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HomeMy WebLinkAboutContract 53055 City Secretary Contract No. 53 d55 VENDOR SERVICES AGREEMENT BETWEEN CITY OF FORT WORTH AND SMITH TEMPORARIES INC. DBA CORNERSTONE STAFFING This VENDOR SERVICES AGREEMENT("Agreement") is made and entered into by and between the City of Fort Worth (the "City"), a home rule municipal corporation, acting by and through its duly authorized Assistant City Manager,and Smith Temporaries,Inc.,dba Cornerstone Staffing ("Vendor"), acting by and through its authorized representative. For purposes of this Agreement, the term Vendor shall include Vendor, its authorized representatives, officers, employees, and agents who provide services on Vendor's behalf. The term City shall include its authorized representatives,officers,employees,and directors.In this Agreement,City and Vendor may be referred to collectively as "Parties" and each individually as "Party." RECITALS City and Vendor agree that the following statements are true and correct and constitute the basis on which they have entered into this Agreement. WHEREAS, on March 28, 2019,following a competitive sealed proposals process,the City of Arlington, Texas entered into an agreement with Vendor to provide certain types of temporary personnel services on an"as needed" basis, with a term beginning on April 1, 2019 (Award of Bid number 19-0036) (the"Arlington Contract"); and WHEREAS, under the terms of the Arlington Contract, Vendor agreed to extend its prices and services to entities that have a purchasing inter-local cooperation agreement with the City of Arlington,Texas; and WHEREAS, Arlington and the City are parties to a purchasing inter-local cooperation agreement; and WHEREAS, City and Vendor wish to enter into an agreement for Vendor to provide City with temporary personnel services on an "as needed" basis, subject to and in accordance with the Arlington Contract,as modified herein. NOW,THEREFORE,for and in consideration of the premises outlined above and the mutual covenants contained herein, City and Vendor do hereby agree as follows: RECEIVED NOV 1 1 2019 _ clnoFfiOrizwosrli 0l 'F# :��L RECORD CITY SECRETARY Temporary Staffing Services Agreement Page 1 o Between the City of Fort Worth and Smith Temporaries Inc.dba Cornerstone Staffing City Secretary Contract No. AGREEMENT DOCUMENTS: The Agreement documents shall include the following: 1. This Vendor Services Agreement; 2. Exhibit A—Key Provisions from Arlington Contract; 3. Exhibit B—Job Title Differences from Arlington Contract; 4. Exhibit C—Price Schedule; 5. Exhibit D—Statement of Work Template; 6. Exhibit E—Verification of Signature Authority Form; and 7. Exhibit F--Arlington Contract The Exhibits 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 the Exhibits and the terms and conditions set forth in the body of this Agreement,the terms and conditions of this Agreement shall control. 1. Sco a of Services. Contractor hereby agrees,with good faith and due diligence,to provide City with temporary personnel services as further defined and described in Exhibit A with titles and functions for services to the City subject to such modifications as are made and agreed to in Exhibit B of this Agreement. 1.1 Temporary Personnel Services Enogement: Prior to sending temporary staffing personnel to City, Vendor shall obtain a signed statement of work from the City department that is requesting services. Each statement of work must include and identify the City department making the request;the title of the job requested as listed in Exhibit A as modified by B;the billing rate for the position (which consists of the hourly rate plus the billing percentage)as listed in Exhibit C;total anticipated amount of hours; and total anticipated costs. A template statement of work is attached as Exhibit "D" to this Agreement. 1.1.1 Execution and Filing: The Assistant City Manager, by the execution of this Agreement, delegates to each department director authority to sign statements of work to fill temporary staffing positions in his/her department,provided however,prior to signing,the department must (i) confirm with the Talent Acquisitions Manager in the Human Resources Department (Manager) that there is capacity under the Agreement to fulfill the position being requested and(ii)document that there are appropriated funds available to pay for the position. A department issuing a statement of work to Vendor shall provide a copy to the Manager, and the Manager shall ensure all such statements of work are retained and filed with the City Secretary's Office as addenda to this Agreement. 1.1.2 Vendor Responsibilities: Vendor shall be responsible for tracking the amount of hours requested and amounts paid under all statements of work received from the City. Vendor shall notify the Manager once the total of all received statements of work from all City departments equals seventy five percent(75%)of the maximum amount of payment under this Agreement, regardless of whether such services have been provided and/or billed. In addition Vendor shall notify the Manager once twenty five percent (25%) of funds have been paid to the Vendor and at each subsequent 25%threshold. On request,Vendor shall advise City of the total amount of hours requested and the total amount of funds billed under all statements of work associated with the Agreement. 2. Modifications to Arlin ton Contract. To the extent terms defined in this Agreement are assigned a different meaning than in the Arlington Contract, the definitions assigned herein shall govern, notwithstanding any language in the Arlington Contract to the contrary. In construing and applying the Temporary Staffing Services Agreement Page 2 of 11 Between the City of Fort Worth and Smith Temporaries Inc.dba CornerStone Staffing City Secretary Contract No. Arlington Contract to the transaction between Vendor and the City, all such terms, including, but not limited to, "City" and "Contractor" shall be read and interpreted in accordance with the definitions assigned in this Agreement. 3. Term. This Agreement shall begin on November 6, 2019 ("Effective Date") and shall expire on November 30th,2020, unless terminated earlier in accordance with this Agreement("Term"). 4. Comuensation. Compensation for each statement of work shall be the product of the Billing Rate for each position as shown in Exhibit C multiplied by the number of hours of work(or portions thereof)provided for each such position. Work shall be billed in quarter hour increments. Total payment under all statements of work for this Agreement shall not exceed Two Million Dollars ($2,000,000.00). City shall pay Vendor in accordance with the provisions of this Agreement. Vendor shall not perform and City shall not pay for any additional services. City agrees to pay all invoices of Vendor within thirty(30) days of receipt of such invoice. 5. Termination. 5.1. Written Notice. City or Vendor may terminate this Agreement at any time and for any reason by providing the other parry with 30 days' written notice of termination. 5.2 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 Vendor 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. 5.3 Duties and Obligations of the Parties. In the event that this Agreement is terminated prior to the expiration of the Term, City shall pay Vendor for services actually rendered up to the effective date of termination,and Vendor shall continue to provide City with services requested by City and in accordance with this Agreement up to the effective date of termination. Upon termination of this Agreement for any reason, Vendor shall provide City with copies of all completed or partially completed documents prepared under this Agreement.In the event Vendor has received access to City Information or data as a requirement to perform services hereunder, Vendor shall return all City provided data to City in a machine readable format or other format deemed acceptable to City. 6. Disclosure of Conflicts and Confidential Information. 6.1 Disclosure of Conflicts. Vendor hereby warrants to City that Vendor has made full disclosure in writing of any existing or potential conflicts of interest related to Vendor's services under this Agreement. In the event that any conflicts of interest arise after the Effective Date of this Agreement, Vendor hereby agrees immediately to make full disclosure to City in writing. 6.2 Confidential Information. Vendor,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 Public Information Act. City is a government entity under the laws of the State of Texas and all documents held or maintained by City are subject to disclosure under the Texas Public Information Act.In the event there is a request for information marked Confidential or Proprietary,City shall promptly notify Vendor. It will be the responsibility of Vendor to submit reasons objecting to disclosure. A Temporary Staffing Services Agreement Page 3 of 11 Between the City of Fort Worth and Smith Temporaries Inc.dba ComcrStone Staffing City Secretary Contract No. determination on whether such reasons are sufficient will not be decided by City, but by the Office of the Attorney General of the State of Texas or by a court of competent jurisdiction. 6.4 Unauthorized Access.Vendor 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. Vendor 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,Vendor 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. 7. Riaht to Audit. Vendor 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, ail electronic records, of Vendor involving transactions relating to this Agreement at no additional cost to City. Vendor agrees that City shall have access during normal working hours to all necessary Vendor 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 Vendor reasonable advance notice of intended audits. S. Indenendent Contractor. It is expressly understood and agreed that Vendor 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,Vendor 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. Vendor acknowledges that the doctrine of respondeat superior shall not apply as between City, its officers, agents, servants and employees, and Vendor, its officers, agents,employees,servants,contractors and subcontractors. Vendor further agrees that nothing herein shall be construed as the creation of a partnership or joint enterprise between City and Vendor. It is further understood that City shall in no way be considered a co-employer or a joint employer of Vendor or any officers,agents,servants,employees or subcontractors of Vendor. Neither Vendor,nor any officers,agents, servants, employees or subcontractors of Vendor shall be entitled to any employment benefits from City. Vendor 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. The Vendor will be the employer of record. Vendor shall ensure that any temporary worker employed by Vendor shall perform all work assignments without direct supervision from City staff and/or management. Vendor shall remain the legal employer of its temporary personnel placed with City for all purposes. Vendor will manage all employment aspects of the Vendor's employees assigned to City, including hiring, employment- based counseling, terminations, salary review,performance evaluations,work schedules,orientation and placement. Vendor shall be solely responsible for the payment of wages to Vendor's employees for work performed on assignments hereunder, and will be solely responsible for withholding federal, state, and local income taxes, paying social security taxes,unemployment insurance in an amount and under such terms as required by state law. 9. Liability and Indemnification. 9.1 LIABILITY- VENDOR 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 Temporary Staffmg Services Agreement Page 4 of 11 Between the City of Fort Worth and Smith Temporaries Inc.dba CornerStone Staffing City Secretary Contract No. ASSERTED, TO THE EXTENT CAUSED BY THE NEGLIGENT ACT(S) OR OMISSION(S), MALFEASANCE OR INTENTIONAL MISCONDUCT OF VENDOR, ITS OFFICERS, AGENTS, SERVANTS OR EMPLOYEES 9.2 GENERALINDEMNIFICATION- VENDOR HEREBY COVENANTSANDAGREES TO INDEMNIFY,HOLD HARMLESS AND DEFEND CITY,ITS OFFICERS,AGENTS,SER VANTS AND EMPLOYEES,FROMAND AGAINSTANYAND ALL CLAIMS OR LAWSUITS OFANYAIND OR CHARACTER, WHETHER REAL OR ASSERTED, FOR EITHER PROPERTY DAMAGE OR LOSS (INCLUDING ALLEGED DAMAGE OR LOSS TO VENDOR'S BUSINESS AND ANY RESULTING LOST PROFITS)AND/OR PERSONAL INJURY,INCL UDINGDEATH, TOANYAND ALL PERSONS, ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, TO THE EXTENT CAUSED BY THE NEGLIGENT ACTS OR OMISSIONS OR MALFEASANCE OF VENDOR,ITS OFFICERS,AGENTS,SERVANTS OR EMPLOYEES. 9.3 INTELLECTUAL PROPERTY INDEMNIFICATION — Vendor 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 Vendor bears the cost and expense of payment for claims or actions against City pursuant to this section,Vendor 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 Vendor 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, Vendor shall fully participate and cooperate with City in defense of such claim or action.City agrees to give Vendor 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 Vendor'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, Vendor 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 Vendor terminate this Agreement,and refund all amounts paid to Vendor by City,subsequent to which termination City may seek any and all remedies available to City under law. 10. Assienment and Subcontracting. 10.1 Assignment. Vendor 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 Vendor under which the assignee agrees to be Temporary Staffing Services Agreement Page 5 of 11 Between the City of Fort Worth and Smith Temporaries Inc,dba CornerStone Staffing City Secretary Contract No. bound by the duties and obligations of Vendor under this Agreement. Vendor and assignee shall be jointly liable for all obligations of Vendor under this Agreement prior to the effective date of the assignment. 10.2 Subcontract. If City grants consent to a subcontract,subcontractor shall execute a written agreement with Vendor referencing this Agreement under which sub Vendor shall agree to be bound by the duties and obligations of Vendor under this Agreement as such duties and obligations may apply. Vendor shall provide City with a fully executed copy of any such subcontract. 11. Insurance. Vendor 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: 11.1 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 Vendor, its employees, agents, representatives in the course of providing services under this Agreement. "Any vehicle"shall be any vehicle owned,hired and non-owned. (e) Worker's Compensation: Statutory limits according to the Texas Workers' 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 $100,000- Bodily Injury by disease; each employee $500,000- Bodily Injury by disease;policy Iimit (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. Temporary Staffing Services Agreement Page 6 of 11 Between the City of Fort Worth and Smith Temporaries Inc.dba CornerStone Staffing City Secretary Contract No. 11.2 General 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 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 Vendor has obtained all required insurance shall be delivered to the City prior to Vendor proceeding with any work pursuant to this Agreement. 12. Compliance with Laws,Ordinances,Rules and Regulations. Vendor 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 Vendor of any violation of such laws,ordinances,rules or regulations,Vendor shall immediately desist from and correct the violation. 13. Non-Discrimination Covenant. Vendor, for itself, its personal representatives, assigns, subVendors and successors in interest, as part of the consideration herein, agrees that in the performance of Vendor'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 VENDOR, ITS PERSONAL REPRESENTATIVES, ASSIGNS, SUBVENDORSS OR SUCCESSORS IN INTEREST,VENDOR AGREES TO ASSUME SUCH LIABILITY AND TO INDEMNIFY AND DEFEND CITY AND HOLD CITY HARMLESS FROM SUCH CLAIM. 14. 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 Temporary Staffing Services Agreement Page 7 of 11 Between the City of Fort Worth and Smith Temporaries Inc.dba CornerStone Staffing City Secretary Contract No. transmission,or(3)received by the other party by United States Mail,registered,return receipt requested, addressed as follows: To CITY: To VENDOR: City of Fort Worth Smith Temporaries, Inc, dba Cornerstone Staffing Attn: Talent Acquisition Manager for Human Jody Smith, President Resources Department 2301 Mustang Drive, 200 Texas Street Grapevine,TX 76051 Fort Worth,TX 76102-6314 Facsimile: (817)392-8654 With copy to Fort Worth City Attorney's Office at same address 15. Solicitation of Employees. Vendor shall not 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 City 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 who responds to a general solicitation of advertisement of employment by either party. 16. 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. 17. No Waiver. The failure of City or Vendor 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 Vendor's respective right to insist upon appropriate performance or to assert any such right on any future occasion. 18. 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. 19. 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. 20. Force Maieure. City and Vendor 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 enemy, fires, strikes, lockouts, natural disasters, wars, riots, material or labor restrictions by any governmental authority,transportation problems and/or any other similar causes. 21. Headings not Controllin . 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. Temporary Staffing Services Agreement Page 8 of 11 Between the City of Fort Worth and Smith Temporaries Inc.dba CornerStone Staffing City Secretary Contract No. 22. 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 the Exhibits. 23. 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. 24. Entirety of Agreement. This Agreement, including the Exhibits, contains the entire understanding and agreement between City and Vendor, 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. 25. 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. 26. Warranty of Services. Vendor warrants that its services will be of a high 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 Vendor's option, Vendor 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 Vendor for the nonconforming services. 27. Immigration Nationality Act. Vendor shall verify the identity and employment eligibility of its employees who perform work under this Agreement, including completing the Employment Eligibility Verification Form (1-9). Upon request by City, Vendor shall provide City with copies of all I-9 forms and supporting eligibility documentation for each employee who performs work under this Agreement. Vendor 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 Vendor employee who is not legally eligible to perform such services.VENDOR SHALL INDEMNIFY CITY AND HOLD CITY HARMLESS FROM ANY PENALTIES, LIABILITIES, OR LOSSES DUE TO VIOLATIONS OF THIS PARAGRAPH BY VENDOR,VENDOR'S EMPLOYEES,SUBCONTRACTORS,AGENTS,OR LICENSEES. City, upon written notice to Vendor, shall have the right to immediately terminate this Agreement for violations of this provision by Vendor. 28. 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, Vendor 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 Temporary Staffing Services Agreement Page 9 of 11 Between the City of Fort Worth and Smith Temporaries Inc.dba CornerStone Staffing City Secretary Contract No. obtain, without further consideration, free from any claim, lien for balance due, or rights of retention thereto on the part of City. 29. Sisnature 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 Vendor 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. 30. Change in Company Name or Ownership. Vendor 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 Vendor 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. 31. No Bo Cott of Israel. If Vendor has fewer than 10 employees or this Agreement is for less than$100,000,this section does not apply.Vendor 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 808.001 of the Texas Government Code. By signing this contract, Vendor certifies that Vendor's signature provides written verification to the City that Vendor: (1) does not boycott Israel; and (2)will not boycott Israel during the term of the contract. IN WITNESS WHEREOF,the parties hereto have executed this Agreement in multiples. Temporary Staffing Services Agreement Page 10 of11 Between the City of fort Worth and Smith Temporaries Inc.dba Cornerstone Staffing 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 By: 7)��;" this contract,including ensuring all performance and Naive: Jesus J. Chapa reporting requirements. Title: Assistant City Manager .Date: / / _ ,20�� By: Nance: Neoxta couuru APPROVAL RECO ED: Title: Assistant Director HR(Interim;) APPROVED AS TO FORM AND LEGALITY: By: Name: an 'ckers n Title(- D' or of H_rf 1 Reso.urces By. Name: Thomas R.Hansen ATTEST; 1 Title: Assistant City Attorney 1 CONTRACT AUTHORIZATI N: By. 29 M&C 83 1I/Ds/I R Name M Kayser Titlesi : Ci Secretary . VENDOR: Smith Temporaries, Inc, dba Co - � `sta'�i Staffing By: Name: Jo Smit — Title: President Date: # by,1%6L—A� ,20 1 R9CUA.L NEC11RD �; � � :(CUIE AR�P Temporary Staffing Services AgreementNOW o Between the City of port Worth and 4_ _ Smith Temporaries Inc.A&ComerStone Staffing EXHIBIT A RELEVANT PORTIONS OF ARLINGTON CONTRACT ARLINGTON Wt AM ICAH DFEAN C11Y Contract Award Letter March 28,2019 Thomas Baker Smith Temporaries,Inc.,dba Cornerstone Staffing 2505 N.Hwy 360 Suite 100 817-960-6100 ext.202 Grand Prairie,Texas - i P;4:;lasiatc crsrnrstt.5st:ttr�€ .r. The City of Arlington is pleased to award the contract referenced below to your company. Award of Bid: 19--0036 Two-Year Requirements Contract for Temporary Personnel Services. Insurance Certificate:Please forward evidence of required insurance on an original ACORD FORM 25.The certificate shall reference the bid number 19-0036.The form must list the City of Arlington as additional insured and indicate a waiver of subrogation with regard to worker's compensation coverage Term: April 1,2019—March 31,2021 Submitting Invoice: • Register with Catalyst at http jJM4,cataiyst._c�Lizant.cc nj • Or,mail to: City of Arlington Accounts Payable P.O.Box 30143 College Station,TX 77842-0143 • Invoice must include: -) Current PO# -> Correct pricing and Unit of Measure 4 Short Division code: 4 Suppliers name&phone number -> Full name of City employee making order: -> Supplier's payment remitto address Pa rents inctuirles or Invoice questions can be directed to 877-629.6295, Payments will be processed in accordance with the Texas Prompt Payment Law. Failure to submit a correct invoice will delay payment. Purchasing Anent: Contract Administrator: Rosalyn Kula Lisa Zepeda 817-459-6337 817-459-6842 Rosa lyn.1 ulaVarlin¢ i4,TPtac ddfuai Itni,l'I�latx�fw_; Please acknowledge receipt of this letter on the space provided below and return the letterto the Purchasing Agent listed herein via emaii or U.S.mail to the address listed below. Sincerely, Rosat"yn.Aura The above Notice to Proceed/Award letter was received by'Srnith Temporaries Inc. d.b.a. CornerStone Staffing on this 28 day of March 2029. Thomas Becker Print Authorized Contracting Officer's Name Sig nat a of Authorized Contra, icer March 28, 2019 Branch Manager Date Title City of Arlington Purchasing Division • 101 South Mesquite Street,Suite 800•Arlington,TX 76010 Vendor Services Agreement btw CFW and Smith Temporaries, Inc.dba CornerStone Staffing-EXHIBIT A O 00 O G v 000 0 0 0 O O O O O 0 0 0 0 0 0 0 00 C7 (9 N N �d �qt 4* N mr 0 N tD O 0 O Q O tD 0 0 N to A O 00 Kt 0 {} IS Lm @1 o O LD N O tD m r-I CDc) O tD M 00 6 N 00 06 O tD O 9 i.qO o Li r-I N to Ln w -* M Ln N N O O 0 N ri rn tD LO 00 00 tD d' 0) m 00 V ir1 91 n CA M M 00 r�0 tD (n N N N O rd N N N ri LM d' N O M r+ G1 rl tD Ol ZF r•i 14 OO 6 0 00 �i r 6 az ff Q1 Lr1 ke d' O M t'1 dP ri 00 N 4 0) L.D a1 LD d' �t N N -oo Ln tD �i M M N vi N N H N Ln %-j ri m M Ln Ln VF L/1.VV Vl1 Vl-in 40- VI•UVVI•V/ AA. i/}VIVA- -L4 V} 44 1l1- In AA- VF i/} VF ih IA a NN o0 00KT N H ® rv4czr 0 00 N Oto0 ® LD 0 (av MD 00 m 4/4 tV CS tD 00 00 O ri r~ N [Q C? q O tY1 !11 N q 0o e1' Q It f4Y w M A Pry Ln m as N im N 0o Ln N mcn +ri M a oo 04 Ln oo tD 00 m 00 to N c-I FI ri "i x--f f4 N q-1 c-1 mt NT N N tD �I r l N t f N Pl LD r l H rr CE ti c�a 4 t� ih y} 44 V/ 4/1' -V!-An i/1. in V/ i/1• �C ' -11 vl1 VIP vl i/1 7� ZR it o- p\ e . p, o o ` \ O� o\ o o\. o o\. o p\ p\ c o p\ ur a O ei N N N ri N N CS O N r°1 O N N 0 N O N O N ra S,Yl N S Ln N to u qj 0 Q Rm u N U IL C tD Li L1k � q 0y 5 U a1 0�- 0o O vO OOo va C> a 0 0oa0 o v t� v o � I 7g v to � � v ov Lhv vo 0 00 0 cvoc� ® a oc? ca oct M P% 'cr Kr N M UD O .ar N Ln L n L n N M M M 0o rA o M Ln M 00 � N r-1 e-i Fi r 4 W " r'1 N ri a-r to M r I H V ri H H H N e 4 Rt H H W/- In-L4 4^ IA VF V1. Vt V} V), 4101• V1 V), V/- An in in 44 in in ih Vt- rb � � � O V) C in al U — - - I i I I I Aa 4 :a Q O O Q O 0 0 0 0 00 00 o C] 0 0 0 t/L1 0 00 lD w 00 00 U:) ko N 00 tD tt O o 00 O 00 W 0 0 N lD V 00 00 00 O r-t .i G7 ri r I M O I O Q O O d .-L 0 0 m r i o O Q o as 00 N cr r-i 00 m ri N 'd' 00 't N N N -- ro f° o a a m U ` N cn L a a m 0 7 61 Lil L?L -2 00 �_ +� Cj SY 0 c 41 w ro V) Y ro L I— MA aj U ±2 N -1 C F U C Lp qG m Q 'j Y 4J [U C '�h m D a.. ai C C = U V1 Vl uy .ci ar a� L U "—' Q QVI 41 � fSQ10 w E :T w dA N 'In C {n M Ln m Q m Q C3 w vo '_' cn s; a L E +, Q T U = Q ro F- Q Ln ,�n r0 a be E v. U L ? ufo 0 Z 0�6 W .{,-i 'L-' rL6 (MU F ,C '+1 Ob 1 +1 -0 4'� ym,� L L s... � O Q (n 0 0 - V m Oj w � fu L ro w w 0 L w a o 0 .� ,, -p o ,� c c � F 01 L p u u u u 'C 'C 'C L s= a u u 'c -L is o m a * �, w L OI Nr ai w w w a m o Q Q Q � V V ❑ C) LLJ (D c7 F O a L1 aC rX r� v, i.1 j RID PRICE SCHEDULE FOR 19-0036 ARLINGTOW THE AMER)CAN DREAM CITY DESCRIPTION EXT. PRICE Y. E i e # 1 i ■* E # + + + May or i b 1. Total from Attachment A-Bid Price Detail Page GRAND TOTAL $1,654,980.00 In accordance with the terms, conditions, and scope of goods or services set forth the Bidder hereby submits the aforementioned prices listed. Smith Temporaries, Inc. d.b.a. � 4 -! Company Name: Cornerstone Staffing r tratu Above Prices are F.O.B. DELIVERED Terms: NET 30 Pricing: FIR Reference Number:19-0036 Return By:December 13,20,18 @ 2:00 p.m. Page 2 =] Vendor Services Agreement btw CFW and Smith Temporaries, Inc.dba ComerStone Staffing-EXHIBIT A SECTION E SCOPE OF WORK El. INTENT 1) The City of Arlington is seeking best value bids from qualified vendors to provide a wide range of temporary employment services on an as needed basis as determined by the City. The City of Arlington is a full-service City government and as such is seeking primary and secondary contractors to provide temporary personnel services on an "as needed" basis during absences, work overloads, special projects and other work-related situations. Labor demands may vary significantly as there is no annual minimum guarantee of need. 2) Services will normally be performed during traditional Monday through Friday regular work hours. A workweek constituting forty work hours shall be considered a regular workweek less any established CITY holidays. Official operating hours (in most cases)will be 8:00 a.m.to 5.00 p.m. with a one-hour break for lunch. 3) The selected Contractor(s) shall be required to provide qualified, experienced personnel on a short-term basis (generally, less than twelve months) to work at various locations to assist in meeting the temporary employment needs of the City.The Contractor(s)will be the legally responsible employer for the temporary personnel during the time they are assigned to work at the City. 4) Throughout the contract term, the vendor will furnish labor on an "as-needed" basis. Temporary labor shall be provided only on the days for which the City has notified the vendor as to a specific requirement and the quantity of workers needed. 5) The awarded Contractor(s) may also be asked to provide staffing for additional positions not included in the Bid as determined necessary by the Department Director or designee. 6) The awarded Contractor(s)will maintain a listing of all temporary employees who have worked on assignments for the City.This list will include at a minimum,the employees name, skill level and assignment. This list will maintain references and test results on all temporary employees assigned to the City for a period of at least three months after completion of the work assignment and provide these references and results to the City upon request. E2 TEMPORARY EMPLOYEE CLASSIFICATIONS The following are job classifications routinely utilized by the City of Arlington. 1) Accounting Clerk 2) Animal Technician 3) Bilingual Receptionist 4) Call Center Agent 5) Community Service Agent 6) Data Entry Clerk 7) Deputy Court Clerk II—Collection Clerk 8) General Maintenance Worker 9) General Unit Assistant 10) Operation Support 11) Project Coordinator 12) Receptionist 13) Records Management Senior Clerk 14) Senior Clerk Secretary 15) Senior Programmer Analyst 16) Service Unit Assistant 17) Youth Outreach Coordinator Reference Number:19-0036 Return By:December 13,2318 @ 2:00 p.m. Page 26 Vendor Services Agreement btw CFVV and Smith Temporaries, Inc.dba CornerStone Staffing-EXHIBIT A Critical Positions: 18) Accountant 19) Executive Assistant 20) Paralegal 21) Project Manager 22) Recruiter E3. CONTRACTOR REQUIREMENTS 1) Contractor(s) shall have available the necessary organization and resources to fulfill temporary personnel service needs as requested and within the specified time as outlined. It is essential that the contractor provide an adequate staff of experienced personnel,capable of and devoted to the successful accomplishment of work to be performed under this contract. Contractor must assign tested and trained individuals specifically skilled for position. Once staff is assigned Contractor shall not remove or replace without the prior written approval of the issuing department. 2) The Contractor will provide a "temporary employee evaluation" form to the immediate supervisor for each assignment. A copy of the evaluation form shall be provided to the Workforce Services Department within two weeks of completion of the job assignment. The Contractor must maintain an overall rating of "meets expectations"for the duration of the contract term. Please include a copy of your company's standard evaluation form with this bid response. 3) Reporting Tools; The City will desire the awarded contractor to submit a monthly report to Workforce Services detailing all activity with the City.This report must be submitted the first week of each month for the prior month's activity. The report must include, at a minimum, the following information: temporary employee's name, Department/Division assignment, position class, total number of hours worked, total cost, and overall performance rating.A summary report shall include total hours assigned per class of employee (e.g. Senior Clerk, Secretary,etc.). The City prefers this report to be available electronically. 4) Contractor shall have a software program available to assist departments in managing their temporary service contract. The software should allow City departments to perform the functions listed below. a. City would prefer to monitor their account via the web. b. Have access to reports that can be viewed or printed monthly, quarterly,and/or annually. C. Review invoice lists and time sheets online. d. Review of invoices that are open e. Listing of current and past temporary employees with total hours from start to finish. 5) Contractor shall be an Equal Opportunity Employer that does not discriminate against qualified individuals on the basis of race, religion, color, sex, age, natural origin or disability. Furthermore the Contractor shall demonstrate in writing that it will provide a reasonable accommodation to any individual who has a physical or mental disability it is aware of. C) Contractor shall provide individuals possessing the appropriate qualifications, knowledge and skills to provide professional services in each of the categories listed. Contractor shall screen all temporary employees to ensure they have the minimum skills necessary for the position being filled. All employees shall be at least eighteen (18)years old and must be capable of working under normal supervision. Reference Number:19-0036 Return By:December 13,2018 @ 2:00 p.m. Page=27 = Vendor Services Agreement btw CFVV and Smith Temporaries,Inc.dba CornerStone Staffing-FXHIBIT A 7) The Awarded Contractor will have and maintain a$1 million fidelity crime bond on the employees it provides to the City to protect the City from any loss caused by the worker(s) provided by the agency 8) Vendors must have been engaged in temporary employment services in the DFW Metroplex for a minimum of five (5) consecutive years and identify a minimum of five (5) companies or public entities that have been serviced by Proposer within the past three (3)years. 9) Contractor or Contractor's employee shall be responsible for providing all transportation to and from the work location.Contractor agrees to abide by and provide staff that performs the work under this contract in compliance with all applicable CITY rules, regulations, policies and procedures. CITY will pay only for actual hours worked. No travel time or other expense shall be paid by CITY. 10) Contractor shall provide an account manager with all contact information to the CITY during the life of the contract to serve as the one point of contact for issues regarding the contract. CITY shall be immediately notified in writing of any changes in this assignment. The CITY reserves the right to request a change of the Account Manager at any time.Any substitution of the Account Manager shall be submitted in writing to the CITY. 11) Contractor shall ensure that employees report to work upon the specified date, at the requested time, to the appropriate user facility/department/division ready to commence work. 12) Protection of Cit Information— Due to the sensitive nature of the information maintained by the City, the Contractor or any Contractor employee shall not disclose or release in any manner, any and all information the City deems private, privileged or confidential transmitted/handled during the performance of the contract service. At no time shall any information be disclosed without CITY's prior written consent. 13) If there is reasonable suspicion based upon objective factors resulting in a communicated belief by CITY staff that the temporary worker is under the influence of or impaired by alcohol or a controlled substance the Contractor's Account Manager shall be immediately notified. Contractor shall either replace the suspect worker or have the worker tested at the Contractor's expense. If replaced, worker shall be a fully qualified substitute that meets the needs of CITY.Contractor shall be responsible for any disciplinary actions involving any temporary employee. 14) At time of order for temporary personnel, the Contractor must immediately indicate to the ordering Department/Section/Division whether it can or cannot provide the needed temporary help. If Contractor informs the ordering entity at the time of the order it cannot provide the required temporary help the City will have the option of placing the order with any other awarded contractors for this service.Additionally, the contract(s) has been awarded with the understanding and agreement that it is for the sole convenience of the CITY. The City reserves the right to obtain services from another source when necessary. E4. CRIMINAL.BACKGROUND CHECKS 1) At their expense,Contractor shall conduct and coordinate criminal background checks on all employees responsible for performing contractual services at any City facility prior to beginning work at such facilities. Contractor employees must not have had any criminal convictions within the past seven (7) years. Contractor represents and warrants that Contractor or Contractor's employees have not been convicted of any criminal offense(s) and is required to maintain the proof of background checks. 2) Contractor shall provide proof (certification) that all personnel assigned to City facilities have had a criminal background check prior to their assignment. Reference Number;19-0036 Return By:December 13,2018 @ 2:00 p.m. Page 28 Vendor Services Agreement btw CFW and Smith Temporaries, Inc.dba CornerSlone Staffing-EXHIBIT A 3) Under no circumstances is Contractor to allow any employee to work at a City facility who has committed a crime against children or who is under an investigation for a crime against children, there is no time allowance or restrictions regarding this requirement. 4) For CITY Public Safety Departments and Aviation temporary employee may be subject to additional background investigation as requested by the Department. 5) Additionally,a driver's license check on employees expected to drive CITY vehicles on the job.Workers must have a clean driving record verified through a DMV record check to meet CITY driving standards for that particular position. E5. CITY'SRESPONSIBILITIES 1) CITY must provide all supplies and equipment necessary for performing tasks assigned. Provide adequate supervision for all temporary services workers. 2) CITY reserves the right to interview Contractor's appointment and make a final decision on the capabilities of the assigned personnel for the specific job needs. CITY retains the right to reject or stop time on any assigned employee who fails to perform assigned duties satisfactorily; who is not dressed appropriately for the assignment; that violates any federal, state or local regulation; disrupts the facility/departmental normal activities or for any other reason considered unacceptable in the judgment of the using department. 3) Any CITY Department/Division needing services of between one (1) and three (3) employees MUST call the awarded contractor(s)at least twenty-four(24) hours prior to staff reporting. Any CITY Department/Division needing services of between 4 and 10 employees must call the awarded contractor(s)at least forty-eight(48) hours prior to staff reporting. Requesting Department/Division shall provide an estimate of the service period required. 4) Service estimate will be the City's best assessment to provide reliable estimate of hours needed. Should the Contractor fail to provide the required number of qualified temporary employees within the required time frame, the CITY shall refer to other awarded contracts for services. E6. CITY-FURNISHED PROPERTY 1) The City shall make available to the Contractor's personnel City-furnished property for use in providing service. 2) Title to City-furnished property shall remain with the City. The Contractor's personnel shall use the City- furnished property only in work performed under this contract. The City shall maintain the City's official property records in connection with City property under this contract. 3) The Contractor assumes the risk and responsibility for City-furnished property, its loss or damage,except a. For reasonable wear and tear; b. To the extent property is consumed in performing this contract;or c. As otherwise provided for by the terms and conditions of this contract. Reference Number:19-0036 Return By:December 13,2018 @ 2:00 p.m. Page 29 Vendor Services Agreement btw CFW and Smith Temporaries,Inc.dba CornerStane Slaffing-EXHIBIT A E7. BILLING RATE 1) The Proposer will propose a Billing Percentage to charge onto the City assigned Hourly Pay Rate to determine the Billing Rate.The Billing Rate may differ depending on the hourly pay rate; however,the proposed billing percentage shall remain the same for each job title. This billing percentage rate should include all costs such as: Employee Hourly Pay Rate, Social Security taxes, Medicare taxes, State and Federal Unemployment Insurance, Workers Compensation Insurance, liability Insurance, Advertising, Recruiting Costs, Background Checks, Administrative Costs, (Payroll,Admin, etc.) 2) The estimated annual hours and estimated pay rate referenced in this RFB are only estimates and provided as a guideline for preparing your submittal.The City will use the estimated annual use numbers for the evaluation, but the City does not guarantee any minimum usage. Temporary employee service requests will be issued throughout the contract period for various department locations on an as-needed basis. Ea. SERVICES 1) Temporary employees furnished by the Awarded Contractor will NOT be entitled to participate in any of the City's benefit plans or paid holidays. 2) Any temporary employee may be hired by the City on a part-time or full-time basis after ninety (90)-days of continuous temporary employment without a fee paid to the providing contractor. If the department recruited the contracted employee,then the buyout fee will apply: a. 1 to 30 days of contracted service: buy out charge$300 b. 31 to 60 days of contracted service: buy out charge$200 c. 61 to 89 days of contracted service: buy out charge$100 d. 90 days or more of contracted service: buy out charge$0 PLEASE NOTE. I during the assignment, the temporary employee applies for a City position different from the position they are currently fulfilling, then City shall not owe a fee to the Contractor. 3) The knowledge, skills and abilities identified in the position specifications represent those needed to perform the duties of the job. Additional knowledge, skills and abilities may be applicable for individual positions. Contractor may be requested to provide a "worker profile" which will be a brief summary of the temporary worker's qualifications and employment outcomes to the requesting department prior to commencement of work assignment for review and approval by the department. 4) The City shall have the right of approval and refusal of any temporary employee.In the instance of an unsatisfactory or unqualified person being assigned, that person may be dismissed from his/her duties immediately and if deemed necessary escorted from City property. If dismissed before commencing work, billing for that temporary employee shall not be accepted. S) EMPLOYEE END OF ASSIGNMENT: The City will notify the Contractor when the temporary employee is no longer needed and/or has completed the duration of work assignment. 6) A temporary employee may be dismissed from his/her assignment for infractions including, but not limited to; use of alcohol or controlled substances while on duty, using profanity or being verbally abusive, disobedience of reasonable directions given by City supervising personnel, and violation of safety rules and regulations. Reference Number;19-0036 Return By:December 13,2018 @ 2:00 p.m. Page 30 Vendor Services Agreement btw CFVV and Smith Temporaries,Inc,dba CornerStone Staffing-EXHIBIT A 7) Normal working hours for City Departments are 8:00 AM to 5:00 PM, Monday through Friday. However, working hours and days may vary depending upon departmental requirements. Shift work may at times be required; however,shift differentials shall not be paid. 8) Listed duties within the job descriptions are Illustrative only and are not intended to describe each and every function, which may be performed in the job class. The omission of specific statements does not preclude management from assigning specific duties not listed herein if such duties are a logical assignment to the position. E9. JOB DESCRIPTIONS 1) Accounting Clerk _Previous accounting experience of at least two(2)years. Ability to perform general accounting duties which require knowledge of accounting practices and procedures. Ability to collect, organize, interpret, analyze and summarize various types of data. Must be able to use a personal computer and programs including Microsoft Word and Excel. 2) Animat Technician Clean and straighten wash room and storage rooms,Assist with cleaning of kennels and feline cages. Re-fill sprayers with disinfectant and re-fill food barrels for the next day, Pick up trash and fecal matter in kennels and small fenced area, Sweep front lobby, hallway and front sidewalk. Take incoming and outgoing animals to and from kennels. Pick up trash, bedding, old food and water bowls.Straighten up carriers and cages, Feed and water animals. 3) Call Center Agent Ability to provide customer service functions via multiple points of contact(mufti-line ACID phone, email, web, and in person); provides assistance to the public regarding a broad range of information relating to organizational efforts, resolution times regarding concerns, news items, City department functions and services in a timely and courteous manner. Ability to use independent judgment and interview techniques to analyze, assess and route citizen inquiries, complaints and request for service from phone, fax, email and web to the appropriate work order management software, or department application; monitor status of complaints and requests to ensure proper resolution; ability to respond to voice mail callers, enter data, and generate inspection reports from information received. Ability to research simple and complex requests, issues, or complaints and initiates appropriate action; locate and contact appropriate personnel in other City departments for information or assistance with resolution. Ability to enter data into various work order management systems to facilitate correct routing, response and resolution as they relate to customer inquiries or complaints; communicate with a[] levels of departments to coordinate and facilitate information exchange and problem resolution. Ability to provide administrative support and assistance in responding to department informational inquiries and updating informational databases, and to accept payments for various fines and fees(municipal court,water, etc).Ability to proactively research information and perform general administrative tasks such as copying, faxing, filing and mail processing. Ability to read and interpret general correspondence,City codes, ordinances, reports, budgets, minutes, policies and manuals. 4) Community Services AZ nts Previous clerical experience of at least one (1)year.Ability to read, write and understand proper use of the English language including spelling and punctuation.Capable of typing information from handwritten or typed drafts.Skilled in alpha/numeric filing.Ability to compile rout[ne computations. Ability to type and use a personal computer. 5) Data Entry Operator Previous data entry experience of at least(1)year.Ability to read,write and understand the English language.Ability to verify data for accuracy. Must be able to use a personal computer. Must be able to key a minimum of 6.000 to 8,000 key strokes per minute;alpha/numeric.Ability to operate a 10-key adding machine. Must be able to transcribe data from source documents; transferring and retrieving data to and from Excel and Access database programs interchangeably. Must be able to perform other related data entry functions as need. Reference Number:19-0036 Return By,December 13,2018 @ 2:00 p.m. Page 31 Vendor Services Agreement btw CFW and Smith Temporaries,Inc.dba CornerStone Staffing-EXHIBIT A 6) Deputy Court Clerk 11 Knowledge of modern office methods, procedures and equipment. Skill in making simple arithmetic calculations. Skill in communicating both orally and in writing with a variety of people from all educational levels. Ability to operate a variety of office equipment including, but limited to PC, fax machine, typewriter, calculator and copier. Ability to perform a variety of physical skills including but limited to filing, holding, lifting up to SO pounds, seeing, sitting, sorting, squatting, standing, stooping, typing, walking and writing. Ability to receive detailed information through oral communication and make fine discriminations in sound. 7) General Service Unit Assistant _Knowledge of modern office methods, practices and equipment and equipment..Knowledge of facility management to ensure a safe and productive experience for users and customers. Knowledge of basic accounting and budget concepts. Abilityto apply appropriate interpersonal skills with the public and city staff to maintain positive relations. Ability to learn and apply computer skills to register customers, maintain site records and accounts, authorize refunds and track budget expenditures and revenues. Ability to demonstrate effective organization skills for recordkeeping, filing and coordination of a heavily used public facility or facilities. Ability to perform a variety of physical skills including,but not limited to,seeing,sorting and typing.Abilityto operate a variety of office equipment including, but not limited to a personal computer, RS6000 terminal,fax machine, telephone and calculator. Ability to drive a motorized vehicle. 8) General Maintenance Worker I Landsqgpq Technician Ability to perform tasks such as: general waste and trash pickup, using powered weed eater, edgers and lawnmowers and other simple hand tools, digging, moving tables and chairs, mopping, basic landscape maintenance, display setup and take down, and other light labor functions. Ability to work both indoors and outdoors. 9) IT Trainer Associate degree in related field and three years of experience in related field.This position will be responsible for all aspects of IT Training. This includes but is not limited to: Designing comprehensive course materials such as handouts,manuals,and exercises. Preparing training curriculums. Conducting classroom training. Tracking training and certifications. Analyzing training needs and making recommendations. Supporting clients that are using computer-based training. Other duties as required. Knowledge of Microsoft Office, Financial software (A/P, A/R, Purchasing,etc.), Geographic Information Systems software and land management/permit software desirable. 10) 1T Quality Assurance Mang er Bachelor's Degree in related field and five years of experience in related field. This position will be responsible for quality assurance in the Information Technology department. This includes but is not limited to: Developing quality assurance strategies. Conducting audits on IT systems and make recommendations. Conducting backup/recovery tests on a regular basis. Establishing processes for quality assurance and continually refines these processes to ensure they are efficient and address the City's changing needs. Partnering with development teams to ensure that quality is pushed deeply into the requirements and development process. Assisting these teams in developing both requirements and solutions by providing knowledge and expertise of existing systems/data. Documenting current system capabilities to assist other business units in their communication/negotiation with business partners. Researching and making recommendations to implement cost-efficient means of automating the testing process to improve quality. Other duties as required. 11) Opbratlan Support Knowledge of modern office methods,practices and equipment and equipment. Knowledge of facility management to ensure a safe and productive experience for users and customers. Knowledge of basic accounting and budget concepts. Ability to apply appropriate interpersonal skills with the public and city staff to maintain positive relations. Reference Number:19-0036 Return By.December 13,2018 @ 2:00 p.m. Page 32 Vendor Services Agreement btw CFW and Smith Temporaries, Inc.dba CornerStone Staffing-EXHIBIT A Ability to learn and apply computer skills to register customers, maintain site records and accounts, authorize refunds and track budget expenditures and revenues. Ability to demonstrate effective organization skills for recordkeeping, filing and coordination of a heavily used public facility or facilities. Ability to perform a variety of physical skills including,but not limited to,seeing,sorting and typing.Ability to operate a variety of office equipment including, but not limited to a personal computer,fax machine,telephone and calculator. 12) Receltionist Previous receptionist experience necessary.Ability to operate a multi-line telephone system. Good communication and business courtesy skills when greeting and directing visitors. Ability to record information accurately.Ability to read, write and understand proper use of the English language.Ability to type and use a personal computer. 13) Records Management,Clerk ---- - — Previous experience of at least one (1) year using alpha/numeric filing systems. Experience with microfilm/microfiche records. Ability to retrieve and enter information into a file maintenance database. Ability to verify documents for accuracy and completeness.Ability to type and use a personal computer. 14) Secretary Previous secretarial experience of at least one (1) year. Ability to perform varied and complex secretarial duties. Familiarity with Legal and Engineering document and terminology.Ability to read, write and understand proper use of the English language. Ability to use a personal computer and programs including Microsoft Word, Access, and Excel. Must be detail oriented. Dictation may be required, including the use of a dictation machine or Gregg shorthand at 90-120 wpm. Must be able to compose, proof and edit a variety of documents. 35) Senior Clerk-Secreta Answer telephone calls from citizens and route complaints to appropriate staff. File documents alpha and/or numeric. Open mail and distribute to appropriate person. Assist customers with city license registration. Assist walk-in customers with direction and instruction. 16) Snior Prc graiornor_Analyst Bachelor's Degree in related field and three years of experience in related field.This position will design and develop efficient program logic for the enhancement of existing systems and the development of new systems, including appropriate documentation. This includes, but is not limited to: Performing desk checks, prepare tests cases, and carry out init integrations to ensure that modified systems perform correctly. Analyzing system documentation, program logic,and manuals. Conducting on-site review of user procedures to achieve a thorough understanding of the various system functions. Coordinating projects with peers, supervisors, and management to ensure that project and departmental objectives are met. Other duties as required. 17) Service Unit Assistant Knowledge of modern office methods,practices and equipment and equipment. Knowledge of facility management to ensure a safe and productive experience for users and customers. Knowledge of basic accounting and budget concepts. Ability to apply appropriate interpersonal skills with the public and city staff to maintain positive relations. Ability to learn and apply computer skills to register customers, maintain site records and accounts, authorize refunds and track budget expenditures and revenues. Ability to demonstrate effective organization skills for recordkeeping, filing and coordination of a heavily used public facility or facilities. Ability to perform a variety of physical skills including,but not limited to,seeing,sorting and typing.Ability to operate a variety of office equipment including, but not limited to a personal computer, RS6000 terminal,fax machine,telephone and calculator. Ability to drive a motorized vehicle. Reference Number:19-0036 Return By:December 13,2018 @ 2:00 p.m. Page 33 Vendor Services Agreement btw CFW and Smith Temporaries,Inc.dba CornerStone Staffing-FXNIBIT A 18) Youth Outreach Coordinator YOC provides support to site director for assistance in supporting children and orienting families that are inquiring about services, receiving services and/or participating in R.E.A.C.H. programs. Responsibilities include: manage client database, monitor youth participants during events, communicate with parents, participate in community presentations, and attend R.E.A.C.H youth-related meetings as designated by the site director • Manage a caseload of 16 to 30 regular,ongoing participants; and serve 50 to 100 youth monthly. • Meet with participants and visit families regularly. • Educate and advocate a minimum of 3 service connections per family. • Help foster relationships and establish new partnerships. • Provide opportunities for youth empowerment. • Organize and facilitate activities planned to-enhance the psycho-social-development of participants and to accomplish program goals and objectives. • Communicate with parents and guardians and low-income and special needs populations. • Work in a team and collaborative effort(can initiate and maintain relationships). CRITICAL POSITIONS Critical positions are defined as positions designated as USDOT, safety sensitive, require handling cash and/or have access to confidential systems or information. The critical positions are as follows: 1) Executive Assistant* 2) Accountant* 3) Paralegal * 4) Project Manager* 5) Recruiter* * Critical positions will require resumes to be sent to the City of Arlington for review prior to any employee being sent on assignment. Executive Assistant This is position that provides administrative and clerical support to executive members of the City of Arlington, Accountant Under general supervision, responsible for reconciling general ledger accounts and bank statements,assisting with internal and external audits, and assisting in special projects related to financial matters. Paral��al Under general supervision, provides assistance and support to City's attorneys in gathering information, conducting legal research,and preparing opinions and legal documents. PMkqMAnMff Oversee the delivery of Information technology based solutions to effectively meet user needs in a variety of functional work groups. Projects should be completed on-time, within budget and to the satisfaction of customers. Recruiter Under general direction, post and screen applicants for employment. Reference Number:19-0036 Return By:December 13,2018 @ 2:00 p.m. Page 34 Vendor Services Agreement blw CFW and Smith Temporaries,Inc.dba CornerStone Staffing-EXHIBIT A EXHIBIT B JOB TITLE DIFFERENCES FROM ARLINGTON CONTRACT The following positions as shown in Exhibit A in the Agreement have different job titles at the City of Fort Worth and those title deviations are listed below. The job descriptions as listed in Exhibit A will remain the same. • "Accounting Clerk"will be titled"Technician" • "Data Entry Operator"will be titled"Clerk" • "General Service Unit Assistant"will be titled"Administration Coordinator" • "IT Quality Assurance Manager"will be titled"IT Solutions Manager" • "Operation Support"will be titled"Administration Tech" • "Receptionist" will be titled "Office Assistant" • "Records Management Clerk"will be titled"Analyst" • "Secretary"will be titled"Administration Assistant" • "Senior Clerk-Secretary"will be titled"Senior Administration Assistant" • "Service Unit Assistant"will be titled"Account Technician" • "Youth Outreach Coordinator" will be titled "Recreation Programmer" Vendor Services Agreement btw GFW and Smith Temporaries, Inc.dba Cornerstone Stating-EXHIBIT B � O 8 N 00 00 � � N ® N -q, d kn N 6N VD 00 A O � C1in elt 4 F19 64 6R Uall] CN b9l of N OG � [ � 0066 &69 69 Ul 59 n 69 b9 6F} b9 W p-I {v7 A o 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 I \I 1©1 O O r-i N N N NJ N elN N Pa M � � T It � � IT I!t 7r � � U co ram] xro e11 c U 9 O O O 8 O O O O O O O G 4 O C� G+ bI O O 0 0 O O b © 65 b9 6F3 69 69 Ef3l F/4 G6I 6�9 6i9E 69I El bl9 6F3I 69 6/3 6i4 N p� sNR N .--I r-1 .tl e-K ,--r r-t .••1 N �s "0 M M r., ., � � m ca bi � [� in b o q sIn 4 HI •� E U O v O s+ CJ U Nw CJ En CA U o A ]-a � � r -- � m FJ 'i, un E. fl u A .p, ee o c� 1tv cm m o x FaE- [+ OQ � � �i ¢ co U N ' O N x IF 6 N C b U m � ® A O O O C> C � fAl NI "I � C) b9 69 Efi 69 6i9i I Cf3 b9 vi F, a- A. o N � b u6 0 '� p o Qi 4 4. rj '�" CG O G'n C $.1 � 5 p -!I U 1 m +� a s ea F Q 4-1 -40 1 All v N N •� y y "0 .� d O rn U N Cq O C Q1 EXHIBIT D TEMPLATE STATEMENT OF WORK Statement of Work No. [ 1 Department This Statement of Work (SOW)Number_for the Department is issued as of the date identified below under the terms and conditions-established in the Vendor-Services Agreement with CornerStone — Staffing,Fort Worth City Secretary Contract(CSC)No. ("Agreement"). Assignment 41 Position Requested(must be listed in Exhibit A/B of the Agreement): Location(s)of the Assignment: Projected Start and End Dates for Assignment: Anticipated total number of hours: Hourly Billing Rate(As listed in Exhibit C of the Agreement): Total Anticipated Cost for Assignment: Assignment#2 Position Requested(must be listed in Exhibit A/B of the Agreement): Location(s) of the Assignment: Projected Start and End Dates for Assignment: Anticipated total number of hours: Hourly Billing Rate(As listed in Exhibit C of the Agreement): Total Anticipated Cost for Assignment: (Use additional pages as required) By executing and issuing this statement of work I,the undersigned Department Director,affirm that I have conferred with the Talent Acquisition Manager of the Human Resources Department to ensure there is adequate contract capacity to fulfill the Assignment(s) listed above and have also confirmed that my Department's current,appropriated and available budget includes sufficient funds to pay all costs identified in this Statement of Work Name: Title: Department Director ***Statement of Work should be addressed to Cornerstone Staffing at @(email)with an email copy to the Talent Acquisition Manager in the Human Resources Department."* Vendor Services Agreement btw CFVV and Smith Temporaries,Inc.dba Cornerstone Staffing-EXHIBIT D EXHIBIT E VERIFICATION OF SIGNATURE AUTHORITY Smith Temporaries,Inc,dba Cornerstone Staffing Jody Smith,President 2301 Mustang Drive, Grapevine,TX 76051 Execution of this Signature Verification Form ("Form") hereby certifies that the following individuals and/or positions have the authority to legally bind vendor and to execute any agreement, amendment or change order on behalf of Vendor.Such binding authority has been granted by proper order, resolution, ordinance or other authorization of Vendor. City is fully entitled to rely on the warranty and representation set forth in this Form in entering into any agteer ent or amendment with Vendor. Vendor 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 property executed by Vendor,1. Name: e,I W"UVV Position: ,.0 . 1lf SiAe 2. Name: Position: Signature 3. Name: Position: Signature Name: 00 Signs ofP si.dent/CEO Other Title: r� Date, Vendor Serums Agreement btw CFW and Smith Temporaries,Inc.dba Cornerstone Staffing..EXHIBIT E EXHIBIT E ARLINGTON AGREEMENT ►RLIPIGT®N"i INVITATION TO BID NE AMERI[4N pREAM CITY BID NUMBER: 19-0036 BID FOR: Two Year Requirements Contract for Temporary Personnel Services BID CLOSING DATE: December p.m. CONTACT: Janice K. Hughes, CPPB Purchasing Administrator Email:Janice.Hughes@arlingtontx.gov Telephone: 817-459-6304 1. Sealed bids one original plus one(1) LISB Flash drive,subject to the Terms and Conditions of this INVITATION FOR BIDS and other contract provisions, will be received in the Purchasing Division, Business Office, 101 S. Mesquite Street�Suite 89,Q Arl rf9ton Texas 76010, before the closing time and date shown above. 2. Sids must be teturnecl in a sealed.envelcl a addressed to the krighasing Mans er,City of Afflngion and have the bid numb -closing date anct iiomnany name clearly harked do the-aub de envelope. 3. Please note that all Notifications, Releases and Amendments associated with this solicitation will be posted Arlington's Website located at or thru Demandstar by Onvia at.WN'�fw.dermgrrdStar;com 4. The City of Arlington will make no attempt to contact vendors with updated information.It is the responsibility of each vendor to periodically check the website for any and all notifications, releases and amendments associated with this solicitation_ 5. Late bids will be returned to the bidder unopened. 6. Bids may be withdrawn at any time prior to the official opening. 7. Bids may not be altered, amended or withdrawn after the official opening without the recommendation and approval of the Purchasing Manager. The undersigned agrees if the bid is accepted,to furnish any and all items upon which prices are offered,at the price(s)and upon the terms and conditions contained in the specifications. The period for acceptance of this proposal shall be 90 calendar days unless stated otherwise herein. THE UNDERSIGNED,BY HIS/HER SIGNATURE,REPRESENTS THAT HE/SHE 15 AUTHORIZED TO BIND THE BIDDER FOR THE AMOUNT SHOWN ON THE ACCOMPANYING BID SHEETS AND HEREBY CERTIFIES FULL COMPLIANCY WITH THE TERMS AND CONDITIONS, SPECIFICATIONS AND SPECIAL PROVISIONS OF THE INVITATION FOR BID. BY SIGNING BELOW,YOU SIGNIFY THAT YOU HAVE READ THE ENTIRE DOCUMENT AND AGREE TO THE TERMS AND CONDITIONS THEREIN.BY SIGNING BELOW,YOU ALSO CEI T1, AT IF A TEXAS ADDRESS 15 SHOWN AS THE ADDRESS OF THE BIDDER, BIDDER QUALIFIES AS A TEXAS RESIDENT SIISDER AS DEFINED 1N.RULE 1 TAC I Company Name and Address Smith Temporaries, Inc.d.b.a.Cornerstone Staffing Authorized Persan's Signature and Date 2505 N. Hwy 360,Suite 100 Grand Prairie,Texas 75050 __ 12/12/2018 Federal Tax ID No 75-2379961� Print or type name and title of signer Thomas Becker DUNS No.. 96-416-1855 Telephone 817-504-6380 Email thomasb@cornerstonestaffing.com Reference Number:19-0036 Return By:December 13,2018 @ 2.00 p.m,. Page ] Vendor Services Agreement btw CFW and Smith Temporaries, Inc.dba ComerStone Staling-EXHIBIT F Addendum Acknowledgement Vendor Services Agreement btw CFW and Smith Temporaries, Inc.dba CornerStone Staffing-EXHIBIT F ADDENDUM ACKNOWLEDGEMENT acknowledge receipt of the following addenda: ADDENDUM NCI. 1` DATED November-2$,2018 ADDENDUM NO. 2 DATED Decernber3,�2018 ADDENDUM NO. 3 (Labeled 2) DATED Decernbe.r13,.2018 ADDENDUM NO. DATED Name of -rrn: �` Smith Tempo ArCornerStone Staffing Authorized Sign-to Printed Name: Thomas Becker Title: Branch Managgr Date: 1211312015 It is the responsibility of the firm to ensure that they have received addendums if issued. Call (817)459-6300 or email PurchParlingtontx.gay prior to submitting your bid to ensure that you have received addendums. Reference Number.19-0036 Return By.,December 13,2018 @ 2:00 p.m. Page 3 Vendor Services Agreement btw CFW and Smith Temporaries,Inc.dba ComerStone Stang-EXHIBIT F ARLINGTOW THE AMERICAH ORFAM City BID NO., 19-0036 ADDENDUM No. 1 DATE ISSUED: November 28, 2018 Be advised that the Municipal Court is also located at the City Tower, and there is only one entrance into the building, Vendors will be required to park on the North side of the building and enter and pass through security at the North Entrance (through the metal detector).All packages can also be scanned.This could be a lengthy process. Bids/Proposals are due no later than 2200 p.m.,December: ,2018,to the Business Office, Purchasing Division, 101 S. Mesquite Street, 8th Floor,Arlington,Texas 76010. This Addendum has been issued to the vendors who obtained the bid documents thru ❑ernandStar and the City's Supplier Portal. VENDOR QUESTIONS AND ANSWERS Q1. Are the Certificate of Interested Parties (Form 1295)and Certificate of Insurance required as part of the bid submittal,or will that be required once award is made? Al. The instructions for Form 3295 as Tasted in Section C,paragraph C7. A Certificate of insurance is required at time of bid submittal as listed in Section D,paragraph D4. Q2. Section D7, item 8a, of the RFP states that"it is the sole responsibility of the vendor to acquire a hard copy purchase order authorizing said purchase of goods or services". Does a hard copy purchase order include electronic requests (such as orders placed through email or an online software system)? A2. Electronic requests thru awarded contractor's online software system will be acceptable. Q3. Do you currently outsource these positions? A3. This is a temporary services contract. Several positions are currently being filled by the current awarded contractor. Q4. How many hours will the positions work each day? A4. Per Section E,Services will normally be performed during traditional Monday through Friday regular work hours. A workweek constituting of forty work hours shall be considered a regular workweek less any established CITY holidays. Official operating hours(in most cases)will be 8;00 a.m. to 5,00 p.m. with a one-hour break far lunch. Q5. How many workers do you need for each position? AS. This contract is to provide temporary personnel services on an "as needed"basis during absences, work overloads,special projects and other work-related situations. Labor demands may vary significantly as there is no annual minimum guarantee of need. Q6. How many days will each position work in a year? A6. This contract is to provide temporary personnel services on an "as needed"basis during absences, work overloads,special projects and other work-related situations. Labor demands may vary significantly as there is no annual minimum guarantee of need Q7. What are your current pay rates for each position, and do you wish to maintain the existing pay rates? A7. See Attachment 1 for current rates. Vendor Services!Agreement btw CFW and Smith Temporaries,Inc.dba CornerStone Staffing-EXHIBIT F Q8. What are the top 3 problems you want solved by this ITB? A8. There are no known problems, the current contract expires 3131119. Q9. What specific positions on Attachment A Bid detail Pricing' is the City trying to fill? A9. This contract is to provide temporary personnel services on an "as needed" basis during absences, work overloads,special projects and other work-related situations. Labor demands may vary significantly as there is no annual minimum guarantee of need. Q10. On column Von Attachment A, does the QTY represent annual work hours required for the position?Are the amounts prepopulated accurate or just examples? A10. This contract is to provide temporary personnel services on an "as needed" basis during absences, work overloads,special-projects and other work-related situations. Labor demands may vary significantly as there is no annual minimum guarantee of need. Q11. The bid states the hourly pay rates for each position are predetermined.The bid also states, "The Billing Rate may differ depending on the hourly pay rate;however, the proposed billing percentage shall remain the same for each job title."The table in the 14-0016 Pricing PDF contains different markup rates.Are these billing percentage rates below fixed or can we determine our own rates? A11. May determine pay rates and billing percentages. Q12. What is the approximate average length of assignment per position in prior experiences? Al2. Average is 60 days. QU Do any of these position require specialized equipment or any other cost we'd have to incur? A13. No. Q14. Will any employees currently on assignment be transitioned over to the new vendor's payroll? A14. This is a temporary service personnel contract,bidders are to identify their transition plan as the temporary personnel do not work directly for the City but work for the current awarded contractor. Q15. Are we allowed to put our response into our template format, as long as we follow instructions and the City of Arlington's organization rules, including forms and signatures? A15. No,each bidder must fallow the instructions as listed in Section a,paragraph D4 Q16. What are the drug testing requirements? Ex. 6 panel? A16. When the city requires drug testing of a potential temporary personnel when placed in a secure location IT or Public Safety)the City will request and facilltate the testing. Q17. Requesting the previous bid tab. A17. See Attachment 1 Q18. Will vendors who do not have 5 years of experience/presence in the DFW Metroplex automatically be disqualified from consideration? A18. Bidders must meet the requirements listed in.section D,paragraph DS, Bidder Qualifications,sub-paragraph 1. As this is a,best value bid,bidders who do not meet the requirements listed,will be scored accordingly. Q19. What vendor has this contract now"? A19. Smith Temporaries,Inc. dba Cornerstone Staffing Q20. How many temporary employees on an average are assigned? A20. Minimum of one(1)to unknown. This contract is to provide temporary personnel services on an "as needed' basis during absences, work overloads,special projects and other work-related situations. Labor demands may vary significantly as there is no annual minimum guarantee of need Vendor Services Agreement btw CFW and Smith Temporaries, Inc.dba ComerStone Staffing-EXHIBIT F Q21. How many billable hours fast year under this contract? A21. Not tracked by hours but tracked by spend. FY14-16:$1,024,998;FYI 6-17.$456,793;FY17-18:$445,065, F'Y1819 to date.$280,244. Q22. What types of positions are commonly requested on a daily/weekly basis? A22. In general, the City's historical usage has been primarily administrative functions. Community ServicesfPlanning,Dire and IT had the highest utilization rates during FY18. Q23. Will you be providing more in-depth job descriptions? A23. At time of request for temporary services, the ordering department will provide a more in-depth job description to facilitate their needs. Q24. Is there an estimated budget allocated for this RFP? A24. No, this contract is to provide temporary personnel services on an "ass needed"basis during absences, work overloads,special projects and other work-related situations Labor demands may vary significantly as there is no annual minimum guarantee o,f need. Q25. What were the areas of highest usage by job type/category? A25. Primarily administrative functions. Q26. Are you using a staffing agency now? If so do you have a Bid Tabulation? A26. Yes,Smith Temporaries,lnc. dba Cornerstone Staffing. See Attachment 1. Q27, on Attachment 1—Experience of Bidders#2--Are you asking for internal personnel? A27. Yes, this refers to your firm's operation. Q28 Is this a new requirement?If not, please provide the current vendor(s) providing the service to the agency and how are the current services being procured. A28. Not anew requirement. The current contract's renewal options will end March 31,2019. Q29. Please provide a copy of the proposal of all current vendors providing temporary personnel, including rate/cost sheets. A29. See Attachment 1 for current costJrate. Bidders must submit an open records request if desiring a copy of the winning proposal. Q30. Is there any preference to the local vendors? A30. Refer to the Bid Specification,Attachment 1, Local Preference. Q31. What is the estimated budget for this RVP? If unknown, please specify the previous spending. A31. No budget is set, this is on an as needed basis. Current contract spend from April 1,2018 to November 27 is $280,244.94 Q32. Please provide the total amount paid to each vendor under contract from the inception of their current contract. A32. 1=Y14-16:$1,024,998;FY16-17:$456,793;FY17-19:$445,06 , FY18--19 to dame:$280,244, Q33. Do you require the certificate of Insurance with the bid proposal? A33. A Certificate of insurance is required at time of bid submittal as listed in Section D,paragraph D4. 0,34. Please confirm if it is mandate for us to provide MWBE Participation? A34. Refer to the Bid Specification,Attachment 4, the City has a MINBE initiative. Vendor Services Agreement btw CFW and Smith Temporaries, Inc.dba Cornerstone Staffing-EXHIBIT F Q35. When we need to submit"Form 1295" after the award or at the time of submission? A35. Refer to Section C for Instructions for the Form 1295. Q36. Will this be an exclusive or non-exclusive contract? A36. The City will award in the best interest of the City. This may include multiple awards or a single exclusive award. Q37. Will the contract be temporary staffing,direct hire/permanent recruitment or a combination of both? A37. Review Section E,this is a temporary services contract. Temporary personnel may compete for a permanent position. There is no direct hire from the temporary contract. Q38. How much was spent on temporary staffing services in 2016,2017 and 2018 YTi7(forthe services requested under this RFP)? A38. FY14-16:$1,024,998;FY16-17.$456,793;FY17-18.$445,065;FY18-19 to date:$280,244. Q39. Flow many temporary employees are currently utilized? A39. Currently 25 temporary employees are utilized Q40. How many temporary employees will work per category? A40: Unknown. Labor demands may vary significantly as there is no annual minimum guarantee of need. Q41. How many vacancies currently exist for permanent employees(if contract involves direct hire/perm recruitment)? A41. This is not a direct hire type contract. Q42. Will this contract require the payrolling of current employees? A42. This will not a decision of the City,;but a decision of the awarded contractor. Your bid responsefoperational plan is to include a transition plan. Q43. Are there any subcontracting goals/requirements for this contract? A43. Review Attachment 4, the City has a MWBE Initiative. Q44. Can an MBE/Minority firm self-satisfy the subcontract goals? A44. Review Attachment 4, the City has a MWBE initiative. Q45. Are vendors required to have a local office or will out-of-state vendors be considered? A45. There is a strong desire to have a local office within the Dallas Fort Worth area. Bidders must meet the requirements fisted in Section D,paragraph D5,Bidder Qualifications, sub-paragraph.1.As this is a best value hid,bidders who do not meet the requirements listed, will be scored accordingly. Q46. Is a TX business registration required? A46. Review Section S. Q47. Is this an SCA contract? A47. If this stands for Service Contract Agreement, then yes. Review Section D for contract language. Q48. Is there any mandated PTO or Supplemental benefits/Living Wage/Prevailing Wage A48. No. Q49. What is the average turnover rate per each position/how long to assignments last generally A49. Turnover rate varies per the department's needs. 45-60 days is the average assignment. Vendor Services Agreement btw CFW and Smith Temporaries,Inc.dba CornerStone Staffing-EXHIBIT F Q50. Are the positions going to be subject to any minimum wage increases over the course of the contract? A50. Awarded contractors is to comply with aft federal requirements to include minimum wage increases. Q51. What are the Workers Compensation classification codes/job descriptions of each category? A51. This is not tracked by the City. This is should be tracked by the awarded contractor. Worker's comp is o requirement. Each bidder must submit an ACORD that indicates they have worker's camp insurance. No exceptions. Q52. If applicable,who is the incumbent for these services and for how long have they served the City of Arlington (The City) in this capacity? A52. Smith Temporaries,Inc.dba Cornerstone Staffing. Current contract term is 5 years, two-year Initial term with three one-year renewal options. Q53. What are the City's current rates for the positions listed in the solicitation? A53. See Attachment 1. Q54. What is The City's historical usage and yearly spend for this contract during the past three(3)years? A54. FY14-16.$1,ia24,998;FY16-17:$456,793;FY1718:$44a,06,5;FY184.9 to date:$280,244. Q55. What is the anticipated annual and total spend for this contract? A55. Current contract spend From April 1,2018 to November 27 is$280,244.94. No Q56. How many awards does The City anticipate making? A56. The City will award in the best interest of the City. This may include multiple awards or a single exclusive award. Q57. We noticed on page 28,Section E3, Paragraph 7,of the ITB document that it states `The Awarded Contractor will have and maintain a$1 million fidelity crime bond on the employees it provides to the City to protect the City from any loss caused by the worker(s) provided by the agency". Also, it states on page 22,section b6, that "Bonds are not applicable." Could you please clarify whether this bond,or any bonds are required for this bid? A57. The fidelity crime bond is the only bond required. Q58. When does The City anticipate completing its evaluation and notifying respondents of its recommended awardee(s)? A58. Section D,paragraph DI Procurement Schedule details anticipated award FebrauryJMarch 2019. Q59. What specific background checks and/or drug screens are required of the temporary staff? A59. At time of request for temporary services, the ordering department will provide specifics related to background checks and if drug screening is required. Your bid response should include details on type of background checks your firm performs. Q60. Will respondents be allowed to pass through the costs for background checks and drug screens(at no additional markup)to The City? A6B. No. Q61. Will respondents be disqualified or adversely impacted during the evaluation process if they were to submit exceptions to The City? R61. Yes, this is a best value sealed bid, there is no negotiation. Exceptions will affect the evaluation process. Q62. With respect to Affordable Care Act(ACA) costs,would The City prefer these charges as a separate line item on the invoices, or instead incorporated directly into each respondent's proposed rates? Please clarify. A62. Awarded contractors is to comply with all federal requirements. This is to incorporate into the rates. Vendor Services Agreement btw CFW and Smith Temporaries,Inc.dba CornerStone Staffing--EXHIBIT F Q63. Are vendors required to submit MWBE Participation Form,Attachment 4 and MWBE/HUB CERTIFICATE with their bid? A63. If the firm has a N#WGE1HUB certificate,it should he part of the bid submittal. Review Attachment 4 and the link regarding the MWBE initiative program. Q64. How many temporary procurement contractors did the City request during the past year? A64. This is the first bid for FY18-19 for this type of service. Q65. On page 28,section "8)Vendors must have been engaged in temporary employment services in the DFW Metroplex for a minimum of five(5) consecutive years and identify a minimum of five(5)companies or entities that have been serviced by Proper within the past three (3)years." Our interpretation of this section would be, that if you did not have a work in the DFW Metropiex continuously for S years,then you would not be able to bid on this solicitation, Would the CITY please confirm/clarify our interpretation? A65. There is a strong desire to have a local office within the Dallas Fort Worth area. Bidders must meet the requirements listed in Section D,paragraph Q5, Bidder Qualifications,subparagraph 1.As this is a best value bid,bidders who do not meet the requirements lister!, will be scared accordingly. Q66. How many vendors are currently providing these services? A66. One. ATTACHMENTS:. Attachment 1 Bill Rate/Bid Tab Attachment 2,Council Approval Staff Report J"��*W Janice K. Hughes,CPPB Purchasing Administrator Janice.HMghg,s@arlingtontx.gov 101 S Mesquite Street,Suite 800 Arlington,Texas 76010 www.arlinp,tontx.gov/fina.neeZpurch.asing Vendor Services Agreement btw CFW and Smith Temporaries, Inc.dba CornerStone Staffing-EXHIBIT F BILLING HOURLY PAY PERCENTAGE DESCRXPTIOPJ RATE IRATE Accountant $ 20.00 35 Accounting Clerk 16.00 36 Animal Technician 9.50 36 Bi-Lin ual Rece tionist 10.00 36 Call Center Agent 14.00 36 Community Service A ent 10.00 36 Data Entry Clerk $ 14.00 36 Deputy Court Clerk II - ,Collection Clerk $ 16.00 36 EMT Trainee 7.25 20/50 Executive Assistant 20.70 35 General Maintenance Worker 9.00 36 General Unit Assistant 10.00 36 IT Quality Assurance .Manager er $ 35.00 35 IT Trainer 35.00 35 Operation Support 15.00 36 Paralegal 17.00 36 Project Coordinator 22.00 35 Project Manager 25.00 35 Receptionist 9.00 36 Retards Management Senior Clerk $ 11.00 36 Recruiter 18.00 36 Secreta ry 12.00 35 Senior Accounting Clerk 20.00 36 Senior Clerk Secretary 12.00 35 Senior Programmer Analyst $ 45.00 35 Service Unit Assistant $ 10.00 36 Youth Outreach Coordinator . 18.95 36 Fleet Specialist. 10.00 _ 36 Program Specialist 14.00 36 Community Outreach Specialist 14.00 36 Infrastructure Manager 79.00 25 Vendor Services Agreement btw CFW and Smith Temporaries, Inc.dba ComerStone Staffing-EXHIBIT F Staff Rppt r ,�RE�tfd EHE pMIF11=AH OpEAHAM MY Renewal of Annual Requirements Contract for Temporary Personnel Services Bid Project 14-0016 Cit Council Meeting Date: 2-27-18 Action 13ein Considered: Minute Order Authorize 1�,1igATIOiV. RECOMME he City Manager or his designee to exercise the third and final, one-year renewal options in the contract for temporary personnel services with Smith Temporaries, Inc., dba Cornerstone Staffing of Grapevine, Texas, in the estimated amount of$725,125. P I R BOARD OR C-OUNCIL ACTION On October 29, 2013, City Council approved Resolution 13-280 authorizing a Request for Proposal (RFP) procurement method for temporary staffing services. On April 8, 2014, City Council approved MO#04082014-001 executing a two-year requirements contract for temporary personnel services with Smith Temporaries, Inc., dba Cornerstone Staffing of Arlington, Texas, in the estimated amount of $1,450,250. The resulting contract will have three, one-year renewal options. On March 1, 2016, City Council approved MO#03012016-002 exercising the first of three one-year renewal options in the contract for temporary personnel services with Smith Temporaries, Inc., dba Cornerstone Staffing of Arlington, Texas, in the estimated amount of$1,450,250. On March 7, 2017, City Council approved MO#03072017-002 exercising the second of three, one-year renewal options in the contract for temporary personnel services with Smith Temporaries, Inc., dba Cornerstone Staffing in the estimated amount of 725,125, ANALYSIS This contract is based on routine position requirements requested by various City departments, and includes IT personnel, animal services staffing, general maintenance workers, call center personnel, deputy court clerks, secretaries, data clerks, accounting clerks and bilingual receptionists. Original contract term: Two years/three, one-year renewal options Current term: Third renewal (April 1, 2018 - March 31, 2019) FINANCIAL_IMPACT The Human Resources Department and the Purchasing Division have determined it is in the City`s best interest to renew the contract for an additional term. The contract term is for one year. In accordance with bid specifications, the Purchasing Division has received a letter from Smith Temporaries, Inc., dba Cornerstone Staffing requesting the third-and final renewal at the current pricing. The projected financial impact for this contract terra is as follows: FY 2018 FY 2019 FY 2020 $362,562.50 $362,562.50 $0 Funds are budgeted in various departmental accounts. Vendor Services Agreement btw CFw and Smith Temporaries,Inc.dba CornerStone Staffing-EXHIBIT F Page 2 of 2 ADDITIO AL INFORMATION Attached: None Under separate cover: None Available in the Purchasing office: Rid file Form 1295: Yes MWBE: No STAFF COY TACT 5 Kari Zika, Director Janice Hughes, CPPB Mike Finley Human Resources Purchasing Administrator Director of Finance 817-575-8987 817-459-6304 817-459-6345 KaLLZ'ka arl tontx. -o Lgr ice.Hur�hes ct arlingtontx,goy mike.IN,Aey, .arlingtontx.gov vendor Services Agreement btw CFW and Smith Temporaries,Inc.dba CornerStone Staffing-EXHIBIT F .r ARLINGTOW TH9 ARMCAN DREAM CITY BID NO.: 19-M6 ADDENDUM No.2 DATE ISSUED: December 3, 2018 Be advised that the Municipal Court is also located at the City Tower, and there is only one entrance into the building. Vendors will be required to park on the North side of the building and enter and pass through security at the North Entrance(through the metal detector).All packages can also be scanned.This could be a lengthy process. Bids/Proposals are due no later than Z.-Op pm.,December 27 2018 to the Business Office, Purchasing Division, 101 S. Mesquite Street, 8th Floor,Arlington,Texas 76010. This Addendum has been issued to the vendors who obtained the bid documents thru DemandStar and the City's Supplier Portal. CHANGE LAST DAY FOR QUESTIONS:DECEMBER 7,2018;NO LATER THAN 2:OOPM. NEW BID CLOSE/DUE DATE IS DECEMBER 27,2018;NO LATER THAN 2.00PM. Janice K. Hughes,CPPB Purchasing Administrator �, _ 3. 2 O O Janice.Hu Ices arlin tontx: ov - 101 S Mesquite Street,Suite 800 Arlington,Texas 7601.0 wdaru,a rtFn�tvntx.goylfinaneelpu rch nsing Vendor Services Agreement btw CFW and Smith Temporaries,Inc.dba CornerStone Staffing-EXHIBIT F ARLINGTOW THE AMERICAN DREAM CITY BID NO.: 19-0036 ADDENDUM No. 2 DATE ISSUED: December 13, 2018 Be advised that the Municipal Court is also located at the City Tower, and there is only one entrance into the building. Vendors will be required to park on the North side of the building and enter and pass through security at the North Entrance(through the metal detector).All packages can also be scanned.This could be a lengthy process. Bids/Proposals are due no later than 2:90 p.m.. December 27,2018,to the Business Office, Purchasing Division, 1015. Mesquite Street, Sth Floor,Arlington,Texas 76010. This Addendum has been issued to the vendors who obtained the bid documents thru DemandStar and the City's Supplier Portal. VENDOR QUESTIONS AND ANSWERS Q1: On page 29 of your ITB,#5) Please clarify what position requires associates to drive City vehicles as it states that we would need to perform our due diligence such as running a MVR report for Drivers,though we understand on Page 26,#5,the city may also be asked to provide staffing for additional positions. If they are driving,are there a hold harmless in place? Al: Positions#5,#8,#9,#13,#16 and#17. However,it must be noted that the City may change the essential functions or assign other duties as needed which may require modification to the position's pre-placement screening. The City cannot indemnify the contract vendor as a matter of low. The Bid requires the vendor to maintain auto liability insurance which would cover their employees as drivers.Contractors are not covered under the City's Officer and Employee Liability Plan. I Q2; On page 34, under critical positions,all critical positions require resumes to be sent, how about other positions listed on page 26,are they direct send? A2: This is at the discretion of the hiring manager Q3: What is the most comprehensive background investigation that would be required?In addition,what percentage of staffing positions are LIKLEY to need this increased level?This information will allow us to consider how to cover this cost? A3: Criminal for ail and MVR and drug testing for those positions identified to operate a vehicle or safety sensitive. Q4: What Software Program is currently being used for managing temp services? A4: This is propriety software of the current provider. Q5: What specific reports/information would you like to be able to view? AS: Reports needed is listed in Section E3, Q6: Can you provide info on what the current vendor uses for this type of program?Any additional insight is appreciated. A& This is propriety software of the current provider. Q7: Attachment 1-EXPERIENCE OF BIDDERS,2. PERSONNEL-Is this the support function staff or the contractors (employees) on assignment? A7: This is support function staff of your firm. Vendor Services Agreement btw CFW and Smith Temporaries, Inc,dba ComerStone Staffing-EXHIBIT F Q8: Can you provide the level of expertise needed on the Project Manager(and Project Coordinator)roles,and a job description on the Project Coordinator role as well? AS: At time of request for temporary services, the ordering department will provide a more in-depth job description to facilitate their needs. Q9: Bidders are instructed to retain all pages of the solicitation which DO NOT require a signature and shall be kept as reference and informative material (i.e.,Terms and Conditions, Instructions to Bidders, or Specifications, etc.) to successfully complete the bid if awarded.". Do we have to provide the entire RFP with the response our we just need to provide information on the topics mentioned under BID SUBMITTAL INSTRUCTIONS (page 21) in a separate word or PDF document? A9: Follow the instructions as listed under BID SUBMITTAL INSTRUCTIONS Q10: do we have to have the fidelity crime bond and professional liability" in-force" as part of the response or just state that we will have them in force? A10: A Certificate of insurance and Fidelity Crime Band is required at time of bid submittal as listed in Section D, paragraph D4. Q11: Operational Plan;Attachment B, Page.2, inventory of active associates. Do you want our EEO--1 form Employment Data report of all our current active associates in our database? All, The EEO-1 Form Data Report will be accepted as inventory of active associates. Q12: There is not a place identified in section D4. BIDSUBMf1TAL INSTRUCTIONS for our responses to the E3. CONTRACTOR REQUIREMENTS. Do we need to affirm our compliance or explain how we will meet each of the requirements? If so where in the response should information be placed? Al2: This should be included as part of the bidder response Operational Flan Q13: How many incumbent vendors are on the existing contract? A13: See Addendum 1 Q661A66. Q14: Is it expected that the incumbent vendors' employees will transitions over to the new vendors awarded the solicitation? A14: This is a temporary service personnel contract,,bidders are to identify their transition plan as the temporary personnel do not work directly for the City but work far the current awarded contractor. Q15: Does the city have a required transition timeline? A15: This should be part of the bidder's response. Q16: Are any bonds being required for this ITB?If so, what are the limits? Al6: Refer to addendum 1, Q57/AS7 Q17: Is there a requirement for professional liability insurance? If so,what are the limits? A17: Refer to Section F,page 34 of the bid package for insurance requirements. Q18: Can we still respond if we don't meet the 5-year minimum, but will source candidates local in the DFW area? A18: Bidders must meet the requirements listed in Section D,paragraph D5,Bidder Qualifications,sub-paragraph 1. As this is a best value;bid,bidders who do not meet the requirements listed,will be scored accordingly. Q19: Can you estimate the annual budget for this contract?Number and types of positions.Any other information that may assist us in our response. A29: No, this contract is to provide temporary personnel services on an "as needed"basis during absences, work overloads,special projects and other work-related situations. Labor demands may vary significantly as there is no annual minimum guarantee of need. Review Addendum 1. Vendor Services Agreement btw CFW and Smith Temporaries, Inc.dba ComerStone Staffing-EXHIBIT F Q20: If we use a local subcontractor dos that qualify for local bidder preference? A20: No. Q21: Is there a preferred format for the Bidder' Questionnaire? Is this Attachment 1 (EXPERIENCE OF BIDDERS) in the ITB? A21., Yes Q22: Do you want referen.ces'in both Attachment 1 and in item "m." in the Operational Plan labeled attachment B? the references be the same or should they be different? A22: Attachment 1 should be part of the operational plan identified as r,m„ Q23: What are you looking for in an inventory of temporary employees? Is this employees that currently work for us? If so, do you have a preferred format? Or is this one(1)or more resumes for each position in the ITB? If more than one(1) resume is there a number of resumes per position you want included in the ITB? A23: Bidders may submit a report that lists the employees that currently available for temporary assignment. Q24: Are screen shots of reports acceptable? If not what format would you like the reports to be in (PDF, Spreadsheets,etc....) A24: Yes,screen shuts are acceptable. Q25: We would not know(nor is there a way to determine)if a potential candidate or employee is under investigation for a crime against children. We would only be able to identify this once a conviction is recorded and a criminal background check is run. How should we answer this requirement? A25: Bidders are advised to be aware of this requirement. Q26: Q16/A16-Will the city also pay for these drug tests or will the cost be the vendors responsibility? If the cost is the vendors responsibility what testing panels are needed so we can include it in our rates? A26: The City will request crud facilitate the testing. Q27: BID SUBMITTAL INSTRUCTIONS_4)Operational Plan Labeled Attachment B-item e: prescreening Procedures (Testing)What types of testing does this refer to ( DOT Drug panels, Background checks,or Software testing/other skills based testing)? A27: Testing refers to skill-based testing,software testing and any other testing your firm provides to qualify their staff for temporary hiring. Q28: Form 1295 -what identification number do we use for box 3 of this form? A28: The instructions for Form 1295 as listed in Section C,paragraph C7. The City will request the form 1295 from the awarded contractor(s). Q29: SECTION A-INSTRUCTION TO BIDDERS A8-Prices(second sentence)What material, equipment, tools will the vendor need to supply? A29: Section A is general instructions for all rids. does not apply. Review Section E for specific details. Q30: BID PRICE SCHEDULE FOR 19-0036 Does this form go in Attachment A? If not where in the response should it be placed? A30: Bid Price Schedule Page goes behind the cover sheet with authorized signatures. Q31: What goes in block 1.Total from Attachment A- Bid Price Detail Page? A31: Correct, the total dollar amount from Attachment A—Bid Price Detail Page. Q32: Bid Price Detail Page Attachment A Should this be submitted as a PDF or as a Spreadsheet? A32: Either format will be accepted. Vendor Services Agreement btw CFW and Smith Temporaries,Inc.dba CornerStone Staffing-EXHIBIT F Q33: CS. -PROHIBITED VENDORS How do we provide [goof? is there a form that we need to complete?Or is it just a statement made by an officer of the company? A33: Bidders may visit the web sine listed in Section C,Paragraph C5 to verify their firth is not listed.Note the City will validate this as pant of the evaluation process. Bidders signature on the cover page represents the bidder does comply with the bid requirements. J"19 rlg* Janice K. Hughes, CPPB Purchasing Administrator .lanice:Hu hes Arlin ontx, ov 101 S Mesquite Street,Suite 800 Arlington,Texas 76010 www.arlinjztonlu, ov finance urchasin Vendor Services Agreement btw CFW and Smith Temporaries, Inc.dba Cornerstone Staffing-EXHIBIT F BILLING HOURLY PAY � PERCENTAGE DESCRIPTION RATE PRATE Accountant 20.00 35 Accountin Clerk 16.00 36 Animal Technician 9.50 36 151,Lin ual Receptionist 10.00 36 Calf Center A ent 14,00 36 CommunityService A ent 10.00 36 Data-Entry Clerk 1.4.00 36 Deputy Court Clerk II -- Collection Clerk $ 16.00 36 EMT Trainee .t 7.25 201.50 Executive Assistant 20.70 35 General Maintenance Worker 9.00 36 General Unit Assistant 10.00 36 IT guality Assurance Manager 35.00 35 IT Trainer 35.00 35 Operation.Support 15.00 36 Paralegal $ 17.00 36 Project Coordinator 22.00 35 Project Mana er 25.0.0 35 Receptionist 9.00 36 Records Management Senior Clerk 11.00 36 Recruiter 18.00 36 Secretar . 12.00 35 Senior Accounting Clerk $ 20.00 36 Senior Clerk Secretary 12.00 35 Senior Pro rammer Anal. st 45.00 35 Service Unit Assistant 10,00 36 Youth Outreach Coordinator 18.95 36 Fleet Specialist 10,00 .36 Program S ecialist 14.00 36 Communit Outreach S ecialist 14.00 36 Infrastructure Manager 79.00 25 vendor Services Agreement btw CFW and Smith Temporaries,Inc.dba Gorner5tone staffing-EXHIBIT F Starato RAMPlort A*RLINGTO TIIE AMERICAN DREAM CITY Renewal of Annual Requirements Contract for Temporary Personnel Services, Bid Protect 14-0016 City Council Meeting date: 2-27-18 Action Being Considered: Minute Order RECoM"fNQAT_Xt_N Authorize the City Manager or his designee to exercise the third and final, one-year renewal options in the contract for temporary personnel services with Smith Temporaries, Inc., dba Cornerstone Staffing of Grapevine, Texas, in the estimated amount of$725,125. PRIOR IBOARD OR COUNCILA TI0 On October 29, 2013, City Council approved Resolution 13-280 authorizing a Request for Proposal (RFP) procurement method for temporary staffing services. On April S, 2014, City Council approved MO#04082014-001 executing a two-year requirements contract for temporary personnel services with Smith Temporaries, Inc., dba Cornerstone Staffing of Arlington, Texas, in the estimated amount of $1,450,250. The resulting contract will have three, one-year renewal options. On March 1, 2016, City Council approved MO#03012016-002 exercising the first of three one-year renewal options in the contract for temporary personnel services with Smith Temporaries, Inc., dba Cornerstone Staffing of Arlington,Texas, in the estimated amount of $1,450,250. On March 7, 2017, City Council approved MO#03072017-002 exercising the second of three, one-year renewal options in the contract for temporary personnel services with Smith Temporaries, Inc., dba Cornerstone Staffing in the estimated amount of 725,125. ANALYSIS This contract is based on routine position requirements requested by various City departments, and includes IT personnel, animal services staffing, general maintenance workers, call center personnel, deputy court clerks, secretaries, data clerics, accounting clerks and bilingual receptionists. Original contract term: Two years/three, one-year renewal options Current term: Third renewal (April 1, 2018 - March 31, 2019) -TALXMPAO. The Human Resources Department and the Purchasing Division have determined it is in the City's best interest to renew the contract for an additional term. The contract term is for one year. In accordance with bid specifications, the Purchasing Division has received a letter from Smith Temporaries, Inc., dba Cornerstone Staffing requesting the third and final renewal at the current pricing. The projected financial impact for this contract term is as follows: FY 201 � $362,562.50 $362,562.54 $0 Funds are budgeted in various departmental accounts. Vendor Services Agreement btw CFw and Smith Temporaries,Inc.dba CornerStone Staffing-EXHIBIT F Page 2 of 2 Attached: Done Under separate cover: None Available in the Purchasing office: Bid file Form 1295: Yes MWB1 : No STAFF CD TACT S Kari Zika, Director Janice Hughes, CPPB Mike Finley Human Resources Purchasing Administrator Director of Finance 817-575-8987 817-459-6304 817-459-6345 Kar'. ik rlin to tx, oV Janice.1ju-ghesOad1ngtPntx;g Mike.FinlE at'li.n 'tont.z. o _- of Vendor Services Agreement btw CFW and Smith Temporaries,Inc.dba Cornerstone Staffing-EXHIBIT F Attachment A Bid Price Detail Page Vendor Services Agreement btw CFW and Smith Temporaries, Inc.dba CornerStono Staffing-EXHIBIT F aao cao 0 Q000 CIO CD 0 on o Q N N Rd' d tv ed O N w Q Q o ® o Lq a v 4V o 47 O W rt; o I w LA of Q ® w I4 6 tiD 471 ,-i Q 0 147 w (D m 00 O N 00 00 eti to 0 0 ; I I- r^I I� tf1 l!1 co d' m Ln n N 0 O 8 n t-4 (n jko in co 00 w d• G1 M 00 u Yfwi 47i tt 13 M en 00 N 0 e0 Qt r, N N 0 ri N 4, r, ra to G` n 4` C4] )• Qy .� �, un w d' T4 r=1 0 43i of 0o Cr r: di of m 0i Ln �d' o m r i d r-1 00 N' St 4ri LD Ct [D et d• I� N a0 m to r-i m m N r•4 N n ei tV Lm � A to M Ln Ln ri ri c-I "I <Q c w :ilw' irs sn in ih iA � tir rrr in. in 40,116, in in 140� in in U} in in 0' o N N 00 00 %T n N 0 N d O O C] N o to to o un 0 w Q LO 00 m 4r ID 00 00 0v-1 N N en 0 0 Q M m N Rt d' N d 00 d 40 d' m a as 00 en oa 4A 00 en [n m a; R a; o0 Lii n 471 Ol r-4 m M00 Lt�fr�� r4 ri N N r`i r9 d' d' f*1 N tO r-I e-4 N r-1 N wi iD ri 4y V 4m i Ld €9 �R s. C , i/t- '4/t- invq in in inh Vqi/} if} crf An ih 1A in VV V)L ih V4 4n tn \'1* 1 a o I off' \ \ 1.-0, \ \. 1.-0, tmf ri NN fi1 N N YV r[ N N D O (V r4 p N N O N O N 0 N ri ' rp d c d d Cl d ct [1 tt d �Y et �t d ct d d V) N Otl .a v a n CL P m 'o 'r S m � Q m _ a o0 C) CO 000 a a 0z raa a C C) C) 0 0 G' QJ O, C? O O 0 0 Vf 4a O O R q A O Q Q O g q Q O O Q Q ❑ fa m n r{ t} N M lC O r-1 N ft N n M Pry Ln e M o0 m 0 m Ln m 00 � Pl r i r i r i r-4 e 4 ri r-4 N ri .4 m m 1-1 °� ra ei T1 ri V4 N ri %* ri ri � ' i!� in i/f ih in 'S/? i!i- - in. 41?- in •4n th +/� ++>• 'V� a to ? E c `o :3 to U O V i c U O c +- — y, 4) O O 0 0 0 O 0 0 O O Q 0 0 Q O O VI II 00 cD w 00 QD CD %D N 00 LD O O 00 O 4,D O O N lD O 00 00 00 O r4 c-I O C4 m 4� O p 0 0 r-I Q Q m r-1 Q 00 O O O L � N CF4V' 00 00 �. OQ W 00 da �" N tV N o C.3 Q � t r U L L O I ru V) +, c 9a m a tiY � m in c Fw- aj v Lu � 0 � c ra � � I � 4w (D � U � � 5 UO L1 ULO V) l 'N C Q NF [� ` V) ' *, (V Q �., L) 'n •� {' `^ to LA ra p R! 40 c. .� O v 2ra w o rts O L ;� di u u a ! m 0@ a� a) m �0 a4 w m w w w w w o w Q Q 4 m U u !❑ to u, l7 t7 }w ~ 0 a_n. w cf� of Ln-1 cn cn cn cn > BID PRICE SCHEDULE FOR 19a0431i A*LINGTOv THE AMERICAR GRAM CITY DESCRIPTIONr�U,iWilll-�.'E li--Ld b0o-,v- FQ11naled c,',lantili"S listecJ IT-c, I)iise.d LIP011 tkO b(:.5t available data. and serve only a o:,uide a nd fi, EXT. PRICE .. - s shown 1. Total from Attachment A-Bid Price Detail Page GRAND TOTAL $ 1,654,980.00 In accordance with the terms, conditions, and scope of goods or services set forth the Bidder hereby submits the aforementioned prices listed. Smith Temporaries, Inc. d.b.a. CompanV Flame. CornerStone Staffing r Above Prices are F.O.B. DELIVERED Terms: NET 30 Pricing. FIR Reference Number.19-0036 Return By.December 13,2018 Ca 2,00 p.m. Page 2 Vendor Services Agreement btw CFW and Smith Temporaries, Inc.dba CornerStone Staffing-EXHIBIT F Attachment Operational Plan Vendor Services Agreement btw CFW and Smith Temporaries,Inc.dba CornerStone Staffing-EXHIBIT F Bidder's Questionnaire Resume of Account Manager for the City of Arlington Transition Plan a 4 Background Checks Pre-Screening Procedures(Testing) Inventory of Temporary Employees -a-r Financial Statement Experience with contracts similar in size and scope Quality Assurance * Temporary Employee Evaluation Form OIL?- Reporting Tools—Monthly Report Samples Electronically Software Program to assist Departments in Mariaging their temps services contract reuitrements I i;I i I Five References w . -- _ Ven or Services Agreement btw CFW and Smith Temporaries, Inc.dba Cornerstone Staffing-EXHIBIT F a . Bidders Questionnaire Vendor Services Agreement btw CFW and Smith Temporaries, Inc.dba CornerStone Staffing-FXHIBIT F ATTACHMENT 1 EXPERIENCE OF BIDDERS 1. COMPANY NAME: Smith Temporaries, Inc. d.b.a, CornerStone Staffing_ Number of years in business under this name:_27 yrs._ Number of years of experience: _27 Local Address: 2505 N. HWY 360 Suite 100 City: Grand Prairie State:TX Zip: 76049. - _ _-- Phone: 817-860-6100 Fax: 866-STD-6077_ Primary Point of Contact responsible for work performed under these specifications: Thomas Becker Phone: 817-860-6100 ext 202 Cell: 817-504-6380 Email: Thom asb@cornerstonestaffing.corn Alternative Point of Contact responsible for work performed under these specifications: Todd Reimer Phone: 817-571-6855 ext 207 Cell: 214-886-9826 Email: Toddr@cornerstonestaffing.com Has your business operated under any other names? Yes Nq_X_ If so, what name(s): and explain the circumstances of the change: 2. PERSONNEL: Please provide the dynamics of your current workforce: DESCRIPTION of personnel currently on staff: NUMBER Manager, Supervisors, Shift Leaders 28 Specialist, Certified, Licensed, Registered 5 Technical,Technicians, Operators 6 Clerical, Administrative,Secretarial 30 Total number of em loyees 69 3. EXPERIENCE: Years in Business:—27 Years performing this type of work: 27 - Total Value of work currently under contract $ 1,712,761 Total Value of work in place within the past 12 months $74,292,105 Percentage of work usually self-performed_98% Subcontractors that you may use for these specifications: What service/company do you use for pre-employment criminal background screening?_CIA Reference Number: 19-0036 Return By:December 13,2018 @ 2:00 p.m. Page 38 Vendor Services Agreement btw CFW and Smith Temporaries, Inc.dba CornerStone Staffing-EXHIBIT F Has firm: 1) Failed to complete a contract_NO Filed Bankruptcy_NO If so, when _ 2) Pending judgment claims or suits against company_NO If so, explain why under separate cover, 4. SAFETY Have you had an OSHA fine within the past three (3) years? Yes X No Have you had any job related fatalities within the past five (5)years? Yes X No If you answer YES to either question above, you MUST submit, on a separate sheet the details describing the circumstances surrounding the incident(s). Has any other incident occurred which you wish to self declare? Yes X No 5. INSURANCE AGENCY. Agent: Adam: Swingle Collins &Associates _ _ Phone: 972-387-6719_ Total Bonding Capacity:$ 2,500,000.00 Work Presently Bonded$0 6. WORK EXPERIENCE: COMPANY HISTORY WORK HISTCIRY and REFERENCES-THIS form must be completed in its entirety- additional reference list may be submitted as supplemental. The bidder must submit a minimum of five references to substantiate the minimum qualifications and experience requirements for similar services completed within five year to be considered for award. References shall illustrate Contractor's ability to provide the services outlined in the specification. ANY NEGATIVE VERIFICATIONS, FAILURE TO VERIFY, OR OTHER PUBLIC INFORMATION MAY RENDER BID NON-AWARDABLE. The City will be the sole judge of references. The City may request additional information such as location of property being maintained for a physical review A The bidder must submit minimum of three government references, plus two additional commercial or governmental references for a total of five (5)who: ° Substantiates the Contractor's ability to provide goods or services as specified; and ° Confirms Contractor meets the minimum qualifications,and experience as specified. IV References must be of same size, and have successfully received similar scope of work as requirements of this specification; Q References listed below are subject to onsite visits when applicable to review routine aging and wear of goods or services; • Services trust have been completed or Goods must have been supplied within the prior three years to be considered for award. [-Reference Number:19-0036 Return By:December 13,2018 @ 2:00 p.m. Page 39 Vendor Services Agreement btw CFW and Smith Temporaries,Inc.dba CornerStone Staffing-EXHIBIT F bm Resume of Account Manager Vendor Services Agreement btw CFW and Smith Temporaries,inc.dba CornerStono Staffing-EXHIBIT F Thomas M. Becker 2108 Miller Court.Granbur_ Texas 7 049 *817-504-5380 *thomasb cornerstonestaffin .com Qualifications: a Over 27 year's sales and management experience. * Conscientious, career oriented. * Excellent communication and client skills. o Pacesetter for five years with Dillards. Productive problem solver. * Multiple year Circle of excellence winner CornerStone Staffing Fmployment History: CornerStone Staffing-Arlington Texas-1!996 to present Branch Manager-2009 to present • Responsible for day to day oversight/management of the Arlington branch. * Charged with gaining new customers and retaining current customer Lase. * Oversees the service delivery to customers. Account Manager-Arlington Texas-2003-2009 Charged with gaining new customers and retaining current customer base. Oversees the service delivery to customers. Direct Hire Manager-2001-2003 * Responsible for increasing direct placement revenues organization * Charged with gaining new clients and placing qualified employees at various companies Operations Manager-1998-2001 Assistant Operations Manager-1996-1998 Dillards Department Stores, Fort Worth Texas 1.984-1995 * Held numerous sales positions with Dillards. * Started as a sales associate and left as the area sales manager. Education: 1993-Lincoln Graduate Center—completed 45 hours 1983-Tarrant County Junior College, Fort Worth TX-completed 51 hours Vendor Services Agreement btw CFW and Smith Temporaries, Inc.dba CornerStone Staffing-EXHIBIT F c. Transition Plan Vendor Services Agreement btw CFW and Smith Temporaries, Inc.dba Cornerstone Staffing-F_KHIBIT F City of Arlington's Transition Plan How will we get there? DATE: TBD ComerStone awarded business Initial implementation Meeting TBD Other staffing services notified by phone/send letter (See sample letter attached) TBD CorncrStone operations team tours all facilities TBD Meeting with supervisors/managers go over new software and reports (See sample letter attached) TBD Cornerstone begins taking new orders TBD Meeting with other staffing service TBD Meeting with other staffing service associates (See sample letter attached) TBD All associates transitioned to ComerStone Vendor Services Agreement btw CFW and Smith Temporaries,Inc.dba ComerStone Staffing-EXHIBIT F s n eL �' �f w w w w. w w w. w V o n n o a o o n 0 0 0 o n o a o c U U V U c3 v ri U U V Cl U u v U U 4i y .ra � � d® O ft3 a o Go C* GO U U U u U U U U U U fJ C} o ai as Ti n °? 9 d8 2 w F9 r t v to a bx •U m � � �_ � ea .� Cn C, w o •� fU tt rn un3 ��. _�" q D •� y O O '�"`., epic OCa ca CL E CD bL ` o a� !'1 ern pF R 4- p b O ve § vod D L_ cn U a) 'mod+ .� R � � a N � 4+ u � .. p O � •� p O �-' FY [6 0 � G NRo R O vi p d o cn ° n (D U � O O v � � •G 'a .[.' .� � •GAR] C n � N w � � s� wCD � rn � rn rn rn a rn eT a ca. rn rn m rn rn o. rn r rn rn rn �„ U o o n ca a o n o 0 0 o n a n n o a o o o Q N N N N N CAI JV N � N F1 a� rn rn rn a rn T rn a rn rn rn o ° f� c°'n N N f N N N N N N tV N N N M cnQ Y r C (EXAMPLE) PLACE ON CITY OF ARLINGTON LETTER HEAD . ,(Incumbent Agency) February 9, 2019 Dear , Please be advised that effective February 9, 2019, CornerStone Staffing and the City of Arlington will enter into an agreement whereby CornerStone Staffing will serve as the primary supplier of temporary staffing for the City of Arlington. In order to achieve inutual business objectives, the City of Arlington will be transferring all existing positions at its facilities to CornerStone Staffing. In accordance with NATSS guidelines, this letter is to provide you with notice of the planned transition schedule as follows: it Effective February 9, 2019, all new orders will be placed through ComerStone Staffing. Existing assignments with the City of Arlington will be ending on March $th,2019. a We trust you will maintain the integrity of your pay and bill system throughout this transition period, ending March 8th,2019. Thank you for the valuable contributions you have made to the City of Arlington in the past. Following receipt of this letter,the City of Arlington will provide notification to all employees of this change in vendor status and their continued employment opportunities. We appreciate your commitment to our company in the past and wish you much success in the fixture. Sincerely, Janice Hughes Purchasing Agent Financial&Mgmt Resource Services City of Arlington Vendor:Services Agreement btw CFW and Smith Temporaries, Inc.dba Cornerstone Staffing-EXHIBIT F . 12/6/2018 (Example) TO CITY OF ARLINGTON SUPERVISORS AND MANAGERS In an effort to reduce costs and increase efficiency,we have critically examined our use of temporary contract personnel. Following this extensive review, we have decided to select ComerStone Staffing as our new provider of temporary employees. Effective February 9,2019 all new orders for temporary employees at The City of Arlington must be placed with CornerStone Staffing. All existing temporaries will be given the choice of accepting an assignment with another customer of their current staffing company or applying to stay on their current assignment at the City of Arlington through CornerStone Staffing. We realize that there may be some special circumstances regarding the transition of a particular temporary employee to CornerStone Staffing. The CornerStone management team will address those situations on a case-by-case basis. CornerStone is committed to.ensuring that the transition is as smooth as possible for The City of Arlington management and they will ensure that all of your positions are filled without any disruption to your workflow. CornerStone will be providing one point of contact for your temporary staffing needs. They will also be implementing their eConnect system_ This system will allow you to place orders for temporary workers online&will also allow you to approve timecards & view invoices via the web. Vendor Services Agreement htw CFW and Smith Temporaries, Inc.dba CornerStone Staffing-EXHIBIT F (EXAMPLE) TO TEMPORARY EMPLOYEES AT CITY OF ARLINGTON: The City of Arlington has recently been evaluating its vendors for temporary staffing services. We have decided to select CornerStone Staffing as our primary provider of temporary employees. Effective February 9, 2019, all temporary personnel at the City of Arlington will be provided through: CornerStone Staffing 2505 N. Hwy 360 Suite 100, Grand Prairie,TX 75050 81.7-860-6I00 We have notified your agency of this change. Effective immediately and on or before March 9, 2019,you will be given the choice of accepting an assignment with another customer of your current staffing company or applying to stay on your current assignment at the City of Arlington through CornerStone Staffing. You will need to provide proper documentation for work when applying to continue your assignment at the City of Arlington,. You should inform your current staffing company of your choice in this regard. Applications will be available to you at 2505 N. Hwy 360 Suite 100, Grand Prairie,TX 75050 The City of Arlington would like to take this opportunity to thank you for your commitment and support. 12/7/201 S Vendor Services Agreement btw CFW and Smith Temporaries,Inc.dba CornerStone Staffing-EXH[BIT F d . Background Checks Vendor Services Agreement btw CFW and Smith Temporaries, [nc,dba CornerStone Staffing-FXHIBIT F d. Background Checks Background Checks are done through C.I.A. (Clear Investigative Advantage) All applicants complete pre-application forms to verify eligibility and qualifications of employment, which includes a face to face interview to verify the following: • 7 year Criminal Background Screening and National Sexual Offender Registry check- including County(based on Social Trace and Alias results), Statewide, Federal,National Criminal, Social Security Trace, Criminal Court Research Record (Felony or Misdemeanor) • Drivers history(if applicable) • Employment verification • Eligibility to work in the US with proper identification-E Verify • Qualifications for position Vendor Services Agreement btw CFVV and SMith Temporaries,Inc.dba CornerStone Staffing-EXHIBIT F . Pre-screening Procedures Vendor Services Agreement btw GFW and Smith Temporaries,Inc.dba CornerStone Staffing-EXHIBIT F e. Pre-screening Procedures (Testing)) Selection Pr�screehjng process IrrE etall Cornerstone Staffing rases the following methods to screen applicants and test the skills of applicants. CornerStone Staffing also provides skill testing and benchmarking customized for specific client needs. 1. Applicant competes online application,then is invited into office to fill out pre-application form to verify eligibility and qualifications of employment, which includes a brief interview to verify the following. A. Two verifiable employment references B. No felonies or misdemeanors of a violent or dishonest nature- Dallas, Tarrant, Collin, Denton and/or anywhere applicant may have lived over the past seven years. We utilize CIA background service. C. Eligibility to work in the US with proper identification-checked through E-verify through Homeland Security D. Submit to a drug test.We utilize Care Now E. Verification of Certification when applicable F. Qualifications for position 11. CornerStone Testing: HL Skills Assessment Testing To ensure we place the best person.for the job, CornerStone uses "Prove-It" testing by Kenexa, to assess each candidate's talent and skills. • Basic Office Skills: Evaluates abilities in basic math/quick study,business math/problem solving, grammar,proofing, filing and spelling • Customer Service Mindset:Evaluates a candidate's propensity towards customer service, assessing their knowledge of correct service behaviors and practices • Typing: Words per minute and errors • Data Entry: - 10-key,Alpha,Numeric, Audible Data Entry skill testing • Computer skill testing: optional testing includes, Microsoft Office, Word, Excel,Access, Outlook& Power point *Extensive list including hundreds of specific skills assessments available upon.request* Oil Cxa�tu�nex'S��c'tni+z� M g�sic OfSc� ARss�.ds�t � S�cic�.�s • �csftv�r- - Sn#`txtyare - AccnuaYta�xx� �', �!S�sr�ccla►rirsxa. ts�txC K +mg " ter' - Lis Cam" -:,'• ' Fro$icat�ty :�„�- Sa��var�� p�r[s£icieraicy Vendor Services Agreement btwCFW and Smith Temporaries, Inc.dba CornerStone Staffing-EXHIBIT F e. Pre-screening Procedures(Testing) N. Full application completed including all CornerStone policies along with 19,W4, and 8850 V. Closing interview to verbally discuss potential positions and their qualifications as well as go over all CornerStone policies and expectations VL Behavioral Interview performed with applicant. VIL Candidate is screened for the following as specified by client A. Drug B. Criminal Background . VIII. Candidate interviews with client upon request IX. Position is offered to associate X. Confirmation, 15t day arrival confirmed, 2nd day check to ensure compatibility and performance are acceptable as well as monthly confirmation. XI. Employee and Employer satisfaction surveys and reports are available to assist in evaluating performance +. Additions and changes can be tailored for specific client need Vendor Services Agreement btw CFVV and Smith Temporaries, Inc.dba CornerStone Staffing-EXHIBIT F fm Inventory of Temporary Employees Vendor Services Agreement btw CFW and Smith Temporaries,Inc.dba Cornerstone Staffing-EXHIBIT F 0 00 q F- F Q in rn N O w o o 0 m c Cl) O g m L O` ti 8 W w C7 O N C, C. to O ch M .ro COo m 0 q 4 Co O N C) g N O V cn :o Y E ¢Z _� - c ¢- - ex p ca � 0.f N � Ji O w+ M Ca O n r""i � � C5 �' .�'' fl I[ o - B a �= m m zcu S4 CD q C> Q O cq g C N C) +rS M m 12 a La C fA MO v a� oo tip s m as i,c�-c .•� CD v� q •-' 'si' M N C7 O r •C' Gi �,N _m E SSoo 0 yyuu o a o F-- x Cn a) o ap q c CC G c en �--+ O N q N Cry in ryaLEI H . �2 t_ tLii `4 3 rn UD w m m m E h c E� .0 w o 4 O O q Q oa O O 00 N N ai r.e = E w m m-� CD N U M M N„• y Cd LUCD 44- S- w pa E E = 12 m F c U Q � 46 E -U N O 07 �IJ Q •-�- V O 'O N O m my o L c m c (n '� a W C� O O i� O ,-• O Q N O M *-� 3 ti � o C z N:n = m o CD ma. N 5 � [7 .a `p ramCL - m 7 q O a y m r� 2 at 7 cL o q w N O m m 'n cc -C t'] O IDmQd I .D m m xs �_ m y a Q .'mac q N d' C- Ga d' q op O DSO c E m aw =eiy :c 3 •E CA N Cq a 4 m -9 CD m 5 E b C iu r-C Cl M '"•4 DD O Mi. .c � W Z 4f ai Uri N • N cu m •eY �n ep H oa rn o - N w :Ec 4 E m - ' 10 za V x L d rn o G Q ~ - z m iA m n a a a n •¢o¢ 1J.. O m o -a C (n mj fir. ~ ac c n? m o` rn o U m �+ �' Q Ica = c LL o o x� �° 2 m F-^ tiF A 33i E E eu o a F rn a t C) aj a- r wi co r°q to z z v d Financial Statement Vendor Services Agreement btw CFW and Smith Temporaries, Inc.dba CornerStone Staffing-EXHIBIT F S-rRAN13E & C©A`rsy P.C . CERTIFIED PLjEiLIC ACCOUNTANTS AN G GCIN6u LTA NT8 MEM13FR OF AIGPA MEMBER PFT9r-PA 1NDEPENDSNT ACCOUNTANT'S COMPILATION REPORT To the Board of Directors Smith Temporaries,Inc. dba Cornerstone Staffing 2301 Mustang Dr.,Suite 100 Grapevine,TX 76051 Managerticnt is responsible far the accompanying financial statements of Smith Temporaries, dba Cornerstone Staffing(an S corporation), which comprise the balance sheet as of December 31,2017,and the related statements of income and retained earnings for the year then ended in accordance with accounting principles generally accepted in the United States of America. We have performed a compilation engagement in accordance with Statements on Standards for Accounting and Review Services promulgated by the Accounting and Review Services Committee of the AWPA, We did not audit or review the financial statements nor were we required to perform any procedures to verify the accuracy or completeness of the information provided by management. Accordingly,we do not express an opinion,a conclusion,nor provide any form ofassurance on these financial statements. Management has elected to ornit substantially all the disclosures and the statement of cash flows required by accounting principles generally accepted in the United States of America. if the omitted disclosures and statement of cash flows were included in the financial statements, they might influence the User's conclusions about the Company's financial position, results of operations, and cash flows. Accordingly, the financial statements are not designed for those who are not informed about such matters. Strange&Coats,P.C. Lewisville,Texas June 20,2018 140 E. MAIN STREET, SUITE 2C0 P. G3. lanx 295698 LEW18VILLE, TX 715057 Lr;WIrvmi.E, TX 7502SII-38$r8 (972) 31 5-5399 rAk. (972) 420-69V7 Vendor Services Agreement btw CFW and Smith Temporaries,Inc.dba ComerStone Staffing-EXHIBIT F SMITH TEMPORARIES,INC. dba Cornerstone Staffing Balance Sheet December 31,2017 ASSETS CURRENT ASSETS Cash in Bank $ 4,140,699 Accounts Receivable(net) 6,619,685 Other Receivables 223,868 Employee Advances 21,903 Prepaid Expenses 127,555 Prepaid Insurance -70,870..... TOTAL CURRENT ASSETS $ 11,204,680 FIXED ASSETS Automobiles 89,544 Computer Equipment 32,776 Leasehold Improvements 124,861 Furniture&Fixtures 383,443 Software 108,807 Office Equipment 14,826 Accumulated Depreciation _{689 615) TOTAL NET FIXED ASSETS 64,642 OTHER ASSETS Security Deposits $ 17,575 TOTAL OTHER ASSETS 17,575 TOTAL ASSETS $ 11.285,797 SEE ACCOUNTANT'S COMPILATION REPORT Vendor Services Agreement btw CFVV and Smith Temporaries, Inc.dba CormerStone Staffing-EXHIBIT F SMITH TEMPORARIES,INC. dba Cornerstone Staffing Balance Sheet December 31, 2017 LIABILITIES& STOCKHOLDERS' EQUITY CURRENT LIABILITIES Accounts Payable $ 988,857 Accrued Expenses 14,928 Payroll Expanse Payable 2,877,952 Deferred Income 42 Workers Compensation Payable 11,608, TOTAL CURRENT LIABILITIES $ 3.893,287 LONG-TERM LIABILITIES Loans from Shareholder 193,253 TOTAL LONG-TERM LIABILITIES 193.253 5TOCKHOLDERS`EQUITY Common Stock $ 1,000 Paid In Capital 10,191 Retained Earnings 7,189,066 TOTAL STOCKHOLDERS'EQUITY 71200,257 TOTAL LIABILITIES &STOCKHOLDERS' EQUITY $ 11,206,797 SEE ACCOUNTANT'S COMPILATION REPORT Vendor Services Agreement btw CFW and Smith Temporaries,Inc.dba CornerStone Staffing-EXHIBIT F SMITH TEMPORARIES,INC. dba Cornerstone Staffing Income Statement For the Twelve Months Ended December 31,2017 REVENUE Revenue(Net) $ 69,354,803 NET REVENUE 69,354,803 COST OF SALES Direct Labor Costs 63,505,464 GROSS PROFIT 15,849,339 EXPENSES Payroll Expenses 12,828,859 Travel & Entertainment 285,693 Operational Expenses 2,145,608 Advertising&Recruiting 859,532 Depreciation &Amortization 24,000 Franchise Tax 52,147 Interest Expense 17,020 TOTAL EXPENSES 16,212,909 OPERATING INCOME (LOSS) (363,570) OTHER INCOME Miscellaneous Income 156,508 ACA Fee Income 419.202 TOTAL OTHER INCOME 575,710 NET INCOME $ 212,140 SEE ACCOUNTANT'S COMPILATION REPORT Vendor Services Agreement btw CFW and Smith Temporaries, Inc.dba ComerStone Stating-FXHIBIT F SMITH TEMPORARIES, INC._ dba Cornerstone Staffing ' Statement of Retained Earnings For the Twelve Months Ended December 31, 2017 BEGINNING RETAINED EARNINGS 7,321,926 Net Income 212,140 DistributionslDlvidends (345,000) ENDING RETAINED EARNINGS $ 7,189,06fi_ SEE.ACCOUNTANT'S COMPILATION REPORT Vendor Services Agreement btw CFW and Smith Temporaries, Inc.dba CornerStone Staffing-EXHIBIT F h. Experience with contracts similar in size and scope Vendor Services Agreement btw CFW and Smith Temporaries,Inc.dba ComerStone Staffing-EXHIBIT F -h.Experience with contracts similar in size and scope Smith Temporaries Inc. d.b.a ComerStone Staffing is a premier staffing agency that has been servicing the Dallas/Fort Worth, Texas market since 1991---27 years. Cornerstone Staffing i currently staffs for the following municipalities, City of Arlington, City of Dallas,Dallas ' County, Dallas County Elections, City of Fort Worth, City of Allen, City of Southlake, City of Lewisville, City of Colleyville and Tarrant County Elections. We also staff hundreds of companies throughout Dallas/Fort Worth. ComerStone Staffing has ensured successful placements over the past ten years for the City of Arlington by understanding every departments unique staffing requirements and 'identifying candidates who meet the requirements. We do this 1st by sourcing candidates within our database, which holds over 140,000 prescreened job applicants looking for work in the Dallas/Fort Worth market. Once we review the resume and determine that the candidates has the skill set we are Iooking for they are invited into one of our 11 local recruiting offices to go through our employment screening and testing process. Cornerstone Staffing is currently staffing all Clerical/Professional positions with a limited focus on other areas for the City of Dallas. We were able to successfully transition 150 employees to ComerStone Staffing in a period of one week During this transition we found 10% of the workforce did not meet the City of Dallas's requirements. We ended these associates and seamlessly provided immediate replacements to ensure no disruption to the work environment. ComerStone Staffing was able to successfully change the timekeeping system from a manual/paper time card to fully electronic time entry and approval. We have a dedicated applicant tracking system that allows managers to approve time,place orders, run . reports, as well as providing one invoicing system. Cornerstone has been able to provide the City of Dallas with high quality associates maintaining under a 5%turnover rate. We provide monthly spend reports broken down by department, Quarterly Business Reviews, as well as a dedicated Program Manager. The program manager "provides one point of contact,ensures full compliance for all screenings, 100%order fulfillment, and oversees the management of all 150+employees. Cornerstone Staffing has the largest staffing footprint in the DPW area. We have II recruiting offices in the Dallas/Fort Worth market,providing a vast local candidate pool to our many customers-There is no other staffing agency in this area with that kind of recruiting power! We have retained long term partnerships with our customers by having a high concern for people and results, We are able to place qualified associates in a wide range of positions.including clerical/administrative, customer service, call center, collections, accounting/finance,HR, IT,legal, engineering,inside and outside sales,marketing, general labor positions and many other positions Vendor Services Agreement btw CFW and Smith Temporaries,Inc.dba CornerStone Staffing-EXHIBIT F h. Experience with contracts similar in size and scope CornerStone Staffing will provide an Account Manager to the City of Arlington,who will be your single point of contact. He will oversee the candidates submitted, ensure timely service delivery, as well as be your contact for any performance or customer service issues. He has been with CornerStone staffing for 22 years and 10 of those year as The City of Arlington's account.manager. We provide our associates with free skills training and our customers with customized benchmarking to meet specific needs. Our recruiters conduct a"STAR"behavioral interview with every candidate before they are placed on a job assignment in order to ensure that they are a good match for the position_ We also create customized orientation brochures which include information such as dress code, safety, badges, parking, etc. All of our associates are eligible for medical/dental benefits after they are registered with CornerStone for 30-days and have worked S hours on assignment. We also provide holiday and vacation pay. Additionally, we created a nonprofit called"Helping Hands of CornerStone"that provides our hourly employees with financial resources should they be faced with a catastrophic event in their lives_ This is 100%funded by the 70 CornerStone Staffing managers in Dallas/ Fort Worth. We pride ourselves on having a consultative approach, and strive to be the most valuable partner to our clients. There is a strategy behind our method, which has gained us the"Best Places to Work"title by Dallas Business Journal in 2016 and 2017,as well as winning`Best of Staffing/ Client Satisfaction in Dallas I Fort Worth area for the last 2 years! At CornerStone Staffing we realize you, as our customer, have a choice in which vendor to use and we pride ourselves in going above and beyond the call of duty to ensure that we always retain and add value to our client partners. If the candidate's test results,previous employment references,review of job history and interview conclude that they are a good candidate for employment,they are hired. ibxo�s•2a�s BEST PLACES TO WORK www.cornerstonestaffing.com Vendor Services Agreement btw CFVV and Smith Temporaries,Inc.dba CornerStone Staffing-EXHIBIT F I a Quality Assurance Vendor Services Agreement btw CFW and Smith Temporaries, Inc.dba CornerStone Staffing-EXHIBIT F .L Quality Assurance ' 'Cornerstone Staffing believes that quality assurance is necessary to deliver exceptional service for our customers. We do this by ensuring all employees' hiring documents, references, background requirements, and skills sets are verified prior to hiring an employee and placing them in a client environment. Cornerstone conducts monthly audits of our HRIS database to ensure all offices are in compliance with our policies.Furthermore,we monitor our employee placements daily and are available for coaching and counseling of employees, in order to allow hiring managers to focus on their primary job functions, as we act as their HR liaison. This helps with employee retention and development. We track our performance by measuring interview-to-hire ratios,conducting turnover and salary analyses,as well as collecting exit interviews. Your designated.Account Manager will also perform standard duality checks during an employee's time on assignment, to ensure no lapse of service. In an effort to continually improve out service we offer Quarterly Business Reviews (where we ask our clients what their current business objectives are and formulate a plan to help them achieve their goals), as well as offer Retention Plans, and operate under an "Open Door Policy". Cornerstone Staffing distributes Employee Satisfaction surveys, as well as Supervisor Satisfaction surveys. The Employee Satisfaction survey is administered to current employees on assignment to provide us, as well as our customers , feedback from the employee's perspective, Some questions on the survey include: 1) That is your favorite thing about this assignment?2) Do you have any suggestions for improvement?3) On a scale of 1-5,how would you rate your supervisor relations? These surveys are collected by Cornerstone,then provided to the supervisor. Supervisor Satisfaction surveys are administered to Supervisors/Hiring managers that work with ComerStone Staffing associates and the Account Manager on a regular basis. These surveys measure how CornerStone is doing in the eyes of the supervisors. Some questions on the survey include: 1) On a scale of 1-5,how would you rate CornerStone's understanding of your staffing needs?2)Does Cornerstone provide timely follow-up on issues? 3) On a scale of 1-5,how would you rate CornerStone's availability of their staff? The goal with the surveys is to be proactive in identifying any potential concerns or issues &resolving them immediately. Vendor Services Agreement btw CFW and Smith Temporaries, Inc.dba CornerStone Staffing-EXHIBIT F j. Temporary employee Evaluation Fora Vendor Services Agreement btw CFW and Smith Temporaries, Inc.dba CornerStone Staffing-EXHIBIT F j. Tempbrary Evaluation Form Associate Merit Evaluation April 00,20-- OA00003DR.Z/EM00002125 Company Supervisor Somewhere Suite 100 Somewhere,TX 76092 An integral part of our Program for Employee Relations and Customer Service(1'ERCS)is the Assignment Merit Evaluation. This evaluation is used to monitor the performance of our employee on assignment for you. In addition,this evaluation is used to consider employees for pay increases, promotions,training,and targeting areas for improvement. Please take a moment to fill out this evaluation. Your candor and honesty will provide us with the continuing guidance that we need to increase the level and quality of service that our company offers. Many thanks for your time and help. Assignment Merit Evaluation Please rate the employee in each of the categories Belo-w. Circle your response. Employee Name .lane Doe Start Date 11/30120-- 8.00 AM Job Title Clerk—General Last Evaluation 03/31/20-- Exceeds Expectation Above Expectation Meet Expectation Below Expectation Quality Of Work 100 95 90 85 s0 75 70 65 60 virtually no errors minimal errors passable careless Dependability l00 95 90 85 80 75 70 65 60 needs no supervision minimal supervision needs average supervision needs constant Si3 leYVr3iOn Attendance too 95 90 85 80 75 70 65 60 never absent or tardy seldom absent or tardy marginal attendance unacceptable attendance Cooperation/TE 100 95 90 85 80 75 70 65 60 highly cooperative good participation with saasfactoryparticipation fails to recognise amwor•.k excellentleamivork others coo rativerole Qualntity/Produ 100 95 90 85 so 75 70 65 60 always exceeds meets or exceeds meets only minimal below requirements Ct1V1 . production production.Loquirentents Ereduaion re uirements Initiative 100 95 90 85 so 75 70 65 60 actively seeks new generally assumes new resistant to neiv refuses new responsibilities and tasks 1 res onsibilities and tasks responsibilities and.iasks re s onsi6ilities and tasks Personality 100 95 90 85 80 75 70 65 60 exceptional seldom has disputes with frequent disliked byfellow workers welt liked others misunderstandings with fellow workers Does this employee's qualifications match your job requirements? Y.E,S NO Comments: The information contained in this document is the sole property of CornerStone Staffing and should not be distributed by 1=XH11317 r= k. Reporting Tools — Monthly Report Samples Electronically Vendor Services Agreement btw CFW and Smith Temporaries,Inc.dba CornerStone Staffing-EXHIBIT F 00 00 O tP co V) u7 W N OD c7 O d) n 40 QM a G CL N MLO In V 0) 10 m � cc 1 0 N r Mn L: N N O O O CID O O O N N O. n [V =F t0 N LQ c0 N Iq [n O O 'a' d0 T (i - n co ED ui C) (IDM DO[O-$v SW — qco v 0 r v Imor v o It � -}UaUIi�AJl/521iif Ii j�Ja;s�{ N ` �ri N N N v N ai !aS N u4 6s 660. 69- a% 6% u). to b+r C1i IN 0 0 0 0 o n 0 0 0 0 n o o n o 0 q n o 0 0 o a o uol e:podsuej Ci CD o CD o 0 0 0 0 6 n 0 613 C., 6% 69 V) V} VT 6% 6g to 64 6% N pue s4ioM oiignd N iC7 O Cl S] n O C7 C7 0 V O O V' N 0090-C9 {�'/y` O C1 4 O O O O O M O O Ci VV7 ii��.7 c7Y9 O C) O n O O O U i� O O h �(6o�oUyaal Uok ewJOlul Ao /n� 0 C) a c6 O O O N co C) CDGO V9ZO 'tD N � 00 N La ,- 0) tc) (O 1� it -VD SW -juaua edap acid N m C) ctin q� M N co N r o0 h `ci' 'd' c- d' u7 r M N 4 N m N m 1.- 61 rV? lf-t 64 64 ff} (A 6/3 U! 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Development 132.25 0.00 0.00 132,25 $2,"1.88 Plan -Grants Mgmt MS 01-0330 Davis,Temeka 132.25 0.00 0.00 132.25 $2,441.88 11111/2018 34-50 0.00 0.00 34.50 $656.88 289984 11/4/2018 35.75 0,00 0.00 35.75 $680.68 289313 11Y25/2018 22.50 0.00 .0.00 22.60 $42&40 291290 page 1 of 3 generated 12/3/2018 1:19:69 PM by user:lisazepeda Vendor Services Agreement btw CFW and Smith Temporaries, Inc.dba CornerStone Staffing-EXHIBIT F 11/18/2018 35.50 0.00 0.00 35.50 $675.92 290653 Department; Community 147.50 0.00 0.00 147.50 $2,407.20 Development Planning - Business Services Velez,Deyanira 147.50 0.00 0.00 147.50 $2,407.20 11/25/2018 27.50 0.00 0.00 27.50 $448,80 291283 11/18/2018 40.00 0.00 0.00 40.00 $652,80 290651 11/412018 40.00 0.00 0.00 40.00 $652.80 289311 11/1112018 40.00 0-00 0.00 40.00 $662,80 289974 Department., Community 61,00 0.00 0.00 61.00 $2,146.50 Development Planning-Real Estate Seri Martindale,Barbara 6.00 0.00 0.00 5.00 $40.50 11/25/2018 1,00 0,00 0.00 1.00 $40.50 291294 Smith,Pamela 66.00 0.00 O.UO 56.00 $2,106.00 11/25/2018 9.50 0.00 0.00 9.50 $384.75 291293 11/18/2018 21,50 0.00 0.00 21.50 $870.76 290650 11/4/2018 21.00 0.00 0.00 21.00 $850.50 289310 Department: Community Services 1 252.00 0.00 0.00 252.00 $4,476-10 Housing MS 28-0100 Khan,Rose 122.50 0,00 0.00 122.50 $1,916.90 11/4/2018 35.00 0.00 0.00 35.00 $547,40 289309 1'111112018 31.50 0.00 0.00 31.50 $492.66 289982 11/18/2018 35.00 0.00 0.00 35.00 $547.40 290649 11/25/2018 21,00 0.00 0.00 21.00 $328.44 291292 Tonasket,Donna 129.50 0.00 0.00 129.50 $2,560.20 11/26/2018 24.00 0.00 0.00 24.00 $489.60 291291 11118/2018 40,00 0.00 0.00 40.00 $816.00 290648 11/11/2018 29.50 0.00 0.00 29.50 $601.80 289981 11/412018 32.00 0.00 0.00 32.00 $652.80 289308 Department: Fire Department-MS 04 148.00 0.00 0.00 148.00 $2,545.92 -0260 Bryan,Jennifer L. 148,00 0,00 0.00 148.00 $2,545.92 11/412018 40.00 0.00 0.00 40.00 $707.20 289307 11/1112018 40.00 0.00 0.00 40.00 $707.20 289980 11/1812018 40.00 0.00 0.00 40.00 $707.20 290647 11/25/2018 4.00 0.00 0.00 4.00 $0:00 Department: Information Technology 435.25 0.660 0.00 435.75 $9,430.92 -MS 63.0500 Adetosoye,Frank 144.60 0.00 0.00 144.60 $3,248,36 11/25/2018 20.50 0,00 0.00 20.50 $473.96 291285 11A812018 40.00 0,00 0.00 40.00 $924.80 290643 11/11/2018 40.00 0.00 0.00 40.00 $924:80 289976 page 2 of 3 generated 121312618 1:19:59 PM by user:lisazepeda Vendor Services Agreement btw CFVV and Smith Temporaries, Inc.dba ComerStone Staffing-EXHIBIT F 11/4/2018 40.00 0.00 0,00 40.00 $924.80 289302 Hampton,Paulette St 150.00 0.60 0.00 150-50 $3,392.86 11/4/2018 0.00 0.00 0.00 0.00 $0.00 11/11/2018 40.00 0.00 0-00 40,00 $924.80 289977 11/18/2018 40,00 0.00 0.00 40.00 $924.80 290644 11126/2018 26.00 0,00 0.00 26.00 $601.12 291286 Lane,Chelsea 140J5 0.00 0.00 140.76 $2,789.70 11/25/2018 4.00 0.00 0.00 4.00 MOO 11/1812018 40.00 0,00 0.00 40.00 $816.00 290645 11/4/2018 35.00 0.00 0.00 35.00 $714.00 289304 11/11/2018 39.75 0.00 0.00 39.75 $810.90 289978 Department: Public Works and 130.00 0.00 0.00 130.00 $2,121.60 Transportation Granderson-Pendieton 130.00 0.00 0.00 130.00 $2,121.60 11/18/2018 34.00 0.00 0.00 34.00 $554.88 290652 11/11/2018 40.00 0.00 0.00 40.00 $662.80 289983 11/412018 40.00 0.00 0.00 40.00 $652.80 289312 11/25/2018 16,00 0.00 0.00 16.00 $261,12 291295 Department; Water Utilities/Treatment 164.00 0.00 0.00 164.00 $3,046.40 - MS 48-0100 Ruiz,Sabrina 164.00 0.00 0.00 164.00 $3,046.40 11/25/2018 40.00 0.00 0.00 40.00 $761.60 291284 1111812018 40.00 0.00 OM 40.00 $761,60 290642 1111112018 40.00 0.00 0.00 40,00 $761.60 289976 11912018 0.00 OAO 0.00 0.00 $0.00 Report totals: 17B5.00 0.60 0.00 1785.60 $47,343.82 page 3 of 3 generated 1 2131201 8 1:19:59 PM by user:Iisazepeda Vendor Services Agreement btw CFW and Smith Temporaries, Inc.dba CornerStone Staffing-EXHIBIT F Software Program to Assist City Departments Managing their temp services contract requirements Vendor Services Agreement btw CFW and Smith Temporaries,Inc.dba Cornerstone Staffing-FXHIBIT F 1. Software Program to assist cite departments in managing their temp services contract requirements. We provide many reports to our customers through CornerStone Netlinl's ."client log in" portal on our website at cornerstonestaffing.com.These reports are designed to help our customers keep track of their temporary worlrforce.At any time hiring managers have access to reports on line that can be exported to word,excel,pdf etc.Some of the most commonly used management reports are:Temporary spend by department,Current assignments,length of assignment,time card detail and termination report. We have listed many that are available on line below.However,we are also able to provide customized reporting as requested. f a Cornerstone Employee & Customer w Web Portal Please sign in Username: Password: C"^� The password field is required. r Beep me fogged in Vendor Services Agreement btw CFW and Smith Temporaries,Inc.dba Cornerstone Staffing-FXHIBIT F 1.Software Program to assist city departments in managing their temp services contract requirements. B -r i mica rrA,-s N-J 0 1 �nrf P�.ri,11rig A--PF>r-C)'.'-mCf VV4--6 perail C!P�n cwd r� F--M R'4rl� 13-V FRf-'PI:11-C "Enn �k it r->mlly -rirrxe- Ftepc>vZ C"K�u t-m) `Fa Im"m 1.1 at I nz i rbEa Benefit Qjn-entAssJgrA-nent ln-Ti-udate yes I ists oontraacm bv deepc&crg idenfifies.speridbydcptfordvencW)--rar*3�--by Spend Report in'rn2criate yes orMnl7aticn Ckderfill ratio JrYTT-ediate yes Trad<s t-cwvv_-fJ thevgencyi-s dojrgfi[lingVuurpositicx-s Cpenorders lmrtLciiate yes Uststhe open positions a V-1pervisor 11-�WidlIthe agerv-Y Lets you la-owvJ-ien oontractios,are readytooDnvert& Aver.-W lergth of zmisignet k. in-n-edlare Yes howl orgtheV have been cn.-rAE;nrn2nt B-dedAssioirrierd:s Irnn-p-diate yes Letsyou tax7.v%Ahyassignn-errts are erySing Sent bythe prco-arnmenagervieeldy.Tracks turnover Client Supervisors & Managers nagers can perform the following functions anytime from the CornerStones online software Netlink. • Place new orders • View open orders • View list of active temporary associates on assignment in their dept. • Request extensions of temporary contracts. • View, edit, reject & approve timecards.(All City of Arlington Departments except Parks and Convention Center currently use our electronic time card.) • View invoices and time they were approved. • Spend Report. • Turnover Report. • Overtime Report. All communications for open orders & order follow up can be accomplis'hed through the web, email or by phone call. Thomas Becker is your dedicated Manager for your account. Vendor Services Agreement btw GFVV and Smith Temporaries,Inc.dba ComerStone staffing-EXHIBIT IF rn . References — Five References Vendor Services Agreement btw CFW and Smith Temporaries,Inc.dba CornerStone Staffing-EXHIBIT F REFERENCE 1: Company/Agency Name: City of Arlington Address: 501 W. Sanford St. Suite 20 1 Arlington, TX 76011 Point of Contact:James Weddle Phone Number:811-276-6734 Email:james.weddle@arlingtonhousing.us Project Description.Housing,City of Arlington Contract Term.,2 years with(3)1 years extensiors Were any positions sub-contracted? yes___X No Subcontractor's Name. Total Contract Amount: 296,735.33 (Spend for Housing Dept.) REFERENCE 2: Company/Agency Name.City of Dallas Address: 1500 Marilla,Dallas TX 75201 Point of Contact:Kim Ray Phone Number:214-670-5411 Email:kim.ray@dallascityhall.com Project Description:Clerical/Professional positions for City of Dallas Contract Term:3 years Were any positions sub-contracted? y yes No Subcontractor's Name: RD Adam's& Key Staffing Total Contract Amount: 29,169,943 REFERENCE 3: Company/Agency Name: Tarrant County Elections Address: 2700 Premier St. Fort Worth,Texas 7611.1 Point of Contact:Germaine Wolridge Phone Number_ 817-831-6485 _ Email: gcwoolridge@tarrantcounty.com Project Description: Temporary and Payrolling Contract Term: Were any positions sub-contracted? yes X No Subcontractor's Name: Total Contract Amount: 2,683,750 REFERENCE 4: Company/Agency Name:Dallas County Elections Address:2377 North Stemmons Frvvy.,Suite 820,Dallas,Texas 75207 Point of Contact:Robert Heard Phone Number: 214-819-6334 -Email: Robert-heard@dallascounty.org Project Description: Elections Temporary Contract Term: 2 years with 3 one year extensions Were any positions sub-contracted? yes_X No Subcontractor's Name-, Total Contract Amount: $195,477 REFERENCE 5: Company/Agency Name: City of Fort Worth Address: 200 Texas St. Fort Worth,Texas 76102 Point of Contact:Nathan Gregory Phone Number: 817-392-7847 Email: Nathan.gregory@fortworthtexas.gov Project Description: Temporary Personnel Services as well as Direct Hire for Professional Positions Contract Term: 2014 to Current. Were any positions sub-contracted? yes X No Subcontractor's Name: Total Contract Amount: 2.6 million _ Reference Number:19-0036 Return By:December 13,2018 @ 2:00 p.m, Page 40 Vendor Services Agreement btw CFW and Smith Temporaries,Inc.dba Cornerstone Staffing-EXHIBIT F Attachment C. Required Forms Vendor Services Agreement btw CFW and Smith Temporaries, Inc.dba CornerStone Staffing-EXHIBIT F Copy of W-9 Proof of Insurance on Original Acord Farm Y_. _ Local Preference Consideration,Attachment 2 Y Data Intake Form,Attachment 3 �I MWBE Participation Form,Attachment 4 M1� MWBE/HUB Certificate Form CIQ—CONFLICT OF INTEREST QUESTIONNAIRE,Attachment S — TM I t Vendor Services Agreement btw CFW and Smith Temporaries, Inc.dba Cornerstone Staffing-EXHIBIT F r Vendor Services Agreement btw CFW and Smith Temporaries, Inc.dba Cornerstone Staffing-EXHIBIT F Form - Request for Taxpayer Give Form to the (Rov.November201I7) Identification Number and Certification requester.Do not Department of the Treasury send to the IRS. Internal Revenge service �So to www.ers gov1FnrrnW9 for instructions and the latest information. f Name(as shown on year income tax retum).Maine fs"ulrt i on-lhls line;do not leavathl$lirle blank. Smith Terrnpararik)5lnc g t3usinass rtama/rlfsre¢attlo8 entity name,if different from shove dba CornerS#one,Stlat rig 3 Check appropriate box for federal tax classification of the person whose name Is entered on line 1.Check only one of the 4 Exemptions(codes apply only to following seven boxes corteln entities,not Individuals;see Instructions on page 3): cc ElIndividual/sole pr°priator or ❑ G Cnrparation ❑s Corporation ElPartnership ❑Trust/estate C single-member LLC Exempt payee code(if any) G ] Limited liability company.Enterthe tax classification(C=C corporation,SnS corporation,P�Partnershlp)i q .NOte:. hecl(the ap,ropriata.hax In the one abova-forthe taX uiassillcation bf than sjrTglg-rri mber oVM& Do grit chfiak Fxemption from FATCA reporting N I.ON191 l.t_G!s dwsifledii§tt S-601i:-inemirer I%C.that is tltstegarriW fibm the evmer Mhlolis-this gwnar o(the t 11.6-6 code(if an ariotherl LE that is tint disregarded from file°wnerfnr U.S.feddW tax purpaees Qthenv[se a sWole-a i nnber Lt -that - n is disregarded from The owner should checktho appropriate bo'x for the tax ciassiiloation of k£s owher. a ❑ Qther(soa instrua(iansj m r'rna nemunfsma nrarmaaensrde uB use 5 Addra6s(number,street,and apt,or suite no)See instructions. Requaster's•name and address(aptlonal) m P.O.BOX 909 6 City,state,and ZIP code Grapevine,TX 76099 'I Ust account rtuff ier(s)here(optional) T'a>x ayes!tlerttification Number(TIN) linter your TIN in the appropriate bb-c.The TIN provided roust match the name given on line 1 to avoid tgalal seaadty number backup withholding.s i e For individuals,this is generally youre I social security number,late.However,fora _ T resident alien,sots proprietor,or disregarded entity,see the Instructions for Part 1,later.For other entities,It is your employer identification number(FIN).if you do not have a number,see How to get a TIN,later. or Note:If the account is in more than one name,soothe instructions for line 1.Also see What Name and Employer tderrtificatian number Number To dive the Requester for guidelines on whose number to eater. 7 5 — � 3 7 9 9 b 1 JgMMGer-tiffction Under penalties of perjury,raertify that: 1.Ttae number shown on this form Is my correct taxpayer identification number(or I am waiting fear a numberto be issued to me),and 2.1 am not subject to backup withholding because:(a)I am exempt from backup withholding,or(b)I have not been notified by tho Internal Revenue Service(IRS)that I am subject to Backup withholding as a result of a failure to report all interest or dividends,or(c)the IRS has notified me that i am no longer subject to backup withholding;and 8.1 am a U.S.citizen or other U.S.person(defined below);and 4.The FATCA oode(s)entered on this form(if any)Indicating that I am exempt from FATCA reporting is correct. C;ertifiaatiart°InstrcTcions.You rrttlst cross out lteira 2 al3ove.lf yeti have been ndti#led by the lFto that yea are currently subject to backup vrithholding because you have#ailed to r spart:all Iritersst ansE dlvii3ertda ory:your tax i~iwn.F6r real ast t#etrarasactinn ,itt rii 2 does not aAply,..For mortgage-Interest paid. acquisition or abandonment of•scouted prop$id cancellation of c#eht otitributions to do 1prJividual reti>enierit airan eaneii#(IIiA),and generally,payments rs�hertllan Into"t find cllvlderids.jlau errs not tegTilreti to sign the a sr9lflraation,but you must provide your corractTtM.Seethe-instructions for Part 11,later. ''��f�Her Signatgreoi DatedL Q J,G,9 Hare u.s.person a IGenef"ai Instiructio s •Form 1099-DIV(dividends,including those from stocks or mutual funds) Section references are to the Internal Revenue Code unless otherwise .Form 1099-MISC(various types of income,prizes,awards,or gross noted. proceeds) Future developments.For the latest information about developments .Form 1099-8(stock or mutual fund sales and certain other related to Form W 9 and its instructions,such as legislation enacted transactions by brokers) after they were published,go to www.1rsgov1FarmW9. .Form 1099-5(proceeds from real estate transactions) Purpose of Form •Form 1099-K(merchant card and third party network transactions) An individual or entity(Form W-9 requester)who is required to file an a Form 1098(home mortgage interest),1098-E(student loan interest), information return with the IRS must obtain your correct taxpayer 1 098-T(tuition) Identification number(TIN)which may be your social security number +Form 1099-C(canceled debt) (SSN),individual taxpayer identification number(lTIM,adoption •Form 1099 A(acquisition or abandonment of secured property) taxpayer identification number(ATIN),or employer identification number Use Form W 9 only it you are a U.S.person(including a resident (EIN),to report on an information return the amount paid to you,or other alien),to provide your correct TIN. amount reportable on an Information return.Examples of information returns include,but are not limited to,the following. !#you do not retum form W-9 to the requester with a TIN,you might •Farm 1099-INT(interest eamed or paid) be subject to backup withholding.See What is backup withholding, later. Vendor Services Agreement btw CFW and Smith TempO&MR W%a Cornerstone Staffing-EXHIBIT F Form W-9(Rev.11-2017) b. Proof ®f Insurance Vendor Services Agreement btw GFW and Smith Temporaries, Inc.dba CornerStone Staffing-EXHIBIT IF c. Attachment 2 Local Preference consideration Vendor Services Agreement btw CFW and Smith Temporaries,Inc.dba CornerStone Staffing-EXHIBIT F LOCAL PREFERENCE CONSIDERATION APPLICATION For bidders whose business is located within the Arlington city limits The City of Arlington requires the following information for consideration in award of competitive bids: 1. Location Eligibility: Principal place of business is defined herein as the primary or executive or administrative office of the business. Is company's legally identified principal place of business within the City Limits of Arlington,Texas? a. If yes,identify the following: i. Business Name/DBA: ii. Address: ill. Business Structure: (sole proprietorship/partnership/corporation/other) b. Name and city of residence of owners)/partners/corporate officers, as applicable. iv. Name/Title: v. City of Residence: If more than one owner/partner/corporate officer exists,attach a separate sheet of paper. 2. Economic Development benefits that would result from award of this contract: a. Total number of current employees who are residents of the City of Arlington? b. Will award of this contract result in the employment/retention of residents of the City of Arlington? —Yes —No c. Will subcontractors with principal places of business in the City of Arlington be utilized? _Yes —No d. Will award of this contract result in increased tax revenue to the City? ____Yes —No e. If yes,check types of taxes? _--_Property Taxes _Sales Taxes _Hotel Occupancy Taxes f. Other economic development benefits deemed pertinent by applicant(attach separate sheet if necessary): City Bid Number for which local preference is requested: Certification of information: The undersigned does hereby affirm that the information supplied in its bid and this application are true and correct as of the date hereof,under penalty of perjury. Smith-Temporaries,ine..d.b-a CornerStene-ttaffin 12 9 E}18 Comp; a Date The as Becker Signature Print Name Tax Certificate from Tarrant County Tax Assessor is attached Reference Number:15-0036 Return By:December 13,2018 @ 2:00 p.m. Page 42 Vendor Services Agreement btw CFW and Smith Temporaries, Inc.dba CornerStone Staffing-EXHIBIT F d & Attachment 3 Data Intake Form Vendor Services Agreement btw CFW and Smith Temporaries,Inc.dba CamerStone Staffing-EXHIBIT F ATTACMM,fMT 3 DATA INTAKE FORM Company's Authors gent(Typed or Printed): Smith Temporaries, Inc.d.b.a CornerStone Staffing �"yes IVE PURCHASING FORM If you,the Vendor/Contractor cheek "to the statement below, the following will apply: Government entities utilizing Inter-Governmental Contracts with the City of Arlington, Texas, will be eligible, but not obligated, to purchase materials/services under this contract(s)awarded as a result of this bid. All purchases by Governmental Entities other than the City of Arlington will be billed directly to that Governmental Entity and paid by that Governmental Entity. The City of Arlington will not be responsible for another Governmental Entity's debts. Each Governmental Entity will order their material/service as needed. Should other Government Entities decide to participate in this contract, would you, the Vendor/Contractor, agree that all terms, conditions,specifications, and pricing would apply? Yes){ No FOR MINORITY AND/OR WOMAN OWNED BUSINESS ENTERPRISES (To be completed only if applicable) Minority and/or Woman Owned Business Enterprises are encouraged to participate in Arlington's procurement process.in order to be identified as a qualified Minority and/or Woman Owned Business Enterprise in the City of Arlington,Texas,this form,alone with a copy of Wur certification must be returned to the gLty of Arlin on Purchasing Division. PLEASE CHECK THE APPROPRIATE ETHNICITY AND/OR GENDER: American Indian Asian _Black Hispanic _X_Waman Owned Business Enterprise MINORITY STATUS: Has this firm been certified as a minority,women or disadvantaged business enterprise by any governmental agency? Yes No X_ (if yes,please specify government agency) The above information is for information only. The City of Arlington encourages minority business participation;however no preferences shall be given. PROCURMENT OPPORTUNITY How were you notified of this procurement opportunity, XT City of Arlington City's Website Bid Notification Service Fort Worth StarTelegram City Website City of Arlington employee(other than Purchasing) Chamber of Commerce City's Television Station Other:. NO BID SHEET If your firm has chosen not to submit a bid for this procurement. Please check item(s)that apply. Do not sell the item(s) required Insufficient time to respond Unable meet the Specifications Specifications are unclear/ambiguous Unable to be competitive Unable to provide Bonding Cannot provide Insurance Job too large Unable to comply with Indemnification Job too small Do not wish to do business with the City. _Other reason: Reference Number:19-0036 Return By:December 13,2018 @ 2:00 p.m. Page 43 Vendor Services Agreement btw CFW and Smith Temporaries, Inc.dba CornerStone Staffing-EXHIBIT F e. Attachment 4 MWBE Participation Form Vendor Services Agreement btw CFW and Smith Temporaries, Inc.dba Cornerstone Staffing-EXHIBIT F MWBE SUBCONTRACTING PLAN ATTACHMENT 4 Local&Mir►oriLvlWoman4Owned Business Enterprise Policy The City of Arlington has adopted a Local&Minority/Woman-Owned Business Enterprise(MWBE)Policy through City Council Resolution#13-300 on December 3,2013. The Policy's purpose is to promote full and equal business participation for Local and MWBE companies as prime and subcontractors. in an effort to show good faith effort in utilizing Local and MWBE subcontractors, the City requests the following information: A. MWBE Subcontracting Plan—please identify areas for subtracting opportunities and percentage of work to be performed by Local and/or MWBE"firm (company name is not required). This information is for administrative purposes only and will not be used in determining the most qualified respondent. Reference the MWBE Subcontracting Plan form (Attachment--�. B. The awarded provider should submit a MWBE Subcontracting Plan and Prime/Subcontractor List within fifteen (15)calendar days after Notice of Intent to Award Receipt. For information about the City's Local&MWBE Policy,we have included a link to access the document(http.//wwW.arlington- txg ov finan-ce/purcbasing/ d ,7nrocucement/). Please complete this form and include with proposal,as an attachment. Project Name: wo Year Re uirements Contract for Teml2orary Personnel Services Project No; 19- D36 Date: 11 30 2018 LEGEND MWBE=Minority/Women Business Enterprise *Answer with "YES" or"NO" Prime Consultant *Arlington Firm *MWBE (Yes/No) (Yes/No) Smith Temporaries, Inc.d.b.a.Cornerstone Staffing No Yes LIST ALL SUBCONTRACTING OPPORTUNITIES(use additional sheets if necessary.): Description of Work Type *Potential Arlington and/or MWBE Anticipated Percentage Firm Participation (%)of Work (Yes/No) Upon formal award of said project,the proposer will submit a Prime&Subs Report identifying the Local and/or MWBE subcontractor(s)that will perform the listed work. By signing below,the recommended proposer shall agree to meet their Local and/or MWBE goal based on the information provided on this document.. Name of Company's Mai n et Pers Thomas Signature of Ma Contact P Reference Number:19-0036 Return By:December 1B,201B @ 2:00 p.m. Page 44 Vendor Services Agreement btw CFW and Smith Temporaries,Inc.dba CornerStone Staffing-EXHIBIT F f. 11 MBE / HUB CERTIFICATE Vendor Services Agreement btw CFW and Smith Temporaries,Inc.dba Cornerstone Staffing-EXHIBIT F g. Attachment 5 Form C1 C Vendor Services Agreement btw CFW and Smith Temporaries, Inc.dba CornerStone Staffing-EXHIBIT F CONFLICT OF INTEREST QUESTIONNAIRE For vendor doing business with local governmental entity A complete copy of Chapter 176 of the Local Government Code may be found at http.,//wWw.statutes.logis.state.tx,us/ rocs/LG/htm/LC%176.htm. For easy reference,below are some of the sections cited on this form. Local Government Code.J.176.001(1-a):"Business relationship"means a connection between two or more parties based on commercial activity of one of the parties. The term does not include a connection based on: (A) a transaction that is subject io rate or fee regulation by a federal,state,or local governmental entity or an agency of a federal,state,or local governmental entity; (B) a transaction conducted at a price and subject to terms available to the public;or (C) a purchase or lease of goods or services from a person that is chartered by a state or federal agency and that is subject to regular examination by,and reporting to,that agency. Local Ggyerrtwent Cade_&176.003(a)(21(A)and(13)- (a) A local government officer shall file a conflicts disclosure statement with respect to a vendor if: (2) the vendor: (A) has an employment or other business relationship with the local government officer or a family member of the officer that results in the officer or family member receiving taxable income, other than investment income, that exceeds $2,500 during the 12-month period preceding the date that the officer becomes aware that (i) a contract between the local governmental entity and vendor has been executed; or (ii) the focal governmental entity is considering entering into a contract with the vendor; (9) has given to the local government officer or a family member of the officer one or more gifts that have an aggregate value of more than$100 in the 12-month period preceding the date the officer becomes aware that: (i) a contract between the local governmental entity and vendor has been executed;or (if) the local governmental entity is considering entering into a contract with the vendor. Local GovOnment Code rr 176.006(a)and 0-11 (a) Avendor shall file a completed conflict of interest questionnaire if the vendor has a business relationship with a local governmental entity and: (1) has an employment or other business relationship with a local government officer of that local governmental entity,or a family member of the officer,described by Section 176.003(a)(2)(A); (2) has given a local government officer of that local governmental entity,or a family member of the officer,one or more giftswith the aggregate value specifled by Section 176.003(a)(2)(B),excluding any gift described by Section 176.003(a-1);or (3) has a family relationship with a local government officer of that local governmental entity. (a-1) The completed conflict of interest questionnaire must be filed with the appropriate records administrator not later than the seventh business clay after the later of: (1) the date that the vendor: (A) begins discussions or negotiations to enter into a contract with the local governmental entity; or (B) submits to the local governmental entity an application,response to a request for proposals or bids, correspondence, or another writing related to a potential contract with the local governmental antity;or (2) the date the vendor becomes aware: (A) of an employment or other business relationship with a local government officer, or a family member of the officer,described by Subsection(a); (B) that the vendor has given one or more gifts described by Subsection(a);or (C) of a family relationship with a local government officer. Form provided by Texas Ethics Commission www.ethics.stata.tx.us Revised 1 i/9012015 Vendor Services Agreement btw CFVV and Smith Temporaries,Inc.dba CornerStone Staffing-EXHIBIT F SECTION A INSTRUCTION TO BIDDERS Al. BID DOCUMENTS: The City's Website and Demandstar are the only authorized sources for obtaining accurate Bid forms. All addenda and notices related to this procurement will be posted by the City on the City's Website and Demand Star. Location of Bid Documents are available after registration (fees apply and will vary)at: • Arlington's City's Website ht7:p,5:L ar0ngton-tx.lonwavg,net a Onvia Demand Star located at www.onyia.com. • Or,may be picked up via hard copy at location Purchasing Division,.Business Office, 101 S. Mesquite Street,Spite 860,Arlington,Texas 76010, To receive consideration, the Bid must be submitted on the Bid forms as provided by the City. This Invitation to Bid must be with all response forms completely filled out. Bids must be type&or printed in black or blue ink only. Use of erasable ink is not permitted. All corrections must be initialed. Any information to be submitted as part of the response may be attached behind the Bidders Response form. Bidders must use complete bid information for accuracy when preparing bids. The City assumes no responsibility for any errors or misrepresentations that result from the use of incomplete bids. Any addenda or other modification to the Bid documents will be issued by the City prior to the date and time of Bid closing, as written addenda shall be distributed to all prospective bidders who have obtained the bid package directly from the City or its authorized representative. Such written addenda or modification shall be part of the Bid documents and shall be binding upon each Bidder. Each Bidder is required to acknowledge receipt of any and all addenda in writing and submit with their bid. The City is not responsible for any solicitations advertised by subscriptions, publications;websites(other than the City's) or other sources not connected with the City and the Bidder should not rely on such sources for information regarding ay solicitation made by the City of Arlington. In the event this Bid is obtained through any means otherthan the City's Website or Demand Star,the Citywill not be responsible forthe completeness,accuracy,ortimeliness of the final Bid documents received from those other sources. Bid forms obtained from any other source may be incomplete and Bidders risk not receiving necessary addenda, or other required documents causing bid to be considered non-responsive, and eliminating the Bid from award. A2. Preparation of Bid: Bidders are expected to carefully examine all documents that make up this bid, including all addenda, attachments, and exhibits to thoroughly familiarize themselves with all requirements prior to submitting a bid. Upon examination of the solicitation and discovery of any discrepancies,inconsistencies,errors,or ambiguities in,or omissions from the solicitation documents, or should the bidder be in doubt of any meanings,the bidder shall promptly notify the Purchasing Manager or designee as specified in Section D,Special Conditions. The submission must be in the form of a written request for interpretation or correction thereof. The bidder submitting the request will be responsible for its prompt delivery,and any necessary follow up. Bid Preparation Costs: All costs associated with the preparation of response for this bid or any other City solicitation shall be borne by the bidder,and not the City. A3. CONTACT WITH CITY COUNCIL,STAFF AND ADVISORS All questions concerhin this progqrement solicitation must be,directed to the Ourchasin Ake . Contact information for the Purchasing Agent is listed on cover page of this document. Vendor 5e oes A reggAvow�!f�m 5%-M-Nn1 oraries fn �f��a' n ti]li Car d CI B�1'� p' Page 4 The following provisions are intended to ensure a fair and equitable review process so that there is no actual or potential situation where one vendor secures or attempts to secure an unfair advantage over another vendor or creates a situation where there is an appearance of impropriety in contacts between the vendor or vendor's agent or vendor's contractor or vendor's consultant and City officials. Vendors are prohibited from communicating with council members,City officials and their staff,regarding the BID/RFP/RFQ or submittals from the time the BID/RFP/RFQ has been released until posted as a City Council agenda item for consideration by the entire city council. These restrictions extend to letters, phone calls, emails, social media, or any contact that results in the direct or indirect discussion of the BiD/RFP/RFQ or proposal submitted or to be submitted. Violation of this provision by vendor or vendor's agent may lead to disqualification from consideration. Exceptions to the restrictions on communication with City employees include: Contacts by the vendor with City when such contacts do not pertain to this proposal. Examples include: private (non-business) contacts with the City by the proposer or Proposer's employees acting in their personal capacity; presentations and/or responses to inquiries initiated by City Staff; and if a representative of the proposer has a question about any potential contact as described above, the Purchasing Manager will be notified in order to make a determination as to whether any contact is allowed in accordance with the bid. A4. Minimum Standards: Specifications listed herein describe the expected minimum standards. if any exceptions are taken by the Bidder, the Bidder is responsible for indicating each deviation from the specifications,including an explanation,justification,or applicable literature for the deviation,and initialed by representative taking exception(s). Any and all exception must be submitted at time of bid submittal. The City reserves the sole right to accept or reject,in whole or part,any proposed exceptions. The absence of any indications will be interpreted as Bidder's complete compliance with the entire specification. A5. Explanation of Bid Language: 1) It is the intent and purpose of the City of Arlington that this solicitation promotes competitive bidding.It shall be the Bidder's responsibility to advise the Purchasing Manager, at the address or email listed on the cover page of this solicitation, if any language, requirements,or combination thereof, inadvertently restricts or limits the requirements stated in this Bid to a single source. Such notification must be submitted in writing and must be received by the Purchasing Manager or designee asspecifredin Section D,Special Conditions. 2) Any explanation,clarification,questions,or interpretation desired by a Bidder relating to any part of this solicitation must be requested in writing to the Purchasing Division as specified in Section D,Paragraph D1,, procurement Schedule. Request for explanations or clarifications may be emailed to purch@arl ngtontx,gp.0,The request must clearly identify the bidder's company name, point of contact and bid number. Any written information given to one (1) Bidder concerning a solicitation will be furnished to all Bidders in the form of an addendum. Interpretations, corrections, or changes to the bid made in any other manner are not binding upon the City, and bidders shall not rely upon such interpretations,corrections or changes. Oral explanations or instructions given before the award of the contract are not binding. 3) Reservations: The City expressly reserves the right to: (a) Specify approximate quantities in the bid; (b) Extend the bid.opening date and time; (c) Add additional terms or modify existing terms in the bid pursuant to Section D,herein. Vendor Se icesA r id WMM"3fbm orarios Ir��i Geri � to n q 11 l ''�'' Page 5 A6. Addenda: 1) Any interpretations, clarifications, and changes made will be in the form of written addenda issued by the Purchasing Division. 2) oral answers received by any member of the Purchasing Division or requesting Department will not be authoritative,and the City will not entertain any protest based on a verbal instruction. 3) It is the bidder's responsibility to obtain,review,sign and return anyand all addenda. Receipt of Addenda must be acknowledged by signing and returning Addenda with the bid,or under separate cover prior to the due date. 4) Addenda containing bid pricing should be returned in a sealed envelope marked on the outside with the bidder's name,address,bid number,and the due date and time. 5) Addenda are available through the City's Website, Demand Star,and in the main Purchasing office. It is the responsibility of the Bidder to ascertain if any addenda have been issued, to obtain such addenda, and to return executed addenda with their bid. The City will not consider any request to re-open a bid as a result of failure by Bidder to secure addenda in accordance with this bid. 6) Failure to return any and all issued addenda may adversely affect the bidder's opportunity for award. A7. Bid Compliance: 1) All items contained in the bid must be in total compliance with the specifications in this solicitation. 2) If Bidder is bidding only a portion of the goods or services, please state "No Bid" on the coordinating line item. 3) Alternate bids must be submitted under separate cover, unless stated in Section D,Special Provisions. 4) Each Bidder must furnish the information required by the solicitation on the documents provided. Bids submitted on any other form(s) may be considered non-responsive. 5) Any attempt to alter the wording in the bid may result in rejection of the bid. 6) Bids may not include exempted taxes such as City,State,and most Federal taxes. The successful bidder should request a Tax Exemption Certificate from the Purchasing Division as needed. Under no circumstances shall the City be liable to pay taxes for which the City has an exemption_ 7) Conflict of Interest: All Bidders must disclose, with the bid, the name of any officer, director, or agent who is also an officer or employee of the City of Arlington. Furthermore, all Bidders must disclose the name of any City of Arlington officer or employee who owns, directly, or indirectly, an interest of ten percent(10%) or more of the Bidder's firm or any of its branches. Failure to disclose in this manner will result in the immediate disqualification of or cancellation of the bid for work. The City will seek all damages for the recoupment of losses in having to re-bid or re-assign this bid. AS. Prices: Bid pricing for goods and services covered under this specification shall be firm unless otherwise specified. Pricing shall include, but is not limited to, mobilization, labor, material, equipment,tools, license, FOB delivery, unless otherwise requested on the Bid Price Schedule. it is the responsibility of the Bidder to check the unit price being submitted on the solicitation,and shall verify accuracy of pricing by signature on the Bid Price Schedule. No price changes will be.allowed after opening. In the event of a discrepancy between unit price and extended price,the unit price shall prevail as accurate. A9. Brand Name or Equal: If the bid indicates brand name or"equal" products are acceptable,the bidder may bid an "equal" product as an alternate bid but must be prepared to demonstrate those features that render 'it equal. Final determination of a product as an"equal"solely remains with the City. A1D. Delivery rime: Delivery time, if stated as a number of days,and shall be interpreted as calendar days. It is understood by Bidder that time is of the utmost with any City purchase;and therefore, if the indicated date cannot be met, or the date is not indicated, the bidder shall state its best delivery time. Failure to meet delivery times quoted may be grounds for cancellation of contract. All. Signature: The bidder must sign each document in the bid requiring a signature. If addenda are issued,the bidder must execute as an acknowledgement of addenda by signing and returning it at time of bid submittal. Vendor Se Refer a er Re rn :A emb 20 p.m. Page 6 The bidder must initial any physical change(s) made to the solicitation document. Bidder's failure to sign required documents may result in the disqualification of the bid. Al2. Compliance with laws: The Bidder shall give all notices and comply with all federal, state and local laws, statutes, ordinances, rules and regulations, and lawful orders and decrees of any court, administrative bodies,tribunals,or any public authority in any matter bearing on the perrormances of the services specified herein. This agreement and the rights and obligations of the parties hereto shall be interpreted, construed, and enforced in accordance with the laws of the State of Texas. The Bidder warrants and covenants to the City that all services will be performed in compliance with all applicable federal,state,county,and city health and safety codes, rules and ordinances including, but not limited to,workers'compensation laws, minimum and maximum salary and wage statutes and regulations, prompt payment, and licensing laws and regulations,the Texas Industrial Safety and Health Act,and the Workers Right to Know Law. The Bidder shall maintain all required licenses, certifications, etc, throughout the term of the bid specification. Upon request,the Bidder must furnish the City with satisfactory proof of its compliance. UNAUTHORIZED WORKERS The City will not intentionally award publicly-funded contracts to any Bidder who knowingly employs unauthorized alien workers,constituting a violation of the employment provisions contained in 8 U.S.C. Section 1324a(e) [Section 274A(e) of the Immigration and Nationality Act ("INA")], and as amended.The City shall consider the employment by any Bidder of unauthorized aliens a violation of Section 274A(e) of the INA. Such violation by the Recipient of the employment provisions contained in Section 274A(e) of the INA shall be grounds for unilateral cancellation of this Agreement by the City. A13. Bid Submittal: as specified in Section D,Special Conditions,All bids must be submitted in a sealed envelope, plainly marked on the outside with the following information: Bidder's Name Smith Temporaries,Inc.d.b.a.Cornerstone Staffing Address:2505 N.HWY 360,Suite 100 Grand Prairie,Texas 75050 817-504-6380 City of Arlington Purchasing Division Business Office,Wh Floor 101 S.Mesquite St. Arlington,Texas 76010 Bid Number:19-0036 Bid Due Date and Time: December 13, 2018 12:OOPM Bid Name:Two Year Requirements Contract for Temporary Personnel Services Procurement Submittals which require more than one sealed envelope or box,must clearly identify it as such. Example: Package 1 of 2, Package 2 of 2; or Package 1/2,2/2... Any literature or other material submitted with the bid documents by Bidderwill not supersede any of the City's terms and conditions. Bidders are instructed to retain all pages of the solicitation which DO NOT require a signature, and shall be kept as'reference and informative material (i.e., Terms and Conditions, instructions to Bidders, or Specifications, etc.)to successfully complete the bid if awarded. Bid Submittal Costs. The cost of submitting this bid is considered an operational cost of the Bidder, and shall not be passed on to or be borne by the City. Vendor Se Refer a er Re rn :p eMb 20 p.m. Page 7 A14. Receipt of Bids: Bids must be received in the Purchasing Office prior to the due date and time. It is the sole responsibility of the Bidder to ensure timely delivery of the Bid by means chosen by Bidder. The time stamp clock in the Purchasing Office is the official time of record. Vendors trust allow sufficient time for processing through the City's internal mailroom system to ensure the bid arrives in the Purchasing Office prior to the due date and time. The City is not responsible for mail held by any carrier or third party delivery service. Any Bid received after the required date and time will be considered late,and will not be accepted or considered. Irate bids will be returned to the bidder unopened. Bids will not be considered if delivered or received at any other City office orfacility. The City will not be responsible for failure of service on the part of the U.S.Postal Office, courier companies, or any other forms of delivery service chosen by the Bidder; and the bidder bears all financial obligations to Bid document submittal. NOTE. The Municipal Court is located within the City Tower with one entrance into the building. Bidders will be required to enter through the North Entrance and pass through security via metal detector; in addition, all packages will be scanned through x-ray which could result in a lengthy process. The Bid response must arrive on the 8`h floor of 101 S. Mesquite St. Arlington, Texas and time stamped no later than 2:00 pm in order to be considered for award. A15. Modifications,Withdrawal of Bid,or No Bid Modification of Bids. 1) Bids may be modified in writing at any time prior to the due date and time. 2) Modifications should be returned in a sealed envelope marked on the outside with the bidder's name, address, bid number,and the due date and time. 3) The modification package must include a cover letter clearly stating the page(s) and item(s) being modified,and any further relevant information. 4) No additional or modified Terms and Conditions included with the bid response shall be evaluated or considered. If submitted it is understood and agreed that the general Terms and Conditions, Special Provisions, and all other supporting documents issued within this solicitation are the only applicable terms and conditions,and the bidder's authorized signature,affixed to the bid,attests to this. Withdrawal of Bids: 1) Bidder may withdraw a bid without prejudice to itself, not later than the day and hour set for opening bids per the following instructions: (a) Bidders may withdraw their bids in writing via email or by facsimile(provided that the facsimile is signed by the bidder)at any time prior to the due date. (b) Bidder may also withdraw bids in person by a bidder,provided the withdrawal is made prior to the due date. The bidder must sign a receipt of withdrawal,and the City may require proof of agency from person withdrawing bid. (c) Withdrawn bids may be resubmitted,with or without modifications, up to the due date. No Bids: 1) If Bidder chooses not to bid on the solicitation as a whole, please complete Attachment 3, Intake Form,Section"No Bid"and either mail or email to the Purchaser of Record. A1.6. Opening of Bids: The Purchasing Division representative responsible for opening bids shall confirm the time and announce the bid opening. The representative shall then personally and publicly open and read aloud all bids received on time,in accordance with solicitation type. Page a Vendor Se Refer n e ar Re rn :o emb 20 p.rn. A17. Public Disclosure: Information, documentation,and other material in connection with this solicitation or any resulting contract may be subject to public disclosure pursuant to Chapter 552 of the Texas Government Code(The "Public Information Act"). Proprietary Information: All material submitted to the City becomes public property and is subject to the Texas Open Records Act upon receipt. If a bidder does not desire proprietary information in the bid to be publically disclosed,each page must be identified and marked proprietary at time of submittal. The City will, to the extent allowed by law, endeavor to protect such information from public disclosure. The final decision as to what information must be disclosed,however,lies with theTexas Attorney General. Failure to identify proprietary information will result in all unmarked sections being deemed non- proprietary and available upon public request. A18. Americans with Disabilities Act Anyone requiring reasonable accommodation for the public meetings specified herein (i.e. Pre-Bid Meeting or Bid Opening Meeting)should contact the person/agent of record named on the first page of this document at least 24 hours in advance of the activity to request accommodations. A19. Supplier Code of Ethics: The City of Arlington,Texas,is committed to a procurement process that fosters fair and open competition,as we are governed by the highest ideals of honor and integrity in order to merit public respect and confidence in the spending of public dollars. To achieve these goals, the following ethical principles shall govern each Supplier who seeks to do business with the City. Each Supplier shall not: 1) Engage in collusive bidding, price fixing, price discrimination, or make an agreement with any other competing Supplier for the purpose of restricting competition. 2) Disclose pricing or quotes in submitted bids or proposals, directly or indirectly, to any other competing Supplier prior to the dosing date for bids or proposals. 3) Make any attempt to induce or coerce any other individual/entity to submit or refrain from submitting a bid or proposal. 4) Under any circumstances, offer or give directly or indirectly, any gifts, gratuities, or other things of value to a City employee or family member, consultant or contractor in connection with the bid or proposal,which might influence or appear to influence purchasing decisions. 5) Initiate, negotiate, or render an offer of employment to any City employee who is directly involved with, or personally participating on behalf of the City with respect to any procurement or other matter involving the Supplier. Each Supplier shall: 1) Disclose any transaction or participation of any individual in an operational situation that presents a conflict of interest as defined paragraph A7.g, herein. 2) Completely perform any awarded contract,at the contracted price, according to the terms set forth in the contract,and will submit timely and accurate invoices for goods and/or services performed. Violation of any provision of this Supplier's Code of Ethics, may Fender the Supplier non-responsible, debarred, or in material breach of the contract,which could result in criminal or civil penalties under the State or Federal Law. Vendor Se Refer a her 9- Re r b D p.rn. Page 9 SECTION B STANDARD TERMS AND CONDITIONS B1. APPLICABLE LAW/VENUE-This Contract is entered into subject to the Charter and ordinances of the City of Arlington, as they may be amended from time to time,and is subjectto and is to be construed,governed,and enforced under all applicable State of Texas and federal laws. The parties to this contract agree and covenant that for all purposes,including performance and execution that this contract/agreement will be enforceable in Arlington, Texas; and that if legal action is necessary to enforce this contract,exclusive venue will lie in Tarrant County,Texas. B2. INDEPENDENT CONTRACTOR-Contractor shall operate hereunder as an independent contractor and not as an officer, agent,servant or employee of City. Contractor shall have exclusive control of,and the exclusive right to control,the details of its operations hereunder, and all persons performing same, and shall be solely responsible for the acts and omissions of its officers,agents,employees,contractors,subcontractors and consultants. B3. ASSIGNMENT-The Contractor shall not sell, assign,transfer or convey any interest in this contract in whole or in part without the prior written consent of the City of Arlington. No assignment,transfer or conveyance under this contract will be effective without the prior written'consent of the City_ 64. CONFLICT OF INTEREST—The Contractor covenants and agrees that Contractor and its officers,employees,and agents will have no interest,including personal financial interest, and will acquire no interest, either directly or indirectly, which will conflict in any manner with the performance of the services called for under this Contract. No officer of employee of the City shall have a financial interest,direct or indirect,in any contract with the City,or be financially interested, directly or indirectly, in the sale to the City of any land,materials,supplies or services,except on behalf of the City or in compliance with the provisions of the City of Arlington Personnel Policies and Procedures Manual. Any violation of this provision shall render this contract voidable at the discretion of the City. B5. SEVERABILITY-In case any one or more of the provisions contained in this contract shall for any reason be held to be invalid, illegal or unenforceable in any respect,such invalidity,illegality or unenforceability shall not affect any other provision of this contract, and this contract shall be construed as if such invalid, illegal or unenforceable provision had never been contained herein. B6. MODIFICATIONS-This contract can be modified only by written agreement of the parties. B7. REMEDIES-No right or remedy granted herein or reserved to the parties is exclusive of any right or remedy herein by law or equity provided or permitted; but each shall be cumulative of every right or remedy given hereunder. No covenant or condition of this contract may be waived without consent of the parties. Forbearance or indulgence by any party shall not constitute a waiver of any covenant or condition to be performed pursuant to this contract. B8. TARGET ARLINGTON -- In performing this contract, Contractor agrees to use diligent efforts to purchase all goods and services from Arlington businesses whenever such goods and services are comparable in availability,quality,and price. B9. M/WBE—As a matter of policy with respect to the City of Arlington projects and procurements, City of Arlington also encourages the use, if applicable,of qualified contractors,subcontractors and suppliers where at least fifty-one percent(51%) of the ownership of such contractor,subcontractor or supplier is vested in racial or ethnic minorities or women. In the selection of subcontractors,the Contractor agrees to consider this policy and to use its reasonable and best efforts to select and employ such company and persons for work on this contract. 510. PAYMENTTERMS-All payment terms shall be Net 30,and payments shall be made on approved invoices in accordance with the Texas Prompt Payment Act. 1311. TAXES-The City of Arlington is exempt from Federal Excise and State Sales taxes. Taxes must not be included in bid pricing. Tax exemption certificates will be prepared and executed by the City's Purchasing Division and furnished upon request. Reference Number:1970036 Return By:December 13,2018 @ 2,00 p.m. Page 10 Vendor Services Agreement btw CFW and Smith Temporaries, inc.dba Cornerstone Staffing-EXHIBIT F B12. FUNDING'—Contractor recognizes that the continuation of any contract after the close of any given fiscal year of the City of Arlington,which fiscal year ends on September 30 of each year,shall be subject to Council budget approval of the City of Arlington providing for or covering such contract item as an expenditure therein. The City does not represent that said budget item will actually be adopted as this determination is within the sole discretion of the City Council. Should funding not be approved by the City Council for any given budget year during the contract term,the contract will terminate and become null and void. B13. FAB. DELIVERED AND DAMAGES - Prices bid and quoted shall always be Freight On Board (F.O.B.) Delivered, to Municipal Facility,Arlington,Texas,and shall include all freight,delivery and packaging costs. The City of Arlington assumes no liability for goods damaged while in transit and or delivered in a damaged or unacceptable condition. The Contractor shall be responsible for and handle all claims with carriers, and in case of damaged goods shall ship replacement goods immediately upon notification by the City of damage. B14. CONTRACTOR TO PACKAGE GOODS - Contractor will package goods in accordance with good commercial practice. Each shipping container,shall be clearly and permanently marked asfollows:(a)Contractor's name and address:(b)Consignee's name, address and purchase order or purchase change order number; (c) Container number and total number of container, e.g.,box 1 of A boxes;and(d)Number of the container bearing the packing slip. Contractor shall bear cost of packaging unless otherwise provided. Goods shall be suitably packed to secure lowest transportation costs and to conform to requirements of common carriers and any applicable specifications. City's count or weight shall be final and conclusive on shipments not accompanied by packing list. B15. PLACE OF DELIVERY-The place of delivery shall be set forth in the block of the purchase order or purchase change order entitled"Ship to." B16. TITLE AND RISK OF LOSS-The title and risk of loss of Spuds shall not pass to the City of Arlington until the City actually receives and takes possession of the goods at the point(s)of delivery,after Inspection and acceptance of goods. B17. FORCE MAJEURE-Contractor shall not be liable for delay in delivery or performance when such delay is due to factors beyond Its control,including but not limited to,explosions,governmental regulations,court orders or decrees,or acts of nature such as flood,wind, earthquake,tornado or hurricane. if the Contractor is unable to perform any of its obligations as a result of force majeure, Contractor shall immediately give written notice to the Purchasing Division of the date of inception of the force majeure condition and the extent to which it will affect performance. B18. RIGHT OF INSPECTION-City shall have the right to inspect the goods upon delivery before accepting them. Contractor shall be responsible for all charges for the return to Contractor of any goods rejected as being nonconforming under the specifications. B19. RIGHTTO AUDIT-Contractor agreesthatthe City shall,until the expiration of three(3)years after final payment under this Contract, have access to and the right to examine any directly pertinent books, documents, papers and records of the Contractor involving transactions relating to this Contract. Contractor agrees that the City shall have access, during normal working hours, to all necessary Contractor facilities, and shall be provided adequate and appropriate workspace, in order to conduct audits in compliance with the provisions of this section. The City shall give Contractor reasonable advance notice of intended audits. B20. PRICE WARRANTY-The price to be paid by the City shall be that contained in Contractor's bid, which Contractor warrants to be no higher than Contractor's current prices on orders by others for products of the kind and specification covered by this contract for similar quantities under like conditions and methods of purchase. In the event Contractor breaches this warranty,the prices of the items shall be reduced to Contractor's current prices on orders by others,or in the alternative upon City's option,City shall have the right to cancel this contract without liability to Contractor for breach or for Contractor's actual expense. Reference Number:19-0036 Return By:December 13,2018 @ 2.00 p.m. Page it Vendor Services Agreement btw CFW and'Smith Temporaries, Inc.dba CornerStone Staffing-EXHIBIT F B21. WARRANTY SERVICE CLAUSE-Under the terms of the warranties which arise from these contract documents and/or by the terms of any applicable special warranties required by the contract documents, if any of the work in accordance with this contract is found to not be in accordance with the requirements of the contract documents,the Contractor shall correct such work promptly after receipt of written notice from the City of Arlington or the architect, engineer or other entity as the contract documents may provide. This obligation shall survive acceptance of the work under the contract and termination of the contract. In order to facilitate a prompt response,Contractor agrees to provide for warranty service to the extent practical, from local businesses,including goods and services,when such goods and services are comparable in availability, quality and price. If Contractor fails within a reasonable time after written notice to correct defective work or to remove and replace rejected work, or if Contractor falls to perform the work in accordance with the contract documents, or if Contractor fails to comply with any provision In the contract document,eitherthe City of Arlington or its designee may,after seven(7)days written notice to Contractor,correct and remedy any such deficiency. 022. SAFETY WARRANTY-Seller warrants that the product sold to Buyer shall conform to the standards promulgated by the U.S.Department of Labor under the Occupational Safety and health Act(OSHA)of 1970,as amended.In the event the product does not conform to OSHA standards, Buyer may return the product for correction or replacement at Seller's expense. In the event Seller fails to make appropriate correction within a reasonable time,any correction made by Buyer will be at Seller's expense.Where no correction is or can be made,Seller shall refund all monies received for such goads within thirty(30)days after request is made by Buyer in writing and received by Seller. Notice is considered to have been received upon hand delivery,or otherwise in accordance with Section B5 of these terms and conditions. Failure to make such refund shall constitute breach and cause this contract to terminate immediately. 823. SOFTWARE LICENSE TO SELLER—if this purchase is for the license of software products and/or services, and unless otherwise agreed,Seller hereby grants to Buyer,a perpetual,irrevocable,nonexclusive,nontransferable,royalty free license to use the software.This software is proprietary"to Seller,and is licensed and provided to the Buyer for its sole use for purposes under this Agreement and any attached work orders or invoices.The City may not use orshare this software without permission of the Seller;however Buyer may make copies of the software expressly for backup purposes. 324. WARRANTYAGAINST INFRINGEMENT OF INTELLECTUAL PROPERTY-Seller warrants that the goods or services do not infringe upon or violate any United States patent,copyright,or trade secret.Seiler will defend at its expense any action against Buyer or Buyer as licensee to the extent that it is based on a claim that goods used or services provided used within the scope of the license hereunder infringe upon a United States patent,copyright or trade secret,and Seller will pay any and all costs and damages finally awarded against Buyer or Buyer as licensee in such actions which is attributable to such claim.Should the products or services become, or in Seller's opinion be likely to become, the subject of any claim of infringement, Seller shall either: (a) procure for Buyer the right to continue to use the goods or services; or (b)modify the goods or services to make them non-infringing,provided that such modification does not materially adversely affect Buyer's authorized use;or(c)replace the goods or services with equally suitable, compatible, and functionally equivalent noninfringing goods or services at no additional cost to the Buyer; or (d) if none of the foregoing alternatives is reasonably available to Seller, terminate this agreement and refund to Buyerthe payments actually made to Seller under this agreement. 825. OWNERSHIP OF WORK PRODUCT—Seller agrees that any and all analyses,evaluations, reports, memoranda,letters, ideas,processes,methods,programs,and manuals that were developed,prepared,conceived,trade or suggested by the Seller for the City pursuant to a Work Order, including all such developments as are originated or conceived during the term of the Contract and that are completed or reduced to writing thereafter (the "Work Product") and Seller acknowledges that such Work Product may be considered "work(s) made for hire" and will be and remain the exclusive property of the City.To the extent that the Work Product, under applicable law, may not be considered work(s) made for hire, Seller hereby agrees that this Agreement effectively transfers,grants,conveys,and assigns exclusively to Buyer,all rights,title and ownership interests, including copyright,which Seller may have in any Work Product or any tangible media embodying such Work Product,without the necessity of any further consideration, and Buyer shall be entitled to obtain and hold in its own name, all Intellectual Property rights in and to the Work Product.Seller for itself and on behalf of its contractors hereby waives any property interest in such Work Product. B26. NEW MATERIALS- Except as to any supplies or components which the specifications provide need not be new, all supplies and components to be provided underthis contract shall be new(not used or reconditioned,and not of such age or so deteriorated as to impair their usefulness or safety), of current production, and of the most suitable grade for the purpose intended. Reference Number:19-11036 Return By:December 13,2018 @ 2.00 p.m. Page 122 Vendor Services Agreement btw CFW and Smith Temporaries, Inc.dba CornerSione Staffing-EXHIBIT F 827. RECYCLE MATERIALS Except as to any supplies or components which the specifications provide need not be new, all supplies and components to be provided under this contract shall be new(not used or reconditioned,and not of such age or so deteriorated as to impair their usefulness or safety), of current production and of the most suitable grade for the purpose intended. If at any time during the'performance of this contract the Contractor believes that the furnishing of supplies or components which are not new is necessary or desirable,they shall notify the Purchasing Manager immediately, in writing, including the reasons therefore and proposing any consideration which will flow to the City if authorization to use supplies or components is granted. The City of Arlington supports a recycling program. Recycled materials are acceptable and will be considered for award.The City desires to use recycled products when a comparable material/product is available. if your company distributes products made of recycled materials please submit an alternate bid for the items requested.All recycled products should meet the minimum standards established in the bid specifications provided.State any exceptions:costs,warranties and percentage of recycle materials used in the manufacture of the material/product.The City will determine the acceptability of the materials/product bid as an alternate. 1328. USE OF ARLINGrON, TEXAS LANDFILL - All contracts for contractors performing demolition and/or construction projects for Arlington,Texas shall contain a provision requiring that all debris,trash and rubble from the project be transported to and disposed of at the Arlington Landfill in accordancewith local and state regulations.The contractor shall provide evidence of proper disposal through manifests, which shall include the types of material disposed of, the name and location of the disposal facility,date of disposal and all related fees. B29. HEALTH,SAFETY,AND ENVIRONMENTAL REQUIREMENTS Services,products,materials,and supplies provided by the Seller must meet or exceed ail applicable health,safety,and the environmental laws,requirements,and standards.In addition, Seller agrees to obtain and pay, at its own expense,for all licenses, permits, certificates,and inspections necessary to provide the products orto perform the services hereunder.Seller shall indemnify Buyer from any penalties or liabilities due to violations of this provision. Buyer shall have the right to immediately terminate this Agreement for violations of this provision by Seller. B30. SAMPLES - Samples, if required, shall be furnished free of expense to the City and if not used or destroyed in examination and testing will be returned to the bidder, if requested, at the bidder's expense. Each sample must be marked with bidder's name, address,and bid number reference. SAMPLES SHOULD NOT BE ENCLOSED WITH BID UNLESS REQUESTED. B31. SILENCE OF SPECIFICATION-The apparent silence of these specifications as to any detail or to the apparent omission from it of a detailed description concerning any point shall be regarded as meaning that only the best commercial practices are to prevail. All interpretations of these specifications shall be made on the basis of this statement. B32. INDEMNIFICATION--Contractor does hereby agree to waive all claims, release, indemnify and both hold harmless the City,its officials,agents and employees,in both their public and private capacities,from and against any and all liability, claims,losses,damages,suits,demands or causes of action,including all expenses of litigation ant!/or settlement,court costs and attorneyfees,which may arise by reason of death or injuryto persons or loss of,damage to,or lass of use of any property occasioned by any error,omission,or negligent act of the Contractor,its officers,agents,employees,subcontractors,invitees, or other persons for whom the Contractor is legally liable, arising out of or in connection with the performance of this contract,and Contractor will at its own cost and expense defend and protect the City against any and all such claims and demands. Provided that this contract is not a contract for professional services as described in the Texas Professional Services Procurement Act,Contractor does further hereby agree to waive all claims, release, indemnify, defend and hold harmless the City and all of its officials,officers, agents and employees from and against any and all claims, losses,damages, suits, demands or causes of action,and liability of every kind including all expenses of litigation and/or settlement,court costs and attorney fees for injury or death of any person or for loss of,damages to,or loss of use of any property,arising out of or in connection with the performance of this contract. Such indemnity shall apply whether the claims, losses, damages,suits, demands or causes of actions arise in whole or in part from the negligence of the City, its officers, officials, agents or employees. It is the express intention of the parties hereto that the indemnity provided for in this paragraph is indemnity by the Contractorto indemnify and protect the Cityfrom the consequences of City's own negligence whether that negligence is a sole or concurring cause of the injury,death or damage. Reference Number:19-0036 Return By:December 13,2019 @ 2:00 p.m. Page 13 Vendor Services Agreement btw CFW and Smith Temporaries,Ina dba ComerStone Staffing-EXHIBIT F B33. NON-DISCRIMINATION - Contractor shall not discriminate against any employee or applicant for employment of Contractor or of the City of Arlington because of race, age, color, religion, sex, national origin, ancestry, disability, or place of birth. Contractor shall take action to ensure that all persons are employed and/or treated without regard to their race, age, color, religion, sex, national origin, ancestry, disability, or place of birth. This action shall include, but not be limited to the following: employment,promotion,demotion, transfer, working conditions,recruitment, layoff,termination, rates of pay or other forms of compensation,and training opportunities. B34. IMMIGRATION NATIONALITY ACT—The City of Arlington actively supports the Immigration & Nationality Act (INA) which includes provisions addressing employment eligibility,employment verification,and nondiscrimination.Sellershall verify the identity and employment eligibility of all employees who perform work under this Agreement. Seller shall complete the Employment Eligibility Verification Form (1-9), maintain photocopies of all supporting employment eligibility and identity documentation for all employees, and upon request, provide Seller with copies of all 1-9 forms and supporting eligibility documentation for each employee who performs work under this Agreement. Seller shall establish appropriate procedures and controls so that no services will be performed by any worker who is not legally eligible to perform such services.Sellershall provide Buyer with a certification letter that it has complied with the verification requirements required by this Agreement. Seller shall indemnify Buyer from any penalties or liabilities due to violations of this provision. Buyer shall have the right to immediately terminate this Agreement for violations of this provision by Seller. B35. DISABILITY - In accordance with the provisions of the Americans With Disabilities Act of 199D (ADA), Contractor warrants that it and any and all of its subcontractors will not unlawfully discriminate on the basis of disability in the provision of services to general public,nor in the availability,terms and/or conditions of employment for applicants for employment with, or employees of Contractor or any of its subcontractors. Contractor warrants it will fully comply with ADA's provisions and any other applicable federal,state and local laws concerning disability and will defend, indemnify and hold City harmless against any claims or allegations asserted by third parties or subcontractors against City arising out of Contractor's and/or its subcontractor's alleged failure to comply with the above-referenced laws concerning'disability discrimination In the performance of this contract. B36. TERMINATION FOR DEFAULT-The City of Arlington reserves the right to terminate the contract without prior notice in the event the Contractor defaults or breaches any of the terms and conditions of this contract, or otherwise fails to perform in accordance with the bid specifications. In the event of termination the City reserves the right to complete the work or services in any manner it deems desirable, including engaging the services of other parties therefore and/or awarding the bid to the next lowest responsible bidder. Any such act by the City shall not be deemed a waiver of any other right or remedy of City. If after exercising any such remedy,the cost to City of the performance of the balance of the work or services is in excess of that part of the contract sum,which has not therefore been paid to the Contractor hereunder,Contractor shall be liable for and shall reimburse the City for such excess. Bidders shall for this purpose, keep their bids open and prices fixed for a period of 90 days following the award of this bid. B37. TERMINATION WITHOUT CAUSE-The City shall have the right to terminate the contract, in whole or in part,without cause any time upon thirty(30)days prior written notice. Upon receipt of a notice of termination,the Contractor shall promptly cease placing orders and all further work pursuant to the Contract, with such exceptions, if any, specified in the notice of termination. The City shall pay the Contractor, to the extent funds are appropriated or otherwise legally available for such purposes,for all goods delivered and services performed and obligations incurred prior to the date of termination in accordance with the terms hereof. 838. TITLE VI OF THE CiVIL RIGHTS ACT OF 1964,78 STAT.252,42 U.S.C.2000D TO 200013-4: The(Recipient),in accordance with Title VI of the Civil Rights Act of 1964,78 Stat.252,42 U,S.C.2000d to 2000d-4 and Title 49,Code of Federal Regulations, Department of Transportation,Subtitle A,Office of the Secretary, Part 21, Nondiscrimination in Federally-Assisted programs of the Department of Transportation issued pursuant to such Act, hereby notifies all bidders that it will affirmatively ensure that in any contract entered into pursuant to this advertisement, minority business enterprises will be afforded full opportunity to submit bids in response to this invitation and will not be discriminated against on the grounds of race,color,or national origin in consideration for an award. B39. PURSUANT TO CHAPTER 2270 OF THE TEXAS GOVERNMENT CODE,the Vendor verifies that Vendor does not boycott Israel and will not boycott Israel during the term of this Contract. Reference Number:19-0036 Return ay;December 13,2018 @ 2.00 p.m. Page=14 Vendor Services Agreement btw CFW and Smith Temporaries.Inc.dba CornerStone Staffing-EXHIBIT F B40. COMPLIANCE WITH FEDERAL REGULATIONS: All contracts involving federal funds will contain certain provisions required by applicable sections of CFR 34, Section 80.36(I).The vendor certifies by signing the bid that the vendor and his/her principals are not presently debarred, suspended, proposed for debarment, declared ineligible or voluntarily excluded from participation in federally funded transactions and may, in certain instances, be required to provide a separate written certification to this effect. During the term of any contract with the City,in the event of debarment,suspension,proposed debarment,declared ineligible or voluntarily excluded from participation in federally funded transactions, the vendor shall immediately notify the City's Purchasing Manager,in writing. Venders will also he required to provide access to records,which are directly pertinent to the contract and retain all required records for three years after the City makes final payment. For all contracts involving Federal funds in excess of$10,000,the City reserves the right to terminate the contractfor cause,as well as for convenience,by issuing a certified notice to the vendor. B41. NO THIRD-PARTY BENEFICIARY—For purposes of this contract,including its intended operation and effect,the parties to this contract specifically agree and contract that: (1)the agreement only affects matters/disputes between the parties to this contract,and is in no way intended by the parties to benefit or otherwise affect any third person or entity,notwithstanding the fact that such third persons or entity may be in a contractual relationship with City or Contractor or both;and(2)the terms of this contract are not intended to release,either by contract or operation of law, any third person or entity from obligations owing by them to either City or Contractor. B42. THE AGREEMENT- In the absence of an otherwise negotiated contract, or unless stated otherwise, the Agreement between Buyer and Seller shall consist of these Standard Terms and Conditions together with any applicable bid documents published by the Buyer and Seller's Response to such bid(the"contract documents").This Agreement is intended by the parties as a final expression of their agreement and is intended also as a complete and exclusive statement of the terms of their agreement. No course of prior dealings between the parties and no usage of trade shall be relevant to supplement or explain any term used in this Agreement. Acceptance of or acquiescence in a course of performance under this Agreement shall not be relevant to determine the meaning of this Agreement even though the accepting or acquiescing party has knowledge of the performance and opportunity for objection. Whenever a term defined by the Uniform Commercial Code(UCC)is used in this Agreement,the definition contained in the UCC shall control. In the event of a conflict between the contract documents,the order of precedence shall be these Standard Terms and Conditions, the Buyer's published bid documents and the Seller's response.If Buyer and Seller have otherwise negotiated a contract,this Agreement shall not apply. B43. HEADINGS—The headings of this contract are for convenience of reference only and shall not affect in any manner any of the terms and conditions hereof. Revised September 7,2017 Reference Number:19-0036 Return By.December 13,2018 @ 2:00 p.m. Page 15 Vendor Services Agreement btw CFW and Smith Temporaries,Inc.dba CornerSione Staffing-EXHIBIT F SECTION C EVALUATION FOR AWARD OR REJECTION OF BIDS C1. EVALUATION The City reserves the right to accept or reject, in part or in whole, any bid submitted, and to waive any technicalities in the best interest of the City. The City reserves the right to award in whole to a sole Bidders, split the award between multiple Bidders, or may choose not to award some or all items, depending on the best interest of the City. The Bidder may furnish pricing for all or a portion of the bid, unless otherwise specified herein. Bids that specify an "all or none"award may be considered if a single award is advantageous. C2. POST QUALIFICATION Criteria must be presented at time of Bid's submission to be considered for award. Review criteria includes, but is not limited to: 1) Bidder's following Instructions to Bidders,Section A; 2) Submitting o. nlythe documentation required as specified in Section D,and in its entirety; 3) Review the Experience of Bidder Form (Attachment 1); (a) Bidder must submit the minimum number of specified references within the specified number of year who can substantiate the Bidder meets the minimum qualifications, experience, knowledge,skills,and capability of requirements to successfully complete similar services; (b) References shall illustrate Bidder has provided the services as outlined in the specification for size,time,and responsibility; (c) Any negative verification, failure to verify, or other public information may render bid non- awardable. 4) Delivery of Bid is a factor of award. Failure to perform within the delivery deadline set forth herein, or per addenda,shall deem Bid as non-responsive. CB. PRICING Pricing shall remain firm for 1 year of the contract period, unless otherwise stated in Section D, Special Provisions. Pricing may be reviewed per the following: 1) Best Price: An award will be made without further negotiation based upon sealed competitive bids; therefore,the Bidder's best and reasonable price should be submitted in response to the solicitation. (a) Reasonable Pricing will be reviewed as part of Best Pricing. A reasonable unit price must be submitted for each line item.In the event,that any unit pricing is determined to be unreasonably too low or too high,the bid may, in whole or part,be determined non-responsive. C4. RESERVATIONS The City expressly reserves the right to,with or without cause,and without recourse: 1) Consider and accept alternate bids,if specified in the bid documents,when most advantageous to the City; 2) Waive as an informality, any minor deviations or technicalities from specifications provided they do not affect competition or result in functionally unacceptable goods or services; Vendor 5e Refa n er: Re r :a 20 p.m. Page 16 3) Waive any minor informality in any bid or bid procedure (a minor informality is defines as one that does not affect the competitiveness of the Bidder); 4) Reject a bid because of unbalance unit bid prices; 5) Bidder has previously failed to perform properly, or complete an on-time contract of similar nature, or whom has poor vendor performance documented as part of a public record; 6) To be the sole judge of references; 7) Reject or cancel any or all bids; 8) Reject any part of a bid; 9) Reissue a solicitation for bid;and/or 10) Procure any item by other means. C5. PROHIBITED VENDORS As of the date of this transaction, Vendor certifies that they are not listed in the prohibited vendors list authorized by Executive Order #13224, "Blocking Property and Prohibiting Transactions with Persons Who Commit, Threaten to Commit, or Support Terrorism". published by the United States Department _ of the . Treasury, Office of Foreign Assets Control {see hqp.,&wwwtrews.goy/offlcesfenforgament1oLacLsdn/). In addition, Vendor certifies that they are not listed on the Excluded Parties List System (EPLS)which is found at www.eols.gov, Vendor agrees that should at anytime during the term of this contract they become listed on the either the Terrorism list or EPLS, Vendor shall promptly notify the City. The City shall have the absolute right to terminate this contract without recourse in the event Vendor becomes listed on the Terrorism List. Vendors identified on either list at time of bid review will not be considered for award. C6. AWARD If awarded, the contract or contract(s)shall be based on the City's evaluation criteria and compliance with solicitation requirements. 1) The City of Arlington shall award the bid(s) to the Bidder(s) who meet both the required specifications,and offers the Best Pricing by the lowest responsive,responsible bidder or provides the Best Value to the City. 2) A responsive bidder is defined to be one who submits a completed sealed bid packet that conforms to all technical and legal requirements within the stated time deadline and in accordance with the bid specifications.A responsible bidder is defined to be one who demonstrates specific selection criteria responses indicating that the company has the financial resources, judgement, skill, integrity,performance record and overall ability to successfully deliverthe supplies,equipment,or services being procured. 3) Best Value: In determining the"best value"the following criteria will be considered as amended in section 252.043 of the Texas Local Government Code: (a)Purchase Price; (b)Reputation of the bidder and the bidder's goods/services; (c)quality of the bidder's goods or services; (d)Extent to which the goods or services meet the municipality's needs; (e)Bidder's past relationship with the municipality; (f) Impact on the ability of the municipality to comply with laws and rules relating to contracting with historically underutilized businesses and non-profit organizations employing persons with disabilities; Vendor Se i es AARM�'*N14APPern oraries 1n��i L�dlh o alf rti � I I��R'M. Page 17 (g)Total long-term cost to the municipality to acquire the bidder's goods or services;and (h)Any relevant criteria specifically listed in the request for bids or proposals. C7. POST-BID DOCUMENTS 1. Certificate of Interested Parties (Form 1295) In 2015, the Texas Legislature adopted House Bill 1295, which added Section 2252.908 of the Government Code. The law states that a governmental entity may not enter into certain contracts with a business entity unless the business entity submits a disclosure of interested parties to the governmental entity.The disclosure of interested parties will be submitted online via Form 1295 and must be submitted to the governmental entity prior to any signed contract and/or vote by the governing authority. 2. The Filing Process: (a) Prior to award by Commissioners Court,your firm will be required to log in to the Texas Ethics Commission, htt s: www.ethics.state.tx.us .whatsnew elf info, formI295.htm and fill out the Electronic Filing Application. (b) Once submitted,the system will generate an electronic Form 1295 displaying a "Certificate Number."Your firm must print,sign and notarize Form 1295. (c) Within ten(10) business days from notification of pending award by the City of Arlington Purchasing Manager or designee,the completed Form 1295 must be submitted to the City. (d) Your firm will need to repeat this process and obtain a separate Form 1295 each time you enter into a new contract, renew a contract or make modification and/or amendments to a contract. (e) Instruction and information are available at https://www/ethics.state.tx.us/tec/1295- lnfo.htm or you may call the Texas Ethics Commission at(512)463-5800. 3. Certificate(s)of Insurance. Refer to Section F. 4. Payment, Performance,and Maintenance Bonds: Refer to Section D,if required When payment, performance, and/or maintenance bonds are required, the bidder must provide the bonds,in the amounts and on the conditions required,within 15 working days after notification of intent to award,or as otherwise required by the bid specifications, applicable requirements will be identified in Section D,Special Provisions. C8. ORDER OF PRECEDENCE: This bid specification shall'be included and incorporated in the final agreement or purchase order. unless otherwise expressly provided in the final agreement or purchase order, in the event of any conflict between the terms of the final agreement or purchase order; this bid specification; and the vendor's response,the order of precedence shall be the final agreement or purchase order,followed by the solicitation,and then the response to the solicitation. C9. VENDOR DEBRIEFING Vendor debriefing is available within 30 days following award of any contract. CIO. BID GRIEVANCE PROCEDURES Vendor Se c s A re� �W �� 'a d -RR em oraries ]ncP�c�l� h t Sl � (�[ P'm' Page 19 Any actual bidder or proposer who believes they are aggrieved as a result of a bid or proposal from the City of Arlington mayfile a grievance.Only written grievances may be considered.The grievance may not be in regard to specific evaluation criteria or weights. 1) The grievance must be in writing and delivered to the Purchasing Manager of the City of Arlington. The grievance may be delivered in person to the department offices located at 101 South Mesquite Street, Ste. 800, Arlington, Texas, or by certified mail, return receipt requested, to the following address: City of Arlington Financial Services/Purchasing Division P.O. Box 90231 Mail Stop 63-0810 Arlington,Texas 76004-3231 2) The Purchasing Division must receive the written grievance within five (5) business days after the posting of the City staffs award recommendation being submitted to the City Council for approval. 3) The written grievance must include the following information before it may be considered by the city: (a) Name, mailing address,and business phone number of the aggrieved party; (b) Identification of the bid or proposal to be reviewed; (c) Citation detailing the exact law that is believed to have been violated; (d) A precise and short statement of the reason or reasons for the grievance which should provide enough factual information to enable the city to determine the basis of the grievance;and any documentation or other evidence supporting the grievance. 4) All applicable documentation and other information applying to the grievance must be submitted to the Purchasing Manager at the time of grievance. 5) The Purchasing Division, in conjunction with the department responsible for the bid or proposal solicitation, will attempt to resolve the grievance, including, at the Purchasing Manager's option, meeting with the aggrieved party. if the grievance is successfully resolved by mutual agreement,the Purchasing manager shall submit a copy/verification of the resolution to the City Manager or designee. 6) If the Purchasing Division is unable to resolve the grievance, the aggrieved party may request the grievance be reviewed and resolved by the City Manager or designee. 7) A request for the City Manager's review must be in writing and received by the Purchasing Division within three (3) business days from the date the Purchasing Division notifies the aggrieved party that the issue(s) cannot be resolved. The request for City Manager review must be delivered in person to the Purchasing Division at the address stated above or by certified mail, return receipt requested,to the mailing address stated above. 8) if the aggrieved party fails or refuses to request a review by the City Manager within the three (3) days,the grievance is deemed finalized and no further review by the city is required. Vendor Se Refer a her 9- 0 Re r B :b em 20 �(I p.m. Page 19 SECTION D SPECIAL CONDITIONS D1. PROCUREMENT SCHEDULE PROCUREMENT Schedule I Release Date November 7,2018 Last day Questions are Due November 21,2018 NLT 2:00PM Release of Addendum 1 November 28, 2018 Bids Due December 13, 2018 NLT2:OOPM Notice of Award February/March 2019 D2. PRE-BID CONFERENCE., NIA D3. METHOD OF AWARD—BEST VALUE RANKING APPROACH The City of Arlington intends to award a contract to the vendor who provides goods or services at the best value for the City of Arlington. In determining the best value for the City of Arlington,the City will consider price,operational plan,and relevant experience/references to the extent to which the goods or services conform to the specifications. Measurable criteria are used to determine the best value ranking. The evaluation committee will evaluate the information provided by the vendor(s) in response to the established measurable weighted criteria contained in the solicitation. The combined score of all evaluators for each vendor is the score to be used to determine the ranking for the vendor. Award will be made to the vendor with the highest ranking. MEASURABLE CRITERIA Price 30 points(percent) Operational Plan 70 points(percent) Each vendor is responsible for submitting all relevant, factual, and correct information with their bid. The evaluation committee will assign a ranking score to each vendor based on the available data. if additional sheets are attached to the bid specification package,the bidder shall clearly cross-reference the appropriate location in the solicitation (i.e. page number, paragraph,subject,etc.) 1. Price (30 points) The bidder with the lowest price receives the maximum score. The bidder with the next lowest price receives points based on dividing his price into the next lowest price and multiplying that percentage by the available points, for example, assume $50,000 is the low offer, then that bidder would receive 30 points ($50,000/$50,000=1.00x30=30). Assume$55,000 is the next low offer,then that bidder would receive 26A points ($S0,000/$55,000=0.91x30=26.4),etc. 2. Operational Plan (70 points) The bidder's point value will be based on their measured score. Evaluation of the operational plan shall be based on submittals regarding the following information: Any proposal without an operational plan will be considered non-responsive. Evaluation of the operational plan shall be based on submittals regarding the following information; a. Bidder's Questionnaire b. Resume of Account Manager for the Cit00y of Arlington c. Transition Plan—Describe Communication Plan during transition from one contract to new contract d. Financial Statement regarding firm's financial stability e. Experience with contracts similar in size and scope f. Temporary Employee Evaluation Form g. Reporting Tools—Monthly Report Samples Electronically h. Software Program to Assist city departments in managing their temp services Contract requirements Reference Number:19-0036 Return By:December 13,2018 @ 2:00 p.m. Page 20 Vendor Services Agreement btw CFW and Smith Temporaries,Inc.dba CornerStone Staffing-EXHIBIT F L References-Five References(City of Arlington maybe used as one reference only). 04. BID SUBMITTAL INSTRUCTIONS: One 1 Od inal plus one 1 USB Flash Drives. Electronic copy must be one PDF file and not sylbmitted as sertarate sections. 1) Cover Sheet with authorized signatures; 2) Addendum Acknowledgement(if applicable) 3) Bid Price Detail Rage Attachment A 4) Operational Plan labeled Attachment B a. Bidder's Questionnaire b. Resume of Account Manager for the City of Arlington c. Transition Plan—Describe Communication Plan during transition from one contract to new contract d. Background Checks e. Pre-screening Procedures(Testing) f. Inventory of Temporary Employees g. Financial Statement regarding firm's financial stability h. Experience with contracts similar in size and scope i. Quality Assuance j. Temporary Employee Evaluation Form k. Reporting Tools Monthly Report Samples Electronically 1. Software Program to Assist city departments in managing their temp services Contract requirements m. References-Five References 5) Required Forms,Attachment C a. Copy of W-9 (November 2017 revision) "Request for Taxpayer Identification and Certification"; b. Proof of Insurance on original Acord Form; c. Local Preference Consideration,Attachment 2 d. Data Intake Form,Attachment 3 e. MWBE Participation Form,Attachment 4(if applicable); f. MWBE/HUB CERTIFICATE,(if applicable) g. Form CIQ-CONFLICT OF INTEREST QUESTIONNAIRE, Attachment 5 D5. BIDDERS QUALIFICATION Bidders are required to be familiar with any conditions that may, in any manner, affect the work to be done or affect the equipment, materials, or labor required. Bidders are also required to carefully examine the specifications and all equipment and all site locations and be thoroughly informed regarding any and all conditions that may,in any manner, affect the work to be performed under contract. By submission of a response to this Invitation to Bid it will be construed that the Bidder is acquainted sufficiently with the site(s)and the work to be performed. Each bidder is responsible for submitting all relevant, factual, and correct information at time of the bid submittal. If additional sheets are attached to the bid specification,the bidder must clearly cross-reference the appropriate location in the solicitation (i.e.Section and paragraph Number, Attachment and paragraph number, or Exhibit; page number, subject, etc.). The criteria listed below will be assessed as part of the Post Qualification. 1) Years of Experience: Bidder shall have a minimum of five 5 consecutive years experience in the supply and delivery of goods,or services to be provided as specified herein.Recentstart-up businesses do notmeet the requirements of this Bid Speciffeation, Reference Number:19-0036 Return By:December 13,2018 @ 2:00 p.m. Page 21 Vendor Services Agreement btw CFW and Smith Temporaries,Inc.dba Cornerstone Staffing-EXHIBIT F (a) A start-up business is defined as a new company that has no previous operational history or expertise in the relevant business and is not affiliated with a company that has the history or expertise(References). Failure to meet this requirement will result in a non--award. (b) The bidder shall identify its ability, capacity, and skill to perform the contract or provide the service within the time specified, as well as, the quality of performance of previous contracts or services including previous performance with the City. Any negative vendor performance may be cause for non-consideration for award. (c) Contractor shall have successfully completed a contract of similar size and scope of these contract specifications within the past three(3)years. 2) References. Bidder must provide a list of five 5 overnmental or commercial references on Attachment 1. The bidder shall choose references that illustrate the Bidder's ability, capacity,and skill to perform the contract as specified. (a) Bidder may list one (1) previous City of Arlington project that he/she has completed. (b) The City reserves the right to inspect any and all known previous locations where services were rendered pursuant to the property owners'expressed permission. 3) Bankruptcy or Insolvency: If the successful Bidder shall file a Petition in Bankruptcy, or if the same shall be adjudged bankrupt or insolvent by any Court, or if a receiver of the property of the successful Bidder shall be appointed in any proceeding brought by or against the creditors, or proceedings shall be commenced on or against the successful Bidders'operations of the premises,the City reserves the right to terminate any contractual agreement immediately. 4) Public Information: Any negative vendor performance or information obtained as public record may be cause for consideration of non-award. 5) The City of Arlington reserves and shall be free to exercise the right to evaluate bid in relation to performance record of bidder with the City itself, another municipal corporation of like size, or private corporations during the past two-year period. 5) The City reserves the right to reject a response from a Contractor and/or Sub contractor whose goods and/or services to the City or other government entities have been documented as unsatisfactory in providing the same goods and/or services. DG. Bonds are not applicable. D7. CONTRACT: The bid document,as amended by any addendum, must be returned to the City of Arlington as it conforms to the bid closing date and time,and awarded by the Arlington City Council,shall constitute the contract. 1) Initial Term of Agreement: Unless otherwise specified, this contract, if awarded, shall be for a period of Two (2)year(s) beginning on the date specified in the Award Letter, to be issued by the City's Purchasing Division. 2) Probationary Period:The first ninety(90) days of each contract terra will be considered a "probationary" period.When applicable, at the first City Council meeting following a probationary review, the successful Bidder's contract may be terminated, based on the perfomance of the Bidder,and a new award he granted without issuing a second solicitation. Reference Number:19-00-16 Return By:December 13,2018 @ 2:00 p,m. Page 22 Vendor Services Agreement btw CFW and Smith Temporaries,Inc.dba CornerStone Staffing-EXHIBIT F 3) Option to Renew. The City and Contractor may, upon mutual written consent not earlier than ninty (90) days prior to the expiration of the contract, renew the contract for an additional one-year period, not to exceed four (4) additional one (1) year renewal options after the initial term. The Awarded Bidder may request a price increase at each renewal time at a rate not to exceed the effective percentage change in the Consumer Price Index(CPI--U) for the previous twelve(12) months, (a) At the City's discretion,the effective change rate shall be based on either the local or national index average rate for all items. (b) It is the Awarded Bidder's responsibility to request any pricing adjustment under this provision. For any adjustment to commence on the first day of any exercised option period, the request for adjustment should be submitted 90 days prior to expiration of the then current contract term. The adjustment request should not be in excess of the relevant pricing index change. If no adjustment request is received from the vendor,the City will assume that the vendor has agreed that the optional term may be exercised without pricing adjustment. Any adjustment request received after the commencement of a new option period may not be considered. (c) The City reserves the right to negotiate lower pricing for the additional term(s) based on market research information or other factors that influence price. The City reserves the right to apply any reduction in pricing for the additional term(s) based on the downward movement of the applicable index. (d) The City reserves the right to reject any price adjustments submitted by the vendor and/or to not exercise any otherwise available option period based on such price adjustments. Continuation of the contract beyond the initial term, and any option subsequently exercised, is a City prerogative, and not a right of the Awarded Bidder.This prerogative will be exercised only when such continuation is clearly in the best interest of the City 4) Option to Extend or Transition of Bidder(s): In the event that a new Bidder(s) is (are) not selected by the City of Arlington, it shall be incumbent upon the Bidderto continue the contract under the same terms and conditions until new contracts can be completely operational. The transition period extend more than ninety(90) days beyond the original expiration date of the existing contract. 5) Addition or Deletion: The City reserves the right to add or remove items as circumstances warrant. The City of Arlington reserves the right to purchase additional units under the terms of this specification. 6) Cancellation: The City reserves the right to cancel the contract upon thirty(30) days written notification for failure to supply the required materials or failure to meet delivery schedules, or should funding not be approved by the City Council for any given budget year during the contractterm,the contract will terminate and become null and void. 7) Estimated Quantities: This is a requirements contract. The quantities listed are based upon the best available data,and serve only as a guide and in no way represents an intended orguaranteed amount. The City reserves the right to purchase according to actual need and may or may not meet or exceed the estimated quantities shown. S) Order Placement: Bequests for goods and services will be on an as-needed basis by authorized City of Arlington employees only. The City will supply the successful bidder with the names of personnel authorized to place orders.The City shall place written orders electronically or via email in the form of a purchase order or formal Notice to Proceed which will include a purchase order number and related cycle. (a) Purchase Orders: It is the sole responsibility of the supplier to acquire a hard copy purchase order authorizing said purchase of goods or services. Supplier must acquired a purchase order prior to Reference Number:19-0036 Return By.December 13,2018 @ 2,00 p.m. Page 23 Vendor Services Agreement btw CFW and Smith Temporaries,Inc.dba CornerStone Staffing-EXHIBIT F placing any orders or purchasing goods, materials on behalf of the City, or performing services for the City. Failure on behalf of the supplier to obtain a purchase order from the City may result in forfeiture of payment due to lack of authorization to purchase goods or services. Verbal orders from City employees are not an acceptable method of authorization. Such verbal orders shall be forwarded to the Purchasing Agent of record, as identified herein. 9) Invoicing. Unless,otherwise specified herein,the Awarded Vendor shall furnish the City the complete and correct itemized invoice for the goods and services. Awarded Contractor shall issue invoices monthly. (a) No payment will be made for goods ordered or services performed without a proper order authorization. (b) Payment shall not be made until the r services have been received,inspected,and accepted by the City in the quality and quantity ordered. (c) Invoices resulting from scheduled goods or services shall be received no less than one 30 days apart; (d) When applicable, invoices shall be complied per the purchase order number in a 30 day cycle; and (e) At no time shall an invoice reflect multiple purchase order numbers.Such invoice(s)will be considered incorrect and will not be processed until corrected. (f) The City will: 1. Not accept an incorrect invoice;or 2. Incur no penalty for late payment if payment is made in thirty (30) days or less from receipt of goods/services and/or a correct/accurate invoice, whichever is later in accordance with the Texas Prompt Payment Act. 3. Dismiss invoices lacking an authorized Purchase order number,and/or Service Agreement number and Division Code,as such invoice will be considered as incorrect. (g) Submittal: Mailed to: City of Arlington Accounts Payable P.O. Box 30143 College Station,TX 77842-0143 Or, registering with Catalyst Vendor Self Service—a web-based application that will provide access to invoices/payment status. (h) Invoice must include,at a minimum,the following information: 1, Service Agreement No..19-0036 2. Division Code: 3, Coordinating Line Item of PO 4. Company Name 5. Point of Contact who placed order 6, Date of delivery 7. Delivery Address Reference]Number:19-0036 Return By:December 13,2018 @ 2:00 p.m. Page 24 Vendor Services Agreement btw CFW and Smith Temporaries, Inc.dba Cornerstone Staffing-EXHIBIT F 8. Cost of items as stated on Bid Response and extended price to reflect total cost for number of items (i) Questions concerning invoice status and payment must be directed to 877-629-6295. Purchasing and City staffers will not be able to provide status information. D8. Federal Clauses: Are not applicable under this specification D9. Safety: All safety precautions and oversight shall be per OSHA and best practice so to meet the requirements of the Specifications and Scope of Work,defined herein. No direct compensation will be made to the Contractor for furnishing, installing, maintaining, and/or the removal of required safety measures, and thus no costs associated with meeting the specifications and scope of work will be paid as a separate line item. D10. Misconduct: The City is committed to maintaining an alcohol, drug,and firearm free workplace. Possession or use of firearms, or possession, use of, or being under the influence of alcohol or controlled substances by Contractor's employees or Subcontractors'employees while in the performance of any service(s) or delivery of goods to the City of Arlington,Texas,is strictly prohibited. Violation of this requirement may constitute grounds for immediate cancellation of the Contract. The City reserves the sole right to determine whether this clause is violated,which may be grounds for immediate termination. D11. Environmental. The City is committed to purchasing goods,and services from suppliers which can provide the least adverse environmental impact within the constraints of statutory purchasing requirements,departmental needs, availability, and sound economic considerations while protecting health and safety, be fiscally responsible, meet State and Federal mandates, and model environmental stewardship, and encourages proactive measures in employee behavior to reduce mobile source air pollution_ D12. Ordinances: The City will make a good faith effort to notify the supplier of City ordinances when applicable; however,neither the City nor any of its staff,employees,agents,or representatives are responsible for notifying the contractor(s)of such ordinances. It will be the sole responsibility of the Contractor performing the services to make him/her aware of such City ordinances. All costs, including but not limited to, fines, fees, tickets, or citations becoming due as a result of violating such ordinances will be handled directly between the Court,the issuing department, and the Contractor. Compensation for costs due to violations will not be warranted under this specification or in conjunction with any portion of work as it is associated with this specification. Should it be discovered that an ordinance conflicts with a project,the Contractor shall notify City in writing at once. The City will acknowledge the information via email and may allow an extended work time when ordinance(s) impede schedule. 1313. Public Emergencies: A Public Emergency shall be defined as, but not limited to, a tornado,flood, hurricane, winter weather, large scale disaster and/or relief thereof which is manmade or natural,or by an act of Gott shall herein known as "Emergency." It is vital to the citizens and those who seek large scale refuge within the City of Arlington be protected from any such Emergency situation(s) that threatens public health and safety as declared by the City of Arlington; therefore, at any time before, during, or after a public emergency, the City of Arlington may require a "First Priority"for goods and services to be rendered by the awarded Bidder. The Contractor agrees to rent/sell/lease all goods and service to the City or its governmental entities on a "first priority" basis. The City expects to pay contractual prices for all goods and or services rendered under this awarded Agreement in the event of such Emergency. Should the Bidder provide the City with products and/or services not under this awarded Agreement,the City expects to pay a fair and reasonable price for all products' and/or services rendered or contracted in the event of an Emergency. Reference Number:19-0036 Return By:December 13,2018 @ 2:00 p,m, Page 25 Vendor Services Agreement btw CFW and Smith Temporaries,Inc.dba CornerStone Staffing-EXHIBIT F SECTION E SCOPE OF WORK E1. INTENT 1) The City of Arlington is seeking best value bids from qualified vendors to provide a wide range of temporary employment services on an as needed basis as determined by the City. The City of Arlington is a full-service City government and as such is seeking primary and secondary contractors to provide temporary personnel services on an "as needed" basis during absences, work overloads, special projects and other work-related situations. Labor demands may vary significantly as there is no annual minimum guarantee of need. 2) Services will normally be performed during traditional Monday through Friday regular work hours. A workweek constituting forty work hours shall be considered a regular workweek less any established CITY holidays. Official operating hours(in most cases)will be 8:00 a.m.to 5.00 p.m. with a one-hour break for lunch. 3) The selected Contractor(s) shall be required to provide qualified, experienced personnel on a short-term basis (generally, less than twelve months) to work at various locations to assist in meeting the temporary employment needs of the City.The Contractor(s)will be the legally responsible employer for the temporary personnel during the time they are assigned to work at the City. 4) Throughout the contract term, the vendor will furnish labor on an "as-needed" basis. Temporary labor shall be provided only on the days for which the City has notified the vendor as to a specific requirement and the quantity of workers needed. 5) The awarded Contractor(s) may also be asked to provide staffing for additional positions not included in the Bid as determined necessary by the Department Director or designee. 6) The awarded Contractor(s)will maintain a listing of all temporary employees who have worked on assignments for the City.This list will include at a minimum,the employees name,skill level and assignment. This list will maintain references and test results on all temporary employees assigned to the City for a period of at least three months after completion of the work assignment and provide these references and results to the City upon request. E2 TEMPORARY EMPLOYEE CLASSIFICATIONS The following are job classifications routinely utilized by the City of Arlington. 1) Accounting Clerk 2) Animal Technician 3) Bilingual Receptionist 4) Cali Center Agent 5) Community Service Agent 6) Data Entry Clerk 7) Deputy Court Clerk 11—Collection Clerk 8) General Maintenance Worker 9) General Unit Assistant 10) Operation Support 11) Project Coordinator 12) Receptionist 13) Records Management Senior Clerk 14) Senior Clerk Secretary 15) Senior Programmer Analyst 16) Service Unit Assistant 17) Youth Outreach Coordinator Reference Number.19-0036 Return By:December 13,2018 @ 2:00 p.m. Page 26 Vendor Services Agreement btw CFW and Smith Temporaries,Inc.dba CornerStone Staffing-EXHIBIT F Critical Positions: 18) Accountant 19) Executive Assistant 20) Paralegal 21) Project Manager 22) Recruiter E3. CONTRACTOR REQUIREMENTS 1) Contractor(s) shall have available the necessary organization and resources to fulfill temporary personnel service needs as requested and within the specified time as outlined. It is essential that the contractor provide an adequate staff of experienced personnel,capable of and devoted to the successful accomplishment of work to be performed under this contract.Contractor must assign tested and trained individuals specifically skilled for position. Once staff is assigned Contractor shall not remove or replace without the prior written approval of the issuing department. 2) The Contractor will provide a "temporary employee evaluation' form to the immediate supervisor for each assignment. A copy of the evaluation form shall be provided to the Workforce Services Department within two weeks of completion of the job assignment. The Contractor must maintain an overall rating of "meets expectations"for the duration of the contract term. Please include a copy of your company's standard evaluation form with this bid response. 3) Reporting Tools. The City will desire the awarded contractor to submit a monthly report to Workforce Services detailing all activitywith the City.This report must be submitted the first week of each month for the prior month's activity. The report must include, at a minimum, the following information: temporary employee's name, Department/Division assignment, position class, total number of hours worked, total cost, and overall performance rating, A summary report shall include total hours assigned per class of employee (e.g. Senior Clerk, Secretary, etc.): The City prefers this report to be available electronically. 4) Contractor shall have a software program available to assist departments in managing their temporary service contract. The software should allow City departments to perform the functions listed below. a. City would prefer to monitor their account via the web- b. Have access to reports that can be viewed or printed monthly,quarterly,and/or annually. C. Review invoice lists and time sheets online. d. Review of invoices that are open e. Listing of current and past temporary employees with total hours from start to finish. 5) Contractor shall be an Equal Opportunity Employer that does not discriminate against qualified individuals on the basis of race, religion, color, sex, age, natural origin or disability. Furthermore the Contractor shall demonstrate in writing that it will provide a reasonable accommodation to any individual who has a physical or mental disability it is aware of. 6) Contractor shall provide individuals, possessing the appropriate qualifications, knowledge and skills to provide professional services in each of the categories listed. Contractor shall screen all temporary employees to ensure they have the minimum skills necessary for the position being filled. All employees shall beat least eighteen (18)years old and must be capable of working under normal supervision, Reference Number 19-0036 Return By:December 13,2018 @ 2:00 p.m. Page 27 Vendor Services Agreement btw GFW and Smith Temporaries,Inc.dba CornerStone Staging-EXHIBIT F 7) The Awarded Contractor will have and maintain a$1 million fidelity crime bond on the employees it provides to the City to protect the City from any loss caused by the Worker(s)provided by the agency 8) Vendors must have been engaged in temporary employment services in the DFW Metroplex for a minimum of five (5)consecutive years and identify a minimum of five (5) companies or public entities that have been serviced by Proposer within the past three (3)years. 9) Contractor or Contractor's employee shall be responsible for providing all transportation to and from the work location.Contractor agrees to abide by and provide staff that performs the work under this contract in compliance with all applicable CITY rules, regulations, policies and procedures. CITY will pay only for actual hours worked. No travel time or other expense shall be paid by CITY. 10) Contractor shall provide an account manager with all contact information to the CITY during the life of the contract to serve as the one point of contact for issues regarding the contract. CITY shall be immediately notified in writing of any changes in this assignment. The CITY reserves the right to request a change of the Account Manager at any time.Any substitution of the Account Manager shall be submitted in writing to the CITY. 11) Contractor shall ensure that employees report to work upon the specified date, at the requested time, to the appropriate user facility/department/division ready to commence work. 12) Protection of City Information— Due to the sensitive nature of the information maintained by the City, the Contractor or any Contractor employee shall not disclose or release in any manner, any and all information the City deems private,privileged or confidential transmitted/handled during the performance of the contract service. At no time shall any information be disclosed without CITY's prior written consent. 13) If there is reasonable suspicion based upon objective factors resulting in a communicated belief by CITY staff that the temporary worker is under the influence of or impaired by alcohol or a controlled substance the Contractor's Account Manager shall be immediately notified. Contractor shall either replace the suspect worker or have the worker tested at the Contractor's expense, If replaced, worker shall be a fully qualified substitute that meets the needs of CITY. Contractor shall be responsible for any disciplinary actions involving any temporary employee. 14) At time of order for temporary personnel, the Contractor must immediately indicate to the ordering Department/Section/Division whether it can or cannot provide the needed temporary help. If Contractor informs the ordering entity at the time of the order it cannot provide the required temporary help the City will have the option of placing the order with any other awarded contractors for this service.Additionally,the contract(s) has been awarded with the understanding and agreement that it is for the sole convenience of the CITY. The City reserves the right to obtain services from another source when necessary. E4. CRIMINAL BACKGROUND CHECKS 1) At their expense, Contractor shall conduct and coordinate criminal background checks on all employees responsible for performing contractual services at any City facility prior to beginning work at such facilities. Contractor employees must not have had any criminal convictions within the past seven (7)years. Contractor represents and warrants that Contractor or Contractor's employees have not been convicted of any criminal offense(s) and is required to maintain the proof of background checks. 2) Contractor shall provide proof (certification) that all personnel assigned to City facilities have had a criminal background check prior to their assignment. Reference Number:19-0036 Return By:December 13,2018 @ 2.,00 p.m. Page 28 Vendor Services Agreement btw CFW and Smith Temporaries,Inc.dba CornerStone Staffing-EXHIBIT F 3) Under no circumstances is Contractor to allow any employee to work at a City facility who has committed a crime against children or who is under an investigation for a crime against children, there is no time allowance or restrictions regarding this requirement. 4) For CITY Public Safety Departments and Aviation temporary employee may be subject to additional background investigation as requested by the Department. 5) Additionally,a driver's license check on employees expected to drive CITY vehicles on the job.Workers must have a clean driving record verified through a DMV record check to meet CITY driving standards forthat particular position. ES. CITY'$RESPONSIBILITIES 1) CITY must provide all supplies and equipment necessary for performing tasks assigned. Provide adequate supervision for all temporary services workers. 2) CITY reserves the right to interview Contractor's appointment and make a final decision on the capabilities of the assigned personnel for the specific job needs. CITY retains the right to reject or stop time on any assigned employee who fails to perform assigned duties satisfactorily; who is not dressed appropriately for the assignment; that violates any federal, state or local regulation; disrupts the facility/departmental normal activities or for any other reason considered unacceptable in the judgment of the using department. 3) Any CITY Department/Division needing services of between one (1) and three (3) employees MUST call the awarded contractor(s)at least twenty-four(24) hours prior to staff reporting. Any CITY Department/Division needing services of between 4 and 10 employees must call the awarded contractor(s) at least forty-eight(48) hours prior to staff reporting. Requesting Department/Division shall provide an estimate of the service period required. 4) Service estimate will be the City's best assessment to provide reliable estimate of hours needed. Should the Contractor fail to provide the required number of qualified temporary employees within the required time frame, the CITY shall refer to other awarded contracts for services. E6. CITY-FURNISHED PROPERTY 1) The City shall make available to the Contractor's personnel City-furnished property for use in providing service. 2) Title to City-furnished property shall remain with the City. The Contractor's personnel shall use the City- furnished property only in work performed under this contract. The City shall maintain the City's official property records in connection with City property under this contract. 3) The Contractor assumes the risk and responsibility for City-furnished property, its loss or damage,except a. For reasonable wear and tear; b. To the extent property is consumed in performing this contract;or c. As otherwise provided for by the terms and conditions of this contract. Reference Number:19-0036 Return By:December 13,201&@ 2:00 p.m. Page 29 Vendor Services Agreement btw CFVV and Smith Temporaries,Inc.dba CornerStone Staffing-EXHIBIT F E7. BILLING RAVE 1) The Proposer will propose a Billing Percentage to charge onto the City assigned Hourly Pay Rate to determine the Billing Rate.The Billing Rate may differ depending on the hourly pay rate; however,the proposed billing percentage shall remain the same for each job title. This billing percentage rate should include all costs such as: Employee Hourly Pay Rate, Social Security taxes, Medicare taxes, State and Federal Unemployment Insurance, Workers Compensation Insurance, Liability Insurance, Advertising, Recruiting Costs, Background Checks, Administrative Costs, (Payroll, Admin,etc.) 2) The estimated annual hours and estimated pay rate referenced in this RFB are only estimates and provided as a guideline for preparing your submittal.The City will use the estimated annual use numbers for the evaluation, but the City does not guarantee any minimum usage.Temporary employee service requests will be issued throughout the contract period for various department locations on an as-needed basis. E8. SERVICES 1) Temporary employees furnished by the Awarded Contractor will NOT be entitled to participate in any of the City's benefit plans or paid holidays. 2) Any temporary employee may be hired by the City on a part-time or full-time basis after ninety (90)-days of continuous temporary employment without a fee paid to the providing contractor. If the department recruited the contracted employee,then the buyout fee will apply: a. 1 to 30 days of contracted service: buy out charge$300 b. 31 to 60 days of contracted service: buyout charge$200 c. 61 to 89 days of contracted service: buy out charge$100 d. 90 days or more of contracted service: buy out charge$0 PLEASE NOTE,If during the assignment, the temporary employee applies for a City position different from the position they are currently fulfilling, then City shall not owe a fee to the Contractor. 3) The knowledge, skills and abilities identified in the position specifications represent those needed to perform the duties of the job. Additional knowledge, skills and abilities may be applicable for individual positions. Contractor may be requested to provide a "worker profile" which will be a brief summary of the temporary worker's qualifications and employment outcomes to the requesting department prior to commencement of work assignment for review and approval by the department. 4) The City shall have the right of approval and refusal of any temporary employee.In the instance of an unsatisfactory or unqualified person being assigned, that person may be dismissed from his/her duties immediately and if deemed necessary escorted from City property. If dismissed before commencing work, billing for that temporary employee shall not be accepted. 5) EMPLOYEE END OF ASSIGNMENT:The City will notify the Contractor when the temporary employee is no longer needed and/or has completed the duration of work assignment. 6) A temporary employee may be dismissed from his/her assignment for infractions including,but not limited to;use of alcohol or controlled substances while on duty, using profanity or being verbally abusive, disobedience of reasonable directions given by City supervising personnel, and violation of safety rules and regulations. Reference Number:19-0036 Return By:December 13,2018 @ 2:00 p.m. Page =30 Vendor Services Agreement btw CFW and Smith Temporaries,Inc.dba CornerStone Staffing-EXHIBIT F 7) formal working hours for City Departments are 8:00 AM to 5:00 PM, Monday through Friday. However,working hours and days may vary depending upon departmental requirements. Shift work may at times be required;- however,shift differentials shall not be paid. 8) Listed duties within the job descriptions are illustrative only and are not intended to describe each and every function, which may be performed in the job class. The omission of specific statements does not preclude management from assigning specific duties not listed herein if such duties are a logical assignment to the position. E9. JOB DESCRIPTIONS 1) Accounting Clerk Previous accounting experience of at least two(2)years. Abilityto perform general accounting duties which require knowledge of accounting practices and procedures. Ability to collect, organize, interpret, analyze and summarize various types of data. Must be able to use a personal computer and programs including Microsoft Word and Excel. 2) Anlimai Techni4ian Clean and straighten wash room and storage rooms,Assist with cleaning of kennels and feline cages. Re-fill sprayers with disinfectant and re-fill food barrels for the next day, Pick up trash and fecal matter in kennels and small fenced area, Sweep front lobby, hallway and front sidewalk. Take incoming and outgoing animals to and from kennels. Pick up trash,bedding, old food and water bowls.Straighten up carriers and cages, Feed and water animals. 3) Call Center Agent Ability to provide customer service functions via multiple points of contact(multi-line ACD phone, email, web, and in person); provides assistance to the public regarding a broad range of information relating to organizational efforts, resolution times regarding concerns, news items, City department functions and services in a timely and courteous manner. Ability to use independent judgment and interview techniques to analyze, assess and route citizen inquiries, complaints and request for service from phone,fax, email and web to the appropriate work order management software, or department application; monitor status of complaints and requests to ensure proper resolution; ability to respond to voice mail callers, enter data, and generate inspection reports from information received. Ability to research simple and complex requests, issues, or complaints and initiates appropriate action; locate and contact appropriate personnel in other City departments for information or assistance with resolution. Ability to enter data into various work order management systems to facilitate correct routing, response and resolution as they relate to customer inquiries or complaints; communicate with all levels of departments to coordinate and facilitate information exchange and problem resolution. Ability to provide administrative support and assistance in responding to department informational inquiries and updating informational databases, and to accept payments for various fines and fees(municipal court,water,etc).Ability to proactively research information and perform general administrative tasks such as copying, faxing, filing and mail processing. Ability to read and interpret general correspondence, City codes,ordinances, reports, budgets, minutes, policies and manuals, 4) Community Service Agents Previous clerical experience of at least one (1)year.Ability to read,write and understand proper use of the English language including spelling and punctuation.Capable of typing information from handwritten or typed drafts.Skilled in alpha/numeric filing.Ability to compile routine computations.Ability to type and use a personal computer. 5) Data Entry OCator Previous data entry experience of at least(1)year.Ability to read,write and understand the English language.Ability to verify data for accuracy. Must be able to use a personal computer. Must be able to key a minimum of 6.000 to 8,000 key strokes per minute;alpha/numeric.Ability to operate a 10-key adding machine. Must be able to transcribe data from source documents; transferring and retrieving data to and from Excel and Access database programs interchangeably. Must be able to perform other related data entry functions as need. Reference Number:i9-0036 Return By,December 13,2018 @ 2:00 P.M. Page 31 Vendor Services Agreement btw CFW and Smith Temporaries.Inc.dba CornerStone Staffing-EXHIBIT F 6) Deputy Court Clerk 11 Knowledge of modern office methods, procedures and equipment. Skill in making simple arithmetic calculations. Skill in communicating both orally and in writing with a variety of people from all educational levels. Ability to operate a variety of office equipment including, but limited to PC,fax machine,typewriter, calculator and copier. Ability to perform a variety of physical skills including but limited to filing, holding, lifting up to 50 pounds, seeing, sitting, sorting, squatting, standing, stooping, typing, walking and writing. Ability to receive detailed information through oral communication and make fine discriminations in sound. 7) General Service Unit Assistant Knowledge of modern office methods,practices and equipment and equipment. Knowledge of facility management to ensure a. safe and productive experience for users and customers. Knowledge of basic accounting and budget concepts. Ability to apply appropriate interpersonal skills with the public and city staff to maintain positive relations. Ability to learn and apply computer skills to register customers, maintain site records and accounts, authorize refunds and track budget expenditures and revenues. Ability to demonstrate effective organization skills for recordkeeping, filing and coordination of a heavily used public facility or facilities. Ability to perform a variety of physical skills including,but not limited to,seeing,sorting and typing.Ability to operate a variety of office equipment including, but not limited to a personal computer, RS6000 terminal, fax machine,telephone and calculator. Ability to drive a motorized vehicle. 8) General Maintenance Worker Landscape Tec niclan Ability to perform tasks such as: general waste and trash pickup, using powered weed eater, edgers and lawnmowers and other simple hand tools, digging, moving tables and chairs, mapping, basic landscape maintenance, display setup and take down, and other light labor functions. Ability to work both indoors and outdoors. 9) IT Trainer Associate degree in related field and three years of experience in related field.This position will be responsible for all aspects of IT Training. This includes but is not limited to: Designing comprehensive course materials such as handouts,manuals,and exercises. Preparing training curriculums. Conducting classroom training. Tracking training and certifications. Analyzing training needs and making recommendations. Supporting clients that are using computer-based training. Other duties as required. Knowledge of Microsoft Office, Financial software (A/P, A/R, Purchasing, etc.), Geographic Information Systems software and land management/permit software desirable. 10) IT C ual!LV Ass"u"rance Manager Bachelor's Degree in related field and five years of experience in related field. This position will be responsible for quality assurance in the Information Technology department. This includes but is not limited to. Developing quality assurance strategies. Conducting audits on IT systems and make recommendations. Conducting backup/recovery tests on a regular basis. Establishing processes for quality assurance and continually refines these processes to ensure they are efficient and address the City's changing needs. Partnering with development teams to ensure that quality is pushed deeply into the requirements and development process. Assisting these teams in developing both requirements and solutions by providing knowledge and expertise of existing systems/data. Documenting current system capabilities to assist other business units in their communication/negotiation with business partners. Researching and making recommendations to implement cost-efficient means of automating the testing process to improve quality. Other duties as required. 11) Operation 5upp�tt Knowledge of modern office methods,practices and equipment and equipment. Knowledge of facility management to ensure a safe and productive experience for users and customers. Knowledge of basic accounting and budget concepts. Ability to apply appropriate interpersonal skills with the public and city staff to maintain positive relations. Reference Number:19-0036 Return By:December 13,2018 @ 2:00 p.m. Page 32 Vendor Services Agreement btw GFW and Smith Temporaries,Inc.dba CornerStone Staffing-EXHIBIT F Ability to learn and apply computer skills to register customers, maintain site records and accounts, authorize refunds and track budget expenditures and revenues, Ability to demonstrate effective organization skills for recordkeeping, filing and coordination of a heavily used public facility or facilities. Ability to perform a variety of physical skills including,but not limited to,seeing,sorting and typing.Ability to operate a variety of office equipment including, but not limited to a personal computer,fax machine,telephone and calculator. 12) ligceplionist Previous receptionist experience necessary.Ability to operate a multi-fine telephone system. Good communication and business courtesy skills when greeting and directing visitors.Ability to record information accurately.Ability to read,write and understand proper use of the English language.Ability to type and use a personal computer. 13) Records Management-Clerk Previous experience of at least one (1) year using alpha/numeric filing systems. Experience with microfilm/microfiche records.Ability to retrieve and enter information into a file maintenance database. Ability to verify documents for accuracy and completeness.Ability to type and use a personal computer. 14) Secre_tar�c Previous secretarial experience of at least one (1) year, Ability to perform varied and complex secretarial duties. Familiarity with Legal and Engineering document and terminology.Ability to read,write and understand proper use of the English language. Ability to use a personal computer and programs including Microsoft Word, Access, and Excel. Must be detail oriented. Dictation may be required, including the use of a dictation machine or Gregg shorthand at 90-120 wpm. Must be able to compose, proof and edit a variety of documents. 15) Senior ClerkSeereta!y Answer telephone tails from citizens and route complaints to appropriate staff. File documents alpha and/or numeric. Open mail and distribute to appropriate person. Assist customers with city license registration. Assist walk-in customers with direction and instruction. 16) Senior Pro rannrner Anal st Bachelor's Degree in related field and three years of experience in related field.This position will design and develop efficient program logic for the enhancement of existing systems and the development of new systems, including appropriate documentation. This includes, but is not limited to: Performing desk checks, prepare tests cases, and carry out init integrations to ensure that modified systems perform correctly. Analyzing system documentation, program logic,and manuals. Conducting on-site review of user procedures to achieve a thorough understanding of the various system functions. Coordinating projects with peers, supervisors, and management to ensure that project and departmental objectives are met. Other duties as required. 17) Service Unit Assistant Knowledge of modern office methods,practices and equipment and equipment. Knowledge of facility management to ensure a safe and productive experience for users and customers. Knowledge of basic accounting and budget concepts. Ability to apply appropriate interpersonal skills with the public and city staff to maintain positive relations. Ability to learn and apply computer skills to register customers, maintain site records and accounts, authorize refunds and track budget expenditures and revenues. Ability to demonstrate effective organization skills for recordkeeping, filing and coordination of a heavily used public facility or facilities. Ability to perform a variety of physical skills including,but not limited to,seeing,sorting and typing.Ability to operate a variety of office equipment including, but not limited to a personal computer, RS6000 terminal,fax machine,telephone and calculator. Ability to drive a motorized vehicle. Reference Number:19-0036 Return By:December 13,2018 @ 2:00 p.m. Page=33 Vendor Services Agreement btw CFW and Smith Temporaries, Inc.dba ComerStone Staffing-EXHIBIT F 18) Youth Outreach Coordinator YOC provides support to site director for assistance in supporting children and orienting families that are inquiring about services, receiving services and/or participating in R.E.A.C.H. programs. Responsibilities include:manage client database, monitor youth participants during events, communicate with parents, participate in community presentations,and attend R.E.A.C.H youth-related meetings as designated by the site director * Manage a caseload of 16 to 30 regular,ongoing participants; and serve 50 to 100 youth monthly. • Meet with participants and visit families regularly. ® Educate and advocate a minimum of 3 service connections per family. 0 Help foster relationships and establish new partnerships. • Provide opportunities for youth empowerment. • Organize and facilitate activities planned to enhance the psycho-social development of participants and to accomplish program goals and objectives. • Communicate with parents and guardians and low-income and special needs populations. • Work in a team and collaborative effort(can initiate and maintain relationships). CRITICAL POSITIONS Critical positions are defined as positions designated as MOT, safety sensitive, require handling cash and/or have access to confidential systems or information. The critical positions are as follows. 1) Executive Assistant* Z) Accountant* m 3) Paralegal * 4) Project Manager* 5) Recruiter* *Critical positions will require resumes to be sent to the City of Arlington for review prior to any employee being sent on assignment. Executive Assistant This is position that provides administrative and clerical support to executive members of the City of Arlington. Accountant Under general supervision, responsible for reconciling general ledger accounts and bank statements, assisting with internal and external audits, and assisting in special projects related to financial matters. Par�aleg.;al Under general supervision, provides assistance and support to City's attorneys in gathering information, conducting legal research,and preparing opinions and legal documents. Project Manager , Oversee the delivery of Information technology based solutions to effectively meet user needs in a variety of functional work groups. Projects should be completed on-time, within budget and to the satisfaction of customers. Recruiter Under general direction, post and screen applicants for employment. Reference Number:19-0036 Return By.December 13,2018 @ 2:00 p.m. page 34 Vendor Services Agreement btwCFW and Smith Temporaries, Inc.dba CornerStone Staffing-EXHIBIT F SECTION F INSURANCE REQUIREMENTS (IN THE MINIMUM OF) The successful bidder shall submit evidence of required insurance on an original ACORD certificate at time of bid. The bidder will have no longer than fifteen (15) calendar days following notification of award to submit the required Acord form identifying The City as an additional insured to all applicable coverage,including materials,equipment,or supplies provided by the City.A current Acord form must be submitted upon policy changes, renewal,or upon request by the City. The Contractor will not commence work under this contract until he or she has obtained all the insurance required herein and such insurance has been approved by the City,nor shall Contractor allow any subcontractor to commence work on his or her subcontract until all required insurance of the subcontractor has been obtained and submitted to the City. Failure or refusal to submit the required insurance document(s) on an original Acord within 15 Calendar days after notification of award,at any renewal period,when the expiration is between renewals,or upon City's request may result in immediate suspension of the delivery of goods, and services at no additional cost to the City and/or rescinding the award at any term of this bid.The City reserves the right to re,uire or receive an a.dditional documents nece$sa. to confirm that the insurance rectuirements are being met incfudiri .but not limited topolicies and endorsements. Failure to provide documentation will result in awarding bid to the next lowest responsible bidder when applicable. A certificate of insurance listing the city as additional insured is not required at the time of the bid,only proof of insurance is required. However,an insurance certificate is required to be on file prior to start of any work. 1. Commercial General Liability: $1,000,000.00 per occurrence, $1,000,000.00 products/completed operations and $2,000,000.00 general aggregate for bodily injury, personal injury and property damage. This policy shall have no coverages removed by endorsement. 2. Automobile Liability: $1,000,000.00 combined single limit per accident for bodily injury and property damage. Coverage should be provided for any auto, including hired and non-owned vehicles. 3. Workers' Compensation and Employers' Liability: Statutory. Employers' Liability policy limits of$1,000,000.00 for each accident,$1,000,000.00 policy limit—disease, $1,000,000.00 each employee-disease. 4. Umbrella or Excess Liability: $2,000,000.00 per occurrence and aggregate. Other Insurance Provisions 1. The City, its officials, employees and volunteers shall be named as an additional insured on the Commercial General Liability, Automobile Liability and Umbrella Liability insurance policies These insurance policies shall contain the appropriate additional insured endorsement to cover premises/operations and products/completed operations, including materials, equipment or supplies provided by the City. Z. All policies except professional liability shall be endorsed with a waiver of subrogation in favor of the City, including its officials,employees and volunteers for lasses arising from the activities under this contract. 3. Each insurance policy required by this clause shall be endorsed to state that coverage shall not be suspended,voided, canceled, reduced in coverage or in limits,or materially changed,except after thirty(30)days prior written notice has been provided to the City. If the policy is cancelled for non-payment of premium,only ten(10)days notice is required. 4. Insurance is to be placed with insurers with an A.M. Best rating of no less than A:VII. The company must also be duly authorized to transact business in the State of Texas. Reference Humber:18-0036 Return By:December 13,2018 @ 2:00 p.m. Page 35 Vendor Services Agreement btw CFVV and Smith Temporaries,Inc.dba CornerStone Staffing-EXHIBIT F 5. Certificates of Insurance and Endorsements affecting coverage required by this clause shall be forwarded to: Financial Services/Purchasing Division, Bid No. 19-0036 Mail Stop 63-0810 City of Arlington P.O. Box 90231 Arlington,Texas 76004-3231 6. Subcontractors and Independent Contractors a. Certificate of coverage ("certificate") - A copy of a certificate of insurance, a certificate of authority to self- insure issued by the commission, or a coverage agreement DWC-81, DWC-82, DWC-83 or DWC-84),showing statutory workers'compensation insurance coverage for the person's or entity's employees providing services on a project,for the duration of the project. b. Duration of the project - Includes the time from the beginning of the work on the project until the contractor's/person's work on the project has been completed and accepted by the governmental entity. c, Persons providing services on the project-Includes all persons or entities performing all or part of the services the contractor has undertaken to perform on the project, regardless of whether that person contracted directly with the contractor and regardless of whether that person has employees. This includes, without limitation, independent contractors,subcontractors,leasing companies,motor carriers,owner-operators,employees of any such entity, or employees of any entity which furnishes persons to provide services on the project. "Services" include, without limitation, providing, hauling, or delivering equipment or materials, or providing labor, transportation or other service related to a project. "Services"does not include activities unrelated to the project, such as food/beverage vendors,office supply deliveries and delivery of portable toilets. d. Every contractor, subcontractor and independent contractor providing services under this agreement or otherwise performing on the project must comply with the minimum insurance requirements stated herein. e. The contractor must obtain a certificate of coverage from each subcontractor and/or independent contractor prior to beginning work on the contract. f. If the coverage period shown on the contractor's current certificate of coverage ends during the duration of the project,the contractor must,priorto the end of the coverage period,obtain a newcertificate of coverage showing that coverage has been extended. g. By signing this contract or providing or causing to be provided a certificate of coverage, the contractor is representing to the City that all employees, subcontractors and independent contractors who will provide services on the project will be covered by workers'compensation coverage for the duration of the project,that the coverage will be based on proper reporting of classification codes and payroll amounts,and that all coverage agreements will be filed with the appropriate insurance carrier or, in the case of a self-insured, with the commission's Division of Self-Insurance Regulation. All required notices shall be posted on each project site in the text,form and manner prescribed by the Texas Department of Insurance Division of Workers' Compensation. Providing false or misleading information may subject the contractor to administrative penalties,criminal penalties,civil penalties,or other civil actions. h. The contractor's failure to comply with any of these provisions is a breach of contract by the contractor which entities the City to declare the contract void if the contractor does not remedy the breach within ten (10) days after receipt of notice of breach from the City. Reference Number:19-0036 Return By:December 13,2018 @ 2:00 p.m. Page 34 Vendor Services Agreement btw CFW and Smith Temporaries,Inc.dba Cornerstone Staffing-EXHIBIT F 7. Any of the insurance policies required by the city may be written in combination with any of the others,where legally permitted, but none of the specified limits may be lowered thereby. 8. Companies issuing the insurance policies and contractor shall have no recourse against CITY for payment of any premiums, or assessments for any deductible,as all such premiums are the sole responsibility and risk of contractor. 9. Approval,disapproval orfailure to act by CITY regarding any insurance supplied by contractor(or any subcontractors) shall not relieve contractor of full responsibility or liability for damages and accidents as set forth in the Contract documents. Neither shall the insolvency or denial of liability by the insurance company exonerate contractor from liability. 10. Liability policies required herein may be written with either an "occurrence" or"claims made" coverage trigger. If coverage is written on a "claims made" basis,contractor must maintain the policy for a period of two(2)years after completion of services, or shall purchase an extended reporting period or "tail" coverage providing equivalent coverage for the same period of time. Reference Number.19-0036 Return By:December 13,2018 @ 2:00 p.rn. Page 37 Vendor Services Agreement btw CFW and Smith Temporaries,Inc.dba CornerStone Staffing-EXHIBIT F ATTACHMENT I EXPERIENCE OF BIDDERS 1. COMPANY NAME: Smith Temporaries, Inc. d.b.a. CornerStone Staffing Number of years in business under this name:_27 yrs._ Number of years of experience: _27 Local Address: 2505 N. HWY 360 Suite 100 City: Grand Prairie State:TX Zip: 76049 Phone: 817-860-6100 Fax: 866-510-6077 Primary Point of Contact responsible for work performed under these specifications: Thomas Becker Phone: 817-860-6100 ext 202___ Cell:_817-504-6380 Email:Thomasb@cornerstonestaffing.com Alternative Point of Contact responsible for work performed under these specifications: Todd Reimer Phone: 81.7-571-6855 ext 207 Cell: 214-886-9826 Email:Toddr@cornerstonestaffing.com Has your business operated under any other names? Yes„ No_­� If so,what name(s): and explain the circumstances of the change: 2. PERSONNEL: Please provide the dynamics of your current workforce: DESCRIPTION of personnel currently on staff: NUMBER Manager, Supervisors, Shift Leaders 28 Specialist, Certified, Licensed, Registered 5 Technical,Technicians, Operators 6 Clerical, Administrative, Secretarial 30 Total number of employees 69 3. EXPERIENCE: Years in Business: 27 Years performing this type of work: 27 Total Value of work currently under contract $. Total Value of work in place within the past 12 months$ Percentage of work usually self performed _1 Subcontractors that you may use for these specifications: What service/company do you use for pre-employment criminal background screening?_CIA. Reference Number:14-0036 Return By:becember 13,2018 @ 2:00 p.m. Page 38 Vendor Services Agreement btw CFW and Smith Temporaries,Inc.dba Cornerstone staffing-EXHIBIT F Has firm: 1) Failed to complete a contract_NO Filed Bankruptcy_NO If so, when 2) Pending judgment claims or suits against company_NO If so, explain why under separate cover. 4. SAFETY Have you had an OSHA fine within the past three (3)years? Yes X No Have you had any job related fatalities within the past five (5) years? Yes X No If you answer YES to either question above, you M UST submit, on a separate sheet the details describing the circumstances surrounding the incident(s). Has any other incident occurred which you wish to self declare? Yes X No 5. INSURANCE AGENCY: Agent: Adam Swingle Collins &Associates Phone: 972-387-6719 Total Bonding Capacity:$ 26,000,000 Work Presently Bonded $ 25,000,000 6. WORK EXPERIENCE: CO[I PANY HISTORY WORK.HISTORY and REFERENCES-THIS form must be completed in its entirety - additional reference list may be submitted as supplemental. The bidder must submit a minimum of five references to substantiate the minimum qualifications and experience requirements for similar services completed within five year to be considered for award. References shall illustrate Contractor's ability to provide the services outlined in the specification. ANY NEGATIVE VERIFICATIONS, FAILURE TO VERIFY, OR OTHER PUBLIC INFORMATION MAY RENDER BID NON-AWARDABLE. The City will be the sole judge of references. The City may request additional information such as location of property being maintained for a physical review 41 The bidder must submit minimum of three government references, plus two additional commercial or governmental references for a total of five (5)who: ° Substantiates the Contractor's ability to provide goods or services as specified; and ° Confirms Contractor meets the minimum qualifications, and experience as specified. + References must be of same size,and have successfully received similar scope of work as requirements of this specification; • References listed below are subject to onsite visits when applicable to review routine aging and wear of goods or services; # Services must have been completed or Goods must have been supplied within the prior three years to be considered for award. Reference Number:19-0036 Return By:December 13,2018 @ 2:00 p.m. Page 39 Vendor Services Agreement btw CFW and Smith Temporaries,Inc.dba CornerStone Staffing-EXHIBIT F REFERENCE 1: Company/Agency Name: City of Arlington Address: 501 W. Sanford St. Suite 20 1 Arlington,TX 76011 Point of Contact.lames Weddle. Phone Number:817-276-6734 Email:james.weddie@arlingtonhousing.us Project Description:Housing, City of Arlington Contract Term:2 years with(3) 1 years extensions Were any positions sub-contracted? yes X No Subcontractor's Name: Total Contract Amount: 296,735.33(Spend for Housing Dept.) REFERENCE 2: Company/Agency Name:City of Dallas Address: 1500 Marilla,Dallas TX 75201 Point of Contact:Kim Hay Phone Number:214-670-5411 Email:kim.ray@dallascityhali.com Project Description:Clerical/Professional positions for City of Dallas Contract Term:3 years�, _ _ Were any positions sub-contracted? __Y yes No Subcontractor's Name: RD Adam's&Key Staffing Total Contract Amount: 29,169,943 REFERENCE 3 . Company/Agency Name: Tarrant County Elections Address: 2700 Premier St.Fort Worth,Texas 76111 Point of Contact:Germaine Woolridge Phone Number: 817-831-6485 Email: gcwoolridge@tarrantcounty.com Project Description: Temporary and Payrolling Contract Term: Were any positions sub-contracted? yes_X No Subcontractor's Name: Total Contract Amount: 2,683,750 REFERENCE 4• Company/Agency Name: Dallas County Elections Address:2377 North Stemmons Frwy.,Suite 820,Dallas,'Texas 75207 Point of Contact: Robert Heard Phone Number: 214-819-6334 Email: Robert.heard@dallascounty.org Project Description: Elections Temporary -- Contract Term: 2 years with 3 one year extensions Were any positions sub-contracted? yes—X No Subcontractor's Name: Total Contract Amount: $195,477 REFERENCES,. Company/Agency Name: City of Fort Worth Address: 200 Texas St.Fort Worth,Texas 76102 Point of Contact: Nathan Gregory Phone Number: 817--392-7847 Email: Nathan.gregory@fortworthtexas.gov Project Description: Temporary Personnel Services as well as Direct Hire for Professional Positions Contract Term: 2014 to Current Were any positions sub-contracted? yes X No Subcontractor's Name: Total Contract Amount: 2.6 million Reference Number:19-0036 Return By;December 13,2018 @ 2:00 p.m. Page 40 Vendor Services Agreement btw CFVV and Smith Temporaries,Inc.dba CornerStone Staffing-EXHIBIT F htt www.statutes.le is.state.tx.trs I)ocs LG htm LG,271.htrn#271.. Detailed information related to local bidders is found in Section §271.905 and §271.9051 "CONSIDERATION OF LOCATION OF BIDDER'S PRINCIPAL PLACE OF BUSINESS." ATTACHMENT 2 APPLICATION FOR LOCAL BIDDER PREFERENCE CONSIDERATION This"APPLICATION FOR LOCAL BIDDER PREFERENCE CONSIDERATION"does not mean that the City of Arlington is limiting responses to their competitive bids to only those businesses located within the city limits. All bids are welcome. Bidders who wish to request a LOCAL PREFERENCE must have their principal place of business located within the City of Arlington,city limits. If your principal place of business is within the Arlington city limits and you wish to apply for local preference consideration,then,ILoy must meet the minimum rdquireftnts below for each bid: a) Provide a Tax Certificate from the Tarrant County Tax Assessor showing the current status of taxes,penalties, interest,and any known costs due on a property;and b) Submit the completed application on the following page. Local Preference may be considered in the following instances: A. In purchasing any real property or personal property that is not affixed to real property, if a local government receives one or more bids from a bidder whose principal place of business is in the local government and whose bid is within three percent of the lowest bid price received by the local government from a bidder who is not a resident of the local government,the local government may enter into a contract with the bidderwhose principal place of business is in the local government. (Local Government Code 271.905) B. In purchasing any real property,personal property that is not affixed to real property,or services,if a municipality receives one or more competitive sealed bids from a bidder whose principal place of business is in the municipality and whose bid is within five percent of the lowest bid price received by the municipality from a bidder who is not a resident of the municipality, the municipality may enter into a contract for construction services in an amount of less than $100,000 or a contract for other purchases of less than $500,000 with the bidder whose principal place of business is in the municipality. This section does not apply to the purchase of telecommunications services or information services, as defined by 47 U.S.C. Section 153. (Local Government Code 271.9051) The City of Arlington reserves the right to award to the lowest bidder or reject all bids. The full text of the Local Government Code related to Purchasing and Contracting Authority of Municipalities, Counties, and certain other Governments is available at: Reference Number;19-0036 Return By:December 13,2019 @ 2:00 p.m. Page 41 Vendor Services Agreement btw CFW and Smith Temporaries,]no.dba CornerStone Staffing-EXHIBIT F LOCAL PREFERENCE CONSIDERATION APPLICATION For bidders whose business is located Within the Arlington city limits The City of Arlington requires the following information for consideration in award of competitive bids: 1. Location Eligibility: Principal place of business is defined herein as the primary or executive or administrative office of the business. Is company's legally identified principal place of business within the City Limits of Arlington,Texas? a. If yes,identify the following: i. Business Name/DBA: ii. Address: M. Business Structure: (sole proprietorship/partnership/corporation/other) b. Name and city of residence of owners)/partners/corporate officers,as applicable. iv. Name/Title: v. City of Residence: If more than one owner/partner/corporate officer exists,attach a separate sheet of paper. 2. Economic Development benefits that would result from award of this contract. a. Total number of current employees who are residents of the City of Arlington? . b. Will award of this contract result in the employment/retention of residents of the City of Arlington? _Yes No c. Will subcontractors with principal places of business in the City of Arlington be utilized? _Yes __-_No d. Will award of this contract result in increased tax revenue to the City? _Yes Y____No e. if yes,check types of taxes? ^Property Taxes _Sales'Taxes —Hotel Occupancy Taxes f. Other economic development benefits deemed pertinent by applicant(attach separate sheet if necessary): City Bid Number for which local preference is requested: Certification of information: The undersigned does hereby affirm that the information supplied in its bid and this application are true and correct as of the date hereof, under penalty of perjury. Company Name Date Signature Print Name ❑Tax Certificate from Tarrant County Tax Assessor is attached Reference Number:19-0036 Return By:December 13,2018 @ 2:00 p.m. Page 42 Vendor Services Agreement btw CFW and Smith Temporaries,Inc.dba CornerStone Staffing-EXHIBIT F ATTACHMENT 3 DATA INTAKE FORM Company's Authorized Agent (Typed or Printed):_Smith Temporaries, Inc_d.b.a Cornerstone Staffing Signature: COOPERATIVE PURCHASING FORM If you,the Vendor/Contractor check "yes"to the statement below,the following will apply: Government entities utilizing Inter-Governmental Contracts with the City of Arlington, Texas, will be eligible, but not obligated, to purchase materials/services under this contract(s)awarded as a result of this bid. All purchases by Governmental Entities other than the City of Arlington will be billed directly to that Governmental Entity and paid by that Governmental Entity. The City of Arlington will not be responsible for another Governmental Entity's debts. Each Governmental Entity will order their material/service as needed. Should other Government Entities decide to participate in this contract, would you, the Vendor/Contractor, agree that all terms, conditions,specifications, and pricing would apply? Yes Xf No FOR MINORITY AND/OR WOMAN OWNED BUSINESS ENTERPRISES (To be completed only if applicable) Minority and/or Woman Owned Business Enterprises are encouraged to participate in Arlington's procurement process.in order to be identified as a Qualified Minority and/or Woman Owned Business Enterprise in the City of Arlington,Texas,this form,alon with a c ref- our ceirtification must be r-turned to the Cit of Arlin on Purcltasits Division. PLEASE CHECK THE APPROPRIATE ETHNICITY AND/OR GENDER: American Indian Asian ,,Black Hispanic _,X_Woman Owned Business Enterprise MINORITY STATUS: Has this firm been certified as a minority,women or disadvantaged business enterprise by any governmental agency? Yes No,_X_ (if yes,please specify government agency) The above information is for information only. The City of Arlington encourages minority business participation;however no preferences shall be given. PROCURMENT OPPORTUNITY }-low were you notified of this procurement opportunity: K_City of Arlington City's Website Bid Notification Service Fort Worth Star Telegram City Website City of Arlington employee (other than Purchasing) Chamber of Commerce City's Television Station Other: NO BID SHEET If your firm has chosen not to submit a bid for this procurement. Please check item(s)that apply: Do not sell the item(s) required Insufficient time to respond Unable meet the Specifications Specifications are unclear/ambiguous Unable to be competitive Unable to provide Bonding Cannot provide Insurance Jab too large Unable to comply with Indemnification Job too small Do not wish to do business with the City Other reason: Reference Number.19-0036 Return By;December 13,2018 @ 2:00 p.m. Page 43 Vendor Services Agreement btw CFW and Smith Temporaries, Inc.dba Cornerstone Staffing-EXHIBIT F MWBE SUBCONTRACTING PLAN ATTACHMENT 4 Local&Minority/Woman-Owned Business Enterft.ris6_Po1JW. The City of Arlington has adopted a Local&Minority/Woman-Owned Business Enterprise(MWBE)Policy through City Council Resolution#13-300 on December 3,2013. The Policy's purpose is to promote full and equal business participation for Local and MWBE companies as prime and subcontractors. In an effort to show good faith effort in utilizing Local and MWBE subcontractors, the City requests the following information: A. MWBE Subcontracting Plan—please identify areas for subtracting opportunities and percentage of work to be performed by Local and/or MWBE firm (company name is not required). This information is for administrative purposes only and will not be used in determining the most qualified respondent. Reference the MWBE Subcontracting Plan form (Attachment--). B. The awarded provider should submit a MWBE Subcontracting Plan and Prime/Subcontractor List within fifteen (15)calendar days after Notice of Intent to Award Receipt. For information about the City's Local&MWBE Policy,we have included a link to access the document(htt : ".ww.arlln ton- tx,gov/finance/omrchasfrig/.bidding orocu.(eriient). Please complete this form and Include with proposal,as an attachment. Project Flame: Two Year Requirements Contract for Temporary Personnel Services Project No: 19-0086 Date: 11 30 2018 LEGEND MWBE=Minority/Women Business Enterprise *Answer with"YES"or"NO" Prime Consultant *Arlington Firm *MWBE (Yes/No) (Yes/No) Smith Temporaries,Inc.d.b.a.Cornerstone Staffing No Yes LIST ALL SUBCONTRACTING OPPORTUNITIES use additional sheets if necessar Description of Work Type *Potential Arlington and/or MWBE Anticipated Percentage Firm Participation (%J of Work (Yes/Na) Upon formal award of said project,the proposer will submit a Prime&Subs Report identifying the Local and/or MWBE subcontractor(s)that will perform the listed work. By signing below,the recommended proposer shall agree to meet their local and/or MWBE goal based on the information provided on this document. Name of Company's Main Contact Person Thomas Becker Signature of Main Contact Person Reference Number:19-0036 Return By:December 13,2018 @ 2:00 p.m. Page 44 Vendor Services Agreement btw CFVV and Smith Temporaries, Inc.dba ComerStone Staffing-EXHIBIT F Attachment 5 CONFLICT OF INTEREST QUESTIONNAIRE FORM CIO For vendor doing business with local governmental entity This questionnaire reflects changes made to the law by H.S. 23, 84th Leg., Regular session. OFFiCEUSEONLY Thls questionnaire is being filed in accordance with Chapter 176,Local Government Code,by a vendor who pate Roeeived has a business relationship as defined by Section 176.001(1-a)with a local governmental entity and the vendor meets requirements under Section 176.006(a). By law this questionnaire must be filed with the records administrator of the local governmental entity not later than the 7th business day after the date the vendor becomes aware of facts that require the statement to be filed. Sea Section 176.006(a-1),Local Government Code. A vendor commits an offense if the vendor knowingly violates Section 176.006,local Government Code.An offense under this section is a misdemeanor, Ell Name ofveridor who has a business relationship with local governmental entity. 2 Check this box if you are filing an update to a previously filed questionnaire.(The law requires that you file an updated completed questionnaire with the appropriate filing authority not later than the 7th business day after the date on which you became aware that the originally filed questionnaire was incomplete or inaccurate.) 3 Name of local government officer about whom the information is being disclosed. !Name of Officer 4 Describe each employment or other business relationship with the local government officer, or a family member of the officer,as described by Section 176.003(a)(2)(A). Also describe any family relationship with the focal government officer. Complete subparts A and B for each employment or business relationship described. Attach additional pages to this Form CI©as necessary. A. Is the local government officer or a family member of the officer receiving or likely to receive taxable income, other than investment income, from the vendor? El Yes No B. Is the vendor receiving or likely to receive taxable income,other than investment income,from or at the direction of the local government officer or a family member of the officer AND the taxable income is not received from the local governmental entity? Yes F-1No 5 Describe each employment or business relationship that the vendor named in Section i maintains with a corporation or other business entity with respect to which the local government officer serves as an officer,or director, or holds an ownership interest of one percent or more. 6 "j Check this box if the vendor has given the local government officer or a family member of the officer one or more gifts as described in Section 175.003(a)(2)(B), excluding gifts described in Section 176.003(a-1). 7 endor Staffing-EX 11311 F pate CONFLICT OF INTEREST OUESTIONNAIRE For vendor doing business with local governmental entity A complete copy of Chapter 176 of the local Government Code maybe found at hitp:/twinJw,statutes.legis.state.tx.ust Docs/LG/htrn/LG.176,htm. For easy reference,below are some of the sections cited on this form. Local Government Code 176.001(1 a)."Business relationship"means a connection between two or more parties based on commercial activity of one of the parties. The term does not include a connection based on: (A) a transaction that is subject to rate or fee regulation by a federal,state,or local governmental entity or an agency of a federal,state,or local governmental entity; (B) a transaction conducted at a price and subject to terms available to the public;or (C) a purchase or lease of goods or services from a person that is chartered by a state or federal agency and that is subject to regular examination by,and reporting to,that agency. Local Government Code 176.003(a)(2)(A)and_(8): (a) A local government officer shall file a conflicts disclosure statement with respect to a vendor if: ... (2) the vendor_ (A) has an employment or other business relationship with the local government officer or a family member of the officer that results in the officer or family member receiving taxable income, other than investment income, that exceeds $2,500 during the 12-month period preceding the date that the officer becomes aware that (i) a contract between the local governmental entity and vendor has been executed; or (11) the local governmental entity is considering entering into a contract with the vendor; (13) has given to the local government officer or a family member of the officer one or more gifts that have an aggregate value of more than$100 in the 12-month period preceding the date the officer becomes aware that: (i) a contract between the local governmental entity and vendor has been executed;or (ii) the local governmental entity is considering entering into a contract with the vendor. L,ocal Government Code§176.006(a)and(a-1) (a) A vendor shall file a completed conflict of interest questionnaire if the vendor has a business relationship with a local governmental entity and: (1) has an employment or other business relationship with a local government officer of that local governmental entity,or a family member of the officer,described by Section 176.003(a)(2)(A); (2) has given a local government officer of that local governmental entity,or a family member of the officer,one or more gifts with the aggregate value specif led by Section 176.003(a)(2)(B),excluding any gift described by Section 176.003(a-1);or (3) has a family relationship with a local government officer of that local governmental entity- (a-1) The completed conflict of interest questionnaire must be filed.with the appropriate records administrator not later than the seventh business day after the later of: (1) the date that the vendor: (A) begins discussions or negotiations to enter into a contract with the local governmental entity; or (B) submits to the local governmental entity an application,response to a request for proposals or bids, correspondence, or another writing related to a potential contract with the local governmental entity;or (2) the date the vendor becomes aware: (A) of an Qmployment or other business relationship with a local government officer, or a family member of the officer,described by Subsection(a); (B) that the vendor has given one ormore gifts described by Subsection(a);or (C) of a family relationship with a local government officer. Form provided by Texas Ethics Commission www.ethics.stateA,us Revised 1113012015 Vendor Services Agreement btw CFVV and Smith Temporaries,Inc.dba CornerStone Staffing-F-XHIBIT F M&C Review Page 1 of 2 Official site or the City of Fort Worth,Texas Cis COMM AMM DrVA FbftTW0.KTI.I REFERENCE **M&C 19- 13P TEMPORARY DATE: 1 1/512 0 1 9 NO.: 0283 LOG NAME: PERSONNEL SERVICES HR JPB CODE: P TYPE: CONSENT PUBLIC NO HEARING: SUBJECT: Authorize the Execution of a Contract with Smith Temporaries Inc.,.dba Cornerstone Staffing for Temporary Personnel Services Using an Inter-local Agreement with the City of Arlington in an Amount Up to $2,000,000.00 for One-Year Term for All City Departments (ALL COUNCIL DISTRICTS) RECOMMENDATION: It is recommended that the City Council authorize the execution of a contract with Smith Temporaries Inc., dba Cornerstone Staffing for temporary personnel services using an Inter-Local agreement with the City of Arlington Bid 19-0036 in an Amount Up to$2,000,000.00 for one-year term for all City departments. DISCUSSION: On February 03, 2015, the City Council approved M&C P-11729 authorizing agreements for temporary personnel services with various vendors for an amount up to $1,200,000.00 per year. City Departments use these Agreements to acquire personnel on a temporary basis to work in conjunction with city staff. The length of assignments vary from a few weeks to several months. The agreements were for one year and four additional one-year renewal options. The current agreements will expire on February 3, 2020. On December 4, 2018, City Council approved increasing the amount of the Temporary Personnel Service Agreements to a maximum of$1,500,000.00 (M&C P-12278) Currently, the city spends approximately $110,000 - $160,000.00 per month on temporary services, therefore, the approved spending authority is not sufficient for a full year. Accordingly, Purchasing and Human Resource staff began compiling the information to begin the rebidding process over the summer and the bid will be released in the 1st quarter of 2020. In order to meet the City's need for temporary personnel services while the bid process is proceeding, Purchasing and Human Resource staff recommend utilizing the City of Arlington's bid for temporary personnel services. In March of 2019, the City of Arlington completed an Invitation to Bid (ITB) process for temporary personnel services and awarded the contract to Smith Temporaries Inc., dba Cornerstone Staffing. The City of Fort Worth will utilize an Inter-Local Agreement with the City of Arlington to execute a one-year agreement with Smith Temporaries Inc., dba Cornerstone Staffing for up to $2,000,000.00 which will be superseded when the city's bid for temporary services is completed. State law provides that a local government purchasing an item under a Cooperative Purchasing Agreement satisfies state laws requiring that the local government seek competitive bids for the purchase of the item. In accordance with the Mayor and Council Communication (M&C P-12061) approved June 13, 2017, the City Manager may enter into an Inter-local Cooperative Purchasing Agreement that allows the cities to take advantage of each other's competitively bid contracts. The City has a Cooperative Purchasing Agreement with the City of Arlington. Staff has reviewed the pricing and determined it to be fair and reasonable. No guarantee was made that a specific amount of these services will be purchased. A MBEISBE goal is not assigned when purchasing from an approved purchasing cooperative or public entity. An administrative change order or increase may be made by the City Manager up to the amount allowed by relevant law and the Fort Worth City Code and does not require specific City Council approval as long as M&C Review Page 2 of 2 sufficient funds have been appropriated. Upon City Council approval, the Agreement shall begin upon execution of the Agreement and shall continue for a term up to one year. FISCAL INFORMATIONIXERTIFICATION: The Director of Finance certifies that upon approval of the above recommendation and award of the contract, funds are available in the current operating budget, as appropriated, in the participating departments' Operating Funds. Prior to any expenditure being incurred, the participating departments have the responsibility to validate the availability of funds. BQNII TO Fund Department Account Project Program Activity Budget Reference# Amount ID ��� ID Year {Chartfield 2) FROM _ Fund Department AcID Project Program Activity Budget Reference# Amount ��� ID Year {Chartfield 2} Submitted for City Manager's Office by: Kevin Gunn (2015) Originating Department Head: Reginald Zeno (8517) Additional Information Contact: Cynthia Garcia (8525) John Padinjaravila Baby (2279) ATTACHMENTS