HomeMy WebLinkAboutContract 52737 CSC No.52737
C SEP
Cm'SECR �Ty PROFESSIONAL SERVICES AGREEMENT
True Canine International,Inc
This PROFESSIONAL SERVICES AGREEMENT ("Agreement") is made and entered into
by and between the CITY OF FORT WORTH ("City"), a Texas home rule municipal corporation,
acting by and through Valerie Washington, its duly authorized Assistant City Manager, and TRUE
CANINE INTERNATIONAL, INC. ("Contractor'), a Mississippi corporation, acting by and through
Keith Clifton, its duly authorized President, each individually referred to herein as a "party" and
collectively referred to as the"parties."
AGREEMENT DOCUMENTS:
The Agreement documents shall include the following:
1. This Professional Services Agreement;
2. Exhibit A—Scope of Services;
3. Exhibit B—Price Schedule; and
4. Exhibit C—Verification of Signature Authority Form.
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 conduct explosive detection canine training for up to three (3) Fort Worth
Fire Department canines during the period beginning on August 5, 2019, and ending on June 30, 2020
("Services"). Exhibit A, Scope of Services, more specifically describes the services to be provided
hereunder.
2. TERM.
This Agreement shall begin on August 5, 2019 ("Effective Date"), and shall expire on June 30,
2020 ("Expiration Date"), unless terminated earlier in accordance with this Agreement ("Initial Term").
Upon the mutual agreement of the Parties, this Agreement may be renewed under the same terms and
conditions for up to three(3)additional one-year renewal periods.
3. COMPENSATION.
City shall pay Contractor in accordance %pith, the provisions of this Agreement and Exhibit B,
Price Schedule. Total payment made under this Agreement by City for the first year shall not exceed the
amount of eighteen thousand and 00/100 dollars ($18,000.00). 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 Agrecinent unless City first approves such
expenses in writing.
Professional Services Agreement
True Canine Int'i.Inc. Page 1 of 12
OFFICIAL RECORD
CITY SECRETARY
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 at least 30 days'written notice of termination.
4.2 hlon approtrriation of Funds In the event no funds or insufficient funds are appropriated
by City in any fiscal period for any payments due hereunder, C;ity'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 that 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 pervices requested by City and in
accordance with this Agreement up to the effective date of termination. Upon termination 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. DISCLOSURE OF CONFLICTS AND CONFIDENTLAt INFORMATION
5.1 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.
5.2 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.
5.3 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
information has been accessed by unauthorized means and shall fully cooperate with City to protect such
City Information from further unauthorized disclosure.
6. RIGHT TO AUDIT.
Contractor agrees that City shall,until the expiration of three(3)years after final payment under
this contract,or until the final conclusion of any audit commenced during 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.
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7. INDEPENDENT CONTRACTOR.
It is expressly understood and agreed that Contractor shall operate as an independent contactor as
to all rights and privileges and work performed under this Agreement and not as an 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 sub-
contractors.Contractor acknowledges that the doctrine of respondent superior shall not apply as between
City,its officers,agents,servants,or employees,and Contractor, its officers,agents, employees,servants,
contractors, and sub-contractors. Contractor further agrees that nothing herein shall be construed as the
creation of a partnership or joint 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 of Contractor's
officers, agents, servants, employees, or sub-contractors. Neither Contractor nor any of its officers,
agents, servants, employees, or sub-contractors 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,its officers,agents,servants,employees,or sub-contractors.
8. LIABILITY AND INDEMNIFICATION.
8.1 LIABILITY- CONTRACTOR SHALL BE LIABLE AND RESPONSIBLE FOR ANY
AND ALL PROPERTY LOSS,PROPERTY DAMA GE,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 GROSSLY NEGLIGENT ACTS OR
OMISSIONS, MALFEASANCE, OR INTENTIONAL MISCONDUCT OF CONTRACTOR, ITS
OFFICERS,AGENTS,SERVANTS, OR EMPLOYEES.
8.2 GENERAL INDEMNIFICATION - CONTRACTOR HEREBY COVENANTS AND
AGREES TO INDEMNIFY,HOLD HARMLESS,AND DEFEND CITY,ITS OFFICERS,AGENTS,
SERVANTS,AND EMPLOYEES,FROM AND AGAINST ANT AND ALL CLAIMS OR LAWSUITS
OF ANY KIND OR CHARACTER, WHETHER REAL OR ASSERTED, FOR ANY AND ALL
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 GROSSLY
NEGLIGENT ACTS OR OMISSIONS, MALFEASANCE, OR INTENTIONAL MISCONDUCT OF
CONTRACTOR,ITS OFFICERS,AGENTS,SERVANTS, OR EMPLOYEES.
9. ASSIGNMENT AND SUBCONTRACTING.
9.1 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.However,
Contractor and Assignee shall be jointly liable for all obligations of Contractor under this Agreement
prior to the effective date of the assignment.
9.2 Subcontract. If City grants consent to a subcontract, the sub-contractor shall execute a
written agreement with Contractor referencing this Agreement under which the sub-contractor shall agree
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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.
10. INSURANCE.
Contractor shall provide City with certificates 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:
10.1 Coverage and Limits
(a) Commercial General Liability:
$1,000,000- Each Occurrence
$2,000,000- Aggregate
(b) Automobile Liability.
$1,000,000- Each occurrence on a combined single limit basis
Coverage shall be on any vehicle used by Contractor, its employees, agents, or
representatives in the course of providing services under this Agreement. "Any
vehicle"shall include any vehicle owned,hired and non-owned.
(c) Worker's Compensation:
Statutory limits according to the Texas Workars' Compensation Act or any other
state workers' compensation laws where the work is being performed
Employers' liability
$100,000- Bodily Injury by accident;each accident/occurrence
$1001000- Bodily injury by disease;each employee
$500,000- Bodily Injury by disease;poliq limit
10.2 General Requirements
(a) The commercial general liability and automobile liability policies shall name
City as an additional insured thereon, as its ' terests may appear.The term City
es shall include its employe ,officers,officials,�gents,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.At least ten (10) days' notice shall be
acceptable in the event of non-payment of pre#tiums.Notice shall be sent to the
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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 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 Contractor has obtained all required
insurance shall be delivered to the City prior to Vendor proceeding with any
work pursuant to this Agreement.
11. 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 violations of such laws,ordinances,
rules or regulations,Contractor shall immediately desist from and correct the violation.
Any regulated services covered by this Agreement are provided under Texas License C06279501,
and complaints may be directed to Texas Department of Public Safety Licensing&Registration Service
Private Security Program https://www.dps.texas.gov/rsd/contact/psb.aspx - P.O. Box 4087 Austin, TX
78773-(512)424-7293.
12. NON-DISCRIMINATION COVENANT.
Contractor, for itself, its personal representatives, assigns, sub-contractors, 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, SUB-CONTRACTORS, OR SUCCESSORS IN
INTEREST, CONTRACTOR AGREES TO ASSUME SUCH LIABILITY AND TO INDEMNIFY
AND DEFEND CITY AND HOLD 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 CONTRACTOR
Professional Services Agreement
True Canine Int'l,Inc. Page 5 of 12
City of Fort Worth True Canine International,Inc.
Attn:Valerie Washington,Assistant City Manager Keith Clifton i e
200 Texas Street 1550 Bray Central Drive
Fort Worth,TX 76102-6314 McKinney,TX 75069
Facsimile:(817)392-8654 Facsimile:800-658-9358
With copy to Fort Worth City Attorney's Office at
same address
14. SQLQCITATION 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,*jiether 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 former employer. Notwithstanding the foregoing, this provision
shall not apply to an employee of either party who responds to a general solicitation of advertisement for
employment.by either party.
15. 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.
16. NO WAIVER.
The failure of City or Contractor to insist upon the performauca 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.
17. 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 lie in state courts located in Tarrant County,Texas,or the United States District Court for the
Northern District of Texas,Fort Worth Division.
1s. SEVERABILITY.
If any provision of this Agreement is held to be invalid, illelgal, or unenforceable, the validity,
legality,and enforceability of the remaining provisions shall not in any way be affected or impaired.
19. FORCE MAJEURE.
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, including but not
limited to,compliance with any government law,ordinance,or regulation,acts of God,acts of the public
Professional Services Agreement
True Canine Int'l,Inc. Page 6 of 12
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,shall not be deemed a
part of this Agreement, and are not intended to define or limit the scope of any provision of this
Agreement.
21. 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 drafting party shall not be employed in the interpretation of this Agreement or Exhibits A, B,
or C.
22. 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.
23. 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 declared null and void to the extent in
conflict 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. DEFAULT.
If any party fails to perform any of its obligations under this Agreement,the other party shall give
written notice of the alleged failure within thirty(30)days of the date of the alleged failure,at which time
the defaulting party shall have five (5) business days after receipt of the notice to cure said default.
Failure to cure the default within five business days shall constitute a breach of the Agreement. In the
event of a breach, the non-breaching party may immediately terminate this Agreement and obtain any
remedy provided by law or equity.
26. IMMIGRATION AND 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
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True Canine Int'l,Inc. Page 7 of 12
I
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.
27. 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 C. Each party is fully entitled to rely on these warranties and representations in entering into this
Agreement or any amendment hereto.
28. 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 an
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, a copy of the board of director's resolution approving the action, or an
executed merger or acquisition agreement. Failure to provide the specified documentation may adversely
impact future invoice payments.
29. PROHIBITION ON CONTRACTING WITH COMPANIES THAT BOYCOTT ISRAEL
If Contractor has fewer than ten (10) employees or this Agreement is for less than$100,000, this
section does not apply. If, however, Contractor has ten or more employees or this Agreement is for
S100,000 or more, Contractor acknowledges that in accordance with Chapter 2270 of the Texas
Government Code, the City 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 808.00I of the Texas Government
Code. Therefore, if Contractor has ten or more employees or if this Agreement is for$100,000 or
more, by signing this contract Contractor certifies that Contractor's signature provides written
verification to the City that Contractor: (1) does not boycott Israel: and (2)will not boycott Israel
during the term of the contract.
(signature page follows)
Professional Services Agreement
True Canine Intl,Inc. Page 8 of 12
CONTRACT COMPLIANCE MANAGER:
By signing I acknowledge that I am the person
responsible for the monitoring and administration of this
By, Valerie Washingon(Sea 5,2019) contract,including ensuring all performance and
Name: Valerie Washington reporting requirements.
Title: Assistant City Manager
Date: Sep 5,2019 /L&kAVM9&t
By: lAarl Rauvher(San4 20191
Name: Mark Rauscher
APPROVAL RECOMMENDED: Title: Administrative Services Director,
Fort Worth Fire Department
By: �1a�Y baarti APPROVED AS TO FORM AND LEGALITY:
Name: James Davis
Title: Fire Chief
ails
ATTEST: By: Trey SuaUs(Sep 5,2019)
Nary: Trey Qualls
Title: Assistant City Attorney
� � CONTRACT AUTHORIZATION:
By. r Ronald P.Gonzales(Sep 5,2019) ., M&C• N/A
Name: Mary Kayser-
Title:
Title: City Secretary
zbr
2
CONTRACTOR:
True Canine Intcaational,Inc. �,., - TTEST:
By: m. By: WA-t'-p
Name: Keith Clifton Name: VJ t—t nrw 1
Title: President Title: ��+��:
Date: 3 5.,, zol'?
Professional Services Agreement
True Canine Int'I•Inc. rag
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH,TX
EXHIBIT A
SCOPE OF SERVICES
The services described below for up to three(3)Explosive Canine Units of the Fort Worth Fire
Department.The services covered under this Agreement include the Following for the City's Explosive
Canine Units:
• Weekly training of at least 8 hours per week will be open to Target in Motion Explosives
Canine Units to,attend.Such training will supplement and provide continued proficiency
training in basic obedience and natural drives to scent detection work for the intended
purpose of detecting explosives,ordinarily conducted in Fort Worth,or at Contractor's
reasonably chosen times and locations and in
terrain as needed for successful training.
• Based on City's policies,Contractor will offer/conduct quarterly certifications
• Contractor will be reasonably available for.
o Trouble shooting and retraining as practical
o Phone consultation as situations arise
o Unit ride along consultation,coaching,and evaluation
• Contractor will be reasonably available for consultation regarding agency policy and tactics
review,development,and implementation.
• Contractor will allow senior handlers,as reasonably available,to respond at any hour of the
day for call out under the direct supervision of City's Officer For detection work and for
tracking.
• Contractor will allow senior handlers,as reasonably available,to respond at any hour of the
day and provide assistance for veterinarian emergencies.
• And other.services as mutually agreed to on an ad hoc basis.
Licensing
• Contractor will maintain applicable licensing and certification;under the laws of the State of
Texas for the services described herein,including guard dog treiner,canine handler,narcotic
detection,explosives detection,and tracking.
Records
• Contractor will maintain minimal post training documentation of what topics/scenarios were
involved in the training session and list attendees.City trainees will be responsible for
keeping records as per their individual agency policy.
Training '
• The parties agree that the training plan,practices,and evaluations are at the reasonable discretion
and direction of the Contractor.City is encouraged to observe any training session and interact
with the trainer(s)using care to not interfere with the training,and with care as to the Target in
Motion Explosives Canine Unies activities.In all cases,for the safety of all,observer(s)and
trainee(s)will immediately comply with the trainer's instructions to include being directed to
leave the area.
Professional Services Agm meat—Exhibit A
True Canine Int'l,Inc. Page IO of 12
EXHIBIT B
PRICE SCHEDULE
The City agrees to pay$6,000.00 each for three(3)explosives detection canines,for a total contract
amount of$18,000.00,to be paid to Contractor in accordance with the terms of this Agreement.
Professional Services Agreement—Exhibit B
True Canine Int'l,Inc. Page 11 of 12
EXHIBIT C
VERIFICATION OF SIGNATURE AUTHORITY
Execution of this Verification of Signature Authority Form t"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 representations 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 its 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: fie;AX CA A.
Title:
Signature
2. Name:
Title:
Signature
3. Name:
Tide:
Signature
Name:
Signature of President/CEb
Other Title: /n—,f
Date:
Signature: Vania Solo(Sep 9,2019)
Email: vania.soto@fortworthtexas.gov
Professional Services Agreement—Exhibit C
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