HomeMy WebLinkAboutContract 29437 CITY SECRETARY
CONTRACT NO. I
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 organized under the laws of the State
of Texas, acting by and through Reid Rector, its duly authorized Assistant City
Manager, and LELAND CONSULTING GROUP ("Consultant"), a Colorado
corporation authorized to do business in and in good standing with the State of
Texas, acting by and tlu•ough Bill Cunningham, its duly authorized Principal.
1. SCOPE OF SERVICES.
1.1. Consultant's Services.
Consultant hereby agrees to provide the City's Economic and
Community Development Department ("ECD") with professional
consulting services to assist ECD in implementing the recommendations
from the "Central City Commercial Corridors Revitalization Strategy,"
developing policies and programs relating to central city revitalization and
utilizing effective project management tools and techniques to better
initiate catalyst projects leading to job creation, investment and other
community development goals (collectively the "Project"). The Project
is described in detail in Exhibit "A", attached hereto and hereby made a
part of this Agreement for all purposes. The City and Consultant may
change the scope of the Project by substituting an amended Exhibit "A",
signed by both the City and Consultant, which shall then be attached to
this Agreement and made a part of this Agreement for all purposes.
1.2. City's Duties.
The City shall provide Consultant access on a reasonably timely
basis to various City personnel for interviews, questions, consultation,
document reviews and other forms of participation necessary to the
Project. The City shall also provide Consultant with reasonable facilities
and equipment in order to allow Consultant to perform its duties and
obligations under this Agreement when it is necessary for Consultant to be
on-site.
1.3. Work Schedule.
Within thirty (30) days following the Effective Date of this
Agreement, as defined in Section 2, the City and Consultant shall
complete a written work schedule applicable to the Project ,"Work
Schedule"). This Work Schedule shall establish timetables and
milestones relating to and in accordance with each step or line item of
work referenced in Exhibit "A".
1.4. Work Product.
All work produced by Consultant under this Agreement
(collectively the "Work Product"), specifically including, but not limited
to, electronic spreadsheets, shall be owned, at all times, by the City.
Consultant shall deliver the Work Product to the City upon the termination
or expiration of this Agreement. The City shall have access to and be
entitled to review and copy any portion of the Work Product at any time.
Consultant may retain a copy of the Work Product except as to any portion
thereof that is proprietary or otherwise confidential.
2. TERM.
This Agreement shall commence upon the date that both the City and
Consultant have executed this Agreement ("Effective Date") and, unless
terminated earlier in accordance with this Agreement, shall expire on the earlier
of(i) the date as of which the City has provided Consultant with written notice
that Consultant has fulfilled its obligations under this Agreement and that
Consultant's services are no longer required or(ii) September 30, 2004.
3. COMPENSATION.
Subject to the provisions of Section 4.2 of this Agreement, the City shall
pay Consultant a sum not to exceed $39,950 for services provided and expenses
incurred in the carrying out and fulfillment of Consultant's duties and obligations
under this Agreement. The specific services and expenses involved in each step
of the Project are described in Exhibit "A". Notwithstanding anything herein to
the contrary, in no event shall Consultant be compensated any sum greater than
$39,950 for services provided pursuant to this Agreement unless this Agreement
is amended in writing by both the City and Consultant and such amendment is
approved by the City Council in a meeting that is open to the public.
PROFESSIONAL SERVICES AGREEMENT PAGE 2
LELAND CONSULTANT GROUP 04c7oBER.1,20103
4. TERMINATION.
4.1. Written Notice.
The City terminate this Agreement at any time and for any reason
by its providing the other party with written notice of termination.
4.2. Duties and Obligations of the Parties.
In the event that this Agreement is terminated prior to its
termination, as provided in Section 2, the City shall pay Consultant for
services actually rendered as of 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.
5. 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 and proposed services with respect to the Project. 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.
The City acknowledges that Consultant may use products, materials or
methodologies proprietary to Consultant. The City agrees that Consultant's
provision of services under this Agreement shall not be grounds for the City to
have or obtain any rights in such proprietary products, materials or methodologies
unless the parties have executed a separate written agreement with respect thereto.
Notwithstanding the foregoing, Consultant understands and agrees that the City is
subject to various public information laws and regulations, including, but not
limited to, the Texas Open Records Act. 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 any
third party without the prior written approval of the City.
PROFESSIONAL SERVICES AGRFENIENT PA L
LELAND CONSULTING GROUP DECEMBER Z Zl/ULY' 4 "'
6. AUDITS.
The City shall have, for three (3) years following the termination of this
Agreement and upon reasonable advance notice, access to and the right to
examine and audit any books, documents, papers, records or other data of
Consultant that involve transactions relating to this Agreement. Accordingly,
Consultant shall provide the City with access during normal working hours to all
of Consultant's facilities and with appropriate workspace at Consultant's facilities
necessary for the City to conduct examinations and audits in accordance with this
Agreement.
7. INSURANCE.
During the term of this Agreement, Consultant shall procure and maintain
at all times, in full force and effect, a policy or policies of insurance that provide
the specific coverage set forth in this Section 7 as well as any and all other public
risks related to Consultant's performance of its obligations under this Agreement.
Consultant shall specifically obtain the following types of insurance at the
following limits:
• Commercial General Liability:
$1,000,000 per occurrence; providing blanket contractual liability
insurance products and completed operations; independent contractor's
liability, and coverage for property damage to City facilities; and
• Automobile Liability:
$1,000,000 per occurrence or accident; including, but not limited to,
all vehicles, whether owned or hired, in use by Consultant, its
employees, agents or subcontractors, and
• Worker's Compensation/Employer's Liability:
Worker's compensation coverage as required by applicable law; and
Employer's Liability at $100,000 per accident.
Prior to the Effective Date, Consultant shall provide the City with
certificates of insurance that verify Consultant's compliance with the insurance
requirements of this Agreement. The City's Risk Manager shall have the right to
review and evaluate Consultant's insurance coverage and to make reasonable
requests or revisions pertaining to the types and limits of that coverage.
Consultant shall comply which such requests or revisions as a condition precedent
to the effectiveness of this Agreement.
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PROFESSIONAL SERVICES AGREEMENT PAQE 4,n ^mac'
LELAND CONSULTING CROUP DECEMBER 18, L 03
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 an
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 shall be
solely responsible for the acts and omissions of its officers, agents, servants,
employees, contractors and subcontractors. Consultant acknowledges that the
doctrine of respondent superior shall not apply as between the City, its officers,
agents, servants and employees, and Consultant, its officers, agents, employees,
contractors and subcontractors. Consultant further agrees that nothing herein
shall be construed as the creation of a partnership or joint enterprise between the
City and Consultant.
9. LIABELITY AND INDEMNIFICATION.
CONSULTANT SHALL BE LIABLE AND RESPONSIBLE FOR ANY
AND ALL CLAIMS, DEMANDS, LAWSUITS OR OTHER ACTIONS FOR
DAMAGES OF ANY KIND, INCLUDING, BUT NOT LIMITED TO,
PROPERTY LOSS, PROPERTY DAMAGE AND/OR PERSONAL INJURY,
INCLUDING DEATH, TO ANY AND ALL PERSONS, OF ANY KIND OR
CHARACTER, WHETHER REAL OR ASSERTED, TO THE EXTENT
CAUSED BY THE NEGLIGENT ACT(S) OR OMISSION(S),
MALFEASANCE OR INTENTIONAL MISCONDUCT OF CONSULTANT,
ITS OFFICERS, AGENTS, SERVANTS OR EMPLOYEES.
CONSULTANT COVENANTS AND AGREES TO, AND DOES
HEREBY, INDEMNIFY, HOLD HARMLESS AND DEFEND THE CITY, ITS
OFFICERS, AGENTS, SERVANTS AND EMPLOYEES, FROM AND
AGAINST ANY AND ALL CLAIMS OR LAWSUITS FOR DAMAGES OF
ANY KIND, INCLUDING, BUT NOT LIMITED TO, PROPERTY DAMAGE
OR LOSS (INCLUDING ALLEGED DAMAGE OR LOSS TO
CONSULTANT'S BUSINESS AND ANY RESULTING LOST PROFITS)
AND/OR PERSONAL INJURY, INCLUDING DEATH, TO ANY AND ALL
PERSONS, OF ANY KIND OR CHARACTER, WHETHER REAL OR
ASSERTED, ARISING OUT OF OR IN CONNECTION WITH THIS
AGREEMENT, TO THE EXTENT CAUSED BY THE NEGLIGENT ACTS
OR OMISSIONS OR MALFEASANCE OF CONSULTANT, ITS OFFIC
AGENTS, SERVANTS OR EMPLOYEES. ?r
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PROFESSIONAL SERVICES AG72EumKrgT PAGE
LELAND CONsuLTING GRouP DECEMBER 18,2003
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 such consent, the assignee or subcontractor shall execute a written
agreement with the City under which the assignee or subcontractor agrees to be
bound by the duties and obligations of Consultant under this Agreement.
11. COMPLIANCE WITH LAWS, ORDINANCES, RULES AND
REGULATIONS.
Consultant agrees to comply with all 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.
12. 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 the basis of race, color, national origin, religion, handicap, sex,
sexual orientation or familial status. 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.
13. LICENSES AND PERMITS.
Consultant shall, at its sole expense, obtain and keep in effect all licenses
and permits necessary for it to carry out its duties and obligations hereunder.
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, servants or representatives, (2) delivered by
facsimile with electronic confirmation of the transmission, or (3) received by the
PROFESSIONAL SERVICES AGREEMENT PAGE6 Lr •y 'V + s
LELAND CONSULTING GROUP DECEMBER 18,2003 if—n
other party by United States Mail, registered, return receipt requested, addressed
as follows:
To THE CITY: To CONSULTANT:
City of Fort Worth
Economic and Community Development Dept. Leland Consulting Group
Christine Maguire, EDFP Bill Cunningham, Principal
Community Development Manager 694 South Gaylord Street
1000 Throckmorton Denver, CO 80209
Fort Worth, TX 76102-6311
Facsimile: (817) 871- 8654 Facsimile: (303) 458-5420
15. 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.
16. 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.
17. VENUE , JURISDICTION AND EXPENSES.
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 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. In any such action, the
prevailing party shall be entitled to recover from the other party reasonable
attorneys' fees incurred in the bringing or defending of the action.
PROFESSIONAL SERVICES AGREEMENT 7
LELAND CONSULTING GROUP DECEMBER 18,2003
18. SEVERABILITY.
If any provision of this Agreement is held to be invalid, illegal or
unenforceable, the validity, legality and enforceability of the remaining provisions
shall not in any way be affected or impaired.
19. 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, including, but not limited to, compliance
with any government law, ordinance or regulation, acts of God, acts of omission,
fires, strikes, lockouts, national disasters, wars, riots, material or labor restrictions
by any governmental authority, transportation problems and/or any other similar
causes.
20. 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.
21. 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 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. This Agreement shall not
be amended unless agreed to in writing by both parties and, if required, approved
by the City's City Council.
IN WITNESS WHEREOF, the parties hereto have executed this
Agreement in multiples as of the later date below:
PROFESSIONAL SERVICES AGREEMENT PAGE 8
LELAND CONSULTING GROUP DECEMBER 18,2003
CITY OF FORT WORTH: LELAND CONSULTING
GROUP,
a Colorado corporation:
By: � By: KNNP,
Reid Rector4cipj Cingh
Assistant City Manager
Date: Date: f�
ATTEST: ATTEST:
By: B }�
ty Secret
APPROVED AS TO FORM AND LEGALITY:
Peter Vaky
Assistant City Attorney
M & C: � 1�Ra
PROFESSIONAL SERVICES AGREEMENT PAGE 9
LELAND CONSULTING GROUP DECEMBER 18,2003
STATE OF COLORADO §
COUNTY OF DENVER §
BEFORE ME, the undersigned authority, a Notary Public in and for the
State of Colorado, on this day personally appeared Bill Cunningham, known to me
to be the person whose name is subscribed to the foregoing instrument, and
acknowledged to me that the same was the act of Leland Consulting Group and
that he executed the same, and had authorization to execute the same, as the act of
Leland Consulting Group for the purposes and consideration therein expressed and
in the capacity therein stated.
GIVEN UNDER MY HAND AND SEAL OF OFFICE this day of
{-GSC ► , 2003.
My Commission Expires 4f15/06
Notary Public' and for the State of Colorado
STATE OF TEXAS §
COUNTY OF TARRANT §
BEFORE ME, the undersigned authority, a Notary Public in and for the
State of Texas, on this day personally appeared Reid Rector, known to me to be the
person whose name is subscribed to the foregoing instrument, and acknowledged to
me that the same was the act of the City of Fort Worth and that he executed the
same as the act of the City of Fort Worth for the purposes and consideration therein
expressed and in the capacity therein stated.
GIVEN UNDER MY HAND AND SEAL OF OFFICE this day of
200)(
otiPaY P`'a . ROSELLA BARNES
2 _ N�`i NOTARY PUBLIC Notary Public in and for the State of Texas
*1 *F State of Texas
Comm. Exp. 03-31-2005
PROFESSIONAL SERVICES AGREEMENT PACW,10
LELAND CONSULTING GROUP DECEMBER 18,2003
EXMIT "A": Project Scope
I. Advocacy Entity Progress Meetings
Facilitate meetings(one per village)with select neighborhood and non-profit advocacy entities to
understand progress implementing private sector initiated central city revitalization strategies. The
purpose of these meetings will be twofold: to ascertain progress made in implementing the strategies;
and, to educate these non-public partners about city efforts underway and complete. During these
meetings LCG, together with the City,will provide guidance, and problem solving or issue clarification
related to implementing the strategies. Subsequent to the meeting, LCG will provide research and
analysis support. An outcome of these meetings will be to expand the role of these entities in central city
revitalization.
Time Frame: On-Going During Contract
Budget: $8,650(Five Trips, Two Nights Each)
Work Products:Meeting and Follow-Up Materials,Research Documentation
II. Delivery System Meetings/Roundtables
Facilitate strategic meetings with select"delivery system' groups to understand current practices and
challenges related to implementation of projects in the central city. Potential groups include: lending
and insurance institutions, community development corporations, and developer/ property/ merchant
groups.The purpose of these meetings will be to continue the dialogue of barriers and opportunities;
educate these private sector groups about City progress related to implementation of the strategies;and
encourage innovative participation in projects. As needed,LCG will conduct one-on-one meetings with
"lead implementers" to resolve process or product-problem solving related to specific issues.
Time Frame: On-Going During Contract
Budget: $3,750
Work Products:Meeting and Follow-Up Materials
III. Policy and Project Due Diligence
Continue to provide research on national best practices for policies and programs, ordinances /
legislation,financing strategies and administrative procedures, as well as other information that
illustrates possible models that could be applied locally in advancing select strategies. LCG will assist
City staff, its elected and appointed leadership, and select designees in drafting language and
communicating intent and desired outcomes.
Time Frame: On-Going During Contract
Budget: $3,000
Work Products:Research Documentation,Technical Memoranda
IV. Advocacy to Investment Audiences
Meet with private sector interests considering investment within the villages or other catalyst areas of the
central city (at the direction of the City). Serve as an advocate for"right investment." Support the City's
commitment to advancing the City Council goals,implementation of the commercial corridors strategies,
and other goals and objectives designed to encourage investment and reinvestment in the central city.
Provide due diligence services(within reason and at the direction of staff)in support of these efforts.
PROFESSIONAL SERVICESAGREMAENT PAGE 11 uH�Q
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LELAND CONSULTING GROuP Dmmm 18,2003 'l o U
Time Frame: On-Going During Contract
Budget: $1,250
Work Products:Technical Memoranda (Private Interest and City)
V. Advocacy Entity Business Planning
Advance the Neighborhood Services Department's manual of"how-tos"for neighborhood groups. Work
with these groups to expand this document to include actions to implement priority strategies.
Recommendations will reflect a business plan format with roles and responsibilities defined, timeframes
assigned, and resources identified.
Time Frame: Fall 2003
Budget: $12,500
Work Products:"Business Plan"Summaries (One Per Group)
VI. Presentations to Various Boards and Commissions
Prepare for and attend meetings / presentations with various entities including City Council, Planning
Commission, and other boards and commissions as needed.
Time Frame: On-Going During Contract
Budget: $2,500
Work Products:Presentation Materials
VII. Communications Program
Continue development of a communications program-internal and external-for central city
communiqu6. The program will include development of a range of media resources designed to heighten
awareness, and allow for interactive comment,as well as educate. Input from non-city entities will be
solicited to understand past and present communication successes and failures.
Time Frame: Fall 2003
Budget: $800
Work Products:Communication Materials
VIII. Other (General)
Provide other advisory and research services as identified by the City's staff and leadership. Services
may be associated with specific projects or general administration, yet consistent with creation of a
supportive framework for central city investment and reinvestment.
Time Frame: On-Going During Contract
Budget: $2,500
Work Products:To Be Determined
Estimated Budget
Number of Trips into Fort Worth 5
Number of Days in Each 2 Jv
Number of Additional Hours (contingency): $5,0004
CATIf S11,_'-3ffVUY
Total $39,950 �'� ��� �
Note: Hourly costs include all reimbursable expenses.
PROFESSIONAL SERv[cES AGREEMENT PAGE 12
LELAND CONSULTING GROUP DEczNmER 18,2003
City of Fort Worth, Texas
Mayor and Council Communication
COUNCIL ACTION: Approved on 12/16/2003
DATE: Tuesday, December 16, 2003
LOG NAME: 17LELAND3 REFERENCE NO.: **C-19902
SUBJECT:
Authorize Execution of a Professional Services Agreement with Leland Consulting Group to Assist
the City in Implementing Central City Revitalization Strategies
RECOMMENDATION:
It is recommended that the City Council authorize the City Manager to execute a Professional Services
Agreement with Leland Consulting Group in an amount not to exceed $39,950 for professional services
related to the implementation of Central City revitalization recommendations of the Commercial Corridors
Task Force codified in the "Central City Commercial Corridors Revitalization Strategy."
DISCUSSION:
On November 28, 2000 (M&C C-18368), the City Council awarded Leland Consulting Group a contract to
assist the Commercial Corridors Task Force in developing a revitalization strategy for Fort Worth's Central
City commercial corridors. Over the course of 2001, Leland Consulting Group facilitated an extensive
public outreach and input effort, market and gap analysis to develop a comprehensive strategy to revitalize
the Central City. The City Council formally adopted the resultant strategies as part of the Comprehensive
Plan on September 20, 2002 (M&C G-13704). The strategies serve as the roadmap on how the City seeks
to achieve the City Council's strategic goal of revitalizing Central City neighborhoods and commercial
districts.
Receiving City Council endorsement of the strategies, staff developed action plans in February 2002, and
began implementing many of the recommendations. Since that time, until the end of FY2003, Leland
Consulting Group has assisted the Economic and Community Development Department and other key
departments in implementing Central City revitalization initiatives, and providing a system to benchmark the
City's progress in this strategic goal. Leland Consulting Group's professional service contract for FY2003
expired at the end of the fiscal year.
City Council approval of this Mayor and Council Communication would extend and expand Leland
Consulting Group's scope of services for FY2004 to include:
a) Conducting progress meetings with select neighborhood and advocacy entities on implementing
private-sector led strategies; and
b) Providing technical assistance and support to City staff regarding policies, programs, ordinances,
legislation, administrative procedures and other techniques to advance the strategies; and
c) Benchmarking the City's progress in meeting this strategic goal; and
d) Convening forums to broker public-private partnerships to focus investment in the villages and other
targeted redevelopment areas; and
T ---n,,, - 1'7i 1~'T ANMI T 1 ..r11
e) Assisting the Community Development Manager in developing a communication program within the
City and with external stakeholders regarding the community's efforts in revitalizing the Central City,
as well as other special projects.
The contract, which will expire at the end of the FY2004, shall not exceed $39,950.
FISCAL INFORMATION/CERTIFICATION:
The Finance Director certifies that funds are available in the current operating budget, as appropriated, of
the General Fund and the Grants Fund.
TO Fund/Account/Centers FROM Fund/Account/Centers
GG01 531200 0172000 $20,000.00
GR76 531920 017206845710 $19,950.00
Submitted for City Manager's Office by: Reid Rector (6140)
Originating Department Head: Tom Higgins (6192)
Additional Information Contact: Christine Maguire (8187)
T nannmP• 171.PUANM