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PROFESSIONAL SERVICES AGREEMENT
This PROFESSIONAL SERVICES AGREEMENT ("Agreement") is made and entered into
by and between the CITY OF FORT WORTH(the "City"), a Texas home-rule municipal corporation
situated in portions of Tarrant, Denton, Johnson and Wise Counties, Texas, acting by and through its
duly authorized Assistant City Manager, and Estrus Tucker ("Consultant"). City and Consultant are
each individually referred to herein as a "party" and collectively referred to as the "parties." The term
"Consultant"shall include the Consultant, its officers,agents, employees,representatives, contractors or
subcontractors.The term"City"shall include its officers,employees,agents,and representatives. 2. 3458
CONTRACT DOCUMENTS: 13 �v
The Contract documents shall include the following: N m ► '' i
1. This Agreement for Professional Services 0 r 4
2. Exhibit A—Statement Of Work Plus Any Amendments To The Statement Of `s
3. Exhibit B—Payment Schedule `ha
4. Exhibit C—Signature Verification Form 9 S b t Z
Exhibits A, B and C, which are attached hereto and incorporated herein, are made a part of this
Agreement for all purposes. In the event of any conflict between the terms and conditions of Exhibits A,
B or C and the terms and conditions set forth in the body of this Agreement, the terms and conditions of
this Agreement shall control.
The term "Consultant" shall include the Consultant, and its officers, agents, employees, representatives,
servants, contractors or subcontractors.
The term"City" shall include its officers,employees, agents, and representatives.
1. Scope of Services.
Consultant hereby agrees, with good faith and due diligence, to provide the City with professional
services described in the Statement Of Work, which is attached hereto as Exhibit "A" and incorporated
herein for all purposes, and further referred to herein as the"Services."Consultant shall perform the Services
in accordance with standards in the industry for the same or similar services. In addition, Consultant shall
perform the Services in accordance with all applicable federal, state, and local laws,rules, and regulations. If
there is any conflict between this Agreement and Exhibit A,the terms and conditions of this Agreement shall
control.
2. Term.
This Agreement shall commence upon June 15, 2017, ("Effective Date")and shall expire no later
than August 31, 2018 ("Expiration Date"), unless terminated earlier i rovisions of
this Agreement or otherwise extended in writing by the parties.
OFFICIAL RECORD
Professional Services Agreement—Estrus Tucker CITY SECRETARY
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FT.WORTH,TX
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3. Compensation.
The City shall pay Consultant an amount not to exceed $99,750.00 in accordance with the
provisions of this Agreement and Exhibit "B," Payment Schedule, which is attached hereto and
incorporated herein for all purposes. 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 Consultant not specified by this
Agreement unless the City first approves such expenses in writing.
4. Termination.
4.1. Written Notice. Either 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.
4.2 Breach. If either party commits a material breach of this Agreement, the non-breaching Party
must give written notice to the breaching party that describes the breach in reasonable detail. The
breaching party must cure the breach ten (10) calendar days after receipt of notice from the non-
breaching party, or other time frame as agreed to by the parties. If the breaching party fails to cure the
breach within the stated period of time, the non-breaching party may, in its sole discretion, and without
prejudice to any other right under this Agreement, law, or equity, immediately terminate this Agreement
by giving written notice to the breaching party.
4.3 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. Upon termination of this
Agreement for any reason, Consultant shall provide the City with copies of all completed or partially
completed documents prepared under this Agreement. In the event Consultant has received access to
City information or data as a requirement to perform services hereunder, Consultant 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. 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.
5.2 Confidential Information. 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. Consultant, for itself and its officers, agents and employees, agrees that it shall
treat all information provided to it by the City("City Information")as confidential and shall not disclose
any such information to a third party without the prior written approval of the City.
6. Right to 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 at reasonable times any directly pertinent
books, documents, papers and records of the Consultant involving transactions relating to this
Agreement at no additional cost to the City. Consultant agrees that the City shall have access during
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a
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 not less than 10 days written notice of any 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 not less than 10 days
written notice of any intended audits.
7. 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 that nothing herein shall be construed as the
creation of a partnership or joint enterprise between City and Consultant. It is further understood that the
City shall in no way be considered a Co-employer or a Joint employer of Consultant or any officers,
agents, servants, employees or subcontractors of Consultant. Neither Consultant, nor any officers,
agents, servants, employees or subcontractors of Consultant shall be entitled to any employment
benefits from the City. Consultant 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.
8.1 LIABILITY- CONSULTANT SHALL BE LIABLE AND RESPONSIBLE FOR ANY AND
ALL 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.
8.2 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 OFANYKIND OR CHARACTER, WHETHER REAL OR ASSERTED, FOR EITHER
PROPERTY DAMAGE OR LOSS (INCLUDING ALLEGED DAMAGE OR LOSS TO
CONSULTANT'S BUSINESS, AND ANY RESULTING LOST PROFITS) PERSONAL INJURY,
INCLUDING DEATH, TO ANY AND ALL PERSONS, AND DAMAGES FOR CLAIMS OF
INTELLECTUAL PROPERTY INFRINGEMENT, ARISING OUT OF OR IN CONNECTION
WITH THIS AGREEMENT, TO THE EXTENT CAUSED BY THE ACTS OR OMISSIONS OF
CONSULTANT,ITS OFFICERS,AGENTS,SUBCONTRACTORS,SERVANTS OR EMPLOYEES.
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8.3 INTELLECTUAL PROPERTY INDEMNIFICATION—Consultant agrees to defend,settle,
or pay, at its own cost and expense, any claim or action against City for infringement of any
patent, copyright, trade mark, trade secret, or similar property right arising from City's use of
documentation in accordance with this Agreement, it being understood that this agreement to
defend, settle or pay shall not apply if City modifies or misuses the documentation.So long as
Consultant bears the cost and expense of payment for claims or actions against City pursuant to
this section, Consultant 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 City's interest, and City agrees to cooperate with Consultant 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 City for infringement arising under this
Agreement, 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, Consultant shall fully participate and cooperate with City in defense of such claim or
action. City agrees to give Consultant timely written notice of any such claim or action, with
copies of all papers City may receive relating thereto. Notwithstanding the foregoing, City's
assumption of payment of costs or expenses shall not eliminate Consultant's duty to indemnify
City under this Agreement. If the 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, Consultant shall, at its own expense and as City's sole remedy,
either: (a) procure for City the right to continue to use the documentation; or (b) modify the
documentation to make it non-infringing, provided that such modification does not materially
adversely affect City's authorized use of the documentation; or (c) replace the documentation
with equally suitable,compatible,and functionally equivalent non-infringing documentation at no
additional charge to City; or (d) if none of the foregoing alternatives is reasonably available to
Consultant terminate this Agreement, and refund all amounts paid to Consultant by City,
subsequent to which termination City may seek any and all remedies available to City under law.
9. Assignment and Subcontracting.
9.1 Assignment. 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
effective date of the assignment.
9.2 Subcontract. 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.
10. INSURANCE.
10.1 The Consultant shall carry the following insurance coverage with a company that is licensed to do
business in Texas or otherwise approved by the City:
(a) Commercial General Liability
a. Combined limit of not less than$1,000,000 per occurrence;
b. $2,000,000 aggregate
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(b) Automobile Liability Insurance covering any vehicle used in providing services under this
Agreement, including owned,non-owned,or hired vehicles,with a combined limit of not less than
$1,000,000 per occurrence.
(c) Statutory Workers' Compensation and Employers' Liability Insurance requirements per the
amount required by statute.
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— 1.0 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
$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 City to
evidence coverage.
10.2 General Insurance Requirements:
(a) The commercial general liability and automobile liability policies shall name 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 City.
(c) A minimum of Thirty(30)days' notice of cancellation or reduction in limits of coverage shall be
provided to 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, 200 Texas Street, Fort
Worth,Texas 76102,with copies to the Fort Worth 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
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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.
(e) Any failure on the part of City to request required insurance documentation shall not constitute a
waiver of the insurance requirement.
(f) Certificates of Insurance evidencing that Consultant has obtained all required insurance shall be
delivered to the City prior to Consultant proceeding with any work pursuant to this Agreement.
11. Compliance with Laws,Ordinances,Rules and Regulations.
Consultant agrees that in the performance of its obligations hereunder, it shall 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 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 any basis prohibited by law. 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. 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 CITY: To CONSULTANT:
City of Fort Worth Estrus Tucker,Consultant
Attn: Fernando Costa,Assistant City Manager Name Title
200 Texas Street
Fort Worth, TX 76102-6314 3304 Lake Como Drive
Facsimile: (817) 392-8654 Fort Worth,TX 76107
With copy to Fort Worth City Attorney's Office at
same address
14. SOLICITATION OF EMPLOYEES.
Neither City nor consultant shall, during the term of this Agreement and additionally for a period
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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. 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.
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. Governing Law and 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 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.
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 Maieure.
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.
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. Review of Counsel.
The parties acknowledge that each party and its counsel have reviewed 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/Modifications/Extensions.
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No amendment,modification, or extension of this Agreement shall be binding upon a party hereto
unless such amendment is set forth in a written instrument, and duly executed by an authorized
representative of each party.
23. Entirety of Agreement.
This Agreement, including any 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 it conflicts 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.
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
with the warranty,or(b)refund the fees paid by the City to Consultant for the nonconforming services.
26. 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.
27. 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 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,
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Consultant 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 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 City. City hereby grants to
Consultant a non-exclusive, non-transferrable, revocable license to use the Work Product in the
course of its business,and to otherwise copy, make, and use the Work Product for the purpose of
furthering its mission to strengthen and promote cities as centers of opportunity, leadership, and
governance, and for no other purpose. Any other use shall be made by Consultant only upon the
receipt of prior written approval from City.
28. 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 Consultant whose name, title and
signature is affixed on the Verification of Signature Authority Form, which is attached hereto as Exhibit
"C" 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.
29. Survival of Provisions.
The parties' duties and obligations pursuant to Section 4.4(Duties and Obligations), 5
(Disclosure of Conflicts and Confidential Information), Section 6(Right to Audit),and Section 8
(Liability and Indemnification)shall survive termination of this Agreement.
30. Chance in Company Name or Ownership.
Consultant shall notify City's Purchasing Manager, in writing, of a company name, ownership, or
address change for the purpose of maintaining updated City records. The Consultant or authorized official
must sign the letter. A letter indicating changes in a comnany name or ownership must be accompanied
with supporting legal documentation such as an updated W-9, docume>lts filed witli%the state indicating
such change, copy of the board of director's resolution approving the action, or an executed merger or
acquisition agreement. Failure to provide the specified documentatioli.sarmay.a(tv441y impact future
invoice payments.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement in multiples this
28th day of August, 2017.
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(signature page follows)
ACCEPTED AND AGREED:
CITY OF FORT WORTH: CONSULTANT:
By: By:
Name: ernando Costa e: Xst\rn&.T e
Assistant City Manager Consultant
Date: t�t9 /4 117 Date:
APPROVAL RECOMMENDED:
ATTEST:
By:
Name: By:
Title:
Title:
ATTEST: R
By:
ity Secretary V U _
CONTRACT COMPLIANCE MANA' R.
By signing I acknowledge that I am the per P
responsible for the monitoring and adminis-at
contract,including ensuring all performance and
reporting require ents.
By:
Name:
Title:"Ai" Q6447i'DA3 /y
APPROVED AS TO FORM AND LEGALITY:
By:
me:
Assistant City Attorney
CONTRACT AUTHORIZATION: M&C not FOFFICIAL RECCttD
requiredCRETARY
Form 1295 Certification No.: Form 1295 not TH, TX
required
Professional Services Agreement—Estrus Tucker
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EXHIBIT A
Statement of Work
Consultants to the Race &Culture Task Force:
• Estrus Tucker(Independent Consultant)
• National League of Cities (NLC); Acting on behalf of NLC - Leon T. Andrews, Jr., Director of
REAL: Race,Equity And Leadership
Proposed Statement of Work:
Utilizing feedback from key stakeholders, design and facilitate an approach that advances racial and
cultural equity, promotes racial and cultural healing and reconciliation, and launches a new, inclusive and
actionable public narrative that is unique to the challenges, strengths and opportunities in the City of Fort
Worth. The Fort Worth City Council has charged the Race and Culture Task Force and consultants with
three primary tasks:
a. Community Conversations: Engage Fort Worth city and community leaders in a series of
healthy and authentic conversations about race and culture, draw conclusions from these
conversations, and make appropriate recommendations to the City Council.
b. Assessment of Disparities: Work with City staff and partners to understand how racial
disparities are manifested in Fort Worth. Review the findings of a study on statistical
disparities in the provision of municipal services, interpret these results, and advise the City
Council on the formulation and implementation of a strategy to promote racial and cultural
equity.
c. Leadership Training: Develop and lead leadership training on racial and cultural equity for
City and community leaders; advise the City Manager on the content and delivery of this
training; and utilize skills learned in training to develop a racial equity plan with the Race and
Culture Task Force.
In addition to the three (3)primary task identified above,the Consultants (Tucker and NLC)will provide
facilitation and support to the Task Force on Race and Culture and the City.
_ TASKS AND DELIVERABLES
TASK 1: FACILITATION AND SUPPORT TO THE RACE AND
CULTURE TASK FORCE CO-CHAIRS, COMMITTEE AND THE CITY
OF FORT WORTH
The Consultants, in collaboration with Fernando Costa and City Staff,will provide direct support,
resources and facilitation to the Task Force on Race and Culture meetings,processes and decisions.
Tasks will include,but are not limited to:providing direct support to City staff,data collection,
facilitatiorsations. !
ESTRUS TUCKER ! e t
1) Confirm Schedule of Nle�!tirt.xs for the Race &Culture Task Force Co-Chairs. Au1).u5t 4,201
2) Confirm Schedule of Meetings for Race&Culture Task Force. TBD
3) Desi n Agenda format for Race &Culture Task Force Co-Chair meetings. TBD
4) Design Agenda format for Race &Culture Task Force meetings. TBD
5) Develop and maintain a detailed twelve(12)month work-plan,with a focus August 2017,
on Estrus Tucker's deliverables, as it relates to the a)Race&Culture Co- and on-going
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Chairs and b) Race&Culture Task Force that reflects initiative's outcomes,
timelines,roles&responsibilities of key stakeholders and partners.
6) Design and facilitate a one day orientation for the Race&Culture Task Force September 25,
members 2017
7) Identify,recruit and organize volunteer(non-contractual)partners as sources August 4,2017—
of expertise, and appropriate in-kind resources, in support of the mission, September 25,
vision,tasks and intentions of the Race and Culture Initiative.As collected, 2017
provide information to the City to include in a database.
8) Serve as lead on quarterly, and"as needed",progress reports and summary August 2017—
reports regarding the process, outcomes, key findings and leamings including July 2018
basic evaluative feedback to the City of Fort Worth and the Race and Culture
Task Force.
NLC 1TARGETDATE
1) Develop and maintain a detailed twelve(12)month work-plan,with a focus on August 2017 and
NLC's deliverables, as it relates to the a)Race&Culture Co-Chairs and b) on-going
Race&Culture Task Force,that reflects initiative's outcomes,timelines,roles
&responsibilities of key stakeholders and partners.
2) Design and facilitate an orientation for City officials and elected leaders. TBD
3) Provide progress and summary reports,on NLC's deliverables,to Estrus Tucker TBD
to be included in quarterly,and"as needed",reports to the City of Fort Worth
and the Race and Culture Task Force.
TASK 2: COMMUNITY CONVERSATIONS
The Consultants will engage Fort Worth City and community leaders in a series of healthy and authentic
conversations about race and draw conclusions from these conversations in order to make appropriate
recommendations to City Council.
The Consultants' role will include designing,developing and organizing a replicable approach/model for
engaging a catalytic segment of Fort Worth neighbors to embody in attitude and action the identified
culture traits that promote equity, inclusion,racial healing and relational trust,potentially envisioning a
new tag line that inclusively evolves the Fort Worth Way.
Meetings will be organized to facilitate healthy community conversations by employing effective
practices that cultivate both deep appreciation and understanding of the values of hospitality,respect,
inclusion,justice and dignity and advancing equity in education,jobs, and economic development. This
approach will also reflect intent for significant collaboration and appropriate integration or alignment with
kindred initiatives of City of Fort Worth and other existing community-driven efforts.
The Community Conversations will also incorporate opportunities for participants to review,understand
and reflect on local disparities in human outcomes as measured by city data. In reviewing Fort Worth's
data disaggregated by race,participants will begin to understand trends and disparities in Fort Worth that
have differential impacts by race. These conversations will also develop opportunities to engage with
community members regarding their own understanding and insights of the data and the root causes of
these disparities that will inform the data analysis efforts.
The number of hosting/convening organizations & structure of the series (1-2-3) of Community
Conversations will be appropriately scaled to fit our"capacity" and to ensure quality of process
and outcomes, transparency and the optimal experience of all participants. A host organization is
one who convenes the community conversations at their facility. A convening organization
provides support, leadership for a community conversation convened at a public or more central
facility.
Professional Services Agreement—Estrus Tucker
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ESTRUS TUCKER DELIVERABLE(S)
1) Develop work plan timeline for series ofC:om mijirily Conversations. Au,L11�,1,2017
2) Identify and solicit engagement and commitment with a diversity of key ptember 2017
organizations, institutions,non-profits and other community groups to
potentially host/convene community conversations and advance the Race and
Culture Initiative's goals and intentions within their systems, communities,
constituencies and general public as a key starting place for culture change. The
criteria for partnership organizations will be those whose
mission/programs/activities are compatible with the Race and Culture intentions
and outcomes. Target number:ten(10)-3 part sessions
3) Develop a template of criteria for key accountability mechanisms and August 2017
agreements of organizations hosting/convening Community Conversations
(including agenda,sign in sheets, feedback summary reports,other factors i.e.
public meetings that welcome all residents, perceived safety, available parking,
focus on"participants,"kee in "observers"to a minimum.)
4) Develop Community Conversations' agenda template. August 2017
5) Convene and facilitate a meeting of interested organizations, including potential September 2017
hosts, conveners, dialogue leaders, and other volunteers as needed.
6) Facilitate a training for volunteer"Dialogue Co-Leaders"(to serve as discussion September 2017
leaders,facilitators, etc)organized in pairs to better reflect appropriate diversity,
using a Train the Trainer format.
7) Facilitate with the support of prepared"Dialogue Co-Leader,"host& September 2017-
convening organizations and City staff as needed 2 public town hall meetings March 2018
and a series of 10-(3 part sessions)of Community Conversations for a total of
30 two hour engagements. 90 minutes will be in conversation,allowing for a 15
minute opening/set up and a 15 minute closing.
• Target number of town halls: 2
•
Target number of Community Conversations: 30
8) Engage key local,regional and national organizations and leaders participating August 4, 2017—
in race and culture initiatives with comparable or kindred goals and potential July 31,2018
overlapping outcomes to appropriately align,collaborate and/or integrate
processes as helpful.This will include City of Fort Worth Police Department
and the FWISD Racial Equity Plan. As organizations,processes and outcomes
are identified,provide information to Race and Culture Task Co Chairs and
discuss possible collaborations and integration of processes.
9) Recruit, select,train&organize a team of diverse FW residents(exact number January 2018
and name TBD)to serve as cultivators of practices and engagements that
promote racial equity, racial healing, healthy conversations involving race and
the intentions framed around feedback from community conversations as
recommended by the Race and Culture Task Team. Focus includes practices to
transform ck- I`i t, diffuse uri,�cr and cf-�.ui�vly steward anew Fort Worth Way.
F ! R L ,
1. Develop a timeline for series of conversations with elected officials and City August 2601 r
leaders(including appointed leaders, middle-management and frontline staff)
2. Identify and solicit engagement and commitment with a diversity of key elected September 2017
officials, City agencies, and City staff. and on-going
3. Develop an agenda template for conversations with elected officials, City August 2017
agencies and City staff.
4. Develop a template of criteria for key accountability mechanisms and August 2017
agreements with each City agency.
5. Convene and facilitate meetings with City agencies as needed September 2017
Professional Services Agreement—Estrus Tucker
Page 13 of 19
_t
6. Facilitate training for volunteer City staff to serve as"Dialogue Co-Leaders"to September 2017
reflect appropriate diversi using a Train the Trainer format.
7. Facilitate,with the support of prepared"Dialogue Co-Leader,"hosting and September 2017—
convening of ten(10)City agencies and City staff who will participate in a March 2018
three-part conversation series.
• Target number of City agencies: 10
• Target number of conversations: 30
TASK 3: ASSESSMENT OF DISPARITIES
Conduct and review the findings of a study on statistical disparities in the provision of municipal services,
interpret these results,and advise the City Council on the formulation and implementation of a strategy to
promote racial and cultural equity.
NLC will work with city staff and partners to get data about racial disparities in outcomes in Fort Worth.
NLC will guide the city through a process of identifying what are the questions that should be asked and
what potential sources of data are available to answer these questions.
Potential questions to answer include: How many arrests,fines,tickets,violent encounters,and citizen
complaints are issued to or by each racial group in the city of Fort Worth?In order to inform the data
analysis efforts,what are the differences in health outcomes by race for residents of Fort Worth?
Obtaining data on police-community interactions disaggregated by race is an important first step to
developing solutions that will work for Fort Worth,but will go through each department area of city
government.
NLC will also support the City agencies and management-to the extent data is not yet collected or stored
in a form that allows for disaggregation-in learning from national best practices in using data to
understand differential racial impacts of city practices,policies and procedures to build this capacity at the
city level.
ESTRUS TUCKER'S DELIVERABLE(S) DATE
1) Provide consultation to Task Force,NLC and identified partners on August 2017—
implementing best practices for collecting and analyzing data to determine March 2018
where racial disparities exist.
2) Provide consultation to Task Force,NLC and identified partners in developing August 2017—
strategies for advancing racial equity i.e. a racial equity plan, based on diverse March 2018
and comprehensive interpretation of disparity data,aligned with diverse
stakeholder feedback and key insights and commitments from the
Conversations on Race and Culture.
3) Work with NLC to effectively inform key stakeholders of the key components January 2018
of a Racial Equity Plan, sharing different models, best practices and anticipated
outcomes/impact as part of making a compelling business case for a Fort Worth
Racial Equity Plan.
DELIVERABLE(S)
1) Develop list of framing questions for discussion with City agency leaders and September 2017
the City's Chief Performance Officer.
2) Work with Director of Performance and Budget and Assistant City Manager(s) September 2017
offices to acquire data from city departments; prepare spreadsheets,maps and and on-going
other related documentation that provide opportunities to review and analyze
available data disaggregated by race.
3 Prepare memo on recommendation for improvements to infrastructure and January 2018-
Professional Services Agreement—Estrus Tucker
Page 14 of 19
processes to support disag re ation of date by race March 2018
4) Provide training in the use of racial equity impact tools culminating in NLC's March 2018–
supporting the City to develop a comprehensive Racial Equity Plan.NLC staff May 2018
will facilitate in partnership with the local consultant all development meetings.
All areas of policy are to be carefully considered for policy change
recommendations(i.e.—policing,workforce development, education,
transportation, etc.).
5) Provide consultation to Task Force and identified partners in developing April 2018–
strategies for advancing racial equity i.e. a Racial Equity Plan, based on diverse June 2018
and comprehensive interpretation of disparity data, aligned with diverse
stakeholder feedback and key insights and commitments from the
Conversations on Race and Culture.
_ TASK 4: Leadership Training
Provide a proposal for leadership training on racial and cultural equity for City and community leaders to
build skills to develop a Racial Equity Plan for the City.
The consultants, bringing their unique strengths to the partnership,will review,appropriately adapt,and
recommend effective approaches to training with emphasis in the areas responding to Community
Conversations feedback and recommendations and disparity assessments.
Training for community leaders:Anticipated areas to include but not limited to are:
1. Narrative Change-examining how to create and distribute new narratives in communications,digital
and social media,monuments and parks and in the way we communicate that can influence people's
perspectives,perceptions and behaviors about and toward one another.
2. Racial Healing and Relationship Building-focusing on ways for all of us to heal from the wounds
of the past,to build mutually respectful relationships across racial and ethnic lines that honor and
value each person's humanity,and to build trusting intergenerational and diverse community
relationships that better reflect our common humanity.
3. Segregation/Separation-examining and fording ways to address segregation, colonization and
concentrated poverty in neighborhoods to ultimately ensure equitable access to health, education and
jobs.
4. Local Economy: studying structured inequality and barriers to economic opportunities and
recommending approaches that can create an equitable society.
Training for City staff. Focused on implementing effective strategies for advancing racial equity
through local government recognizing that deeply racialized systems are costly and depress outcomes and
life chances for all residents collectively;to advance equity, government must focus not only on
individual programs,but also on policy and institutional strategies that are creating inequities. Training
will include a six-part strategy geared to address all levels of institutional change:
• Normalize
1. Use a racial equity framework: A racial equity framework will provide the city of Fort Worth an
opportunity to clearly articulate the vision for racial and cultural equity. Framework develops
understanding and naming of historical and current institutional and structural racism,how they
operate nationally and locally, including analysis of power dynamic around oppression.
2. Operate with urgency and accountability: The leadership training will provide opportunities to
create new narratives on racial equity that mobilize stronger commitments and actions as a result.
• Organize
3. Build organizational capacity: The leadership training is an opportunity for the city and the
Professional Services Agreement Estrus Tucker
Page 15 of 19
community to be committed to the breadth and depth of institutional transformation so that its
impacts can be sustained.Change takes place across the breadth of the institution and it is
necessary to build infrastructure that creates racial equity experts and teams throughout
government and the community.
4. Partner with other institutions and communities: To achieve racial equity,the leadership training
is an opportunity for the local government to partner with the community and other institutions to
achieve impactful results.
• Operationalize
5. Implement racial equity tools: Racial inequities are not random;they have been created and
sustained over time.Inequities will not disappear on their own;tools must be used to change the
policies,programs, and practices that perpetuate inequities.
6. Be data-driven:Measurement must take place at two levels-first,to measure the success of
specific programmatic and policy changes, and second,to develop baselines, set goals,and
measure progress towards goals in the community.
Both consultants will focus on populations whose voices are not proportionately heard in our traditional
processes,i.e.Hispanics/Latinos,working class,differently abled--and develop effective and respective
engagement strategies.Equity training will be informed by a clear understanding of disparities in key
outcomes such as educational attainment,employment,public safety and access to city resources and
power.The critical skills of active listening, suspending judgment,examining assumptions,holding the
tensions of paradox and valuing our differences.
ESTRUS TUCKER'S DELIVERABLE(S) TARGET DATE
1) Review relevant initiatives and resources in support of harvesting current best January 2018
practices,approaches, insights, etc. as a Resource Guide or Tool Box of
Practices and prepare a Comprehensive Summary as a resource for the Race and
Culture Task Team,key stakeholders&community conversation partners. Mr.
Tucker's focus will be on a practices,approaches, insights, etc.that support the
Community,but will partner with NLC to develop a Guide/Tool Box that aligns
the work of Mr.Tucker and NLC and benefits both the City and the
Community.
2) Review,recommend,adapt and/or design racial equity training modules February 2018
applicable to civic&community leaders' roles.Design a simple process to
provide basic evaluative feedback.
3) Facilitate training sessions with community leaders and organizations and February 2018-
identify/engage local trainers and local relevant training content as needed.The June 2018
exact number of training sessions to be facilitated,the number of individuals to
be trained, and the knowledge and skills that these individuals will gain as a
result of the training will be further developed and refined based on the
feedback from Community Conversations and the assessment of disparities.
• Target number of training sessions: 20
• Target number of individuals trained: 400
4) Co-facilitate training sessions and identify/engage Cijy staff and elected February 2018-
officials and local relevant training content as needed.The exact number of June 2018
training sessions to be facilitated,the number of individuals to be trained,and
the knowledge and skills that these individuals will gain as a result of the
training will be further developed and refined based on the feedback from
Community Conversations and the assessment of disparities.
• Target number of training sessions: 4
• Target number of individuals trained: 70
Professional Services Agreement—Estrus Tucker
Page 16 of 19
5) Serve as co-lead and inform key stakeholders of the key components of a Racial January 2018
Equity Plan, sharing different models,best practices and anticipated
outcomes/impact as part of making a compelling business case for a Fort Worth
Racial E ui Plan.
DELIVERABLE(S) w t
1) Review relevant initiatives and resources in support of harvesting current best January 2018
practices,approaches, insights,etc. as a Resource Guide or Tool Box of
Practices and prepare a Comprehensive Summary as a resource for the Race and
Culture Task Team, key stakeholders&community conversation partners.
NLC's focus will be on a practices, approaches, insights, etc. that support the
City, but will partner with Estrus Tucker to develop a Guide/Tool Box that
aligns the work of NLC and Mr. Tucker and benefits both the City and the
Community.
2) Review, recommend, adapt and/or design racial equity training modules February 2018
applicable to Cijy staff. Design a simple process to provide basic evaluative
feedback.
3) Facilitate training sessions and identify/engage Cjjy staff and elected officials February 2018-
and local relevant training content as needed. The exact number of training June 2018
sessions to be facilitated,the number of individuals to be trained,and the
knowledge and skills that these individuals will gain as a result of the training
will be further developed and refined based on the feedback from Community
Conversations and the assessment of disparities.
• Target number of training sessions: 4
• Target number of individuals trained: 70
4) Co-facilitate training sessions with community leaders and organizations and February 2018-
identify/engage local trainers and local relevant training content as needed. The June 2018
exact number of training sessions to be facilitated,the number of individuals to
be trained,and the knowledge and skills that these individuals will gain as a
result of the training will be further developed and refined based on the
feedback from Community Conversations and the assessment of disparities.
• Target number of training sessions: 20
• Target number of individuals trained: 400
5) Serve as lead and inform key stakeholders of the key components of a Racial January 2018
Equity Plan, sharing different models,best practices and anticipated
outcomes/impact as part of making a compelling business case for a Fort Worth
Racial Equity Plan.
Professional Services Agreement—Estrus Tucker
Page 17 of 19
EXHIBIT B
PAYMENT SCHEDULE
CONSULTATION EXPENSES
Item Description of Charge Cost per Item
1. Consultation 570 hours) 87,750.00
2. Administrative Expenses $4,000.00
3. Facilitator Expenses $6,000.00
4. Supplies $2,000.00
$99,750.00
The City of Fort Worth shall not be obligated to reimburse the Consultant or the Consultant's
representative(s) for any additional expenses incurred in the performances of services, including
but not limited to travel and lodging expenses,pursuant to this Contract unless agreed to in
writing by the City of Fort Worth in advance.
Remainder of page and document intentionally blank
Professional Services Agreement—Estrus Tucker
Page 18 of 19
�r
EXHIBIT C
VERIFICATION OF SIGNATURE AUTHORITY
Consultant hereby agrees to provide City with independent audit basic financial statements, but also the
fair presentation of the financial statements of individual funds.
Execution of this Signature Verification Form ("Form") hereby certifies that the following individuals
and/or positions have the authority to legally bind Consultant and to execute any agreement, amendment
or change order on behalf of Consultant. Such binding authority has been granted by proper order,
resolution, ordinance or other authorization of Consultant. City is fully entitled to rely on the warranty
and representation set forth in this Form in entering into any agreement or amendment with Consultant.
Consultant will submit an updated Form within ten (10) business days if there are any changes to the
signatory authority. City is entitled to rely on any current executed Form until it receives a revised Form
that has been properly executed by consultant.
1. Name: Estrus Tucker
Position sultant
Sig re
2. Name:
Position:
Signature
3. Name:
Position:
Signature
Name:
Signature of President/CEO
Other Title:
Date: a
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