,ORDINANCES,RULES AND REGULATIONS. Consultant agrees to comply with all applicable federal, state and local laws, ordinances, rules and regulations. If the City notifies Consultant of any violation of such laws, ordinances, rules or regulations, Consultant shall immediately desist from and correct the violation. 13. NON-DISCRIMINATION COVENANT. Consultant, for itself, its personal representatives, assigns, subcontractors and successors in interest, as part of the consideration herein, agrees that in the performance of Consultant'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 including Chapter 17,Article III of the Code of the City of Fort Worth. If any claim arises from an alleged violation of this non- discrimination covenant by Consultant, its personal representatives, assigns, subcontractors or successors in interest, Consultant agrees to assume such liability and to indemnify and defend the City and hold the City harmless from such claim. 14. 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, Professional Services Agreement,Rocket Red,Ltd. Page 6 of 17 Website servants or representatives, (2) delivered by facsimile with electronic confirmation of the transmission, or (3) received by the other party by United States Mail, registered, return receipt requested, addressed as follows: To The CITY: To CONSULTANT: City of Fort Worth Rocket Red,Ltd. Attn: Fernando Costa Attn: Gayden Day 1000 Throckmorton Street 1700 Pacific Avenue, Suite 250 Fort Worth,TX 76102-6311 Dallas,TX 75201 Facsimile: (817) 392-8654 Facsimile: (972) 776-0023 15. SOLICITATION OF EMPLOYEES. Neither the City nor Consultant shall, during the term of this agreement and additionally for a period of one year after its termination, solicit for employment or employ, whether as employee or independent contractor, any person who is or has been employed by the other during the term of this agreement, without the prior written consent of the person's employer. 16. 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. 17. NO WAIVER. The failure of the City or Consultant to insist upon the performance of any term or provision of this Agreement or to exercise any right granted herein shall not constitute a waiver of the City's or Consultant's respective right to insist upon appropriate performance or to assert any such right on any future occasion. 18. GOVERNING LAW/VENUE. This Agreement shall be construed in accordance with the internal laws of the State of Texas. If any action, whether real or asserted, at law or in equity, is brought 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,Fort Worth Division. 19. 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. 20. FORCE MAJEURE. The City and Consultant 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 control (force majeure), including, but not limited to, compliance with any government law, ordinance or regulation, acts of God, acts of the public enemy, fires, strikes, lockouts, natural disasters, wars, riots, material or labor restrictions by any governmental authority,transportation problems and/or any other similar causes. Professional Services Agreement,Rocket Red,Ltd. Page 7 of 17 Website 21. 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. 22. REVIEW OF COUNSEL. The parties acknowledge that each party and its counsel have reviewed and revised this Agreement and that the normal rules of construction to the effect that any ambiguities are to be resolved against the drafting party shall not be employed in the interpretation of this Agreement or exhibits hereto. 23. 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. 24. ENTIRETY OF AGREEMENT. This Agreement, including the schedule of exhibits attached hereto and any documents incorporated herein by reference, contains the entire understanding and agreement between the City and Consultant, their assigns and successors in interest, as to the matters contained herein. Any prior or contemporaneous oral or written agreement is hereby declared null and void to the extent in conflict with any provision of this Agreement. 25. COUNTERPARTS. This Agreement may be executed in one or more counterparts and each counterpart shall, for all purposes, be deemed an original, but all such counterparts shall together constitute one and the same instrument. 26. WARRANTY OF SERVICES. Consultant warrants that its services will be of a professional quality and conform to generally prevailing industry standards. City must give written notice of any breach of this warranty within thirty (30) days from the date that the services are completed. In such event, at Consultant's option, Consultant shall either (a) use commercially reasonable efforts to re-perform the services in a manner that conforms to the warranty, or (b) refund the fees paid by the City to Consultant for the nonconforming services. 27. MILESTONE ACCEPTANCE. Consultant shall verify the quality of each deliverable before submitting it to the City for review and approval. The City will review all deliverables to determine their acceptability and signify acceptance by execution of the Milestone Acceptance Form, which is attached hereto as Exhibit "C." If the City rejects the submission, it will notify the Consultant in writing as soon as the determination is made listing the specific reasons for rejection. The Consultant shall have ten(10) days to correct any deficiencies and resubmit the corrected deliverable. Payment to the Consultant shall not be authorized unless the City accepts the deliverable in writing in the form attached. The City's acceptance will not be unreasonably withheld. Professional Services Agreement,Rocket Red,Ltd. Page 8 of 17 Website 28. IMMIGRATION NATIONALITY ACT. The City of Fort Worth actively supports the Immigration & Nationality Act (INA) which includes provisions addressing employment eligibility, employment verification, and nondiscrimination. Consultant shall verify the identity and employment eligibility of all employees who perform work under this Agreement. Consultant shall complete the Employment Eligibility Verification Form(I-9), maintain photocopies of all supporting employment eligibility and identity documentation for all employees, and upon request,provide City with copies of all I- 9 forms and supporting eligibility documentation for each employee who performs work under this Agreement. Consultant shall establish appropriate procedures and controls so that no services will be performed by any employee who is not legally eligible to perform such services. Consultant shall provide City with a certification letter that it has complied with the verification requirements required by this Agreement. Consultant shall indemnify City from any penalties or liabilities due to violations of this provision. City shall have the right to immediately terminate this Agreement for violations of this provision by Consultant. 29. INFORMAL DISPUTE RESOLUTION. Except in the event of termination pursuant to Section 4.2, if either City or Consultant has a claim, dispute,or other matter in question for breach of duty, obligations, services rendered or any warranty that arises under this Agreement, the parties shall first attempt to resolve the matter through this dispute resolution process. The disputing party shall notify the other party in writing as soon as practicable after discovering the claim, dispute, or breach. The notice shall state the nature of the dispute and list the party's specific reasons for such dispute. Within ten(10)business days of receipt of the notice,both parties shall commence the resolution process and make a good faith effort, either through email,mail,phone conference, in person meetings, or other reasonable means to resolve any claim, dispute, breach or other matter in question that may arise out of, or in connection with this Agreement. If the parties fail to resolve the dispute within sixty(60)days of the date of receipt of the notice of the dispute, then the parties may submit the matter to non-binding mediation in Tarrant County,Texas,upon written consent of authorized representatives of both parties in accordance with the Industry Arbitration Rules of the American Arbitration Association or other applicable rules governing mediation then in effect.The mediator shall be agreed to by the parties. Each party shall be liable for its own expenses, including attorney's fees; however, the parties shall share equally in the costs of the mediation. If the parties cannot resolve the dispute through mediation,then either party shall have the right to exercise any and all remedies available under law regarding the dispute. Notwithstanding the fact that the parties may be attempting to resolve a dispute in accordance with this informal dispute resolution process, the parties agree to continue without delay all of their respective duties and obligations under this Agreement not affected by the dispute. Either party may, before or during the exercise of the informal dispute resolution process set forth herein, apply to a court having jurisdiction for a temporary restraining order or preliminary injunction where such relief is necessary to protect its interests. 30. 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, resolution, 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. Professional Services Agreement,Rocket Red,Ltd. Page 9 of 17 Website IN WITNESS WHEREOF, the parties hereto have executed this Agreement in multiples on this the ArytVay of�� t 'h�.� ,2014. CITY OF FORT WORTH: CITY OF FORT WORTH ROCKET RED,LTD. By: eiLiL.«..�0 By: Gri Fernando Costa ayden Day Assistant City Manager Principal Date:��ZO//4 Date: Zz b el lI l/ APPROVED AS TO FORM AND LEGALITY: 1 Qk Charlene Sanders Assistant City Attorney ATTEST: CA Cr �flD jjj �8 $y. Maiyt,a er� o° City Secretary u�fl� ooh CONTRACT AUTHORIZATION: M&C: Date Approved: OFFICIAL RECORD CITY SECRETARY FT. WORTH,TX Professional Services Agreement,Rocket Red,Ltd. Pagq 10 of 17 Website EXHIBIT A STATEMENT OF WORK All websites will be managed by the City's Communications and Public Engagement Division, and will be implemented using the City's content management system for maintenance. Rocket Red,Ltd. shall: 1. Develop a website taxonomy and base content in collaboration with the Aviation Department and Communications and Public Engagement Division staffs. 2. Provide layout options and graphic design elements that implement the new branding for both airports, and which fit within the City's Cascading Style Sheets (CSS) framework. Website color schemes for the website shall include branding color schemes,but should not be limited to those colors. 3. Develop a content strategy for future website updates,as well as templates for each custom content type. 4. Ensure that all content developed for the website(s) complies with Section 508 of the Rehabilitation Act of 1973 and the Web Content Accessibility Guidelines (WCAG)2.0. The Aviation Department and/or Communications and Public Engagement Division will provide: 1. Logos and branding materials developed by the marketing firm. Materials shall include color schemes and graphics that will be used for Aviation Department marketing materials. 2. A list of potential functionality enhancements desired by the Aviation Department and Communications and Public Engagement Division. 3. Information on available Application Programming Interfaces(APIs) for existing systems that could be used for enhanced functionality. Professional Services Agreement,Rocket Red,Ltd. Page 11 of 17 Website EXHIBIT B PAYMENT SCHEDULE i v � Account Services, agency planning, meeting, administrative $10,500 retainer inclusive of 3-4 team members, three (3) months Develop site taxonomy and base content for two airport $ 4,500 property websites Provide layout options and graphic design $15,000 elements -Four(4) unique template layouts per 7vebsite, a total of eight(8)template la.vouts $10,500 -Graphic icons, illustrations $4,500 Content strategy for future updates, template updates, $10,000 additions, two airports Review all content, vet for compliance with Section 508 of the $2,500 Rehabilitation Act of 1973 and the Web Content Accessibility Guidelines WCAG 2.0 Estimated Total $42,500 Social Media Graphic Support for both airports $5,500 [See Fee Structure on next page] Professional Services Agreement,Rocket Red,Ltd. Page 12 of 17 Website EXHIBIT B AGENCY FEE STRUCTURE Rocket Red, Ltd. fees for services outside the Scope of Service: FEE STRUCTURE Account Services Strategic Consultation $250 Marketing&Media Planning $175 Group Account Management $150 Account Management $125 Project Management $85 Account Coordination $85 Print Management $85 Creative Services Executive Creative Direction $225 Creative Direction $150 Art Direction $125 Design $125 Photo Retouching $125 Copywriting $100 Production Art $85 Proofreading $85 Digital Services Back-End Programming $150 Front-End/HTML Programming $100 Flash Programming $150 Web Design $125 Web Maintenance $85 Web Testing $85 Professional Services Agreement,Rocket Red,Ltd. Page 13 of 17 Website EXHIBIT C MILESTONE ACCEPTANCE FORM Services Delivered: Milestone/Deliverable Ref. #: Milestone/Deliverable Name: Unit Testing Completion Date: Milestone/Deliverable Target Completion Date: Milestone/Deliverable Actual Completion Date: Approval Date: Comments (if needed): Approved by Consultant: Approved by City Department Director: Signature: Signature: Printed Name: Printed Name: Title: Title: Date: Date: For Director Use Only Contracted Payment Amount: Adjustments, including penalties: Approved Payment Amount: Professional Services Agreement,Rocket Red,Ltd. Page 14 of 17 Website EXHIBIT D NETWORK ACCESS AGREEMENT 1. The Network. The City owns and operates a computing environment and network (collectively the "Network"). Agency wishes to access the City's network in order to provide website design services to the Aviation Department. In order to provide the necessary support, Agency needs access to Internet, Intranet, and email systems. 2. Grant of Limited Access.Agency is hereby granted a limited right of access to the City's Network for the sole purpose of providing website design services to the Aviation Department. Such access is granted subject to the terms and conditions forth in this Agreement and applicable provisions of the City's Administrative Regulation D-7 (Electronic Communications Resource Use Policy), of which such applicable provisions are hereby incorporated by reference and made a part of this Agreement for all purposes herein and are available upon request. 3. Network Credentials.The City will provide Agency with Network Credentials consisting of user IDs and passwords unique to each individual requiring Network access on behalf of the Agency. Access rights will automatically expire one(1)year from the date of this Agreement.If this access is being granted for purposes of completing services for the City pursuant to a separate contract, then this Agreement will expire at the completion of the contracted services, or upon termination of the contracted services, whichever occurs first. This Agreement will be associated with the Services designated below. ❑ Services are being provided in accordance with City Secretary Contract No. ❑ Services are being provided in accordance with City of Fort Worth Purchase Order No. ❑ Services are being provided in accordance with the Agreement to which this Access Agreement is attached. ❑ No services are being provided pursuant to this Agreement. 4. Renewal. At the end of the first year and each year thereafter, this Agreement may be renewed annually if the following conditions are met: 4.1 Contracted services have not been completed. 4.2 Contracted services have not been terminated. 4.3 Within the thirty(30)days prior to the scheduled annual expiration of this Agreement,the Agency has provided the City with a current list of its officers, agents, servants, employees or representatives requiring Network credentials. Notwithstanding the scheduled contract expiration or the status of completion of services, Agency shall provide the City with a current list of officers, agents, servants, employees or representatives that require Network credentials on an annual basis.Failure to adhere to this requirement may result in denial of access to the Network and/or termination of this Agreement. 5. Network Restrictions. Agency officers, agents, servants, employees or representatives may not share the City-assigned user IDs and passwords. Agency acknowledges, agrees and hereby gives its authorization to the City to monitor Agency's use of the City's Network in order to ensure Agency's compliance with this Agreement. A breach by Agency, its officers, agents, servants, employees or representatives, of this Agreement and any other written instructions or guidelines that the City provides to Agency pursuant to this Agreement shall be grounds for the City immediately to deny Agency access to the Network and Agency's Data, terminate the Agreement, and pursue any other remedies that the City may have under this Agreement or at law or in equity. 5.1 Notice to Agency Personnel — For purposes of this section, Agency Personnel shall include all officers, agents, servants, employees, or representatives of Agency. Agency shall be responsible for specifically notifying all Agency Personnel who will provide services to the City under this agreement of the following City requirements and restrictions regarding access to the City's Network: Professional Services Agreement,Rocket Red,Ltd. Page 15 of 17 Website (a) Agency shall be responsible for any City-owned equipment assigned to Agency Personnel, and will immediately report the loss or theft of such equipment to the City (b) Agency, and/or Agency Personnel, shall be prohibited from connecting personally-owned computer equipment to the City's Network (c) Agency Personnel shall protect City-issued passwords and shall not allow any third party to utilize their password and/or user ID to gain access to the City's Network (d) Agency Personnel shall not engage in prohibited or inappropriate use of Electronic Communications Resources as described in the City's Administrative Regulation D7 (e) Any document created by Agency Personnel in accordance with this Agreement is considered the property of the City and is subject to applicable state regulations regarding public information (f) Agency Personnel shall not copy or duplicate electronic information for use on any non-City computer except as necessary to provide services pursuant to this Agreement (g) All network activity may be monitored for any reason deemed necessary by the City (h) A Network user ID may be deactivated when the responsibilities of the Agency Personnel no longer require Network access 6. Termination. In addition to the other rights of termination set forth herein, the City may terminate this Agreement at any time and for any reason with or without notice,and without penalty to the City.Upon termination of this Agreement, Agency agrees to remove entirely any client or communications software provided by the City from all computing equipment used and owned by the Agency, its officers, agents, servants, employees and/or representatives to access the City's Network. 7. Information Security. Agency agrees to make every reasonable effort in accordance with accepted security practices to protect the Network credentials and access methods provided by the City from unauthorized disclosure and use. Agency agrees to notify the City immediately upon discovery of a breach or threat of breach which could compromise the integrity of the City's Network, including but not limited to, theft of Agency-owned equipment that contains City-provided access software, termination or resignation of officers, agents, servants, employees or representatives with access to City-provided Network credentials, and unauthorized use or sharing of Network credentials. ACCEPTED AND AGREED: CITY OF FORT WORTH: ROCKET191),LTD. By: / Cam_�n_ Z /L, B,Y% Fernando Costa Gayden Day Assistant City Manager Principal Date: O 114 Date: �//��'I h ATTEST: ATTEST: ate ; . By: m a � By: / ity Se $ A Name: ' Title: DC� sy/As�Az��C APPROVED,ASQTO FORM By: Assistant City Attorney M&C: Eeerftreernent—,�fvf Professiona Ltd. OFFICI��.g �17 Website CITY 3ECRETARy FT- WORTH, TX EXHIBIT E VERIFICATION OF SIGNATURE AUTHORITY Vendor Name: Rocket Red,Ltd Address: 1700 Pacific Ave.,#250 City&Texas Dallas TX 75201 Agency hereby agrees to provide the City with website design services to the Aviation Department. Staffing services will be provided by Agency personnel to meet specific business needs for either short term or long term assignments for a wide range of positions from general clerical to professional positions. Execution of this Signature Verification Form ("Form") hereby certifies that the following individuals and/or positions have the authority to legally bind the Company and to execute any agreement, amendment or change order on behalf of Company. Such binding authority has been granted by proper order, resolution, ordinance or other authorization of Company. The City is fully entitled to rely on the warranty and representation set forth in this Form in entering into any agreement or amendment with Company. Company will submit an updated Form within ten (10) business days if there are any changes to the signatory authority. The City is entitled to rely on any current executed Form until it receives a revised Form that has been properly executed by the Company. 1. Name: Ga en Day Position: Signature 2. Name: Position: Signature 3. Name: Position: Signature Name: Gayden Day Sid} Lure of PresiddAt/CEO Other Title: Date: h Professional Services Agreement,Rocket Red,Ltd. Page 17 of 17 Website FOKTWORTH, PURCHASING DIVISION REQUEST FOR PROPOSALS (RFP) for WEB DESIGN SERVICES RFP No. 14-0222 Issued: August 20,2014 PROPOSAL SUBMISSION DEADLINE: *******September 18, 2014 by 1:30PM Local Time ******* NO LATE PROPOSALS WILL BE ACCEPTED RESPONSES SHALL BE DELIVERED TO: RESPONSES SHALL.BF MAH,FD TO: CITY OF FORT WORTH PURCHASING DIVISION CITY OF FORT WORTH PURCHASING DIVISION LOWER LEVEL LOWER LEVEL 1000 THROCKMORTON STREET 1000 THROCKMORTON STREET FORT WORTH, TEXAS 76102 FORT WORTH,TEXAS 76102 Pre-Proposal Conference will be held: NAME AND ADDRESS OF COMPANY August 28,2014 at 10:00am in the Purchasing SUBMITTING PROPOSAL: Conference Room,Lower Level of City Hall 1000 Throckmorton Street Fort Worth Texas 76102 FOR ADDITIONAL INFORMATION REGARDING THIS RFP PLEASE CONTACT: Eryck Walker,Senior Buyer eryck.walker @fortworthtexas.gov Contact Person: RETURN THIS COVER SHEET WITH Title: RESPONSE TO: Phone: ( ) Fax: ( ) Eryck Walker Email: Senior Buyer Signature: Purchasing Division Printed Name: Financial Management Services Department Will contract be available for Cooperative Agreement use? (See Section 27,page 7)Yes No Acknowledgment of Addenda: #1 #2 #3 #4 #5 Request for Proposals The City of Fort Worth ("The City") is requesting proposals for separately branded web designs and visual identities for Meacham and Spinks airports and additional web content improvements. Interested vendors are encouraged to review the attached document and submit proposals to provide these solutions. 1.0 SUBMISSION OF PROPOSALS 1.1 One (1) original, four (4) copies and one (1) digital flash drive of all Proposal documents shall be submitted in sealed packages. Proposer's name and address should be marked on the outside of the envelope. Facsimile transmittals or offers communicated by telephone will not be accepted or considered. Proposal information that is not submitted in sealed packages will not be considered. 1.2 Mail or Deliver Responses to the Following Address: City of Fort Worth Purchasing Division 1000 Throckmorton Street,Lower Level Fort Worth,Texas 76102 2.0 DELIVERY OF PROPOSALS Proposals must be received in the City of Fort Worth's Purchasing Division no later than 1:30 p.m., September 18,2014. The submitting Proposer is responsible for the means of delivering the proposals to the location listed in paragraph 1.2 on time. Delays due to any instrumentality used to transmit the Proposals including delay occasioned by the Proposer or the City of Fort Worth's internal mailing system will be the responsibility of the Proposer. Proposals must be completed and delivered in sufficient time to avoid disqualification for lateness due to difficulties in delivery. The time and date stamp clock in City of Fort Worth(City)Purchasing Division is the official clock for determining whether submittals are submitted timely. Late Proposal documents will not be accepted under any circumstances. 3.0 PROPRIETARY INFORMATION 3.1 If a Proposer does not desire proprietary information in the Proposal to be disclosed, it is required to identify all proprietary information in the Proposal. This identification will be done by individually marking each page with the words "Proprietary Information" on which such proprietary information is found. If the Proposer fails to identify proprietary information, it agrees that by submission of its Proposal that those sections shall be deemed non-proprietary and made available upon public request. 3.2 Proposer's are advised that the City, to the extent permitted by law, will protect the confidentiality of their Proposals. Proposer shall consider the implications of the Texas Public Information Act, particularly after the RFP process has ceased and the Contract RFP No. 14-0222, Web Design Services Page 2 of 14 has been awarded. While there are provisions in the Texas Public Information Act to protect proprietary information, where the Proposer can meet certain evidentiary standards, please be advised that a determination on whether those standards have been met will not be decided by the City of Fort Worth, but by the Office of the Attorney General of the State of Texas. In the event a request for public information is made, the City will notify the Proposer, who may then request an opinion from the Attorney General pursuant to 552.305, Texas Government Code. The City will not make a request of the Attorney General. 4.0 COMPLETION OF RESPONSES 4.1 Information presented in the Proposals will be used to evaluate the professional qualifications of the Proposer(s) and to determine the Proposer(s) which will be selected to provide professional services to the City. 4.2 Responses shall be completed in accordance with the requirements of this RFP. Statements made by a Proposer shall be without ambiguity, and with adequate elaboration,where necessary,for clear understanding. 4.3 Proposals shall be limited to a maximum of twenty (20) 8-1/2" X 11" pages (one side only and including cover letter) using a font size no smaller than 11 point and one inch margins. 5.0 CLARIFICATIONS AND ISSUANCE OF ADDENDA 5.1 Any explanation, clarification, or interpretation desired by a Proposer regarding any part of this RFP must be requested from Eryck Walker, Senior Buyer at least fifteen (15) days prior to the published submission deadline, as referenced in Section 2.0 of this RFP. 5.2 If the City, in its sole discretion, determines that a clarification is required, such clarification shall be issued in writing. Interpretations, corrections or changes to the RFP made in any other manner other than writing are not binding upon the City, and Proposers shall not rely upon such interpretations, corrections or changes. Oral explanations or instructions given before the award of the Contract are not binding. 5.3 Requests for explanations or clarifications may be faxed to the City of Fort Worth at (817) 392-8440 or emailed to eryck.walker@fortworthtexas.gov. Emails and Faxes must clearly identify the RFP Number and Title. 5.4 Any interpretations, corrections or changes to this RFP will be made by addendum. Sole issuing authority of addenda shall be vested in the City of Fort Worth Purchasing Division. Proposers shall acknowledge receipt of all addenda within the responses. RFP No. 14-0222, Web Design Services Page 3 of 13 6.0 WITHDRAWAL.OF PROPOSALS A representative of the company may withdraw a Proposal at any time prior to the RFP submission deadline,upon presentation of acceptable identification as a representative of such company. 7.0 AWARD OF CONTRACT 7.1 It is understood that the City reserves the right to accept or reject any and all Proposals and to re-solicit for Proposals, as it shall deem to be in the best interests of the City of Fort Worth. Receipt and consideration of any Proposals shall under no circumstances obligate the City of Fort Worth to accept any Proposals. If an award of contract is made, it shall be made to the responsible Proposer whose Proposal is determined to be the best evaluated offer taking into consideration the relative importance of the evaluation factors set forth in the RFP. 7.2 The City reserves the right to award a single contract or multiple contracts by section listed in the Scope of Work. 7.3 Tentative Schedule of Events RFP Release Date August 20,2014 Pre-Proposal Conference August 28,2014 Deadline for Questions September 2,2014, 3:00 PM(Local Time) Proposals Due Date September 18,2014 by 1:30 PM(Local Time) Evaluation of Proposals Septemberl9,2014 through October 10,2014 City Council Consideration November 4,2014 Notice to Proceed(Anticipated) November 11,2014 8.0 PERIOD OF ACCEPTANCE Proposer acknowledges that by submitting the Proposal,Proposer makes an offer that, if accepted in whole or part by the City, constitutes a valid and binding contract as to any and all items accepted in writing by the City. The period of acceptance of proposals is one hundred and eighty (180)calendar days from the date of opening,unless the Proposer notes a different period. 9.0 TAX FXFMPTION The City of Fort Worth is exempt from Federal Excise and State Sale Tax;therefore,tax must not be included in any contract that may be awarded from this RFP. 10.0 COST E4CIJRRFD IN RMPONDING All costs directly or indirectly related to preparation of a response to the RFP or any oral presentation required to supplement and/or clarify a Proposals which may be required by the City shall be the sole responsibility of and shall be borne by the participating Proposers. RFP No. 14-0222,Web Design Services Page 4 of 13 11.0 NEGOTIATIONS The City reserves the right to negotiate all elements that comprise the successful Vendor's response to ensure that the best possible consideration be afforded to all concerned. 12.0 CONTRACT INCORPORATION The contract documents shall include the RFP, the Response to the RFP, the City's Professional Services Agreement (Attachment B to this RFP) and such other terms and conditions as the parties may agree. 13.0 NON-ENDORSEMENT If a Proposal is accepted, the successful Proposer, hereinafter "Vendor," shall not issue any news releases or other statements pertaining to the award or servicing of the agreement that state or imply the City of Fort Worth's endorsement of the successful Proposer's services. 14.0 UNAUTHORIZED COMMUNICATIONS After release of this solicitation, Proposers' contact regarding this RFP with members of the RFP evaluation, interview or selection panels, employees of the City or officials of the City other than the Purchasing Manager, the Minority and Business Enterprise (MBE) Office, or as otherwise indicated is prohibited and may result in disqualification from this procurement process. No officer, employee, agent or representative of the Proposers shall have any contact or discussion, verbal or written, with any members of the City Council, members of the RFP evaluation, interview, or selection panels, City staff or City's Vendors, or directly or indirectly through others, seek to influence any City Council member, City staff, or City's Vendors regarding any matters pertaining to this solicitation, except as herein provided. If a representative of any Proposers violates the foregoing prohibition by contacting any of the above listed parties with whom contact is not authorized, such contact may result in the Proposers being disqualified from the procurement process. Any oral communications are considered unofficial and non-binding with regard to this RFP. 15.0 PROPOSAL EVALUATION PROCESS 15.1 An evaluation committee will evaluate the responses to this Request for Proposals, may interview one or more firms, and may recommend one or more firms to the City Manager. Selection of a firm may be made without discussion with Proposers after proposals are received. Proposals should, therefore, be submitted on the most favorable terms. 15.2 The City's evaluation panel will review all responsive submittals and select the best evaluated proposals for further interview. RFP No. 14-0222, Web Design Services Page 5 of 13 15.3 The City anticipates selecting Proposer(s) that will be recommended to the City Council for award of a contract to provide the requested professional services to the City of Fort Worth. 15.4 The City reserves the right to reject any or all proposals. 16.0 PROPOSAL,EVALUATION FACTORS 16.1 Web Design Plan and Technical Expertise 25 points available 16.2 Technical Qualifications &References 25 points available 16.3 Adherence to the Terms and Conditions of Contract 15 points available 16.5 Cost 35 points available 17.0 GENERAL PROVISIONS The Vendor may not assign its rights or duties under an award without the prior written consent of the City of Fort Worth. Such consent shall not relieve the assignor of liability in the event of default by its assignee. 18.0 FRRORS OR OMISSIONS The Vendor will not be allowed to take advantage of any errors or omissions in this RFP. Where errors or omissions appear in this RFP, the Vendor shall promptly notify the City of Fort Worth Purchasing Division in writing of such error or omission it discovers. Any significant errors, omissions or inconsistencies in this RFP are to be reported no later than ten (10) days before time for the RFP response is to be submitted. 19.0 TERMINATION 19.1 If this award results in a contract, it shall remain in effect until contract expires, delivery and acceptance of products and/or performance of services ordered or terminated by the City with a thirty (30) day written notice prior to cancellation. In the event of termination, the City of Fort Worth reserves the right to award a contract to next lowest and best Vendor as it deems to be in the best interest of the City of Fort Worth. 19.2 Further, the City of Fort Worth may cancel this contract without expense to the City in the event that funds have not been appropriated for expenditures under this contract. The City of Fort Worth will return any delivered but unpaid goods in normal condition to the Vendor. RFP No. 14-0222, Web Design Services Page 6 of 13 20.0 TERMINATION.REMEDIES.AND CANCELLATION Right to Assurance. Whenever the City has reason to question the Vendor's intent to perform, the City may demand that the Vendor(s) give written assurance of Vendor's intent to perform. In the event a demand is made, and no assurance is given within ten (10) calendar days, the City may treat this failure as an anticipatory repudiation of the contract. 21.0 CHANGE O D .R4 No oral statement of any person shall modify or otherwise change or affect the terms, conditions or specifications stated in the resulting contract. All change orders to the contract will be made in writing by the City of Fort Worth's Financial Management Services Department and signed by both parties. Change orders must be prior approved by the Fort Worth City Council when the amount exceeds$50,000.00. 22.0 VENUE The agreement(s) will be governed and construed according to the laws of the State of Texas. The agreement(s) is (are) performable in Tarrant County, Texas. Venue shall lie exclusively in Tarrant County,Texas. 23.0 CONFLICT OF INTE EST No public official shall have interest in this contract, in accordance with Vernon's Texas Codes Annotated,Local Government Code Title 5, Subtitled C.,Chapter 171. 24.0 INSURANCE The Vendor shall carry insurance in the types and amounts for the duration of this agreement as listed in the Professional Services Agreement, Attachment B to this RFP, and furnish certificates of insurance along with copies of policy declaration pages and policy endorsements as evidence thereof. 25.0 CONTRACT CONSTRAINTS AND CONDITIONS All services shall be provided in accordance with applicable requirements and ordinances of the City of Fort Worth, laws of the State of Texas, and applicable federal laws. 26.0 MINORITY BUSINESS .NT . P T PROVISIONS A waiver of the goal for MBE/SBE subcontracting requirements was requested by the Purchasing Division and approved by the MWBE Office, in accordance with the M/WBE or BDE Ordinance, because the purchase of goods or services is from sources where subcontracting or supplier opportunities are negligible. RFP No. 14-0222, Web Design Services Page 7 of 13 27.0 COOPERATIVE PURCHASING 27.1 Should other governmental entities decide to participate in this contract, Proposers, shall indicate in their proposals whether they agree that all terms, conditions, specification, and pricing would apply. 27.2 If the successful Proposer agrees to extend the resulting contract to other governmental entities, the following will apply: Governmental entities within utilizing Contracts with the City of Fort Worth will be eligible, but not obligated, to purchase material/services under this contract(s) awarded as a result of this solicitation. All purchases by governmental entities other than the City of Fort Worth will be billed directly to that governmental entity and paid by that governmental entity. The City of Fort Worth will not be responsible for another governmental entity's debts. Each governmental entity will order its own material/services as needed 28.0 PAYMENT All payment terms shall be"Net 30 Days"unless otherwise specified in the proposal. 28.1 Service provider shall invoice no more frequently than monthly for services provided. 28.2 Invoices shall be submitted to the City department that ordered and received the services provided. 28.3 Successful proposers are encouraged to register for Automated Clearing House (ACH) direct deposit payments prior to providing goods and/or services using the forms posted on the City website at http://fortworthtexas.Q°oy/purchasing/ 29.0 SCOPE OF SERVICES The City is interested in receiving proposals from qualified web design firms to design separately branded web content and visual identity for Meacham and Spinks airports, and recommend web content improvements for the Fort Worth Aviation Department, which resides on fortworthtexas.gov. 29.1 All websites will be managed by the City's Communications and Public Engagement division and will be implemented using the City's content management system for maintenance. The vendor shall: 29.1.1 Develop a site taxonomy and base content in collaboration with the Aviation Department and communication staff. 29.1.2 Provide layout options and graphic design elements that implement the branding by the Marketing Firm and which fit within the City's Cascading Style Sheets (CSS)framework. 29.1.3 Develop a content strategy for future updates, as well as templates for each custom content type. 29.1.4 Ensure all content developed complies with Section 508 and Web Content Accessibility Guidelines(WCAG)2.0. RFP No. 14-0222, Web Design Services Page 8 of 13 29.2 The department will provide the following: 29.2.1 Logo and branding materials developed by Marketing Firm that include color schemes and graphics that will be used for marketing materials. Color schemes for the website should include the branding color schemes but should not be limited to those colors. 29.2.2 A list of potential functionality enhancements. 29.2.3 Information on available Application Programming Interfaces (APIs) for existing systems that could be used for enhanced functionality. 29.3 Please provide the following information: 29.3.1 Website Design Experience 29.3.2 At least five clients—Company Names and Website URL, 29.3.3 References Name Contact Person Contact Phone Number Address Website Address 29.3.4 Company Profile,including number of years in business and office locations. 30. RESPONSE FORMAT AND ORGANIZATION 30.1 This section outlines the general conditions under which the proposal shall be made as well as instructions on how to prepare and submit the offering to the City. The proposal should be organized and indexed in the following format and should contain, as a minimum, all listed items in the sequence indicated: 30.1.1 Table of Contents 30.1.2 Executive Summary 30.1.3 Response to Scope of Services with pricing 30.1.4 Response to Attachment B, Conflict of Interest 30.2 Disqualification of Offerors Offerors may be disqualified for any of the following reasons: 30.2.1 Reason to believe collusion exists among the Offerors; 30.2.2 The Offeror is involved in any litigation against the City; RFP No. 14-0222, Web Design Services Page 9 of 13 30.2.3 The Offeror is in arrears on an existing contractor has defaulted on a previous contract with the City; 30.2.4 Lack of financial stability; 30.2.5 Failure to perform under previous or present contracts with the City; 30.2.6 Is currently debarred by the State or Federal agency. RFP No. 14-0222,Web Design Services Page 10 of 13 ATTACHMMENT A CONFLICT OF INTEREST DISCLOSURE REOUIREMENT Pursuant to Chapter 176 of the Local Government Code, any person or agent of a person who contracts or seeks to contract for the sale or purchase of property, goods, or services with a local governmental entity (i.e. The City of Fort Worth) must disclose in the Questionnaire Form CIQ ("Questionnaire") the person's affiliation or business relationship that might cause a conflict of interest with the local governmental entity. Bylaw, the Questionnaire must be filed with the Fort Worth City Secretary no later than seven days after the date the person begins contract discussions or negotiations with the City, or submits an application or response to a request for proposals or bids, correspondence, or another writing related to a potential agreement with the City.Updated Questionnaires must be filed in conformance with Chapter 176. A copy of the Questionnaire Form CIQ is enclosed with the submittal documents.The form is also available at hit n://,svivw.ethics.state.tx.us/forms/CIQJ&. If you have any questions about compliance,please consult your own legal counsel. Compliance is the individual responsibility of each person or agent of a person who is subject to the filing requirement. An offense under Chapter 176 is a Class C misdemeanor. RFP No. 14-0222, Web Design Services Page 11 of 13 ATTACHMENT B CONFLICT OF INTEREST QUESTIONNAIRE FORM CIQ For vendor or other person doing business with local governmental entity OFFICE USE ONLY This questionnaire is being filed in accordance with chapter 176 of the Local Date Received Government Code by a person doing business with the governmental entity. By law this questionnaire must be filed with the records administrator of the local government not later than the 7th business day after the date the person becomes aware of facts that require the statement to be filed. See Section 176.006,Local Government Code. A person commits an offense if the person violates Section 176.006, Local Government Code. An offense under this section is a Class C misdemeanor. 1. Name of person doing business with local governmental entity. 2. ❑ Check this box if you are filing an update to a previously filed questionnaire. (The law requires that you file an updated completed questionnaire with the appropriate filing authority not later than September 1 of the year for which an activity described in Section 176.006(a),Local Government Code, is pending and not later than the 7th business day after the date the originally filed questionnaire becomes incomplete or inaccurate.) 3. Describe each affiliation or business relationship with an employee or contractor of the local governmental entity who makes recommendations to a local government officer of the local governmental entity with respect to expenditure of money. 4. Describe each affiliation or business relationship with a person who is a local government officer and who appoints or employs a local government officer of the local governmental entity that is the subject of this questionnaire. RFP No. 14-0222, Web Design Services Page 12 of 13 CONFLICT OF INTEREST QUESTIONNAIRE FORM CIQ For vendor or other person doing business with local governmental entity Page 2 5. Name of local government officer with whom filer has affiliation or business relationship. (Complete this section only if the answer to A,B,or C is YES.) This section, item 5 including subparts A,B, C&D,must be completed for each officer with whom the filer has affiliation or business relationship. Attach additional pages to this Form CIQ as necessary. A. Is the local government officer named in this section receiving or likely to receive taxable income from the filer of the questionnaire? ❑ Yes ❑ No B. Is the filer of the questionnaire receiving or likely to receive taxable income from or at the direction of the local government officer named in this section AND the taxable income is not from the local governmental entity? ❑ Yes ❑ No C. Is the filer of this questionnaire affiliated with a corporation or other business entity that the local government officer serves as an officer or director,or holds an ownership of 10 percent or more? ❑ Yes ❑ No D. Describe each affiliation or business relationship. 6. Describe any other affiliation or business relationship that might cause a conflict of interest. 7. Signature of person doing business with the governmental entity Date RFP No. 14-0222, Web Design Services Page 13 of 13 ATTACHMENT C PROFESSIONAL SERVICES AG E NT This PROFESSIONAL SERVICES AGREEMENT ("Agreement") is made and entered into by and between the CITY OF FORT WORTH (the "City"), a home rule municipal corporation situated in portions of Tarrant, Denton and Wise Counties, Texas, acting by and through Susan Alanis, its duly authorized Assistant City Manager, and ("Agency"), a Corporation and acting by and through , its duly authorized each individually referred to as a "party" and collectively referred to as the "parties." CONTRACT DOCUMENTS: The Contract documents shall include the following: 1. This Agreement for Professional Services 2. Exhibit A—Statement of Work plus any amendments to the Statement of Work 3. Exhibit B—Payment Schedule 4. Exhibit C—Network Access Agreement 5. Exhibit D—Signature Verification Form All Exhibits attached hereto are incorporated herein and made a part of this Agreement for all purposes. In the event of any conflict between the documents, the terms and conditions of this Professional Services Agreement shall control. 1. SCOPE OF SERVICES. Consultant hereby agrees to provide the City with professional consulting services for the purpose of (description of scope of services). Attached hereto and incorporated for all purposes incident to this Agreement is Exhibit "A," Statement of Work, more specifically describing the services to be provided hereunder. 2. TERM, This Agreement shall commence ("Effective Date") and shall expire on , unless terminated earlier in accordance with the provisions of this Agreement. The City shall have the option, in its sole discretion,to renew this Agreement under the same terms and conditions, for up to [Insert any available options] 3. COMPENSATION. The City shall pay Agency in accordance with the hourly rate of Agency personnel who perform services under this Agreement in accordance with the provisions of this Agreement and the Payment Schedule attached as Exhibit "B," which is incorporated for all purposes herein; however, total payment made under this Agreement by the City for all services shall not exceed $ Agency shall not perform any additional services for the City not specified Professional Services Agreement Revised June 2012 Abacus Service Corporation 1 by this Agreement unless the City requests and approves in writing the additional costs for such services. The City shall not be liable for any additional expenses of Agency not specified by this Agreement unless the City first approves such expenses in writing. 4. TERMINATION. 4.1. Convenience. The City or Agency may terminate this Agreement at any time and for any reason by providing the other party with 30 days' written notice of termination. 4.2 Non-appropriation of Funds. In the event no funds or insufficient funds are appropriated by the City in any fiscal period for any payments due hereunder, City will notify Agency 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 the City of any kind whatsoever, except as to the portions of the payments herein agreed upon for which funds have been appropriated. 4.3 Breach. Subject to Section 29 herein, either party may terminate this Agreement for breach of duty, obligation or warranty upon exhaustion of all remedies set forth in Section 29. 4.4 Duties and Obligations of the Parties. In the event that this Agreement is terminated prior to the Expiration Date, the City shall pay Agency for services actually rendered up to the effective date of termination and Agency shall continue to provide the City with services requested by the City and in accordance with this Agreement up to the effective date of termination. Upon termination of this Agreement for any reason, Agency shall provide the City with copies of all completed or partially completed documents prepared under this Agreement. In the event Agency has received access to City information or data as a requirement to perform services hereunder, Agency shall return all City provided data to the City in a machine readable format or other format deemed acceptable to the City. 5. DISCLOSURE OF CONFLICTS AND CONFIDENTIAL INFORMATION. 5.1 Disclosure of Conflicts. Agency hereby warrants to the City that Agency has made full disclosure in writing of any existing or potential conflicts of interest related to Agency's services under this Agreement. In the event that any conflicts of interest arise after the Effective Date of this Agreement, Agency hereby agrees immediately to make full disclosure to the City in writing. 5.2 Confidential Information. Agency, for itself and its officers, agents and employees, 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. 5.3 Unauthorized Access. Agency 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. Agency shall notify the City immediately if the security or integrity of any City Professional Services Agreement Revised June 2012 Abacus Service Corporation 2 information has been compromised or is believed to have been compromised, in which event,Agency shall, in good faith, use all commercially reasonable efforts to cooperate with the City in identifying what information has been accessed by unauthorized means and shall fully cooperate with the City to protect such information from further unauthorized disclosure. 6. RIGHT TO AUDIT. Agency agrees that the City shall, until the expiration of three (3) years after final payment under this contract, or the final conclusion of any audit commenced during the said three years, have access to and the right to examine at reasonable times any directly pertinent books, documents, papers and records of the Agency involving transactions relating to this Contract at no additional cost to the City. Agency agrees that the City shall have access during normal working hours to all necessary Agency facilities and shall be provided adequate and appropriate work space in order to conduct audits in compliance with the provisions of this section. The City shall give Agency reasonable advance notice of intended audits. Agency further agrees to include in all its subcontractor agreements hereunder a provision to the effect that the subcontractor agrees that the City shall, until expiration of three (3) years after final payment of the subcontract, or the final conclusion of any audit commenced during the said three years have access to and the right to examine at reasonable times any directly pertinent books, documents, papers and records 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 audits in compliance with the provisions of this paragraph. City shall give subcontractor reasonable notice of intended audits. 7. INDEPENDENT CONTRACTOR, It is expressly understood and agreed that Agency shall operate as an independent contractor as to all rights and privileges and work performed under this agreement, and not as agent,representative or employee of the City. Subject to and in accordance with the conditions and provisions of this Agreement, Agency 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. Agency acknowledges that the doctrine of respondeat superior shall not apply as between the City, its officers, agents, servants and employees, and Agency, its officers, agents, employees, servants, contractors and subcontractors. Agency further agrees that nothing herein shall be construed as the creation of a partnership or joint enterprise between City and Agency. It is further understood that the City shall in no way be considered a Co-employer or a Joint employer of Agency or any officers, agents, servants, employees or subcontractors of Agency. Neither Agency, nor any officers, agents, servants, employees or subcontractors of Agency shall be entitled to any employment benefits from the City. Agency shall be responsible and liable for any and all payment and reporting of taxes on behalf of itself, and any of its officers, agents, servants, employees or subcontractors. 8. LIABILITY AND INDEMNIFICATION. A. LIABILITY.- AGENCY SHALL BE LIABLE AND RESPONSIBLE FOR ANY AND ALL PROPERTY LOSS, PROPERTY DAMAGE ANDIOR PERSONAL INJURY, INCLUDING Professional Services Agreement Revised June 2012 Abacus Service Corporation 3 DEATH,TO ANY AND ALL PERSONS,OF ANY HIND OR CHARACTER,WHETHER REAL OR ASSERTED, TO THE EXTENT CAUSED BY THE NEGLIGENT ACT(S) OR OMISSION(S),MALFEASANCE OR INTENTIONAL MISCONDUCT OF AGENCY,ITS OFFICERS,AGENTS,SERVANTS OR EMPLOYEES. B. INDEMNIFICATION - AGENCY HEREBY COVENANTS AND AGREES TO INDEMNIFY, HOLD HARMLESS AND DEFEND THE CITY, ITS OFFICERS, AGENTS, SERVANTS AND EMPLOYEES, FROM AND AGAINST ANY AND ALL CLAIMS OR LAWSUITS OF ANY HIND OR CHARACTER, WHETHER REAL OR ASSERTED, FOR EITHER PROPERTY DAMAGE OR LOSS (INCLUDING ALLEGED DAMAGE OR LOSS TO AGENCY'S BUSINESS AND ANY RESULTING LOST PROFITS) ANDIOR PERSONAL INJURY, INCLUDING DEATH, TO ANY AND ALL PERSONS, ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, TO THE EXTENT CAUSED BY THE NEGLIGENT ACTS OR OMISSIONS OR MALFEASANCE OF AGENCY, ITS OFFICERS, AGENTS, SERVANTS OR EMPLOYEES. 9. ASSIGNMENT AND SUBCONTRACTING. Agency 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 Agency under which the assignee agrees to be bound by the duties and obligations of Agency under this Agreement. The Agency and Assignee shall be jointly liable for all obligations of the Agency under this Agreement prior to the effective date of the assignment. If the City grants consent to a subcontract, the subcontractor shall execute a written agreement with the Agency referencing this Agreement under which the subcontractor shall agree to be bound by the duties and obligations of the Agency under this Agreement as such duties and obligations may apply. The Agency shall provide the City with a fully executed copy of any such subcontract. 10. INSURANCE, Agency shall provide the City with certificate(s) of insurance documenting policies of the following minimum coverage limits that are to be in effect prior to commencement of any work pursuant to this Agreement: 10.1 Coverage and Limits (a) Commercial General Liability $1,000,000 Each Occurrence $1,000,000 Aggregate (b) Automobile Liability $1,000,000 Each occurrence on a combined single limit basis Coverage shall be on any vehicle used by the Agency, its employees, agents, representatives in the course of the providing services under this Agreement. "Any vehicle" shall be any vehicle owned,hired and non-owned Professional Services Agreement Revised June 2012 Abacus Service Corporation 4 (c) Worker's Compensation- Statutory limits Employer's liability $100,000 Each accident/occurrence $100,000 Disease-per each employee $500,000 Disease-policy limit This coverage may be written as follows: Workers' Compensation and Employers' Liability coverage with limits consistent with statutory benefits outlined in the Texas workers' Compensation Act (Art. 8308 — 1.01 et seq. Tex. Rev. Civ. Stat.) and minimum policy limits for Employers' Liability of $100,000 each accident/occurrence, $500,000 bodily injury disease policy limit and $100,000 per disease per employee (d) Professional Liability(Errors &Omissions) $1,000,000 Each Claim Limit $1,000,000 Aggregate Limit Professional Liability coverage may be provided through an endorsement to the Commercial General Liability (CGL) policy, or a separate policy specific to Professional E&O. Either is acceptable if coverage meets all other requirements. Coverage shall be claims-made, and maintained for the duration of the contractual agreement and for two (2) years following completion of services provided. An annual certificate of insurance shall be submitted to the City to evidence coverage. 10.2 General Requirements (a) The commercial general liability and automobile liability policies shall name the City as an additional insured thereon, as its interests may appear. The term City shall include its employees, officers, officials, agents, and volunteers in respect to the contracted services. (b) The workers' compensation policy shall include a Waiver of Subrogation (Right of Recovery) in favor of the City of Fort Worth. (c) A minimum of Thirty (30) days notice of cancellation or reduction in limits of coverage shall be provided to the City. Ten (10) days notice shall be acceptable in the event of non-payment of premium. Notice shall be sent to the Risk Manager, City of Fort Worth, 1000 Throckmorton, Fort Worth, Texas 76102,with copies to the City Attorney at the same address. (d) The insurers for all policies must be licensed and/or approved to do business in the State of Texas. All insurers must have a minimum rating of A-VII in the current A.M. Best Key Rating Guide, or have reasonably equivalent financial strength and solvency to the satisfaction of Risk Management. If the rating is below that required, written approval of Risk Management is required. Professional Services Agreement Revised June 2012 Abacus Service Corporation 5 (e) Any failure on the part of the City to request required insurance documentation shall not constitute a waiver of the insurance requirement. (f) Certificates of Insurance evidencing that the Agency has obtained all required insurance shall be delivered to the City prior to Agency proceeding with any work pursuant to this Agreement. 11. COMPLIANCE WITH LAWS. ORDINANCES.R L .S AND REGULATIONS. Agency agrees that in the performance of its obligations hereunder, it will comply with all applicable federal, state and local laws, ordinances, rules and regulations and that any work it produces in connection with this agreement will also comply with all applicable federal, state and local laws, ordinances, rules and regulations. If the City notifies Agency of any violation of such laws, ordinances, rules or regulations,Agency shall immediately desist from and correct the violation. 12. NON-DISCRIMINATION COVENANT. Agency, for itself, its personal representatives, assigns, subcontractors and successors in interest, as part of the consideration herein, agrees that in the performance of Agency'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- discrimination covenant by Agency, its personal representatives, assigns, subcontractors or successors in interest, Agency agrees to assume such liability and to indemnify and defend the City and hold the City harmless from such claim. 13. 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 (3) received by the other party by United States Mail, registered, return receipt requested, addressed as follows: To the CITY: To Agency: City of Fort Worth Attn: Susan Alanis,Assistant City Manager 1000 Throckmorton Fort Worth TX 76102-6311 Facsimile: (817)392-8654 With Copy to the City Attorney At same address 14. SOLICITATION OF EMPLOYEES. Neither the City nor Agency shall, during the term of this agreement and additionally for a period of one year after its termination, solicit for employment or employ, whether as employee or independent Agency, any person who is or has been employed by the other during the term of this agreement, without the prior written consent of the person's employer. Notwithstanding the foregoing, this provision shall not apply to an employee of either party who responds to a general solicitation of advertisement of employment by either party. Professional Services Agreement Revised June 2012 Abacus Service Corporation 6 15. GOVERNMENTAL POWERS4MMUNITIES It is understood and agreed that by execution of this Agreement, the City does not waive or surrender any of its governmental powers or immunities. 16. NO WAIVER. The failure of the City or Agency to insist upon the performance of any term or provision of this Agreement or to exercise any right granted herein shall not constitute a waiver of the City's or Agency's respective right to insist upon appropriate performance or to assert any such right on any future occasion. 17. GOVERNING LAW/VENUE. This Agreement shall be construed in accordance with the laws of the State of Texas. If any action, whether real or asserted, at law or in equity, is brought pursuant to this Agreement,venue for such action shall lie in state courts located in Tarrant County, Texas or the United States District Court for the Northern District of Texas,Fort Worth Division. 18. SEVERABRITY, 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. 19. FORCE MAJEURE. The City and Agency 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 control, including, but not limited to, compliance with any government law, ordinance or regulation, acts of God, acts of the public enemy, fires, strikes, lockouts, natural disasters, wars, riots, material or labor restrictions by any governmental authority,transportation problems and/or any other similar causes. 20. READINGS NOT CONTROLLING. Headings and titles used in this Agreement are for reference purposes only, shall not be deemed a part of this Agreement, and are not intended to define or limit the scope of any provision of this Agreement. 21. RFVIEW OF COUNSEL, The parties acknowledge that each party and its counsel have reviewed and revised this Agreement and that the normal rules of construction to the effect that any ambiguities are to be resolved against the drafting party shall not be employed in the interpretation of this Agreement or exhibits hereto. 22. AMENDMENTS, Professional Services Agreement Revised June 2012 Abacus Service Corporation 7 No amendment of this Agreement shall be binding upon a party hereto unless such amendment is set forth in a written instrument,which is executed by an authorized representative of each party. 23. ENTMETY OF AGREEMENT, This Agreement, including the schedule of exhibits attached hereto and any documents incorporated herein by reference, contains the entire understanding and agreement between the City and Agency, their assigns and successors in interest, as to the matters contained herein. Any prior or contemporaneous oral or written agreement is hereby declared null and void to the extent in conflict with any provision of this Agreement. 24. COUNTERPARTS. This Agreement may be executed in one or more counterparts and each counterpart shall, for all purposes, be deemed an original, but all such counterparts shall together constitute one and the same instrument. 25. WARRANTY OF SERVICES. Agency warrants that its services will be of a professional quality and conform to generally prevailing industry standards. City must give written notice of any breach of this warranty within thirty (30) days from the date that the services are completed. In such event, at Agency's option, Agency shall either (a) use commercially reasonable efforts to re-perform the services in a manner that conforms with the warranty, or(b)refund the fees paid by the City to Agency for the nonconforming services. 26. MILESTONE ACCEPTANCE,—Intentionally Deleted. 27. NETWORK A S . If Agency, and/or any of its employees, officers, agents, servants or sub-contractors (for purposes of this section "Agency Personnel"), requires access to the City's computer network in order to provide the services herein, Agency shall execute and comply with the Network Access Agreement which is attached hereto as Exhibit"C"and incorporated herein for all purposes. 28. IMMIGRATION NATIONALITY ACT, The City of Fort Worth actively supports the Immigration & Nationality Act (INA) which includes provisions addressing employment eligibility, employment verification, and nondiscrimination. Agency shall verify the identity and employment eligibility of all employees who perform work under this Agreement. Agency shall complete the Employment Eligibility Verification Form (I-9), maintain photocopies of all supporting employment eligibility and identity documentation for all employees, and upon request, provide City with copies of all I-9 forms and supporting eligibility documentation for each employee who performs work under this Agreement. Agency shall establish appropriate procedures and controls so that no services will be performed by any employee who is not legally eligible to perform such services. Agency shall provide City with a certification letter that it has complied with the verification requirements required by this Agreement. Agency shall indemnify City from any penalties or liabilities due to violations of this provision. City shall have the right to immediately terminate this Agreement for violations of this provision by Agency. Professional Services Agreement Revised June 2012 Abacus Service Corporation 8 29. INFO MA .DISPUTE RESOLUTION, Except in the event of termination pursuant to Section 4.2, if either City or Agency has a claim, dispute, or other matter in question for breach of duty, obligations, services rendered or any warranty that arises under this Agreement, the parties shall first attempt to resolve the matter through this dispute resolution process. The disputing party shall notify the other party in writing as soon as practicable after discovering the claim, dispute, or breach. The notice shall state the nature of the dispute and list the party's specific reasons for such dispute. Within ten (10) business days of receipt of the notice, both parties shall commence the resolution process and make a good faith effort, either through email, mail, phone conference, in person meetings, or other reasonable means to resolve any claim, dispute, breach or other matter in question that may arise out of, or in connection with this Agreement. If the parties fail to resolve the dispute within sixty (60) days of the date of receipt of the notice of the dispute, then the parties may submit the matter to non-binding mediation in Tarrant County, Texas, upon written consent of authorized representatives of both parties in accordance with the Industry Arbitration Rules of the American Arbitration Association or other applicable rules governing mediation then in effect. The mediator shall be agreed to by the parties. Each party shall be liable for its own expenses, including attorney's fees; however, the parties shall share equally in the costs of the mediation. If the parties cannot resolve the dispute through mediation, then either party shall have the right to exercise any and all remedies available under law regarding the dispute. Notwithstanding the fact that the parties may be attempting to resolve a dispute in accordance with this informal dispute resolution process, the parties agree to continue without delay all of their respective duties and obligations under this Agreement not affected by the dispute. Either party may, before or during the exercise of the informal dispute resolution process set forth herein, apply to a court having jurisdiction for a temporary restraining order or preliminary injunction where such relief is necessary to protect its interests. 30. 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, resolution, ordinance or other authorization of the entity. This Agreement and any amendment hereto, may be executed by any authorized representative of Agency whose name, title and signature is affixed on the Verification of Signature Authority Form, which is attached hereto as Exhibit "D" and incorporate herein by reference. Each party is fully entitled to rely on these warranties and representations in entering into this Agreement or any amendment hereto. 31. OWNERSHIP OF WORK PRODUCT. City shall be the sole and exclusive owner of all reports, work papers, procedures, guides, and documentation, created, published, displayed, and/or produced in conjunction with the services provided under this Agreement, collectively, "Work Product" Further, City shall be the sole and exclusive owner of all copyright, patent, trademark, trade secret and other proprietary rights in and to the Work Product. Ownership of the Work Product shall inure to the benefit of the City from the date of conception, creation or fixation of the Work Product in a tangible medium of expression (whichever occurs first). Each copyrightable aspect of the Work Product shall be considered a "work-made-for-hire" within the meaning of the Copyright Act of 1976, as amended. If and to the extent such Work Product, or any part thereof, is not considered a "work-made-for-hire" within the meaning of the Copyright Act of 1976, as Professional Services Agreement Revised June 2012 Abacus Service Corporation 9 amended, Agency hereby expressly assigns to City all exclusive right, title and interest in and to the Work Product, and all copies thereof, and in and to the copyright, patent, trademark, trade secret, and all other proprietary rights therein, that the City may have or obtain, without further consideration, free from any claim, lien for balance due, or rights of retention thereto on the part of the City. IN WITNESS WHEREOF,the parties hereto have executed this Agreement in multiples this day of , 20 ACCEPTED AND AGREED: CITY OF FORT WORTH: AGENCY.• By: By: Susan Alanis Name: Assistant City Manager Title: Date: Date: ATTEST: ATTEST: By: By: City Secretary APPROVED AS TO FORM AND LEGALITY: By: Maleshia B.Farmer Senior Assistant City Attorney CONTRACT AUTHORIZATION: M&C: Date Approved: Professional Services Agreement Revised June 2012 Abacus Service Corporation 10 EXHIBIT A STATEMENT OF WORK EXHIBIT B PAYMENT SCHEDULE Professional Services Agreement Revised June 2012 Abacus Service Corporation 11 EX MIT C NETWORK ACCESS AGREEMENT 1. The Network, The City owns and operates a computing environment and network (collectively the "Network"). Agency wishes to access the City's network in order to provide temporary professional staffing services to fill positions primarily vacated by City employees who are Subject Matter Experts (SMEs) and who will be working on the City's Enterprise Resource Planning Phase H (ERP 11) project. In order to provide the necessary support, Agency needs access to Internet, Intranet, and email systems. 2. Grant of Limited Access. Agency is hereby granted a limited right of access to the City's Network for the sole purpose of providing temporary professional staffing services to fill positions primarily vacated by City employees who are Subject Matter Experts (SMEs) and who will be working on the City's Enterprise Resource Planning Phase 11 (ERP II) project. Such access is granted subject to the terms and conditions forth in this Agreement and applicable provisions of the City's Administrative Regulation D-7 (Electronic Communications Resource Use Policy), of which such applicable provisions are hereby incorporated by reference and made a part of this Agreement for all purposes herein and are available upon request. 3. Network Credentials, The City will provide Agency with Network Credentials consisting of user IDs and passwords unique to each individual requiring Network access on behalf of the Agency. Access rights will automatically expire one (1) year from the date of this Agreement. If this access is being granted for purposes of completing services for the City pursuant to a separate contract, then this Agreement will expire at the completion of the contracted services, or upon termination of the contracted services, whichever occurs first. This Agreement will be associated with the Services designated below. ❑ Services are being provided in accordance with City Secretary Contract No. X Services are being provided in accordance with City of Fort Worth Purchase Order No. ❑ Services are being provided in accordance with the Agreement to which this Access Agreement is attached. ❑ No services are being provided pursuant to this Agreement. 4. Renewal. At the end of the first year and each year thereafter, this Agreement may be renewed annually if the following conditions are met: 4.1 Contracted services have not been completed. 4.2 Contracted services have not been terminated. 4.3 Within the thirty (30) days prior to the scheduled annual expiration of this Agreement, the Agency has provided the City with a current list of its officers, agents, servants, employees or representatives requiring Network credentials. Notwithstanding the scheduled contract expiration or the status of completion of services, Agency shall provide the City with a current list of officers, agents, servants, employees or representatives that require Network credentials on an annual basis. Failure to adhere to this requirement may result in denial of access to the Network and/or termination of this Agreement. Professional Services Agreement Revised June 2012 Abacus Service Corporation 12 5. Network Restrictions. Agency officers, agents, servants, employees or representatives may not share the City-assigned user IDs and passwords. Agency acknowledges, agrees and hereby gives its authorization to the City to monitor Agency's use of the City's Network in order to ensure Agency's compliance with this Agreement. A breach by Agency, its officers, agents, servants,. employees or representatives, of this Agreement and any other written instructions or guidelines that the City provides to Agency pursuant to this Agreement shall be grounds for the City immediately to deny Agency access to the Network and Agency's Data, terminate the Agreement, and pursue any other remedies that the City may have under this Agreement or at law or in equity. 5.1 Notice to Agency Personnel — For purposes of this section, Agency Personnel shall include all officers, agents, servants, employees, or representatives of Agency. Agency shall be responsible for specifically notifying all Agency Personnel who will provide services to the City under this agreement of the following City requirements and restrictions regarding access to the City's Network: (a) Agency shall be responsible for any City-owned equipment assigned to Agency Personnel, and will immediately report the loss or theft of such equipment to the City (b) Agency, and/or Agency Personnel, shall be prohibited from connecting personally- owned computer equipment to the City's Network (c) Agency Personnel shall protect City-issued passwords and shall not allow any third party to utilize their password and/or user ID to gain access to the City's Network (d) Agency Personnel shall not engage in prohibited or inappropriate use of Electronic Communications Resources as described in the City's Administrative Regulation D7 (e) Any document created by Agency Personnel in accordance with this Agreement is considered the property of the City and is subject to applicable state regulations regarding public information (f) Agency Personnel shall not copy or duplicate electronic information for use on any non- City computer except as necessary to provide services pursuant to this Agreement (g) All network activity may be monitored for any reason deemed necessary by the City (h) A Network user ID may be deactivated when the responsibilities of the Agency Personnel no longer require Network access 6. Termination. In addition to the other rights of termination set forth herein, the City may terminate this Agreement at any time and for any reason with or without notice, and without penalty to the City. Upon termination of this Agreement, Agency agrees to remove entirely any client or communications software provided by the City from all computing equipment used and owned by the Agency, its officers, agents, servants, employees and/or representatives to access the City's Network. 7. Information Security. Agency agrees to make every reasonable effort in accordance with accepted security practices to protect the Network credentials and access methods provided by the City from unauthorized disclosure and use. Agency agrees to notify the City immediately upon discovery of a breach or threat of breach which could compromise the integrity of the City's Network, including but not limited to, theft of Agency-owned equipment that contains City-provided access software, termination or resignation of officers, agents, servants, employees or representatives with access to City-provided Network credentials, and unauthorized use or sharing of Network credentials. Professional Services Agreement Revised June 2092 Abacus Service Corporation 13 ACCEPTED AND AGREED: CITY OF FORT WORTH: ABACUS SERVICE CORPORATION By:_ By: Susan Alanis Name:April Szlaga Assistant City Manager Title: Operations Director Date: Date: ATTEST: ATTEST: By: By: City Secretary Name: Title: APPROVED AS TO FORM AND LEGALITY: By: Assistant City Attorney M&C: none required Professional Services Agreement Revised June 2012 Abacus Service Corporation 14 EXHIBIT D VERIFICATION OF SIGNATURE AUTHORITY Abacus Service Corporation 35055 West Twelve Mile Road, Suite 215 Farmington Hill,MI 48331 Agency hereby agrees to provide the City with temporary professional staffing services to fill positions primarily vacated by City employees who are Subject Matter Experts(SMEs)and who will be working on the City's Enterprise Resource Planning Phase H(ERP II)project. Staffing services will be provided by Agency personnel to meet specific business needs for either short term or long term assignments for a wide range of positions from general clerical to professional positions. Execution of this Signature Verification Form ("Form") hereby certifies that the following individuals and/or positions have the authority to legally bind the Company and to execute any agreement, amendment or change order on behalf of Company. Such binding authority has been granted by proper order, resolution, ordinance or other authorization of Company. The City is fully entitled to rely on the warranty and representation set forth in this Form in entering into any agreement or amendment with Company. Company will submit an updated Form within ten (10) business days if there are any changes to the signatory authority. The City is entitled to rely on any current executed Form until it receives a revised Form that has been properly executed by the Company. 1. Name: Position: Signature 2. Name: Position: Signature 3. Name: Position: Signature Name: Signature of President/CEO Other Title: Date: Professional Services Agreement Revised June 2012 Abacus Service Corporation 15 f f -- 4 FORT WORT HO ADDENDUM TO THE REQUEST FOR PROPOSALS WEB DESIGN SERVICES ADDENDUM NO.1 DATE ISSUED:August 27,2014 REQUEST FOR PROPOSALS NUMBER: 14-0222 ORIGINAL PROPOSAL SUBMISSION DATE: September 18,2014(unchanged) Addendum No. 1,dated August 27,2014 is hereby amended to incorporate in full text the following provisions: 1. Section 29.0 SCOPE OF SERVICES.Subsection 29.1.2,DELETE:`Trovide unique logos and branding guidelines for both airports." . 2. Section 29,0 SCOPE OF SERVICES, Subsection 29.1.2,ADD:"Provide layout options and graphic design elements that implement the branding by the Marketing Firm and which tit within the City's Cascading Style Sheets(CSS)framework." All other terms and conditions remain the same. I JACK DALE F PURCHASING MANAGER r - rrrrruur�rrrurrrr�rrrrrurrrrrrr�rrrrrrurrrrururrrrrrrrrrrrrrrrrrrurru COMPANYNAME: ocket Red, Ltd. SIGNATURE: NOTE: Company name and signature must be the s on the bid documents. F I . f 4 FoRT WORTH. I E .ADDENDUM TO THE REQUEST FOR PROPOSALS WEB DESIGN SERVICES E F ADDENDUM NO.2 DATE ISSUED: September 10,2014 i REQUEST FOR PROPOSALS NUMBER: 14-0222 ORIGINAL PROPOSAL SUBMISSION DATE:September 18,2014(unchanged) Addendum No.2,dated September 10,2014 is hereby amended to incorporate in full text the following provisions: ; E i 1. Questions and Answers document from all inquiries submitted is hereby incorporated,in full text, pages 2-5. (E All other terms and conditions remain the same. J i ; JACH DALE PURCHASING MANAGER rrrrrrararararrr a rr a rrrrrrrrrrrrrrrrrrur a rrrr a rrrrrrrrrrrrrrrrrrrrrrrrrr� COMPANY NAME: SIGNATURE: NOTE: Company name and signature must be the sam s on the bid documents. i i i f Questions and Answers(Q&A)for City of Fort Worth RFP No.14-0222 Web Design Services Q1. Is there a budget,and if so can you disclose? Al. No,the City has no budget information to disclose for this project. Q2. 29.1 Do the two websites have unique domain names or will they continue to reside on the backend of fortworthtexas.gov? A2. The plan is to have separate domains,but the sites will use the same content management system as the main site. Q3. 29.1.1 What Content Management Systems(CMS)are they currently using and do they anticipate chosen vendor to help with implementation? A3. We are preparing for a transition to Jekyll(htto://je jWjjrb,comD with Git-based version control linked to a continuous integration process.The chosen vendor will be given push access to the site repository to integrate CMS features with content,templates and other deliverables. Q4. 29.1.3 Does that include social platforms? A4. Social platforms may be integrated into the content strategy of the site or used as part of site content;but the City discourages automated posting from any system to social media. Q5. 29.2.1 What is the preferred deliverable? Graphic files or HTML files that are within the language/platform of the CMS? A5. Deliverables should be HyperText Markup Language(HTML,),Javascript and Syntactically .Awesome Style Sheets(SCSS ht2://sass4ang.com/)without vendor prefixing.The City uses Autoprefixer and Bless for backward compatibility with browsers.A separate IF,style sheet may be used for LE 8 rendering if needed.:-All public-facing content should conform to the AA level of Web Content Accessibility Guidelines 2.0(http://www.w3.orgM% WCAG20/guickref/)and follow progressive enhancement best practices. Q6. Does the City see any type of client side login? A6. The City doesn't require one at this time. Q7. Will any of the insurance requirements be waived? A7. Yes,both the Automobile Liability and the Worker's Compensation have been waived by the City. Q8. Does the City want to partner with the design company long term? A8. Provisions should be made for maintenance updates for a set period of time after implementation. (such as a set rate for additional work or a built in number of hours per month for a set period of RFP No,14-0222,Web Design Services,Due Date: 09/18/2014 Page 2 of 5 time)to allow for tweaks if features do not perform well after launch.Any long-term agreements must be bid separately. Q9. What kind of capability of content organization exists currently? A9. Jekyll provides highly customizable metadata,allowing for structured content.The City will provide a base Taxonomy structure that should be followed for categories and tags,but any custom metadata must be documented by the vendor. Q10. How much control does the designer have over the masthead? A10. HTNL and Cascading Style Sheet(CSS)structure should mirror that of the City's HTMI.,5 templates(currently in development),but the chosen vendor can layout content in any way within that framework. Q11. The City's marketing partner,is that public information? Al 1. Yes,the City's marketing partner for the Aviation Department is Rocket Red. Q12. Are we creating new logos for both airports? 29.1.2 and 29.2.1 say different things. Al2. Branding will be determined by the Aviation Department's marketing partner. Q13. Web content:Are we re-writing all the content or is itjust how the:information is laid out? A13. This should be determined through a content audit and needs assessment with City staff and marketing partner.Content development will be necessary. Q14. Which pages need content improvement? Is it for the two airports,or the whole fortwortbtexas.gov website? A14. This is a re-launch of the two airport sites only. Q15. Is the City's current website managed internally or externally by a vendor/3rd party? A15. The City's Communications&Public Engagement Office maintains content with the help of departmental representatives. Q16. Do you have a timeline for this project? A16. A timeline will be determined once a vendor is selected. Q17. What technology does your current websiteiinfrastructure utilize? A17. Please reference A3,the City will also provide APIs into business systems via a Socrata data portal at data.fortworthtexas.gov. Additional APIs will be made available with this project. Forms not integrated with a business system are generally handled by Wufoo.com. RFP No.14-0222,Web Design Services,Due Date:.09/1.8/2014 - Page 3 of 5 Q18. Are there any special circumstances or "hot buttons"of which we should be aware? A18. The City website is in a transitional phase now,so the current website should not be considered an authoritative source for design/code. Q19. What are the hosting and security requirements for this project? A19. The City will host all content and handle security unless otherwise approved by the City's Communications&Public Engagement and IT Solutions departments. - Q20. What role will pricing play in the decision?What issues are of concern about pricing?Is there an estimated budget associated with this RFP? A20. Pricing will be one factor used to determine the best value vendor,but quality.of work and understanding of current and emerging web technologies will be given similar standing. The evaluation factors and their weights are listed on Page-6,Section 16.0 PROPOSAL- EVALUATION FACTORS,of the RFP. Q21. Are there documents we should review or people we should speak with prior to responding? A21. Yes,please review the RFP for all required documents and all communication must be exclusive to the Purchasing Division. Q22. Who is responsible for managing the competition process?Who else will be involved in making the decision? A22. The Purchasing Division will manage the competitionproeess.The Aviation Department will make the recommendation for the award with input from the Communications&Public Engagement Division, Once the recommendation has been made,it will be submitted to City Council for approval Q23. What are the top 3-5 business goals for each website? A23. 1. Increase the visibility of the airport locally and regionally. 2. Increase revenue to the department by having away to advertise land/facilities for lease. 3. Improve interaction with tenants at the airport(e.g.Forms to submit work orders for maintenance) Q24. What is the top 3-5 target audience for each website? A24. 1.Based aircraft owners at the airports. 2.Potential new based aircraft owners. 3.Transient aircraft owners. Q25. What importance does mobile play into the redesign of the site(s)? A25. The City encourages all sites to follow a mobile-first responsive design approach. RFP Na 14-0222,Web Design Services,Due Date:09/18/2014 Page 4 of 5 Q26. Does the creation of content and assets need to be included in the response? A26. Yes,the creation of content and assets need to be included in the response. Q27. I see the REP request"unique logos and branding guidelines"and wanted to get additional clarity based on a previous RFP from the City of Fort Worth back in April for"branding and marketing"for both airports(RFP No.14-0116). A27. Please reference Addendum No. I issued August 27,2014. RFP No.14-0222,Web Design Services,Due Date:09/1812014 Page 5 of 5 City of Fort Worth Web Design Services RFP No. 14-0222 RFP Response I Rocket Red Submitted September 18, 2014 September 18,2014 City of Fort Worth Eryck Walker, Senior Buyer Purchasing Division Financial Management Services Department Request for Proposal: Web Design Services RFP No.: 14-0022 To Whom It May Concern: We are already excited about working in tandem with the City of Fort Worth to assist in the branding of the City's two airports—Meacham and Spinks Airports. We believe Rocket Red is the ideal partner for providing website design and content development services as they will be a natural extension on our efforts for refreshing each airports brand,respective narrative and overall messaging. Our wide-ranging experience and end-to-end capabilities address all customer touch points inclusive of the digital world. Rocket Red is a woman-owned design, advertising/marketing services and digital interactive agency specializing in a consultative, strategic approach to its clients' work and relationships. We are recognized as an SBE,HUB and as a M/WBE agency, located in the DFW Metroplex. We consider ourselves a hybrid agency focusing on nontraditional communications because we live in an unconventional world. With over 100 years of combined experience,the team at Rocket Red is full of exceptionally confident, intelligent, creative thinkers. We have a great track record on producing award-winning,responsive website designs,managing projects from the concept and design stage through programming,testing and launch. We have also worked in tandem with our clients' in-house development teams to help define the user experience(UX)and user interface(UI), develop content and provide page designs to work within their website framework. Our goal is to leverage our efforts on the marketing and branding services initiative_in support of helping your team define the taxonomy and content to develop the most compelling UX/UI experience possible.We believe we can deliver the most cost-efficient and effective solution- versioning assets for use across all platforms as we address the brands and respective marketing materials. We look forward to hearing more and to the possibilities of working together. Regards, Gayden Day Principal, Rocket Red Rocket Red Response to City of Forth Worth Purchasing Division RFP for Web Design Services 2 Table of Contents I. Executive Summary 11. Response to Scope of Services with Pricing III. Response to Attachment B, Conflict of Interest IV. Portfolio Samples Rocket Red Response to City of Forth Worth Purchasing Division RFP for Web Design Services 3 I. Executive Summary Rocket Red is a holistic (we do it all) woman-owned advertising/marketing services and digital interactive agency specializing in a consultative— strategic approach to its clients' work and relationships. We are recognized as an SBE, HUB and as a M/WBE agency,headquartered in Dallas. We are nerdy storytellers. This simply means we understand how to use technology and the interactive digital medium to not only connect with an audience(s) but to also enable internal staff to curate and create on their own, keeping content and messaging relevant. We understand and have a deep passion for connecting the dots from the front to back. We love words like scalable, agile, flexible and future-proof. We believe our experience in working with interactive technologies to move and engage people for over 15 years is a tremendous advantage. We have been challenged to communicate very complex stories and engage a wide variety of audiences in a matter of seconds in the virtual space and real world. We see the world as a digital canvas. From our pre-proposal meeting, we understand the goal for the City of Fort Worth Aviation Department is to collaborate with a website design firm to develop creative, compelling and relevant ways to improve the overall user experience with Meacham and Spinks airport properties—designing within the city's CSS framework. The assignment will include guidance on the site/section taxonomy along with recommended content which could include the ability to highlight: history, modernization plans, aerial views and site maps, special events, FBOs, tenant business directory, downloadable content, weather bug, flight tracker, calendar, and the ability to show available real estate. As the marketing agency selected to work with the City of Fort Worth on the brand refresh, messaging and marketing initiatives for Meacham and Spinks Airports, we believe Rocket Red is uniquely suited for this project and can provide the most efficient and effective (UX/UI) design solutions. We are a full-service marketing and advertising agency with a digital design and development team on staff. With this expertise and knowledge, we are able to ensure our clients' brand is shared consistently and in a relevant and responsive manner across all communication channels and touchpoints. This advantage will not only streamline the process (saving time and money), but will also give the Aviation Department one primary resource to build the brand narrative, uniquely share the story online and develop a content strategy to attract, engage and educate a variety of audiences. Rocket Red Response to City of Forth Worth Purchasing Division RFP for Web Design Services 4 IZ©1=KET ME—H:3 II. Response to Scope of Services with Pricing All websiles will be managed hY 117e Ci1v's Conon2mications and Pithlic Enga,enaent division and will be implemented atsin, /he CitV's content 111anagement SI'stem 161. n7aintenance. The vendor shall., • Develop a site taxonomy and base content in collaboration witl-i the Aviation Department and communication staff. Site Taxonomy and Base Content The connection between taxonomies and content management is a very important one. Taxonomy does not do much good when it stands alone. We understand taxonomies are a fundamental part of the website's information architecture. We will collaborate with the Aviation Department and communication staff on best practices for making information available in an efficient and consistent way to its' customers, partners, the general public or employees. Easier Navigation, More Efficient Search A good taxonomy should make it easier for users to navigate through large volumes of information. The taxonomy should also improve the results from search engines, which can exploit both the improved metadata (to increase the accuracy of a search) and the taxonomy structure (to narrow searches and organize results). Together these improvements can reduce the time that employees or customers spend looking for information and increase the likelihood that they will find what they are looking for. A well-considered taxonomy also increases the opportunities for the serendipitous discovery of information (for example, information on similar projects or additional works by the same artist on a music site). Taxonomy can be used in workflow, to customize defined sections of your website with different themes or to display specific content based on taxonomy terms. Taxonomy should be driven by the business requirements of your website, with an eye towards possible future functional expansion. Here are some sample questions we may use to determine how you may want to use taxonomy: • Are there subsections of your site that you would like to look different than the main theme? • Are there content areas of your site that should only be edited by a specific part of your organization? • Is there content that can be shared around your site (such as a press release,form or fact sheet)? • Are there different states you need to set(such as left navigation/breadcrumbs)for site sections? • Are there needs around providing default lists of content by taxonomy term, or default RSS feeds by term? Rocket Red Response to City of Forth Worth Purchasing Division RFP for Web Design Services 5 rtOCKET IZE7 • Provide layout options and graphic design elements that implement the branding and which fit within the City"s Cascading Stele Sheets (CSS) framework. As web designers and developers, we understand the value of the CSS framework. Our interactive designers will leverage the assets produced for both airports' brand refresh, updated marketing and collateral support initiatives to ensure brand/voice consistency and easy implementation within the defined CSS framework. CSS Advantage: Website visitors with disabilities have better access to your pages. For example visually impaired web users may need increased font sizes and will be among the first to benefit from style sheets. CSS also provides a framework for speech style sheets for web users using screen readers. • Develop a content strategy for future updates, as well as templates for each custom content tvpe. Content strategy has become its own discipline in the design world, and justifiably so. A well-planned and executed strategy will produce meaningful content for your visitors to consume, informing their decision to support the Aviation Department and respective properties by building trust. Regular, topical content updates are also vital to a successful SEO strategy these days, and our approach will provide you with a framework for ongoing content generation. Content can be either visual, auditory, or written. It includes everything from blog posts, articles, website copy, letters to customers, and social media posts, to podcasts, recorded interviews, infographics, photos, and video. Most content recommended will be created and published with your specific target audience(s) in mind. • Ensure all content developed complies with Section 508 and Web Content Accessibility Guidelines (NN'CAG) 2.0. We understand website design and content recommendations should be compliant with Section 508 and WCAG 2.0 Guidelines. Section 508: Defines 16 accessibility requirements to which websites must comply. Overarching requirements to meet include: 1. Technical—these requirements make sure the coding of a website, software, operating systems, etc. is compatible with assistive technologies. 2. Functional—these requirements ensure that in addition to the technical coding, the entire system is usable by someone with a disability. Rocket Red Response to City of Forth Worth Purchasing Division RFP for Web Design Services 6 ROCKET ME7 3. Support—these requirements make sure that support documents and alternative information is also accessible by people with disabilities. WCAG 2.0: Summarizes web accessibility using four broad design principles: 1. Content must be perceivable. 2. Interface elements in the content must be operable. 3. Content and controls must be understandable. 4. Content must be robust enough to work with current and future technologies. • Website Design Experience Agency Experience: We believe our experience in working with interactive technologies to move and engage people for over 15 years is a tremendous advantage. We have been challenged to communicate very complex stories and engage a wide variety of audiences in a matter of seconds in the virtual space and real world. We see the world as a digital canvas. Interactive Marketing, Design,Production and Development Services Digital Services: We love blazing new trails with our clients to integrate technology to create relevant, useful and memorable experiences. From RFID technology,proximity marketing and augmented reality to responsive designs and web-based and native app development—we are on it! We have in-house talent well versed in understanding the importance of delivering a compelling user-centric experience. Our interactive team is skilled in front-end and back-end development—proficient in: AJAX, JavaScript,HTML/HTML, MVC frameworks such as Zend Framework, CSS 3,jQuery,PHP,MySQL. Interactive Marketing & Online Brand Engagement: We create compelling stories and experiences through the integration of marketing mediums which may include the development of the following: responsive websites,microsites/landing pages, digital audio and video content, social media campaigns, SEM/SEO programs, affiliate programs, mobile marketing (SMS) promotions, educational games, interactive museum displays, web-based apps and guerrilla marketing campaigns. We believe it's through the mix of search engine optimization,online reputation management, social media marketing/monitoring/measurement, link-building and content creation clients will build an authentic, memorable and relevant brand. One noticed by customers and trusted by search engines. Social Media Marketing: We work with you and your team to tap into, grow and amplify the two-way conversation naturally happening between you and your customers. We architect the strategy, create content plans, build and manage communities, write blogs, produce videos — but most importantly build a brand engagement where your audience lives—at work and at play. Rocket Red Response to City of Forth Worth Purchasing Division RFP for Web Design Services 7 M OCKET IZ E7 Rocket Red Website Design Approach and Experience Design for the web involves much more than simply styling what has been prototyped with images, colors and fonts. Design is a process that continues to build upon decisions made in the prototype, focusing on how the visual presentation reinforces the purpose of the website while also clearly communicating the character of the brand. Beginning with a discovery stage that combines the personas created in planning with other critical information, like refreshed brand standards, positioning documentation,and other feedback we will be developing, the design phase then proceeds with the creation of mood boards and lastly, the template-specific layouts. We have a specific project plan that provides guidance to all team members for their specific roles and responsibilities as well as for the timeline. UX Consultation—This time will be used for content mapping, strategy alignment, defining project constraints, and final client review and approval. Rocket Red will collaborate and provide supporting documentation and instructions of how to create UX deliverables geared for our development efforts. UX Plan—The team will develop a document describing the UX process, milestones, timeline, and hours associated with your project. This step is required for all projects to validate proposed timeline and budget. UX Project Plans are both a roadmap for our engagement and a commitment to addressing the key stages of your project. Definition, research, architecture, and design are four broad categories vital to project success — Project Definition helps the team agree on what will work best for your project's success. We will document everything carefully, as what we learn here forms the foundation of this project. UXD Approach—User Experience Design(UXD) is a broad term we use to encompass designing how a person uses a website or application. User Experience Design includes defining a person's journey through the site; how he or she uses the site's functions and how the pages are structured to help a person achieve their goals. Good UXD is all about user-centered design,that is to say putting people first. Responsive Web Design—Responsive Web Design is about designing and developing a website to adapt to a multitude of viewing environments. Typically a responsively designed website will look different when viewed on a mobile phone, tablet, or a widescreen monitor (and all sizes in between). The layout and content, such as images, will be automatically optimized according to the device on which it is being viewed. We understand responsive design requires close collaboration between visual designer and front-end developer. Rocket Red Response to City of Forth Worth Purchasing Division RFP for web Design Services 8 !'2QCKET II�Ei7 Design,Bringing the UX[lJI to Life • Consistency— Standards, findings, recommendations • Deliver wireframes (across all devices) • Diversity—Providing the client with options • Present—Present design compositions, moodboards, CMS themes Project Staff,Relevant Qualifications Gayden Day,Principal Gayden has over 30 years of experience in all facets of marketing—serving as a chief strategist, a rainmaker, a realist and producer. She has developed her understanding of marketing, sales and operational disciplines firsthand—working, managing and leading teams within a variety of industries. Respective to working with municipalities or public-serving organizations, Gayden has worked closely with the City of Dallas on a variety of programs during the past decade inclusive of the following departments: Aviation Services (Dallas Executive Airport/Love Field)and Stormwater Pollution Prevention. Programs developed to support departments include a multi-pronged approach and integrated campaign efforts inclusive of print,broadcast,digital,OOH,educational programs for respective ISDs,presentation materials for the business communities as well as the production of bilingual educational videos and collateral materials. Additional relevant experience includes client relationships with North Texas Tollway Authority, Boeing,Bell Helicopter and NASA. Gayden received her BS Degree(within three years)with a double major in Journalism and Public Relations and a double minor in Art and Photography from University of Southern Mississippi in 1978. Steve Ringer,Creative Director As Creative Director, Steve is responsible for managing all creative work produced by Rocket Red. His 20+year career in advertising has given him a unique ability to build brands and motivate target audiences across all disciplines and media.With a background in both writing and art direction, Steve is unique among marketing professionals. He has written,art directed or managed branding and advertising campaigns for clients such as NTTA,City of Dallas Aviation Services, Blockbuster, Anheuser-Busch, World Vision,Pepsi,Microsoft, Adobe,the George W. Bush Presidential Center,Hanwha Surfaces, Grandy's Restaurants and Darling Homes,to name a few. Steve attended the University of Texas where he earned a Bachelor of Science Degree in Advertising, graduating in 1990. Michelle Morgan, Interactive Art Director With a diverse background brand development, integrated campaigns and Rocket Red Response to City of Forth Worth Purchasing Division RFP for Web Design Services 9 �,.1ZOCKET RE7 interactive solutions for a variety of clientele, Michelle is a versatile Art Director with experience creating solutions for traditional print,web design,online advertising, email marketing, editorial, event design,direct mail and social media, as well as commercial and web video. Michelle's experience includes traditional and non-traditional creative solutions for brands including NTTA,Dallas Executive Airport,Love Field,Texas Instruments, Chronic Disease Fund,TIGI,Berkley Insurance, LaQuinta, SMU, StarLeaf, Lund International, Darling Homes and Express Working Capital. Jason Guthery, Director of Interactive Technologies,Information Architect, Software Engineer As Director of Interactive Technologies,Jason oversees Rocket Red's interactive team, leading web development and programming. He brings to the agency more than a decade of experience in B2B and 132C web development and programming execution, systems administration, database design and query optimization. Jason's a strong back-end developer with a broad skill set and has shown to be a savvy online business strategist — he "gets" it from the client's perspective. He effortlessly communicates to the client the complicated nuances and jargon of the interactive world. Jason's experience also includes usability and Human Interface adherence, creative design and quality assurance testing. Prior to joining Rocket Red, he served as the lead developer with CAVOK Group where he developed and managed business critical applications for the aviation industry. Throughout his career, Jason has worked with an impressive list of clients including Southwest Airlines, American Airlines, United Continental Holdings, Whataburger, Bimbo Bakeries USA, RadioShack, American Airlines Center, McDonald's, Sony, BBDO Detroit and ITN Networks. • At least five clients — Company Names and Website URLs 1. Dallas Executive Airport: dallasexecairport.com 2. Lund International: lundinternational.com 3. Global Report Card: globalreportcard.org 4. Highlander Partners: highlander-partners.com 5. The Zack Thompson Foundation: thezackthompsonfoundation.com 6. KD College Prep: kdcollegeprep.com 7. Dr. Dena Robinson: drdenarobinson.com Rocket Red Response to City of Forth Worth Purchasing Division RFP for Web Design Services 10 ROCKET REa7 References Reference #1 Joe Thompson Senior Vice President - Marketing Lund International Direct: 678.804.3792 Mobile: 214.675.9357 Email:jthompson e,lundinter.com www.lundintemational.com Reference #2 Rodney O. Burchfield City of Dallas Office of Economic Development 1500 Marilla Street, 5CS Dallas, TX 75201 Mobile: 214.671.8047 Email: rdney.burchfield @ dallascityhall.com www.dallasexecairport.com Reference#3 Ashley Elsey (Former) Vice President of Marketing George W. Bush Presidential Center Mobile: 214.789.4418 Email: ashelsey(kgmail.com www.globalreportcard.org Reference #4 Ken Russworm Manager- Customer Event Marketing Business Development - Boeing Defense, Space & Security The Boeing Company 2201 Seal Beach Blvd. M/S: SC-71 Seal Beach, CA 90740 Mobile: 562.547.0809 Email: kenneth.russworm(�boeirng.com Reference 45 Douglas Shockley Vice President Business Development/Global Events Global Experience Specialists (GES) Direct: 702.515.5649 Mobile: 817.201.9159 Email: dshockleykges.com Rocket Red Response to City of Forth Worth Purchasing Division RFP for Web Design Services 11 --,ROCKET MEM Company Profile, including number of years in business and office locations. Contact Information: Gayden Day, Principal 1700 Pacific Avenue, Suite 250 Dallas, Texas 75201 T: 972.776.0022 F: 972.776.0023 Email: Ga den grocketred.com Years in business. 23+years Rocket Red,Ltd. We're a collective of deep thinkers, artistic mavens, exceptional top guns and cultural connoisseurs, working the cutting edge of digital, experiential, promotional and social marketing with a twist on the traditional. We develop and execute ideas, creating relationships through deep levels of engagement between brands and their consumers. With more than 100 years of combined experience, the team at Rocket Red is full of exceptionally confident, intelligent, creative thinkers. We combine our knowledge of analytics and planning to develop strategies, and work together to find innovative ways to spark new ideas. Our wide-ranging experience brings great perspectives to the table and helps guide our choice of channels, in order to most efficiently reach each client's target audience. Goals,Values and Beliefs Our goal at Rocket Red is simple — extraordinary customer service as we meet our customers' needs to achieve brand engagement. We accomplish this by providing insight and resources that frees them up to address the core goals of their business,and by partnering with strategic organizations that are as committed to quality as we are. We specialize in the ability to listen, discern and develop strategies ensuring the development of authentic,trusted relationships to engage and connect customers with brands on their own terms. We believe strongly in the power of executing integrated marketing communications efforts across all channels and brand engagements. We focus our efforts on working with clients who are energized by strategic, consultative relationships,where their success is directly tied to ours. Our client base is as diverse as our staff— each requiring unique solutions and levels of service. From retail, public service, technology, aerospace, energy and nonprofit organizations, our efforts always begin with defining a strategic plan. Rocket Red Response to City of Forth Worth Purchasing Division RFP for Web Design Services 12 MUC:KF T iZE7 July 4 is a special holiday for Rocket Red as the company's name evolved from this anthem and a fascination with rockets and, of course, the passion represented by the color red. Celebrating our nation's birth toward independence and our emergence as an independent agency breaking away from the "big boys" began in 2005. Prior to that, the company's roots go back 15 years under the name The Day Group, which focused on the creative and strategy behind the brand. Competitive, Multichannel Campaigns Delivered with Personal Attention. As a smaller, diverse agency, we believe we have developed the right formula for getting results and providing great service, free of all the bottlenecks traditionally found in the larger firms many of us left. And because those hang-ups don't exist, you don't have to pay for them. Instead, you get one-on-one attention from someone who is familiar with your project. If we were you, that's what we'd want. A few industry accolades ■ 2014 Gold Quill Award, Introduction of NTTA's $20 Starter TollTag ■ 2013 Web Marketing Association, Outstanding Achievement in Web Development, Lund International ■ 2013 SAMAwards, Best Residential Homebuilder Website, Darling Homes ■ 2012 Official Honoree by the 16th Annual Webby Awards ■ "Best of Show"Change Your PerspectivelGES Exhibitor Show 2012 ■ 2011 ObeliskNominee-Newman Village ■ 2010 SAMAwards- Newman Village ■ JCPenney Minority Supplier Development Award ■ Winner of two Telly Awards Rocket Red Response to City of Forth Worth Purchasing Division RFP for Web Design Services 13 — ..IZOCKE� 1'ZE7 Pricing Budgetary Numbers Based on Scope of Services We have provided budgetary numbers to guide clarifying the scope of work, deadlines and budget allocation established to support website design and engagement initiatives. Numbers reflected below include hours allocated for services respective to both airports. Item Description Estimate Account Services, agency planning, meeting, administrative $10,500 retainer inclusive of 3-4 team members, three (3) months Develop site taxonomy and base content for two airport $ 4,500 property websites Provide layout options and graphic design $15,000 elements -Four(4) zrnigire template layoarts per website, a total of eight(8) template layouts $10,500 -Graphic icons, ill itstrations S4,500 Content strategy for future updates, template updates, $10,000 additions, two airports Review-all content, vet for compliance $2,500 Estimated Total $42,500 Social Media Graphic Support for both airports $5,500 Rocket Red Response to City of Forth Worth Purchasing Division RFP for Web Design Services 14 --..-._DOCKET ME7 Agency Fee Structure Rocket Red is a full service agency with a roster of talent including a number of advertising professionals to meet the needs of clients, as well as offering a global reach to those seeking it. Rocket Red's services are fee-based with an agency markup on sourced or purchased items of 15%,lower than the industry standard of 20%. We do not markup postage, shipping or expenses related to travel and expenses on the client's behalf. We have two approaches we offer our clients: retainer plus project fees or project fee billed at actual cost. FEE STRUCTURE Service Task Per Hour Account Services Strategic Consultation $250 Marketing&Media Planning $175 Group Account Management $150 Account Management $125 Project Management $85 Account Coordination $85 Print Management $85 Creative Services Executive Creative Direction $225 Creative Direction $150 Art Direction $125 Design $125 Photo Retouching $125 Copywriting $100 Production Art $85 Proofreading $85 Digital Services Back-End Programming $150 Front-End{HTML Programming $100 Flash Programming $150 Web Design $125 Web Maintenance $85 Web Testing $85 Rocket Red Response to City of Forth Worth Purchasing Division RFP for Web Design Services 15 FORTWORTH, PURCHASING DIVISION REQUEST FOR PROPOSALS(RFP) for WEB DESIGN SERVICES RFP No. 14-0222 Issued: August 20,2014 PROPOSAL SUBMISSION DEADLINE: *******Seutember 18,2014 by 1:30PM Local Time NO LATE PROPOSALS WILL BE ACCEPTED RESPONSES SHALL BE DELIVERED TO: RESPONSES SHALL BE MAILED TO: CITY OF FORT WORTH PURCHASING DIVISION CITY OF FORT WORTH PURCHASING DIVISION LOWER LEVEL LOWER LEVEL 1000 THROCKMORTON STREET 1000 THROCKMORTON STREET FORT WORTH,TEXAS 76102 FORT WORTH,TEXAS 76102 Pre-Proposal Conference will be held: NAME AND ADDRESS OF COMPANY August 28,2014 at 10:00am in the Purchasing SUBMITTING PROPOSAL: Conference Room,Lower Level of City Hall 1000 Throckmorton Street Fort Worth,Texas 76102 FOR ADDITIONAL INFORMATION REGARDING THIS RFP PLEASE CONTACT: Eryck Walker,Senior Buyer eryck.walker @fortworthtexas.gov Contact Person: Gayden Day s•s**ssss#**sss******sss*•**sss*a*ss•s**sss**** RETURN THIS COVER SHEET WITH Title: President RESPONSE TO: Phone:(972) 776-0022 Fax:y a (972) 776-0023 Eryck Walker Email: ga rocketred.com Senior Buyer Signature: Purchasing Division Printed Name: Gayden Day Financial Management Services Department Will contract be available for Cooperative Agreement use? (See Section 27,page 7)Yes No X Acknowledgment of Addenda:#1 #2 #3 #4 #5 Request for Proposals The City of Fort Worth ("The City") is requesting proposals for separately branded web designs and visual identities for Meacham and Spinks airports and additional web content improvements. Interested vendors are encouraged to review the attached document and submit proposals to provide these solutions. 1.0 SIM:TZISSION OF PROPOSALS 1.1 One (1) original, four (4) copies and one (1) digital flash drive of all Proposal documents shall be submitted in sealed packages. Proposer's name and address should be marked on the outside of the envelope. Facsimile transmittals or offers communicated by telephone will not be accepted or considered. Proposal information that is not submitted in sealed packages will not be considered. 1.2 Mail or Deliver_Responses to the Following Address: City of Fort Worth Purchasing Division 1000 Throckmorton Street,Lower Level Fort Worth, Texas 76102 2.0 DELIVERY OF PROPOSALS Proposals must be received in the City of Fort Worth's Purchasing Division no later than 1:30 p.m., September 18, 2014. The submitting Proposer is responsible for the means of delivering the proposals to the location listed in paragraph 1.2 on time. Delays due to any instrumentality used to transmit the Proposals including delay occasioned by the Proposer or the City of Fort Worth's internal mailing system will be the responsibility of the Proposer. Proposals must be completed and delivered in sufficient time to avoid disqualification for lateness due to difficulties in delivery. The time and date stamp clock in City of Fort Worth(City) Purchasing Division is the official clock for determining whether submittals are submitted timely. Late Proposal documents will not be accepted under any circumstances. 3.0 PROPRIETARY INFORMATION 3.1 If a Proposer does not desire proprietary information in the Proposal to be disclosed, it is required to identify all proprietary information in the Proposal. This identification will be done by individually marking each page with the words "Proprietary Information" on which such proprietary information is found. If the Proposer fails to identify proprietary information, it agrees that by submission of its Proposal that those sections shall be deemed non-proprietary and made available upon public request. 3.2 Proposer's are advised that the City, to the extent permitted by law, will protect the confidentiality of their Proposals. Proposer shall consider the implications of the Texas Public Information Act, particularly after the RFP process has ceased and the Contract RFP No. 14-0222, Web Design Services Page 2of14 has been awarded. While there are provisions in the Texas Public Information Act to protect proprietary information, where the Proposer can meet certain evidentiary standards, please be advised that a determination on whether those standards have been met will not be decided by the City of Fort Worth, but by the Office of the Attorney General of the State of Texas. In the event a request for public information is made, the City will notify the Proposer, who may then request an opinion from the Attorney General pursuant to 552.305, Texas Government Code. The City will not make a request of the Attorney General. 4.0 COMPLETION OF RFSPONSES 4.1 Information presented in the Proposals will be used to evaluate the professional qualifications of the Proposer(s) and to determine the Proposer(s) which will be selected to provide professional services to the City. 4.2 Responses shall be completed in accordance with the requirements of this RFP. Statements made by a Proposer shall be without ambiguity, and with adequate elaboration,where necessary, for clear understanding. 4.3 Proposals shall be limited to a maximum of twenty (20) 8-1/2" X 11" pages (one side only and including cover letter) using a font size no smaller than 11 point and one inch margins. 5.0 CLARIFICATIONS AND 'S; 1A,NC . OF ADDENDA 5.1 Any explanation, clarification, or interpretation desired by a Proposer regarding any part of this RFP must be requested from Eryck Walker, Senior Buyer at least fifteen (15) days prior to the published submission deadline, as referenced in Section 2.0 of this RFP. 5.2 If the City, in its sole discretion, determines that a clarification is required, such clarification shall be issued in writing. Interpretations, corrections or changes to the RFP made in any other manner other than writing are not binding upon the City, and Proposers shall not rely upon such interpretations, corrections or changes. Oral explanations or instructions given before the award of the Contract are not binding. 5.3 Requests for explanations or clarifications may be faxed to the City of Fort Worth at (817) 392-8440 or emailed to eryck.walkerAfortworthtexas.gov. Emails and Faxes must clearly identify the RFP Number and Title. 5.4 Any interpretations, corrections or changes to this RFP will be made by addendum. Sole issuing authority of addenda shall be vested in the City of Fort Worth Purchasing Division. Proposers shall acknowledge receipt of all addenda within the responses. RFP No. 14-0222, Web Design Services Page 3 of 13 6.0 WITHDRAWAL OF PROPOSALS A representative of the company may withdraw a Proposal at any time,prior to the RFP submission deadline, upon presentation of acceptable identification as a representative of such company. 7.0 AWARD OF CONTRACT 7.1 It is understood that the City reserves the right to accept or reject any and all Proposals and to re-solicit for Proposals, as it shall deem to be in the best interests of the City of Fort Worth. Receipt and consideration of any Proposals shall under no circumstances obligate the City of Fort Worth to accept any Proposals. If an award of contract is made, it shall be made to the responsible Proposer whose Proposal is determined to be the best evaluated offer taking into consideration the relative importance of the evaluation factors set forth in the RFP. 7.2 The City reserves the right to award a single contract or multiple contracts by section listed in the Scope of Work. 7.3 Tentative Schedule of Events RFP Release Date August 20, 2014 Pre-Proposal Conference August 28, 2014 Deadline for Questions September 2, 2014, 3:00 PM(Local Time) Proposals Due Date September 18,2014 by 1:30 PM(Local Time) Evaluation of Proposals September 19, 2014 through October 10, 2014 City Council Consideration November 4, 2014 Notice to Proceed(Anticipated) November 11, 2014 8.0 PERIOD OF A .0 .P ANCF. Proposer acknowledges that by submitting the Proposal, Proposer makes an offer that, if accepted in whole or part by the City, constitutes a valid and binding contract as to any and all items accepted in writing by the City. The period of acceptance of proposals is one hundred and eighty (180)calendar days from the date of opening,unless the Proposer notes a different period. 9.0 TAX FXFMPTION The City of Fort Worth is exempt from Federal Excise and State Sale Tax; therefore, tax must not be included in any contract that may be awarded from this RFP. 10.0 COST INCURRED IN RESPONDING All costs directly or indirectly related to preparation of a response to the RFP or any oral presentation required to supplement and/or clarify a Proposals which may be required by the City shall be the sole responsibility of and shall be borne by the participating Proposers. RFP No. 14-0222, Web Design Services Page 4 of 13 11.0 NEEGOT ATIQN The City reserves the right to negotiate all elements that comprise the successful Vendor's response to ensure that the best possible consideration be afforded to all concerned. 12.0 CONTRACT INCORPORATION The contract documents shall include the RFP, the Response to the RFP, the City's Professional Services Agreement (Attachment B to this RFP) and such other terms and conditions as the parties may agree. 13.0 LYON-ENDORSEMENT If a Proposal is accepted, the successful Proposer, hereinafter "Vendor," shall not issue any news releases or other statements pertaining to the award or servicing of the agreement that state or imply the City of Fort Worth's endorsement of the successful Proposer's services. 14.0 ITNA 1THORi7,FD, CQ )NICATIONS After release of this solicitation, Proposers' contact regarding this RFP with members of the RFP evaluation, interview or selection panels, employees of the City or officials of the City other than the Purchasing Manager, the Minority and Business Enterprise (MBE) Office, or as otherwise indicated is prohibited and may result in disqualification from this procurement process. No officer, employee, agent or representative of the Proposers shall have any contact or discussion, verbal or written, with any members of the City Council, members of the RFP evaluation, interview, or selection panels, City staff or City's Vendors, or directly or indirectly through others, seek to influence any City Council member, City staff, or City's Vendors regarding any matters pertaining to this solicitation, except as herein provided. If a representative of any Proposers violates the foregoing prohibition by contacting any of the above listed parties with whom contact is not authorized, such contact may result in the Proposers being disqualified from the procurement process. Any oral communications are considered unofficial and non-binding with regard to this RFP. 15.0 PROPOSAL EVALUATION PROCESS 15.1 An evaluation committee will evaluate the responses to this Request for Proposals, may interview one or more firms, and may recommend one or more firms to the City Manager. Selection of a firm may be made without discussion with Proposers after proposals are received. Proposals should, therefore, be submitted on the most favorable terms. 15.2 The City's evaluation panel will review all responsive submittals and select the best evaluated proposals for further interview. RFP No. 14-0222, Web Design Services Page 5 of 13 15.3 The City anticipates selecting Proposer(s) that will be recommended to the City Council for award of a contract to provide the requested professional services to the City of Fort Worth. 15.4 The City reserves the right to reject any or all proposals. 16.0 PROPOSAL EVALUATION FACTORS 16.1 Web Design Plan and Technical Expertise 25 points available 16.2 Technical Qualifications &References 25 points available 16.3 Adherence to the Terms and Conditions of Contract 15 points available 16.5 Cost 35 points available 17.0 GENERAL PROVISION The Vendor may not assign its rights or duties under an award without the prior written consent of the City of Fort Worth. Such consent shall not relieve the assignor of liability in the event of default by its assignee. 18.0 ERRORS OR OMISSIONS The Vendor will not be allowed to take advantage of any errors or omissions in this RFP. Where errors or omissions appear in this RFP, the Vendor shall promptly notify the City of Fort Worth Purchasing Division in writing of such error or omission it discovers. Any significant errors, omissions or inconsistencies in this RFP are to be reported no later than ten (10) days before time for the RFP response is to be submitted. 19.0 T +RMINATION 19.1 If this award results in a contract, it shall remain in effect until contract expires, delivery and acceptance of products and/or performance of services ordered or terminated by the City with a thirty (30) day written notice prior to cancellation. In the event of termination, the City of Fort Worth reserves the right to award a contract to next lowest and best Vendor as it deems to be in the best interest of the City of Fort Worth. 19.2 Further, the City of Fort Worth may cancel this contract without expense to the City in the event that funds have not been appropriated for expenditures under this contract. The City of Fort Worth will return any delivered but unpaid goods in normal condition to the Vendor. RFP No. 14-0222, Web Design Services Page 6 of 13 20.0 TERMINATION.RF.MF.DIES.AND CANCELLATION Right to Assurance. Whenever the City has reason to question the Vendor's intent to perform, the City may demand that the Vendor(s) give written assurance of Vendor's intent to perform. In the event a demand is made, and no assurance is given within ten (10) calendar days, the City may treat this failure as an anticipatory repudiation of the contract. 21.0 CHANGE ORDERS No oral statement of any person shall modify or otherwise change or affect the terms, conditions or specifications stated in the resulting contract. All change orders to the contract will be made in writing by the City of Fort Worth's Financial Management Services Department and signed by both parties. Change orders must be prior approved by the Fort Worth City Council when the amount exceeds$50,000.00. 22.0 VENUF The agreement(s) will be governed and construed according to the laws of the State of Texas. The agreement(s) is (are) performable in Tarrant County, Texas. Venue shall lie exclusively in Tarrant County, Texas. 23.0 CONFLICT OF INTEREST No public official shall have interest in this contract, in accordance with Vernon's Texas Codes Annotated, Local Government Code Title 5, Subtitled C., Chapter 171. 24.0 INSURANCE The Vendor shall carry insurance in the types and amounts for the duration of this agreement as listed in the Professional Services Agreement, Attachment B to this RFP, and furnish certificates of insurance along with copies of policy declaration pages and policy endorsements as evidence thereof. 25.0 CONTRACT CONSTRAINTS AND CONDITIONS All services shall be provided in accordance with applicable requirements and ordinances of the City of Fort Worth, laws of the State of Texas,and applicable federal laws. 26.0 MINORITY BUSINESS .NT P ISE PROVISIONS A waiver of the goal for MBE/SBE subcontracting requirements was requested by the Purchasing Division and approved by the MWBE Office, in accordance with the M/WBE or BDE Ordinance, because the purchase of goods or services is from sources where subcontracting or supplier opportunities are negligible. RFP No. 14-0222, Web Design Services Page 7 of 13 27.0 COOPERATIVIE PITRCHASING 27.1 Should other governmental entities decide to participate in this contract, Proposers, shall indicate in their proposals whether they agree that all terms, conditions, specification, and pricing would apply. 27.2 If the successful Proposer agrees to extend the resulting contract to other governmental entities, the following will apply: Governmental entities within utilizing Contracts with the City of Fort Worth will be eligible, but not obligated, to purchase material/services under this contract(s) awarded as a result of this solicitation. All purchases by governmental entities other than the City of Fort Worth will be billed directly to that governmental entity and paid by that governmental entity. The City of Fort Worth will not be responsible for another governmental entity's debts. Each governmental entity will order its own material/services as needed 28.0 PAYMENT All payment terms shall be "Net 30 Days"unless otherwise specified in the proposal. 28.1 Service provider shall invoice no more frequently than monthly for services provided. 28.2 Invoices shall be submitted to the City department that ordered and received the services provided. 28.3 Successful proposers are encouraged to register for Automated Clearing House (ACH) direct deposit payments prior to providing goods and/or services using the forms posted on the City website at http://fortworthtexas.gov/purcliasin SCOPE OF SERVICES The City is interested in receiving proposals from qualified web design firms to design separately branded web content and visual identity for Meacham and Spinks airports, and recommend web content improvements for the Fort Worth Aviation Department, which resides on fortworthtexas.gov. 29.1 All websites will be managed by the City's Communications and Public Engagement division and will be implemented using the City's content management system for maintenance. The vendor shall: 29.1.1 Develop a site taxonomy and base content in collaboration with the Aviation Department and communication staff. 29.1.2 Provide unique logos and branding guidelines for both airports. 29.1.3 Provide layout options and graphic design elements that implement the branding and which fit within the City's Cascading Style Sheets(CSS) framework. RFP No. 14-0222, Web Design Services Page 8 of 13 29.1.4 Develop a content strategy for future updates, as well as templates for each custom content type. 29.1.5 Ensure all content developed complies with Section 508 and Web Content Accessibility Guidelines(WCAG)2.0. 29.2 The department will provide the following: 29.2.1 Logo and branding materials developed by Marketing Firm that include color schemes and graphics that will be used for marketing materials. Color schemes for the website should include the branding color schemes but should not be limited to those colors. 29.2.2 A list of potential functionality enhancements. 29.2.3 Information on available Application Programming Interfaces (APIs) for existing systems that could be used for enhanced functionality. 29.3 Please provide the following information: 29.3.1 Website Design Experience 29.3.2 At least five clients—Company Names and Website URLs 29.3.3 References Name Contact Person Contact Phone Number Address Website Address 29.3.4 Company Profile, including number of years in business and office locations. 30. RESPONSE FORMAT AND ORG NIZATION 30.1 This section outlines the general conditions under which the proposal shall be made as well as instructions on how to prepare and submit the offering to the City. The proposal should be organized and indexed in the following format and should contain, as a minimum, all listed items in the sequence indicated: 30.1.1 Table of Contents 30.1.2 Executive Summary 30.1.3 Response to Scope of Services with pricing 30.1.4 Response to Attachment B, Conflict of Interest 30.2 Disqualification of Offerors RFP No. 14-0222, Web Design Services Page 9 of 13 Offerors may be disqualified for any of the following reasons: 30.2.1 Reason to believe collusion exists among the Offerors; 30.2.2 The Offeror is involved in any litigation against the City; 30.2.3 The Offeror is in arrears on an existing contract or has defaulted on a previous contract with the City; 30.2.4 Lack of financial stability; 30.2.5 Failure to perform under previous or present contracts with the City; 30.2.6 Is currently debarred by the State of Texas or by the Federal Government. RFP No. 14-0222, Web Design Services Page 10 of 13 ATTACHMMFNT A CONFLICT OF INTEREST DISCLOSURE RFO TIRFM .NT Pursuant to Chapter 176 of the Local Government Code, any person or agent of a person who contracts or seeks to contract for the sale or purchase of property, goods, or services with a local governmental entity (i.e. The City of Fort Worth) must disclose in the Questionnaire Form CIQ ("Questionnaire") the person's affiliation or business relationship that might cause a conflict of interest with the local governmental entity. Bylaw, the Questionnaire must be filed with the Fort Worth City Secretary no later than seven days after the date the person begins contract discussions or negotiations with the City, or submits an application or response to a request for proposals or bids, correspondence, or another writing related to a potential agreement with the City. Updated Questionnaires must be filed in conformance with Chapter 176. A copy of the Questionnaire Form CIQ is enclosed with the submittal documents. The form is also available at httll:/Iwww.ethics.state.tx.us/forms/CIO.&. If you have any questions about compliance,please consult your own legal counsel. Compliance is the individual responsibility of each person or agent of a person who is subject to the filing requirement.An offense under Chapter 176 is a Class C misdemeanor. RFP No. 14-0222, Web Design Services Page 11 of 13 ATTACHMENT B CONFLICT OF INTEREST QUESTIONNAIRE FORM CIQ For vendor or other person doing business with local governmental entity OFFICE USE ONLY This questionnaire is being filed in accordance with chapter 176 of the Local Date Received Government Code by a person doing business with the governmental entity. By law this questionnaire must be filed with the records administrator of the local government not later than the 7th business day after the date the person becomes aware of facts that require the statement to be filed. See Section 176.006, Local Government Code. A person commits an offense if the person violates Section 176.006,Local Government Code. An offense under this section is a Class C misdemeanor. 1. Name of person doing business with local governmental entity. Gayden Day 2. ❑ Check this box if you are filing an update to a previously filed questionnaire. (The law requires that you file an updated completed questionnaire with the appropriate filing authority not later than September 1 of the year for which an activity described in Section 176.006(a),Local Government Code, is pending and not later than the 7th business day after the date the originally filed questionnaire becomes incomplete or inaccurate.) 3. Describe each affiliation or business relationship with an employee or contractor of the local governmental entity who makes recommendations to a local government officer of the local governmental entity with respect to expenditure of money. N/A 4. Describe each affiliation or business relationship with a person who is a local government officer and who appoints or employs a local government officer of the local governmental entity that is the subject of this questionnaire. N/A RFP No. 14-0222, Web Design Services Page 12 of 13 CONFLICT OF INTEREST QUESTIONNAIRE FORM CIQ For vendor or other person doing business with local governmental entity Page 2 5. Name of local government officer with whom filer has affiliation or business relationship. (Complete this section only if the answer to A,B,or C is YES.) This section, item 5 including subparts A, B,C&D,must be completed for each officer with whom the filer has affiliation or business relationship. Attach additional pages to this Form CIQ as necessary. A. Is the local government officer named in this section receiving or likely to receive taxable income from the filer of the questionnaire? N/A ❑ Yes ❑ No B. Is the filer of the questionnaire receiving or likely to receive taxable income from or at the direction of the local government officer named in this section AND the taxable income is not from the local governmental entity? N/A ❑ Yes ❑ No C. Is the filer of this questionnaire affiliated with a corporation or other business entity that the local government officer serves as an officer or director, or holds an ownership of 10 percent or more? N/A ❑ Yes ❑ No D. Describe each affiliation or business relationship. N/A 6. Describe any other affiliation or business relationship that might cause a conflict of interest. N/A 7. 09/18/2014 Signature of person doing business with the governmental entity Date RFP No. 14-0222, Web Design Services Page 13 of 13 ATIA .HMF.NT PROFESSIONAL. SERVICES AGREEMENT This PROFESSIONAL SERVICES AGREEMENT ("Agreement") is made and entered into by and between the CITY OF FORT WORTH (the "City"), a home rule municipal corporation situated in portions of Tarrant, Denton and Wise Counties, Texas, acting by and through Susan Alanis, its duly authorized Assistant City Manager, and ("Agency"), a Corporation and acting by and through its duly authorized each individually referred to as a "party" and collectively referred to as the "parties." CONTRACT DOCUMENTS: The Contract documents shall include the following: 1. This Agreement for Professional Services 2. Exhibit A—Statement of Work plus any amendments to the Statement of Work 3. Exhibit B—Payment Schedule 4. Exhibit C—Network Access Agreement 5. Exhibit D—Signature Verification Form All Exhibits attached hereto are incorporated herein and made a part of this Agreement for all purposes. In the event of any conflict between the documents, the terms and conditions of this Professional Services Agreement shall control. 1. SCOPE OF SERVICES. Consultant hereby agrees to provide the City with professional consulting services for the purpose of (description of scope of services). Attached hereto and incorporated for all purposes incident to this Agreement is Exhibit "A," Statement of Work, more specifically describing the services to be provided hereunder. 2. TERM. This Agreement shall commence ("Effective Date") and shall expire on , unless terminated earlier in accordance with the provisions of this Agreement. The City shall have the option, in its sole discretion, to renew this Agreement under the same terms and conditions, for up to [Insert any available options] 3. COMPENSATION. The City shall pay Agency in accordance with the hourly rate of Agency personnel who perform services under this Agreement in accordance with the provisions of this Agreement and the Payment Schedule attached as Exhibit `B," which is incorporated for all purposes herein; however, total payment made under this Agreement by the City for all services shall not exceed $ . Agency shall not perform any additional services for the City not specified Professional Services Agreement Revised June 2012 Abacus Service Corporation 1 by this Agreement unless the City requests and approves in writing the additional costs for such services. The City shall not be liable for any additional expenses of Agency not specified by this Agreement unless the City first approves such expenses in writing. 4. TERMINATION. 4.1. Convenience. The City or Agency may terminate this Agreement at any time and for any reason by providing the other party with 30 days' written notice of termination. 4.2 Non-appropriation of Funds. In the event no funds or insufficient funds are appropriated by the City in any fiscal period for any payments due hereunder, City will notify Agency 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 the City of any kind whatsoever, except as to the portions of the payments herein agreed upon for which funds have been appropriated. 4.3 Breach. Subject to Section 29 herein, either party may terminate this Agreement for breach of duty, obligation or warranty upon exhaustion of all remedies set forth in Section 29. 4.4 Duties and Obligations of the Parties. In the event that this Agreement is terminated prior to the Expiration Date, the City shall pay Agency for services actually rendered up to the effective date of termination and Agency shall continue to provide the City with services requested by the City and in accordance with this Agreement up to the effective date of termination. Upon termination of this Agreement for any reason, Agency shall provide the City with copies of all completed or partially completed documents prepared under this Agreement. In the event Agency has received access to City information or data as a requirement to perform services hereunder, Agency shall return all City provided data to the City in a machine readable format or other format deemed acceptable to the City. 5. DISCLOSURE OF C.ONFL.ICTS AND CONFIDENTIAL INFORMATION. 5.1 Disclosure of Conflicts. Agency hereby warrants to the City that Agency has made full disclosure in writing of any existing or potential conflicts of interest related to Agency's services under this Agreement. In the event that any conflicts of interest arise after the Effective Date of this Agreement, Agency hereby agrees immediately to make full disclosure to the City in writing. 5.2 Confidential Information. Agency, for itself and its officers, agents and employees, 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. 5.3 Unauthorized Access. Agency 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. Agency shall notify the City immediately if the security or integrity of any City Professional Services Agreement Revised June 2012 Abacus Service Corporation 2 information has been compromised or is believed to have been compromised, in which event, Agency shall, in good faith, use all commercially reasonable efforts to cooperate with the City in identifying what information has been accessed by unauthorized means and shall fully cooperate with the City to protect such information from further unauthorized disclosure. 6. RIGHT TO AUDIT. Agency agrees that the City shall, until the expiration of three (3) years after final payment under this contract, or the final conclusion of any audit commenced during the said three years, have access to and the right to examine at reasonable times any directly pertinent books, documents, papers and records of the Agency involving transactions relating to this Contract at no additional cost to the City. Agency agrees that the City shall have access during normal working hours to all necessary Agency facilities and shall be provided adequate and appropriate work space in order to conduct audits in compliance with the provisions of this section. The City shall give Agency reasonable advance notice of intended audits. Agency further agrees to include in all its subcontractor agreements hereunder a provision to the effect that the subcontractor agrees that the City shall, until expiration of three (3) years after final payment of the subcontract, or the final conclusion of any audit commenced during the said three years have access to and the right to examine at reasonable times any directly pertinent books, documents, papers and records 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 audits in compliance with the provisions of this paragraph. City shall give subcontractor reasonable notice of intended audits. 7. INDEPENDENT CONTRACIOR, It is expressly understood and agreed that Agency shall operate as an independent contractor as to all rights and privileges and work performed under this agreement, and not as agent, representative or employee of the City. Subject to and in accordance with the conditions and provisions of this Agreement, Agency 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. Agency acknowledges that the doctrine of respondeat superior shall not apply as between the City, its officers, agents, servants and employees, and Agency, its officers, agents, employees, servants, contractors and subcontractors. Agency further agrees that nothing herein shall be construed as the creation of a partnership or joint enterprise between City and Agency. It is further understood that the City shall in no way be considered a Co-employer or a Joint employer of Agency or any officers, agents, servants, employees or subcontractors of Agency. Neither Agency, nor any officers, agents, servants, employees or subcontractors of Agency shall be entitled to any employment benefits from the City. Agency shall be responsible and liable for any and all payment and reporting of taxes on behalf of itself, and any of its officers, agents, servants, employees or subcontractors. S. LIABILITY AND INDEMNIFICATION. A. LIAB`ILIT - AGENCY SHALL BE LIABLE AND RESPONSIBLE FOR ANY AND ALL PROPERTY LOSS, PROPERTY DAMAGE ANDIOR PERSONAL INJURY, INCLUDING Professional Services Agreement Revised June 2012 Abacus Service Corporation 3 DEATH,TO ANY AND ALL PERSONS,OF ANY KIND OR CHARACTER,WHETHER REAL OR ASSERTED, TO THE EXTENT CAUSED BY THE NEGLIGENT ACT(S) OR OMISSION(S),MALFEASANCE OR INTENTIONAL MISCONDUCT OF AGENCY,ITS OFFICERS,AGENTS, SERVANTS OR EMPLOYEES. B. INDEMNIFICATION - AGENCY HEREBY COVENANTS AND AGREES TO INDEMNIFY, HOLD HARMLESS AND DEFEND THE CITY, ITS OFFICERS, AGENTS, SERVANTS AND EMPLOYEES, FROM AND AGAINST ANY AND ALL CLAIMS OR LAWSUITS OF ANY KIND OR CHARACTER, WHETHER REAL OR ASSERTED, FOR EITHER PROPERTY DAMAGE OR LOSS (INCLUDING ALLEGED DAMAGE OR LOSS TO AGENCY'S BUSINESS AND ANY RESULTING LOST PROFITS) ANDIOR PERSONAL INJURY, INCLUDING DEATH, TO ANY AND ALL PERSONS, ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, TO THE EXTENT CAUSED BY THE NEGLIGENT ACTS OR OMISSIONS OR MALFEASANCE OF AGENCY, ITS OFFICERS, AGENTS, SERVANTS OR EMPLOYEES. 9. ASSIGNMENT AND SUBCONTRACTING. Agency 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 Agency under which the assignee agrees to be bound by the duties and obligations of Agency under this Agreement. The Agency and Assignee shall be jointly liable for all obligations of the Agency under this Agreement prior to the effective date of the assignment. If the City grants consent to a subcontract, the subcontractor shall execute a written agreement with the Agency referencing this Agreement under which the subcontractor shall agree to be bound by the duties and obligations of the Agency under this Agreement as such duties and obligations may apply. The Agency shall provide the City with a fully executed copy of any such subcontract. 10. INS IRAN F.. Agency shall provide the City with certificate(s) of insurance documenting policies of the following minimum coverage limits that are to be in effect prior to commencement of any work pursuant to this Agreement: 10.1 Coverage and Limits (a) Commercial General Liability $1,000,000 Each Occurrence $1,000,000 Aggregate (b) Automobile Liability $1,000,000 Each occurrence on a combined single limit basis Coverage shall be on any vehicle used by the Agency, its employees, agents, representatives in the course of the providing services under this Agreement. "Any vehicle" shall be any vehicle owned, hired and non-owned Professional Services Agreement Revised June 2012 Abacus Service Corporation 4 (c) Worker's Compensation- Statutory limits Employer's liability $100,000 Each accident/occurrence $100,000 Disease -per each employee $500,000 Disease-policy limit This coverage may be written as follows: Workers' Compensation and Employers' Liability coverage with limits consistent with statutory benefits outlined in the Texas workers' Compensation Act (Art. 8308 — 1.01 et seq. Tex. Rev. Civ. Stat.) and minimum policy limits for Employers' Liability of $100,000 each accident/occurrence, $500,000 bodily injury disease policy limit and $100,000 per disease per employee (d) Professional Liability(Errors&Omissions) $1,000,000 Each Claim Limit $1,000,000 Aggregate Limit Professional Liability coverage may be provided through an endorsement to the Commercial General Liability (CGL) policy, or a separate policy specific to Professional E&O. Either is acceptable if coverage meets all other requirements. Coverage shall be claims-made, and maintained for the duration of the contractual agreement and for two (2) years following completion of services provided. An annual certificate of insurance shall be submitted to the City to evidence coverage. 10.2 General Requirements (a) The commercial general liability and automobile liability policies shall name the City as an additional insured thereon, as its interests may appear. The term City shall include its employees, officers, officials, agents, and volunteers in respect to the contracted services. (b) The workers' compensation policy shall include a Waiver of Subrogation (Right of Recovery) in favor of the City of Fort Worth. (c) A minimum of Thirty (30) days notice of cancellation or reduction in limits of coverage shall be provided to the City. Ten (10) days notice shall be acceptable in the event of non-payment of premium. Notice shall be sent to the Risk Manager, City of Fort Worth, 1000 Throckmorton, Fort Worth, Texas 76102,with copies to the City Attorney at the same address. (d) The insurers for all policies must be licensed and/or approved to do business in the State of Texas. All insurers must have a minimum rating of A- VII in the current A.M. Best Key Rating Guide, or have reasonably equivalent financial strength and solvency to the satisfaction of Risk Management. If the rating is below that required, written approval of Risk Management is required. Professional Services Agreement Revised June 2012 Abacus Service Corporation 5 J. 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