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HomeMy WebLinkAboutContract 49767-AD1 CITY SECR iECEIVEG , CONTRACT NO. � � 1 12017 ADDENDUM TO SERVICE ACTIVATION �- 7Y ° BETWEEN THE CITY OF FORT WORTH AND CAREERBUILDER GOVERNMENT SOLUTIONS,LLC This Addendum to the Service Activation ("Addendum") is entered into by and between CareerBuilder Government Solutions, LLC ("Seller") and the City of Fort Worth ("Purchaser"), collectively the"parties." Notwithstanding any language to the contrary in the Service Activation between the parties (the "Agreement"), the parties hereby stipulate by evidence of execution of this Addendum below by a representative of each party duly authorized to bind the parties hereto, that the parties hereby agree that the provisions in this Addendum below shall be applicable to the Agreement as follows: 1. Attorneys' Fees, Penalties, and Liquidated Damages. To the extent the attached Agreement requires the Purchaser to pay attorneys' fees for any action contemplated or taken, or penalties or liquidated damages in any amount, the Purchaser objects to these terms and any such terms are hereby deleted from the Agreement and shall have no force or effect. 2. Law and Venue. The Agreement and the rights and obligations of the parties hereto shall be governed by, and construed in accordance with the laws of the United States and state of Texas, exclusive of conflicts of laws provisions. Venue for any suit brought under the Agreement shall be in a court of competent jurisdiction in Tarrant County, Texas. To the extent the Agreement is required to be governed by any state law other than Texas or venue in Tarrant County, the Purchaser objects to such terms and any such terms are hereby deleted from the Agreement and shall have no force or effect. 3. Sovereign Immunity. Nothing herein constitutes a waiver of the Purchaser's sovereign immunity. To the extent the Agreement requires the Purchaser to waive its rights or immunities as a government entity; such provisions are hereby deleted and shall have no force or effect. 4. No Debt. In compliance with Article 11 § 5 of the Texas Constitution, it is understood and agreed that all obligations of the Purchaser hereunder are subject to the availability of funds. If such funds are not appropriated or become unavailable, the Purchaser shall have the right to terminate the Agreement except for those portions of funds which have been appropriated prior to termination. 5. Confidential Infonnation. The Purchaser is a government entity under the laws of the State of Texas and all documents held or maintained by the Purchaser are subject to disclosure under the Texas Public Information Act. To the extent the Agreement requires that the Purchaser maintain records in violation of the Act, the Purchaser hereby objects to such provisions and such provisions are hereby deleted from the Agreement and shall have no force or Addendum to Service Activation v°Page 1 aR CIT I ..a "2TARY effect. In the event there is a request for information marked Confidential or Proprietary, the Purchaser shall promptly notify Seller. It will be the responsibility of Seller to submit reasons objecting to disclosure. A determination on whether such reasons are sufficient will not be decided by the Purchaser, but by the Office of the Attorney General of the State of Texas or by a court of competent jurisdiction. 6. No Boycott of Israel. Seller acknowledges that in accordance with Chapter 2270 of the Texas Government Code, the Purchaser is prohibited from entering into a contract with a company for goods or services unless the contract contains a written verification from the company that it: (1) does not boycott Israel; and (2) will not boycott Israel during the term of the contract. The terms "boycott Israel" and "company" shall have the meanings ascribed to those terms in Section 808.001 of the Texas Government Code. By signing this Addendum, Seller certifies that Seller's signature provides written verification to the Purchaser that Seller: (1) does not boycott Israel; and(2) will not boycott Israel during the term of the Agreement. 7. Addendum Controlling. If any provisions of the Agreement conflict with the terms herein, are prohibited by applicable law, conflict with any applicable rule, regulation or ordinance of the Purchaser, the terms in this Addendum shall control. 8. Fiscal Funding Limitation. 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 the Agreement, then the Purchaser will immediately notify Seller of such occurrence and the Agreement shall be terminated on the last day of the fiscal period for which appropriations were received without penalty or expense to the Purchaser of any kind whatsoever, except to the portions of annual payments herein agreed upon for which funds shall have been appropriated. 9. Right to Audit. Seller agrees that the Purchaser shall, until the expiration of three (3) years after final payment under the Agreement, have access to and the right to examine any directly pertinent books, documents, papers and records of Seller involving transactions relating to the Agreement. Seller agrees that Purchaser shall have access during normal working hours to all necessary Seller facilities and shall be provided adequate and appropriate workspace in order to conduct audits in compliance with the provisions of this section. The Purchaser shall give Seller reasonable advance notice of intended audits. (signature page follows) Addendum to Service Activation Page 2 of 3 Executed this the day of(j 8% , 2017. PURCHASER: CITY OF FORT WORTH CONTRACT COMPLIANCE MANAGER: By signing I acknowledge that I am the person responsible for the monitoring and administration of this contract,including ensuring all performance By: and reporting requirements. Vam Tt Assistant City Manager Date: IDI 10 I ?� By: Name: Qh APPROVAL RECOMMENDED: Title: 'jq5c+. ��r#Aael APPROVED AS TO FORM AND LEGALITY: By: Name: Title: By: 2tle. mea,�hn . Strrq g ATTEST: Assistant City Attorney CONTRACT AUTHORIZATION: (� By: 0RT Ly M&C: / `�- F ame: Titles it Secretary :Z Np &C ACQUIRED ; P SELLER: CAREERBUILDER GOVERNMENT SOLUTIONS, LLC By: Name: vi Title: 42i,.c Date: ;FICIAL RECORD CITY SECRETARY FT. WORTH,TX Addendum to Service Activation Page 3 of 3 "