HomeMy WebLinkAboutContract 52678 CSC No.52678
RECoVE0
AUG 2 12019
C17YOFFORT WORTH PROFESSIONAL SERVICES AGREEMENT
QN SECREWV
This PROFESSIONAL SERVICES AGREEMENT ("Agreement") is made and entered into
by and between the CITY OF FORT WORTH("City"),a home rule municipal corporation, acting by
and through Jesus J. Chapa, its duly authorized Assistant City Manager, and Jonathan Wilson,
("Contractor"), a sole proprietor. For purposes of this Agreement, the term Contractor shall include
Contractor, its authorized representatives, officers, employees, and instructors who provide services on
Contractor's behalf. The term City shall include its authorized representatives, officers, employees, and
directors.
AGREEMENT DOCUMENTS:
The Agreement documents shall include the following:
1. This Professional Services Agreement;
2. Exhibit A—Scope of Services;
3. Exhibit B—Verification of Signature Authority Form; and
4. Exhibit C—Facility Use Requirements
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.
1. SCOPE OF SERVICES.
Contractor agrees to provide Advanced Tactical Combat Casualty Care and Tactical Emergency
Casualty Care Training to Fort Worth Police Department ("FWPD") employees on August 20, 2019 and
August 21,2019('Services'). Each day, Contractor shall provide training from 8:00 am to 5:00 pm,Central
Standard Time.In-person services shall be performed at the Bob Bolen Public Safety Training Complex located
at 511 W.Felix Street,Fort Worth,Texas 76115("Premises").Specifically,Contractor will perform all duties
outlined and described in"Course Overview",which is attached hereto as Exhibit A.
Exhibit"A,"-Scope of Services more specifically describes the services to be provided hereunder.
2. TERM.
This Agreement shall become effective upon execution by both parties and shall expire at 11:59 pm,
Central Standard Time, on August 21, 2019, unless terminated earlier in,accdrdance with the terms of this
Agreement.
3. COMPENSATION.
The maximum amount to be paid to Contractor by City for all Services provided pursuant to or in relation to
this Agreement shall not exceed Eight thousand dollars and 00/100($5,000.00.00). Contractor shall not
perform any additional services or bill for expenses incurred for City not specified by this Agreement unless
City requests and approves in writing the additional costs for such services. City shall not be liable for any
additional expenses of Contractor not specified by this Agreement unless City first approves such expenses
in writing.
OFFICIAL RECORD
Training Agreement Between CoFW CITY SEFa,e of 19
&Jonathan Wilson(FYI 9) FT. WOR H,TX
4. TERMINATION.
4.1. Written Notice. City or Contractor may terminate this Agreement at any time and for any
reason by providing the other party with 10 days' written notice of termination.
4.2 Non-appropriation of Funds. In the event no funds or insufficient funds are appropriated
by City in any fiscal period for any payments due hereunder,City will notify Contractor of such occurrence
and this Agreement shall terminate on the last day of the fiscal period for which appropriations were
received without penalty or expense to City of any kind whatsoever, except as to the portions of the
payments herein agreed upon for which funds have been appropriated.
4.3 Duties and Obligations of the Parties. In the event th this Agreement is terminated prior
to the Expiration Date, City shall pay Contractor for services actually rendered up to the effective date of
termination and Contractor shall continue to provide City with services requested by City and in accordance
with this Agreement up to the effective date of termination. Upon tei mination of this Agreement for any
reason, Contractor shall provide City with copies of all completed or partially completed documents
prepared under this Agreement. In the event Contractor has received access to City Information or data as
a requirement to perform services hereunder, Contractor shall return all City provided data to City in a
machine readable format or other format deemed acceptable to City.
5. DUTIES AND OBLIGATIONS OF THE PARTIES.
The City shall be responsible for providing the classroom facilities and audio/visual equipment needed
by Contractor.The City shall not be required to purchase any new audio/visual equipment. Contractor agrees
to provide the City a list of necessary audio/visual equipment needed at least two(2)weeks prior to the start of
Services. The City agrees to notify contractor of any equipment that is not available within two days of
receiving the Contractor's list of necessary equipment. Contractor also agrees to provide the City with
information regarding the classroom size necessary to conduct the training at least two (2)weeks prior to the
start of Services.
Contractor will provide at least one(1)qualified instructor("Instructor")for the training program who
will facilitate the Services.
6. DISCLOSURE OF CONFLICTS AND CONFIDENTIAL INFORMATION.
6.1 Disclosure of Conflicts. Contractor hereby warrants to City that Contractor has made full
disclosure in writing of any existing or potential conflicts of interest related to Contractor's services under
this Agreement. In the event that any conflicts of interest arise after the Effective Date of this Agreement,
Contractor hereby agrees immediately to make full disclosure to City in writing.
6.2 Confidential Information. Contractor, for itself and its officers, agents and employees,
agrees that it shall treat all information provided to it by City("City Information")as confidential and shall
not disclose any such information to a third party without the prior written approval of City.
6.3 Unauthorized Access. Contractor shall store and maintain City Information in a secure
manner and shall not allow unauthorized users to access, modify, delete or otherwise corrupt City
Information in any way. Contractor shall notify City immediately if the security or integrity of any City
Information has been compromised or is believed to have been compromised, in which event, Contractor
shall, in good faith, use all commercially reasonable efforts to cooperate with City in identifying what
Training Agreement Between CoFW Page 2 of 19
&Jonathan Wilson(FYI 9)
information has been accessed by unauthorized means and shall fully cooperate with City to protect such
City Information from further unauthorized disclosure.
7. ACCESS.
The access granted to Contractor pursuant to this Agreement shall be limited to the property defined
as Premises in Section 1 of this Agreement. Contractor shall be escorted by a City employee at all times
while on Premises.The City employee escorting Contractor must be authorized to access Criminal Justice
Information Services ("CJIS")protected data. The parties acknowledge and understand that the Premises
contains one or more areas where CJIS protected data is viewed, modified, and used. Furthermore, the
parties acknowledge that Federal and State law set forth the access requirements for CJIS protected data.
The parties agree to comply with all Federal and State law requirements regarding access to CJIS protected
data.
Contractor shall sign in and out at the front desk of Premises upon entry. Contractor shall carry a
valid photo ID while on Premises.
8. RIGHT TO AUDIT.
Contractor agrees that City shall, until the expiration of three (3) years after final payment under
this contract, or the final conclusion of any audit commenced during the said three years, have access to
and the right to examine at reasonable times any directly pertinent books, documents,papers and records,
including, but not limited to, all electronic records, of Contractor involving transactions relating to this
Agreement at no additional cost to City. Contractor agrees that City shall have access during normal
working hours to all necessary Contractor facilities and shall be provided adequate and appropriate work
space in order to conduct audits in compliance with the provisions of this section.City shall give Contractor
reasonable advance notice of intended audits.
9. INDEPENDENT CONTRACTOR.
It is expressly understood and agreed that Contractor shall operate as an independent Contractor as
to all rights and privileges and work performed under this Agreement, and not as agent, representative or
employee of City. Subject to and in accordance with the conditions and provisions of this Agreement,
Contractor 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, consultants and
subcontractors. Contractor acknowledges that the doctrine of respondeat superior shall not apply as
between City,its officers, agents, servants and employees, and Contractor,its officers, agents,employees,
servants, Contractors and subcontractors. Contractor further agrees that nothing herein shall be construed
as the creation of a partnership or j oint enterprise between City and Contractor.It is further understood that
City shall in no way be considered a Co-employer or a Joint employer of Contractor or any officers,agents,
servants,employees or subcontractor of Contractor. Neither Contractor,nor any officers,agents,servants,
employees or subcontractor of Contractor shall be entitled to any employment benefits from City.
Contractor 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 subcontractor.
10. LIABILITY AND INDEMNIFICATION.
10.1 LIABILITY- CONTRACTOR SHALL BE LIABLE AND RESPONSIBLE FOR ANY
AND ALL PROPERTYLOSS, PROPERTYDAMAGE AND/OR PERSONAL INJURY,INCLUDING
Training Agreement Between CoFW Page 3 of 19
&Jonathan Wilson(FYI 9)
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 CONTRACTOR, ITS OFFICERS,
AGENTS,SERVANTS OR EMPLOYEES.
10.2 GENERAL INDEMNIFICATION - CONTRACTOR HEREBY COVENANTS AND
AGREES TO INDEMNIFY, HOLD HARMLESS AND DEFEND CITY, ITS OFFICERS, AGENTS,
SERVANTS AND EMPLOYEES, FROM AND AGAINST ANY AND ALL CLAIMS OR LAWSUITS
OF ANY KIND OR CHARACTER, WHETHER REAL OR ASSERTED, FOR EITHER PROPERTY
DAMAGE OR LOSS (INCLUDING ALLEGED DAMAGE OR LOSS TO CONTRACTOR'S
BUSINESS AND ANY RESULTING LOST PROFITS)AND/OR PERSONAL INJURY, INCLUDING
DEATH, TO ANY AND ALL PERSONS, ARISING OUT OF OR IN CONNECTION WITH THIS
AGREEMENT, TO THE EXTENT CAUSED BY THE NEGLIGENT ACTS OR OMISSIONS OR
MALFEASANCE OF CONTRACTOR,ITS OFFICERS,AGENTS,SERVANTS OR EMPLOYEES.
10.3 INTELLECTUAL PROPERTY INDEMNIFICATION—Contractor 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 the
software and/or documentation in accordance with this Agreement, it being understood that this
agreement to defend, settle or pay shall not apply if City modifies or misuses the software and/or
documentation. So long as Contractor bears the cost and expense of payment for claims or actions
against City pursuant to this section, Contractor 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
Contractor 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,
Contractor shall fully participate and cooperate with City in defense of such claim or action.
City agrees to give Contractor 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 Contractor's duty to indemnify City under this
Agreement.If the software and/or documentation or any part thereof is held to infringe and the use
thereof is enjoined or restrained or,if as a result of a settlement or compromise,such use is materially
adversely restricted, Contractor shall, at its own expense and as City's sole remedy, either: (a)
procure for City the right to continue to use the software and/or documentation; or (b) modify the
software and/or documentation to make it non-infringing,provided that such modification does not
materially adversely affect City's authorized use of the software and/or documentation; or(c)replace
the software and/or documentation with equally suitable, compatible, and functionally equivalent
non-infringing software and/or documentation at no additional charge to City; or (d) if none of the
foregoing alternatives is reasonably available to Contractor terminate this Agreement, and refund
all amounts paid to Contractor by City, subsequent to which termination City may seek any and all
remedies available to City under law.
Training Agreement Between CoFW Page 4 of 19
&Jonathan Wilson(FYI 9)
11. ASSIGNMENT AND SUBCONTRACTING.
11.1 Assignment. Contractor shall not assign or subcontract any of its duties, obligations or
rights under this Agreement without the prior written consent of City. If City grants consent to an
assignment, the assignee shall execute a written agreement with City and Contractor under which the
assignee agrees to be bound by the duties and obligations of Contractor under this Agreement. Contractor
and Assignee shall be jointly liable for all obligations of Contractor under this Agreement prior to the
effective date of the assignment.
11.2 Subcontract. If City grants consent to a subcontract,sub Contractor shall execute a written
agreement with Contractor referencing this Agreement under which sub Contractor shall agree to be bound
by the duties and obligations of Contractor under this Agreement as such duties and obligations may apply.
Contractor shall provide City with a fully executed copy of any such subcontract.
12. INSURANCE.
Contractor shall provide City with certificate(s)of insurance documenting policies of the following
types and minimum coverage limits that are to be in effect prior to commencement of any work pursuant
to this Agreement:
12.1 Coverage and Limits
(a) Commercial General Liability:
$1,000,000- Each Occurrence
$2,000,000- Aggregate
12.2 General Requirements
(a) The commercial general liability policy 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) 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.
(c) The insurers for all policies must be licensed and/or approved to do business in the
State of Texas.All insurers must have a minimum rating of A-VII in the current
A.M.Best Key Rating Guide,or have reasonably equivalent financial strength and
solvency to the satisfaction of Risk Management.If the rating is below that
required,written approval of Risk Management is required.
(d) Any failure on the part of City to request required insurance documentation shall
not constitute a waiver of the insurance requirement.
Training Agreement Between CoFW Page 5 of 19
&Jonathan Wilson(FYl9)
(e) Certificates of Insurance evidencing that Contractor has obtained all required
insurance shall be delivered to the City prior to Contractor proceeding with any
work pursuant to this Agreement.
13. COMPLIANCE WITH LAWS, ORDINANCES,RULES AND REGULATIONS.
Contractor 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 Contractor of any violation of such laws,ordinances,rules
or regulations,Contractor shall immediately desist from and correct the violation.
14. NON-DISCRIMINATION COVENANT.
Contractor,for itself,its personal representatives,assigns,subcontractors and successors in interest,
as part of the consideration herein, agrees that in the performance of Contractor'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 CONTRACTOR, ITS PERSONAL
REPRESENTATIVES, ASSIGNS, SUBCONTRACTORSS OR SUCCESSORS IN INTEREST,
CONTRACTOR AGREES TO ASSUME SUCH LIABILITY AND TO INDEMNIFY AND
DEFEND CITY AND HOLD CITY HARMLESS FROM SUCH(''LAIM.
15. 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 CONTRACTOR:
Fort Worth Police Department Jonathan Wilson, Sole Proprietor
Attn: Jesus J. Chapa 413 Florence Drive
Assistant City Manager Fate,TX 75087
200 Texas Street Phone: 828 719 9073
Fort Worth TX 76102-6311
Facsimile: (817) 392-8502
With copy to Fort Worth City Attorney's Office at
same address and to:
Contract Compliance Specialist
Bob Bolen Public Safety Complex
505 W. Felix St.
Fort Worth,TX 76115
Training Agreement Between CoFW Page 6 of 19
&Jonathan Wilson(FYI 9)
16. SOLICITATION OF EMPLOYEES.
Neither City nor Contractor shall, during the term of this Agreement and additionally for a period
of one year after its termination, solicit for employment or employ, whether as employee or independent
Contractor , any person who is or has been employed by the other during the term of this Agreement,
without the prior written consent of the person's employer. 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.
17. GOVERNMENTAL POWERS.
It is understood and agreed that by execution of this Agreement, City does not waive or surrender any of
its governmental powers or immunities.
18. NO WAIVER.
The failure of City or Contractor 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 City's or Contractor's
respective right to insist upon appropriate performance or to assert any such right on any future occasion.
19. GOVERNING LAW/VENUE.
This Agreement shall be construed in accordance with the laws of the State of Texas.If any action,
whether real or asserted, at law or in equity, is brought pursuant to this Agreement, venue for such action
shall he in state courts located in Tarrant County,Texas or the United States District Court for the Northern
District of Texas,Fort Worth Division.
20. 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.
21. FORCE MAJEURE.
The City and Contractor 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.
22. 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.
23. REVIEW OF COUNSEL.
The parties acknowledge that each party and its counsel have reviewed and revised this Agreement
and that the normal rules of construction to the effect that any ambiguities are to be resolved against the
Training Agreement Between CoFW Page 7 of 19
&Jonathan Wilson(FYI 9)
drafting party shall not be employed in the interpretation of this Agreement or Exhibits A,B, and C.
24. AMENDMENTS/MODIFICATIONS/EXTENSIONS.
No amendment,modification,or extension of this Agreement shall be binding upon a party hereto
unless set forth in a written instrument,which is executed by an authorized representative of each party.
25. ENTIRETY OF AGREEMENT.
This Agreement, including Exhibits A,B and C,contains the entire understanding and agreement
between City and Contractor, their assigns and successors in interest, as to the matters contained herein.
Any prior or contemporaneous oral or written agreement is hereby d lazed null and void to the extent in
conflict with any provision of this Agreement. 7
26. 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.
27. WARRANTY OF SERVICES.
Contractor 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 Contractor's option, Contractor 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 City to Contractor for the nonconforming services.
28. IMMIGRATION NATIONALITY ACT.
Contractor shall verify the identity and employment eligibility of its employees who perform work
under this Agreement, including completing the Employment Eligibility Verification Form (I-9). Upon
request by City, Contractor shall provide City with copies of all 1-9 forms and supporting eligibility
documentation for each employee who performs work under this Agreement. Contractor shall adhere to
all Federal and State laws as well as establish appropriate procedures and controls so that no services will
be performed by any Contractor employee who is not legally eligible to perform such services.
CONTRACTOR SHALL INDEMNIFY CITY AND HOLD CITY HARMLESS FROM ANY
PENALTIES, LIABILITIES, OR LOSSES DUE TO VIOLATIONS OF THIS PARAGRAPH BY
CONTRACTOR, CONTRACTOR'S EMPLOYEES, SUBCONTRACTORS, AGENTS, OR
LICENSEES. City, upon written notice to Contractor, shall have the right to immediately terminate this
Agreement for violations of this provision by Contractor.
29. 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
Training Agreement Between CoFW Page 8 of 19
&Jonathan Wilson(FYI 9)
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,
Contractor 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.
30. SIGNATURE AUTHORITY.
The person signing this Agreement hereby warrants that he/she has the legal authority to execute
this Agreement on behalf of the respective party,and that such binding authority has been granted by proper
order,resolution,ordinance or other authorization of the entity.This Agreement and any amendment hereto,
may be executed by any authorized representative of Contractor whose name,title and signature is affixed
on the Verification of Signature Authority Form, which is attached hereto as Exhibit `B". Each party is
fully entitled to rely on these warranties and representations in entering into this Agreement or any
amendment hereto.
31. CHANGE IN COMPANY NAME OR OWNERSHIP
Contractor 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 president of Contractor or
authorized official must sign the letter. A letter indicating changes in a company name or ownership must
be accompanied with supporting legal documentation such as an updated W-9, documents filed with 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 documentation so may adversely impact
future invoice payments.
Training Agreement Between CoFW Page 9 of 19
&Jonathan Wilson(FYI 9)
�b
EXECUTED on this,the 1.2 day of 1/ ,20l 8.
ACCEPTED AND AGREED:
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
By: ,--r_ chapa(Aug21, 019) ensuring all performance and reporting
Name: Jesus J. Chapa requirements.
Title: Assistant City Manager
APPROVAL RECOMMENDED: Soo&KMnUm
By: Scott Keenum(Aug 20,2019)
Name: Scott Keenum
,2,�P Title: Lieutenant
By: E win Kraus(Aug 20,2019)
Name: Edwin Krause3 APPROVED AS TO FORM AND
Title: Chief of Police �OIR LEGALITY:
ATTEST: ®•' ` `'
Thomas Hapsen(Aug 21,2019)
Name: Thomas Royce Hansen
By: '`? ��sl�;�'' title: Assistant City Attorney
Name: Mary J. Kayser -..,F �
Title: City Secretary CONTRACT AUTHORIZATION:
M&C:
Date Approved:
Form 1295 Certification No.:
JONATHA LS N:
By:
Name: Jo an W i on
Title: of Proprietor
Q._
Training Agreement Between CoFW OF Page to of 19 I
&Jonathan Wilson(FY19) CITE` tRY
FT. WORTK U
.1
EXHIBIT A
SCOPE OF SERVICES
FWPD TACMED Advanced Tactical Training,2019
Course Overview:
This course will be 2-day training iteration designed to familiarize the student with conducting firearms
proficiency, close quarter CQB considerations, and mass- casualty care within a hostile environment.
Weapons manipulation / accuracy / proficiency (primary and secondary system), Officer down
scenarios and medical treatment will be in accordance with established Tactical Emergency Casualty
Care (TECC) guidelines and local FWPD established medical policy and protocols. The course will
utilize a combination of flat range instruction, individual and buddy team skill stations, and scenario-
based exercises with the incorporation of role players. At the completion of this course, students will
have better confidence with weapons systems, team-internal communication, individual tactical gear,
and vehicle support from high repetition application throughout the live flat range and exposure to
multiple scenarios. Multiple instructors from "IS Systems Consulting" will be present to assist the
team throughout the duration.
Day 1: Live Fire Range and Tactical Village
The initial portion will be administrative / class introduction and the daily safety brief will be
conducted. Most of the training session will be dedicated to practical exercises on the live fire range
with department issued weapons systems. Topics covered include, but are not limited to:
-Single and multiple round engagement with pistol (slow aim fire and rapid engagement)
-Single and multiple round engagement with rifle (slow aim fire and rapid engagement)
-Transition primary to secondary system
-Reload/malfunction/remedial action drills
-Target discrimination with shoot/no-shoot target presentations
-Use of barricades,max of cover and angles, alternate position shooting
-Timed drills for accuracy and weapons manipulation
Day 2: Tactical Village/External Structures (Mass Casualty and Advanced Medical Skills)
Students will conduct a quick review of current guidelines for Tactical Emergency Casualty Care, to
include a brief discussion of the historical program development. Sufficient time will be provided to
review Department protocols as well as to review current packing lists and equipment configurations.
Both AM and PM sessions will be conducted utilizing scenario-based simulations. Iterations will
involve students responding to a given high threat scene(single officer/2 man/4 man room clearing,
threshold evaluation,multi room,hallway, stairwell,etc). Students will operate in teams to address the
tactical threat and provide medical treatments or vehicle use as the scenario dictates. Students will be
presented with a variety of situations that will require treating multiple casualties with
multiple/complex injuries and conducting casualty movement/extrication to a hand-off point with EMS
personnel. In addition to casualty care, students will be evacuating casualties utilizing
drags/carries/litters through buildings and stairwells and providing care during vehicle movements.
Scenarios will involve active threats, bystanders, additional responders, and may progress to
complex/coordinated attack scenario. "Crawl, walk,run"method will be used so that all students can
progress and correct errors as needed. Situations include,but are not limited to:
Training Agreement Between CoFW Page 11 of 19
&Jonathan Wilson(FYI 9)—Exhibit A
Barricaded subject/officer down: Single casualty/multiple medical problems (gunshot wounds to
multiple extremities and/or torso; casualty unable to extricate self or perform all necessary self
treatments). Tactical considerations will be single and multi-room, with hallways and stairs (external
vehicle approach and alternate entrance/breach points.)
Active Shooter:Ongoing active threat—responding as initial responder or part of hasty response team;
eliminate/neutralize threat and treat casualty (multiple casualties/single focused medical problem).
Tactical considerations will be single and multi-room,with hallwa�s and stairs.
Active Shooter (external structures): Ongoing, mobile threat—responding after initial hasty team
enters to neutralize threat (communicate with team, locate casualties, mix of single and complex
medical problems). Tactical considerations will be multi-room, with hallways and stairs, as well as
using external structures (external vehicle approach and alternate entrance/breach points.) more
movement with patients in a tactical environment and then critical thinking in normal and potentially
low-light (leaving one unsalvageable, staying with one critical, moving another crucial and two
walking wounded out),main focus being triage prior to vehicle extraction.
Scenarios will escalate at a realistic pace based on response and pattern of performance of the collective
student progress. After action review / "hotwash" will be conducted at the completion of each
individual scenario. Attention will be paid to giving the students opportunity for mass repetition to
succeed with hands-on skills needed as the tactical and medical situations progress. **Officer down
and vehicle drills ran on the live fire range will be conducted with SIMunitions**
General Information:
As students are all LE officers with additional medical training, they will be presented with scenarios
that require threat neutralization. We will work through deadly-force rules of engagements with LE
supervisors to present credible/realistic scenarios that will exercise multiple decision-making processes
simultaneously: use of deadly force, communication, medical treatment/evacuation. Students will be
expected to utilize their tactics/techniques/procedures,less-lethal tools, primary weapons and organic
communications equipment just as they would in a real-world situation.
Safety Considerations:
Scenarios conducted throughout both days will incorporate both the use of"SIMunitions"in the FWPD
tactical village as well as use of the live fire range. Daily training iterations will commence with a full
safety briefing by the Lead Instructor, as well as instructor and buddy verification of weapons clear at
the start and conclusion of the training.All instructors,students,role players, and additional observers
will be required to attend the daily safety brief. No live ammunition will be allowed in the tactical
village except for rifle/pistol blanks and flashbangs
Training Agreement Between CoFW Page 12 of 19
&Jonathan Wilson(FY19)—Exhibit A
EXHIBIT B
VERIFICATION OF SIGNATURE AUTHORITY
Jonathan Wilson
Contractor 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 Contractor and to execute any agreement,amendment or
change order on behalf of Contractor.Such binding authority has been granted by proper order,resolution,
ordinance or other authorization of Contractor. City is fully entitled to rely on the warranty and
representation set forth in this Form in entering into any agreement or amendment with Contractor.
Contractor 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 Contractor.
1. Name:
Position: `
Signat re
2. Name:
Position:
Signature
3. Name:
Position:
Signature
Name:
Signature of Sole Proprietor
Other Title:
Date:
Training Agreement Between CoFW Page 13 of 19
&Jonathan Wilson(FY19)—Exhibit B
EXHIBIT C
FACILITIES USE REQUIREMENTS FOR BOB BOLEN PUBLIC SAFETY COMPLEX
SECTION 1
LOCATION
1.1 Location. City does hereby grant to Contractor t4e use of certain space within the
following location for the purpose of the Tactical Combat and Coualty training for law enforcement
personnel for Fiscal Year 2019:
1.1.1 Bob Bolen Public Safety Complex 505 W. Felix St. Fort Worth, TX 76115
The Bob Bolen Public Safety Complex shall be referred to as "Complex" throughout this
Exhibit.
1.2 Condition of the Complex. Contractor expressly acknowledges and agrees that it
has conducted a full and complete physical examination of the Complex and hereby accepts the
Complex, AS IS, WHERE IS, AND WITHOUT ANY WARRANTIES OF WHATEVER
NATURE, EXPRESS OR IMPLIED, IT BEING THE INTENTION OF CITY AND
CONTRACTOR TO EXPRESSLY NEGATE AND EXCLUDE ALL WARRANTIES
EXPRESS OR IMPLIED, IN FACT OR BY LAW, INCLUDING WITHOUT
LIMITATION, THE IMPLIED WARRANTY OF SUITABILITY, AND THE
WARRANTIES OF MERCHANTABILITY AND FITNESS FOR ANY PARTICULAR
PURPOSE, CONTAINED IN OR CREATED BY ANY APPLICABLE LAW OF THE
STATE OF TEXAS.
SECTION 2
USE OF THE COMPLEX
2.1 Contractor may use the Complex to operate the Program in accordance with this
Agreement in support of its mission and for no other purpose.
2.2 Contractor shall only have use of the Complex &•om 7:00 am to 5:00pm, Central
Standard Time on August 20,2019 and August 21,2019.
2.3 In the event of a change in hours or availability of the Complex, such change shall
not give rise to any claim against the City by the Contractor, whether for lost profits, cost,
overhead, or otherwise.
2.4 Contractor may bring onto the Complex any equipment reasonably necessary to
further the intended use of the Complex.
Training Agreement Between CoFW Page 14 of 19
&Jonathan Wilson(FYI 9)—Exhibit C
2.5 Contractor may not use any part of the Complex for any use or purpose that violates
any applicable law, regulations, or ordinance of the United States, the State of Texas,the County
of Tarrant, or the City of Fort Worth, or other lawful authority with jurisdiction of the Complex.
2.6 Contractor understands and agrees that the parking areas at the Complex are not for
the exclusive use of the Contractor and that the City and the Complex'patrons may use the parking
spaces at any time.
SECTION 3
HOLDOVER TENANCY
3.1 Holdover Tenancy. Unless terminated earlier pursuant the terms of this
Agreement,this Agreement will expire without further notice when the Term expires. Any holding
over by Contractor after the Term expires will not constitute a renewal of the Agreement or give
Contractor any rights in or to the Complex, except as a tenant at will.
SECTION 4
DUTIES AND RESPONSIBILITIES
4.1 In addition to any other duties and responsibilities set forth in this Agreement,
Contractor shall:
4.1.1 Ensure that all Program Participants and any other individual using the
Complex,comply with any and all policies,rules,and regulations governing
the use of the Complex. The City will provide a copy of any such policies,
rules, and regulations within a reasonable time after request by the
Contractor.
4.1.2 Contractor and Program Participants shall not remain in the Complex
beyond the Contractor's approved hours, except in instances of eminent
danger to the Program Participants, severe weather conditions,emergencies
declared by the City and other situations determined in the sole discretion
of the City.
4.1.3 Notification of changes to Program schedules, including cancellation but
excluding emergencies or Force Majeure Events, must be provided to the
City within 24 hours prior to schedule start time. In case of emergency or
Force Majeure Events, the Contractor must notify the City promptly upon
learning of such emergency or Force Majeure Events.
4.1.4 NOT USE THE COMPLEX FOR ANY PURPOSE NOT SET FORTH IN
THIS AGREEMENT, INCLUDING, BUT NOT LIMITED TO, CONDUCTING
ANY UNAUTHORZED BUSINESS.
4.1.5 Report any maintenance or repair needs to the City as soon as practicable.
Training Agreement Between CoFW Page 15 of 19
&Jonathan Wilson(FYI 9)—Exhibit C
4.1.6 Contractor agrees to notify City promptly upon the receipt of any claim or
lawsuit brought in connection with any injury, d ath, or damages at the Complex.
Contractor agrees to make its officers, represe0itatives, agents, and employees
available to City, at all reasonable times, for any statements and case preparation
necessary for the defense of any claims or litigation for which City may be
responsible hereunder. Contractor shall place language in its contracts with
contractors and subcontractors that contractors shall notify City as required by
Contractor in this subsection.
4.1.7 While City will commission and over ee all repairs, Contractor will
reimburse City for any repairs that are made for any damage that occurs during
Program hours.
4.1.8 City will provide Contractor with necessary keys and security codes for
access to the Complex.
4.1.9 Contractor will notify City immediately if the security of the Complex is
compromised.
4.2 The City will:
4.2.1 Furnish the necessary existing utilities and electrical power available at the
Complex for the ordinary and intended use of such,which includes lighting,
heat and air conditioning, and water. City shall not be liable or responsible
for accidents or unavoidable delays.
4.2.2 Ensure the Complex is suitable for their intended purpose.
4.2.3 Ensure the Complex is ready for set up y Contractor in accordance with
any reasonable requests of the Contracto
SECTION 5
LIENS
5.1 Contractor shall do no act or make any contract that may create or be the foundation
for any lien upon or interest in any City property. Any such contract or lien attempted to be created
or filed shall be void. Should any purported lien on City property be created or filed, Contractor,
at its sole expense,shall liquidate and discharge the same within ten(10)calendar days after notice
from the City to do so. Should Contractor fail to discharge the same, such failure shall constitute
a breach of this Agreement, and the City shall have the right to terminate this Agreement
immediately. However, Contractor's financial obligation to City to liquidate and discharge such
lien shall survive following termination of this Agreement and until such a time as the lien is
discharged.
Training Agreement Between CoFW Page 16 of 19
&Jonathan Wilson(FYI 9)—Exhibit C
SECTION 6
CARE OF THE COMPLEX
6.1 Contractor, at Contractor's own expense, shall keep the Complex and maintain all
equipment and other properties of City in a safe, sanitary, sightly condition and in good repair
during each Program or scheduled time set forth in this Agreement. Contractor shall restore and
yield said Complex, equipment, and all other properties belonging to the City back to City at the
expiration of each Program or scheduled time set forth in this Agreement in good or better
condition as it existed at the beginning of each Program or schedule time set forth in this
Agreement and in which Contractor found them.
6.2 Contractor will not do or permit to be done any injury or damage to the Complex,
or any part thereof, or permit to be done anything that will damage or change the finish or
appearance of the Complex or the furnishings thereof or any other property belonging to the City
by the erection or removal of equipment or any other improvements, alterations or additions. No
decorative or other materials shall be nailed, tacked, screwed or otherwise physically attached to
any part of the Complex,or to any of the furnishings or fixtures of the City without the prior written
consent of the City.
6.3 Subject to ordinary wear and tear, Contractor will pay the costs of repairing any
damage that may be done to the Complex or any of the fixtures,furniture or furnishings by any act
of Contractor or any of Contractor's officers, representatives, servants, employees, agents,
Program Participants, or anyone visiting the Complex upon the invitation of the Contractor. The
City shall determine, in its sole discretion, whether any damage has occurred, the amount of the
damage and the reasonable costs of repairing the damage, and whether, under the terms of this
Agreement, the Contractor is responsible. City shall be the sole judge of the quality of the
maintenance and/or damage of the Complex, furnishings, fixture or furniture by the Contractor.
The costs of repairing any damage to the Complex shall be immediately due and payable by the
Contractor upon Contractor's receipt of a written invoice from City.
6.4 Subject to the prior written consent of the City, Contractor may place any signs
within the Complex necessary to indicate Contractor's name and location. Any sign shall be
prepared and installed by the Contractor, at the sole cost of Contractor, in accordance with
applicable rules and regulations of the City and in keeping with the Complex' decor. Any special
requirements of Contractor contrary to the above must be made a part of this Agreement by written
amendment.
SECTION 7
FORCE MAJEURE
7.1 If either party is unable, either in whole or part, to fulfill its obligations under this
License due to acts of God; strikes, lockouts, or other industrial disturbances; acts of public
enemies; wars; blockades; insurrections; riots; epidemics; public health crisis; earthquakes; fires;
floods; restraints or prohibitions by any court, board, department, commission or agency of the
United States or of any state;declaration of a state of disaster or of emergency by the federal,state,
Training Agreement Between CoFW Page 17 of 19
&Jonathan Wilson(FYI 9)—Exhibit C
county, or City government in accordance with applicable law; issuance of an Imminent Threat
Alert or Elevated Threat Alert by the United States Department of Homeland Security or any
equivalent alert system that may be instituted by any agency of the United States; any arrests and
restraints; civil disturbances; or explosion; or some other reason beyond the Party's reasonable
control (collectively, "Force Majeure Event"), the obligations so affected by such Force Majeure
Event will be suspended only during the continuance of such event. If a Force Majeure Event
occurs, the City may, in its sole discretion, close or postpone th opening of its Complex, parks,
or other City-owned and operated properties and facilities in ithe interest of public safety and
operate them as the City sees fit. Contractor hereby waives aily claims it may have against the
City for damages resulting from any such Force Majeure Event.
SECTION 8
RIGHT OF ENTRY AND INSPECTION
8.1 In providing use of the Complex by Contractor, City does not relinquish the right
to control the management of the Complex, or the right to enforce all necessary and proper rules
for the management and operation of the same. After receiving notice by City, Contractor must
permit City or its agents, representatives, or employees to enter the Complex for the purposes of
inspection; determining whether Contractor is complying with this Agreement; maintaining,
repairing, or altering the Complex; or any other reasonable purpose. During any inspection, City
may perform any obligations that City is authorized or required to perform under the terms of this
Agreement or pursuant to its governmental duties under federal state or local laws, rules or
regulations. In the event of an emergency, no advance notice from City is required.
SECTION 9
LICENSES AND PERMITS
9.1 Contractor shall, at its sole expense, obtain and keep in effect all licenses and
permits necessary for its operations.
SECTION 10
ADDITIONAL DUTIES UPON TERMINATION
In addition to the duties described in the Agreement, Contractor shall comply with the
following upon termination or expiration of the Agreement:
10.1 Prior to the effective date for expiration or termination of the Agreement,
Contractor shall promptly remove all of its personal property;provided,however, Contractor shall
not be obligated to remove any fixtures. Contractor shall also repair any damage to the Complex
that occurred during Contractor's use of the Complex, including, but not limited to, any damage
that Contractor causes during removal of Contractor's property, to the reasonable satisfaction of
the City.
10.2 If Contractor fails to comply with its obligations in this Section, City may, at its
sole discretion, (i) remove Contractor's personal property and otherwise repair the Complex and
invoice Contractor for City's costs and expenses incurred, such invoice to be due and payable to
City within thirty (30) calendar days of its delivery to Contractor; or (ii) following no less than
thirty (30) calendar days prior written notice to Contractor, take and hold any of Contractor's
Training Agreement Between CoFW Page 18 of 19
&Jonathan Wilson(FYI 9)—Exhibit C
personal property as City's sole property; or(iii)pursue any remedy at law or in equity available
to City. If Contractor fails to surrender the Complex to City following termination or expiration,
all liabilities and obligations of Contractor hereunder shall continue in effect until such is
surrendered.
10.3 Upon termination, all funds owed to the City shall be due and payable by the tenth
(l Oth) calendar day after the effective date of termination.
SECTION 11
ACCESS
11.1 Contractor will only use areas of the Complex that are approved in advance by City.
11.2 Contractor will assure that Program members adhere to the Program hours set forth
in the Agreement. Earlier access may only be granted by arrangement.
11.3 Notify Program participants that they will not be allowed to congregate or loiter in
front of the main entrance of the Complex or in the parking lot prior to 8:00 pm or after 11:00 pm.
Training Agreement Between CoFW Page 19 of 19
&Jonathan Wilson(FYI 9)—Exhibit C