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CON`I RACT 140.
STATE OF TEXAS §
COUNTY OF TARRANT §
AGREEMENT
This Agreement ("Agreement") is made and entered into by and between the City
of Fort Worth ("City"), acting herein by and through its duly authorized Assistant City
Manager, and Billy Phenix ("Consultant"), the person or entity whose personal services
are to be retained hereunder, individually referred to as a "party," collectively referred to
as the "parties."
For and in consideration of the covenants and promises contained herein, the
parties hereto agree as follows:
1.
General Provisions & Scope of Services
For and in consideration of the payment of the amount of money set out in
Section Five (5) below, Consultant agrees to represent the City concerning legislative
and administrative matters in the form of communications to be used during the official
session of the Texas Legislature and at other times during the term of this Agreement.
More specifically, Consultant agrees to perform the personal services described in
Exhibit"A,"which is attached hereto and made a part of this Agreement for all purposes.
2.
Term of Agreement
This Agreement shall begin January 1, 2015 and terminate September 30, 2015
("Initial Term"), unless terminated sooner as provided herein. The City shall have the
option to renew and extend this Agreement for one year, with the period beginning
October 1, 2015, and terminating on September 30, 2016 ("Renewal Term"). The terms
and conditions of this Agreement are subject to re-negotiation upon mutual consent of
both parties at the time of such renewal.
3.
Point of Contact
Consultant agrees to cooperate with the City's Governmental Relations Liaison
and the City Manager, who shall relate to Consultant requests from the City. For
purposes of this Agreement, the term City Manager shall include the City Manager and
his or her designee. Consultant will respond to requests made by the Mayor, the Chair of
� the Legislative and Intergovernmental Affairs Committee, the City Manager, and the
m City's Governmental Relations Liaison. Consultant will coordinate all responses or
'1E actions taken on the City's behalf through the Governmental Relations Liaison or
o appropriate City staff.
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QD OFFICIAL RECORD
Billy Phenix CITY SECRETARY
2014-2015 Legislative Agreement WORTH,"
Page 1 of 8 M�
4.
Independent Contractor Status
Consultant shall perform all work and services hereunder as an independent
contractor and not as an officer, agent, servant or employee of the City. Consultant shall
have exclusive control of, and exclusive right to control, the details of the services
performed hereunder and shall be solely responsible for the acts or omissions of his
officers, agents, employees, and subconsultants. Nothing herein shall be construed as
creating a partnership or joint enterprise between the City and Consultant, its officers,
agents, employees, and subconsultants, and the doctrine of respondeat superior shall
have no application as between the City and Consultant.
5.
Payment, Expenses &Travel
In full payment and consideration for all services provided hereunder, the City
shall pay Consultant an amount not to exceed $5,444.44 per month. The City shall not
pay any expenses. It is understood that said payments are due and payable by City
upon receipt of an invoice from Consultant. Unless otherwise agreed to by the parties,
payment under this Agreement shall not exceed the total amount of $49,000.00 for
services and expenses.
6.
Termination
The City may terminate this Agreement at any time for breach of this Agreement
by providing a ten (10) day written notice. Either party may terminate this Agreement
without cause by providing a thirty (30) day written notice to the other party. Upon
termination, all products prepared by Consultant hereunder, whether completed or
partially completed, shall become the property of the City and shall be returned to the
City immediately at no additional cost to the City. Upon termination, all payment
obligations of the City under this Agreement shall end.
7.
Work Product
Consultant shall furnish the City periodic reports on its work at such time as the
City may request. All of the reports, information and data prepared or assembled for
City under this Agreement shall be kept confidential and shall not be made available to
any individual or organization without the prior written approval of the City, except as
such disclosure may be required by law.
8.
Conflict of Interest& Other Clients
Consultant shall inform the City of any other municipalities or counties or transit
agencies it represents and any other of its clients that might represent a potential conflict
of interest. If the City, in its sole discretion, believes that a conflict exists, such conflict
shall be discussed by Consultant and the City and resolved to the satisfaction of the
City.
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2014-2015 Legislative Agreement
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Consultant shall comply with Section 305.028 of the Texas Government Code.
9.
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, arises on the basis of
any provision of this Agreement, venue for such action shall lie in state courts, located in
Tarrant County, Texas or the Federal District courts of the Northern District of Texas.
10.
Availability of Funds
In the event no funds or insufficient funds are appropriated and budgeted or are
otherwise unavailable by any means whatsoever in any fiscal period for payments due
under this Agreement including any renewal periods, then the City will immediately notify
Consultant of such occurrence and this Agreement shall be terminated 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 to the portions of annual payments herein
agreed upon for which funds shall have been appropriated and budgeted or are
otherwise available.
11.
Notices
All written notices called for or required by this Agreement shall be addressed to
the following, or such other party or address as either party designates in writing, by
certified mail, postage prepaid, or by hand delivery:
City: Consultant:
City of Fort Worth Billy Phenix
Attn: City Manager Attn: Billy Phenix
1000 Throckmorton 919 Congress Ave#1500
Fort Worth, TX 76102 Austin, Texas 78701
with copies to:
The City Attorney and
Governmental Relations
Director at the same address
12.
Access to Records; Audit
Consultant agrees that the City shall, until the expiration of three (3) years after
final payment under this Agreement, have access to and the right to examine any
directly pertinent books, documents, papers and records involving transactions relating
to this Agreement. Consultant agrees that the City shall have access during normal
working hours to all necessary Consultant facilities and shall be provided adequate and
appropriate workspace in order to conduct audits in compliance with the provisions of
this section. The City shall give Consultant reasonable advance notice of intended
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2014-2015 Legislative Agreement
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audits.
Consultant further agrees to include in all its subcontracts hereunder a provision
to the effect that the subconsuitants agree that the City shall, until the expiration of three
(3) years after final payment under the subcontract, have access to and the right to
examine any directly pertinent books, documents, papers and records of such
subconsultant, involving transactions to the subcontract, and further, that City shall have
access during normal working hours to all subconsultant facilities, and shall be provided
adequate and appropriate work space, in order to conduct audits in compliance with the
provisions of this article. City shall give subconsultant reasonable advance notice of
intended audits.
13.
Liability
CONSULTANT SHALL INDEMNIFY, DEFEND AND HOLD THE CITY
HARMLESS FROM ANY AND ALL CLAIMS, CAUSES OF ACTION, LAWSUITS,
DAMAGES, LOSSES, JUDGMENTS AND LIABILITIES, ARISING FROM
CONSULTANT'S OWN NEGLIGENCE, WRONGFUL ACTS, ERRORS, OMISSIONS,
OR INTENTIONAL MISCONDUCT AS A RESULT OF CONSUTTANT'S
PERFORMANCE PURSUANT TO THIS AGREEMENT. CONSULTANT SHALL NOT BE
LIABLE FOR ANY DAMAGES OR LOSSES ARISING SOLELY FROM THE CITY'S
NEGLIGENCE, WRONGFUL ACTS, ERRORS, OMISSIONS OR INTENTIONAL
MISCONDUCT.
14.
Entirety of Agreement
This Agreement shall be the entire, full and complete agreement between the
parties concerning the subject matter hereof and shall supersede all prior agreements.
There are no valid or binding representations, inducements, promises or agreements,
oral or otherwise, between the parties that are not embodied herein. No amendment,
change, or variance of or from this Agreement shall be binding on either party unless
agreed to in writing signed by both of the parties. This Agreement may be executed in
counterparts, each of which so executed shall be deemed an original and such
counterparts together shall constitute the same agreement.
15.
Headings not Controlling
The headings appearing at the beginning of each paragraph of this Agreement
are for convenience only and do not define, limit or construe the contents of any such
paragraph. Whether expressly indicated or not, the singular usage includes the plural,
and the neuter usage includes the masculine or the feminine or both the masculine and
the feminine.
16.
Waiver
The City and the Consultant may waive an obligation of or restriction upon the
other under this Agreement only in writing. No failure, refusal, neglect, delay,
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2014-2015 Legislative Agreement
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forbearance or omission of the City or the Consultant to exercise any right or remedy
under this Agreement or to insist upon full compliance by the other with his, her or its
obligation hereunder shall constitute a waiver of any provisions(s) of the Agreement.
17.
Severability
Each provision of this Agreement or part thereof shall be severable. If, for any
reason, any provision or part thereof in this Agreement is finally determined to be invalid
and contrary to, or in conflict with, any existing or future law or regulation, such
determination shall not impair the operation or affect the remaining provisions of this
Agreement, and such remaining provisions will continue to be given full force and effect
and bind each party. Each invalid provision or part thereof shall be deemed not to be a
part of this Agreement.
18.
Assignment
The Consultant may not assign or subcontract any of its rights or obligations
without the prior consent of the City, which consent may be withheld in the City's sole
and absolute discretion.
19.
Force Majeure
It is expressly understood and agreed by the parties that if the performance of
any obligations hereunder is delayed by reason of war; civil commotion; acts of God;
inclement weather; governmental restrictions, regulations, or interferences; fires; strikes;
lockouts, national disasters; riots; material or labor restrictions; transportation problems;
or any other circumstances which are reasonably beyond the control of the party
obligated or permitted under the terms of this Agreement to do or perform the same,
regardless of whether any such circumstance is similar to any of those enumerated or
not, the party so obligated or permitted shall be excused from doing or performing the
same during such period of delay, so that the time period applicable to such obligation
shall be extended for a period of time equal to the period such party was delayed.
[Remainder Intentionally Left Blank]
Billy Phenix
2014-2015 Legislative Agreement
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Executed on this -day of _ _ . 2014.
BILLY PHENIX: CITY OF FORT WORTH
By: By:
Billy P enix
EW. Daniels A t City Manager
Date: �- `�D I S Date:
ORT
Attest: g as t rm a Legality:
boo Y.
Mary Kayser �°�oa000��°,� Den McElr
City Secretary �'ExQ' Assistant Cit o orney
NO M&C REQUIRED
OFFICIAL RECORD
CITY SECRETARY
FT.WORTH,TX
Billy Phenix
2014-2015 Legislative Agreement
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EXHIBIT "A"
SCOPE OF SERVICES
1. Consultant will provide advice and counsel regarding those state agencies and
commissions which interface with the City and will promote working relationships and
goodwill between the City and key staff and board members of those state agencies and
commissions, when requested by the City.
2. During the legislative session (2015), Consultant will work with City staff to
ensure attendance at relevant interim committee meetings or hearings and legislative
committee meetings or hearings and ensure that appropriate written reports are
prepared.
3. Consultant will inform the City (generally by contacting the City Manager) of
any legislative initiatives felt to be possibly detrimental to the interests of the City, the
City's Comprehensive Plan or the City's State Legislative Agenda, as he becomes aware
of any such initiative.
4. Consultant will assist the City Manager and other designated City staff in the
development and coordination of the City's legislative program.
5. Consultant will generally cooperate with City Manager to promote the passage
of proposed legislative initiatives included in the City Council adopted legislative
agenda/packet, in cooperation with City representatives. Consultant will assist, when
requested, in acquiring sponsors for bills in the packet.
6. Consultant will assist the City Manager and other designated City staff in
defeating any legislation, amendments to legislation, appropriation or other action by the
Texas Legislature that will erode, weaken, decrease or take away the City's authority to
govern the municipal affairs of the City or that is detrimental to the interests of the City of
Fort Worth.
7. Consultant will assist the City Manager and other designated City staff in the
review and analysis of pending and proposed legislation as well rule proposals by state
regulatory agencies, and provide the City with notification on issues of interest or
concern on a proactive basis.
8. Consultant will assist the City Manager and other designated City staff in the
development and evaluation of strategies for the support, defeat or amendment of
pending legislation, policy, rules and funding opportunities.
9. Consultant will assist the City Manager and other designated City staff in the
presentation of regular oral and written reports to the City Council and other
stakeholders, as well as provision of requested reports on legislative action.
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2014-2015 Legislative Agreement
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10. Consultant will assist the City Manager and other designated City staff
periodically with logistical support for City Council members, City Management, City staff
and the staffs thereof while said are in Austin attending conferences or public hearings
and or meetings.
11. Consultant will promote working relationships and goodwill between the City
and members of the Legislature, the Executive Branch, state agency leadership, state
Commission leadership, state board leadership and the staffs thereof, with particular
emphasis on House and Senate leadership, key committee chairs and members, the
Tarrant County delegation and members of state agencies, state commissions and state
boards.
12. Consultant will assist in introducing City Manager or his/her designee to
members of the Legislature and staff members, in particular the leadership and
members of the Tarrant County legislative delegation and members of state agencies,
state commissions and state boards.
13. Consultant will provide advice and counsel to City Manager or his/her
designee, City Council or other City staff regarding legislative strategy and provide such
background information as proponents, opponents, attitude of key legislators, and
positions of related entities.
14. When requested by City Manager or his/her designee, Consultant will,
communicate with written memorandum or telephonically, summarize contacts made
with state legislators, state agency leadership, state board leadership and key staff on
behalf of the City. As the need arises, he/she will discuss with City Manager or his/her
designee coverage of key legislative committee hearings/meetings, state agency
hearings/meetings, state board hearings/meetings and proposer will attend
hearings/meetings upon request, as necessary and possible.
Billy Phenix
2014-2015 Legislative Agreement
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