HomeMy WebLinkAboutContract 53597 n CITY SECRETARY
CONTRACT NO.
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�. 2I 202 ADDENDUM TO ERE Training Agreement
F�oF�oH�w R�H BETWEEN
THE CITY OF FORT WORTH
AND
1 Q 5 ERE Media Inc.
This Addendum to ERE's Training Agreement ("Addendum") is entered into by and
between ERE Media, Inc. ("Vendor") and the City of Fort Worth ("City"), collectively the
"parties", for a purchase of licenses.
The Contract documents shall include the following and, as a whole, consist of the "Agreement":
1. This Addendum;
2. Exhibit A,Vendor's Agreement
3. Exhibit B, Scope of Services
Notwithstanding any language to the contrary in the attached Vendor's Agreement in
Exhibit "A" to this Addendum, the Parties hereby stipulate by evidence of execution of this
Addendum below by a representative of each party duly authorized to bind the parties hereto, that
the parties hereby agree that the provisions in this Addendum below shall be applicable to the
Agreement as follows:
1. Scope of Services. Consultant will provide online training services available for
download or streamed through an online training platform which includes video, audio and text
content, testing and exercises, and analytics for City ("Services"). The Services will be provided
to select employees within the Human Resources Department of the City by granting a license for
each City employee taking the training ("License"). Fees will be established on a per License
basis. Exhibit `B," - Scope of Services more specifically describes the services to be provided
hereunder.
2. Term. The Agreement shall become effective upon the signing of the Agreement
by an Assistant City Manager of the City (the "Effective Date")and shall expire one (1) year after
the Effective Date (the Expiration Date"), unless terminated earlier in accordance with the
provisions of the Agreement or otherwise extended by the parties ("Initial Term"). The Agreement
may be renewed for up to four (4) one year renewals at City's option, each a"Renewal Term." City
shall provide Vendor with written notice of its intent to renew at least thirty (30) days prior to the
end of each Renewal Term.
3. Compensation. City shall pay Vendor Six Hundred and Ninety-Five Dollars
($695.00) per License of the Services. The City will purchase six licenses immediately upon
execution of this Agreement. Total payment made under this Agreement for any term by City
shall be in an amount not to exceed Ten Thousand Dollars ($10,000.00)per term. Vendor
shall not perform any additional services or bill for expenses incurred for City not specified by this
Agreement unless City requests and approves in writing the additional costs for such services. City
shall not be liable for any additional expenses of Vendor not specified by this Agreement unless
City first approves such expenses in writing.
Addendum Between City of Fort Worth RECUKU
OFFICIAL
And ERE Media,Inc. CITY 5Ep EtAft?
ET WORTH,TX
4. Termination.
a. Convenience. Either City or Vendor may terminate the Agreement at any
time and for any reason by providing the other party with 30 days written notice of
termination.
b. Breach.If either party commits a material breach of the Agreement,the non-
breaching Party must give written notice to the breaching party that describes the breach
in reasonable detail. The breaching party must cure the breach ten(10) calendar days after
receipt of notice from the non-breaching party, or other time frame as agreed to by the
parties. If the breaching party fails to cure the breach within the stated period of time, the
non-breaching party may, in its sole discretion, and without prejudice to any other right
under the Agreement, law, or equity, immediately tenninate this Agreement by giving
written notice to the breaching party.
C. Fiscal Funding Out. 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 the Agreement shall terminate on the last day of the fiscal
period for which appropriations were received without penalty or expense to the City of
any kind whatsoever, except as to the portions of the payments herein agreed upon for
which funds have been appropriated.
d. Duties and Obligations of the Parties. In the event that the Agreement is
terminated prior to the Expiration Date, 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 the Agreement up to the effective
date of termination. Upon termination of the Agreement for any reason, Vendor shall
provide City with copies of all completed or partially completed documents prepared under
the 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.
5. Attorneys' Fees, Penalties, and Liquidated Damages. To the extent the attached
Agreement requires City to pay attorneys' fees for any action contemplated or taken, or penalties
or liquidated damages in any amount, City objects to these terms and any such terms are hereby
deleted from the Agreement and shall have no force or effect.
6. Law and Venue. The Agreement and the rights and obligations of the parties hereto
shall be governed by, and construed in accordance with the laws of the United States and state of
Texas,exclusive of conflicts of laws provisions. Venue for any suit brought under the Agreement
shall be in a court of competent jurisdiction in Tarrant County, Texas. To the extent the Agreement
is required to be governed by any state law other than Texas or venue in Tarrant County, City
objects to such terns and any such terms are hereby deleted from the Agreement and shall have
no force or effect.
Addendum Between City ofFort Worth
And ERE Media,Inc. Page 2 of 12
7. Linked Terms and Conditions. If the Agreement contains a website link to terms
and conditions, the linked terms and conditions located at that website link as of the effective date
of the Agreement shall be the linked terms and conditions referred to in the Agreement. To the
extent that the linked terms and conditions conflict with any provision of either this Addendum or
the Agreement, the provisions contained within this Addendum and the Agreement shall control.
If any changes are made to the linked terms and conditions after the date of the Agreement, such
changes are hereby deleted and void. Further, if Vendor cannot clearly and sufficiently
demonstrate the exact terms and conditions as of the effective date of the Agreement, all of the
linked terms and conditions are hereby deleted and void.
8. Insurance. The City is a governmental entity under the laws of the state of Texas
and pursuant to Chapter 2259 of the Texas Government Code, entitled "Self-Insurance by
Governmental Units," is self-insured and therefore is not required to purchase insurance. To the
extent the Agreement requires City to purchase insurance, City objects to any such provision, the
parties agree that any such requirement shall be null and void and is hereby deleted from the
Agreement and shall have no force or effect. City will provide a letter of self-insured status as
requested by Vendor.
9. Sovereign Immunity. Nothing herein constitutes a waiver of City's sovereign
immunity. To the extent the Agreement requires City to waive its rights or immunities as a
government entity; such provisions are hereby deleted and shall have no force or effect.
10. Limitation of Liability and Indemnity. To the extent the Agreement, in any way,
limits the liability of Vendor or requires City to indemnify or hold Vendor or any third party
harmless from damages of any kind or character, City objects to these terms and any such terms
are hereby deleted from the Agreement and shall have no force or effect.
11. IP Indemnification. Vendor agrees to indemnify, defend, settle,or pay, at its
own cost and expense,including the payment of attorney's fees, any claim or action against
the City for infringement of any patent, copyright, trade mark, service mark, trade secret,
or other intellectual property right arising from City's use ofthe Deliverable(s),or any part
thereof, in accordance with this Agreement, it being understood that this agreement to
indemnify, defend, settle or pay shall not apply if City modifies or misuses the
De live rable(s). So long as Vendor bears the cost and expense ofpayment for claims or actions
against the City pursuant tothis section8,Vendors hall have the right to conduct the defense
of any such claim or action and all negotiations for its settlement orcompromise 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 the City's interest,
and City agrees to cooperate with Vendor in doing so.Inthe event City,for whatever reason,
assumes the responsibility forpayment of costs andexpenses for any claim oraction brought
against the City for infringement arising under this Agreement,the City shall have the sole
right to conduct the defense ofany suchclaim oraction and all negotiations forits settlement
or compromise and to settle or compromise any such claim; however, Vendor shall fully
participate and cooperate with the City in defense ofsuch claim oraction. City agrees togive
Vendor timely written notice of any such claim oraction, with copies of all papers City may
receive relating thereto. Notwithstanding the foregoing,the City's assumption of payment of
Addendum Between City of Fort Worth
And ERE Media,Inc. Page 3 of 12
costs or expenses shall not eliminate Vendor's duty to indemnify the City under this
Agreement.If the De live rable(s),or any part thereof, is he ld 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,Vendorshall,at its own expense and as City's sole remedy,
either: (a) procure for City the right to continue to use the Deliverable(s); or(b) modify the
Deliverable(s) to make them/it non-infringing, provided that such modification does not
materially adversely affect City's authorized use of the Deliverable(s); or (c) replace the
Deliverable(s)with equally suitable,compatible, and functionally equivalent non-infringing
Deliverable(s)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 the City, subsequent to which termination City may seek any and all remedies
available to City under law. VENDOR'S OBLIGATIONS HEREUNDER SHALL BE
SECURED BY THE REQUISITE INSURANCE COVERAGE REQUIRED BY CITY.
12. Insurance. Vendor agrees that insurance coverage provided to City by Vendor is
sufficient for purposes of the Agreement only.
13. No Debt. In compliance with Article 11 § 5 of the Texas Constitution, it is
understood and agreed that all obligations of City hereunder are subject to the availability of funds.
If such funds are not appropriated or become unavailable, City shall have the right to terminate the
Agreement except for those portions of funds which have been appropriated prior to termination.
14. Public Information. 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. To the extent the Agreement requires that City maintain records in violation of
the Act, City hereby objects to such provisions and such provisions are hereby deleted from the
Agreement and shall have no force or effect. 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 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.
15. Addendum ControllinP. If any provisions of the attached Agreement, conflict with
the terms herein, are prohibited by applicable law, conflict with any applicable rule, regulation or
ordinance of City, the terms in this Addendum shall control.
16. Network Access.
a. City Network Access. If Vendor, and/or any of its employees, officers,
agents, servants or subcontractors (for purposes of this section "Vendor Personnel"),
requires access to the City's computer network in order to provide the services herein,
Vendor shall execute and comply with the Network Access Agreement which is attached
hereto as Exhibit "A" and incorporated herein for all purposes.
b. Federal Law Enforcement Database Access. If Vendor, or any Vendor
Personnel, requires access to any federal law enforcement database or any federal criminal
Addendum Between City of Fort Worth
And ERE Media,Inc. Page 4 of 12
history record information system, including but not limited to Fingerprint Identification
Records System ("FIRS"), Interstate Identification Index System ("III System"), National
Crime Information Center ("NCIC") or National Fingerprint File ("NFF"), or Texas Law
Enforcement Telecommunications Systems ("TLETS"), that is governed by and/or defined
in Title 28, Code of Federal Regulations Part 20 ("CFR Part 20"), for the purpose of
providing services for the administration of criminal justice as defined therein on behalf of
the City or the Fort Worth Police Department, under the Agreement, Vendor shall comply
with the Criminal Justice Information Services Security Policy and CFR Part 20, as
amended, and shall separately execute the Federal Bureau of Investigation Criminal Justice
Information Services Security Addendum. No changes, modifications, alterations, or
amendments shall be made to the Security Addendum. The document must be executed as
is, and as approved by the Texas Department of Public Safety and the United States
Attorney General.
17. 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 1-9 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,ORLICENSEES. City, upon written notice
to Vendor, shall have the right to immediately terminate this Agreement for violations of this
provision by Vendor.
18. No Boycott of Israel. If Vendor has fewer than 10 employees or the 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, 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 Addendum, Vendor
certifies that Vendor's signature provides written verification to City that Vendor: (1) does not
boycott Israel; and (2) will not boycott Israel during the term of the Agreement.
19. Right to Audit. Vendor agrees that City shall, until the expiration of three (3)years
after final payment under the Agreement, have access to and the right to examine any directly
pertinent books, documents, papers and records of Vendor involving transactions relating to the
Agreement. Vendor agrees that City shall have access during normal working hours to all
necessary Vendor facilities and shall be provided adequate and appropriate workspace in order to
conduct audits in compliance with the provisions of this section. City shall give Vendor reasonable
advance notice of intended audits.
(signature page follows)
Addendum Between City ofFort Worth
And ERE Media,Inc. Page 5 of12
ACCEPTED AND AGREED:
CITY:
City of Fort Worth Contract Compliance Manager:
By signing I acknowledge that I am the person
responsible for the monitoring and administration
of this contract, including ensuring all
By: performance and reporting requirements.
Name: Jesus J. Chapa
Title: Assistant City Manager
Date: /Z+zCo `/� 'S.a By:
Name: Neenii-Ko_�uru
Approval Recommended: Title: Assistant Director of Human
Resources
el
Approved as to Form and Legality:
By:
Name: B ' n Vckerson
Title: ctor of H Resources By:
Name: Thomas R Hansen
Attest: Title: Assistant City Attorney
Contract Authorization:
By:
Name: ary Kays j.
Title: City Secretary 1 '�•�� ��f,,€
d'
VENDOR:
ERE Media, Inc.
DocuSigned by:
Q�.tn, (1�il.�c,vsaw
By:
Name: Ann Wilkerson
Title: Training Director
Date: 2/20/2020
FOFFICIAL RECORQ
OT`r SECRETARY
Addendum Between City of Fort Worth
And ERE Media,Inc. Page 6 of 12
EXHIBIT A
VENDOR'S AGREEMENT
ERE MEDIA
ERE Training Agreement
City of Fort Worth ERE Media,Inc.
200 Texas Street 215 Thompson Street,Suite 202
Fort Worth,TX 76102 New York,NY 10012 USA
("Customer") ("Provider")
ERE Media,Inc.Is the owner or licensor of training products available for download or streamed use through
an online training platform which includes video,audio and text content,testing and exercises,and analytics
(the"Service"). ERE Media will license Customer the right to remotely access and use the Service on the terms
and conditions set forth in this Agreement,for the number of Named Users and for the Fees shown below.
Products Number of Subscription Fee Per Named Fees/Amount Due
Named User licenses Period User License*
Training:SourceCon 6 12-months from $695 $4,170
Academy kick-off date
Training.SourceCan 12-months from
Academy Sourcing Test 6 kick-offdate $0 $0
Net Total $4,170
BY SIGNING THIS LICENSE AGREEMENT THE PARTIES AGREE TO THE TERMS CONTAINED AT
htto://www.eretraininiz.com/o/terms.THIS AGREEMENT IS NOT EFFECTIVE UNTIL SIGNED BY AN AUTHORIZED
REPRESENTATIVE OF EACH PARTY.
CUSTOMER a„ ,,,ate ERE MEDIA,INC.
_ Qwe, Uklkt.rsati,
Signature 4t767M9A„
Jesus J. Chapa Assistant City Manager Ann wilkerson Training Director
Printed Name and Title Printed Name and Title
2/19/2020
Date Signed Date Signed
Customer's Billing Contact:
Name:Neena Kovuru
Email: Neena.Kovuru@fortworthtexas.gov
Phone:(917)392-7567
Mailing Address:Same as above
AddendumBetween City offort Wordi
And ERE Media,Inc.—Exhibit A Page 7 of12
EXHIBIT B
SCOPE OF SERVICES
This course will help the recruiters with the following strategies.
• Improve recruiting results through building or strengthening core sourcing skills.
• Uncover unique talent with step-by-step video lessons on advanced sourcing methods.
• Build and manage talent pipelines through strategic sourcing and active candidate
nurturing.
• Create sourcing efficiencies by sharing resources and tools that automate processes.
• Increase candidate response rates through teaching effective engagement strategies.
License inclusions:
• Access to the SourceCon Academy course for each user through 1213112020 (if
purchased before year-end, otherwise it's 1-year from the date of purchase)
• Fast, easy user set-up with team kick-off call
• Add pre- and post-training sourcing test at no additional cost
• Course accessible on any device or browser
• Quizzes after each module and final exam
• Updates and new content automatically pushed out
• Activity reports for user management
• Dedicated account management for ongoing questions or needs
• SourceCon Academy Certificate for each licensed user who completes the full
course
• ERE and SourceCon conference discounts
• SHRM and HRCI re-certification hours
The following modules will be covered in the training.
Module • -e Tbpics
Welcome How to Navigate SourceCon Academy
Welcome to Sourcecon Academy
The Recruiting LifeCycle Full-time, Contract,&VMS
Org Charts Corporate Org Charts&Job Roles
Defining the Typica I Roles for Staffing Orgs
Browser Set-up&Best Practices
Desktop Environment& Browser Keyboard Shortcuts
Extensions People Finding Extensions
Organization,Scheduling,& Process
Boolean Strings for Profiles Boolean&Search Engine Operators
Rules for Searching
AddendumBetween City ofFort Worth
And ERE Media,Inc.—Exhibit B Page 8 of12
Job Titles vs.Action Words
Resume&About Me Searches
Profile Searching
Linkedln Searching from Google
Adding Location to your Searches
Search Engine Alternatives
Search Engines MillionShort, lxquick,&Teoma
Yandex&Google Advanced Operators
Guest Lecture:eTools.ch&Dogpile
Best Practices Searching within Linked)n
Linkedln Sourcing Searching Linkedl n from Google
Searching Personal Links &Resumes
Linkedln Groups &Advanced Search Strings
Linkedln Profiles, Extensions &Google Search
Email Formats,Contact Out&Verification
People &Email Search Namechk&Google+
Whois, ThatsThem& Pipl
The Internet Archive&The Final Frontier
Sourcing Twitter
Social Networking Search Sourcing Facebook Profiles for Company & Title
Sourcing Facebook Location, Education& Groups
Sourcing Instagram&Pinterest
Best Practices
Email Messaging& Marketing Strategies&Fixes
Personalized Emails& Rules to Follow
Email Cold Call& Personalized Mass Emails
Starting Your Search&Identifying Organizations
Profiles&Google Searches for Linkedln
Diversity Sourcing Google+,Twitter Profiles &Twitter Lists
Facebook Profiles &Google Images
Guest Lecture:A Different Ta ke on Diversity Sourcing
Fina nce Sites, Evaluating Competitors &Google
Company&Competitor Search SimilarWeb, Linkedln& Industry Lists
Guest Lecture:Competitor Search
Hiring Policies & Protocols EEOC Laws&Non-Discriminatory Questions
Hiring Policies, Feedback&OFCCP
Hiring Manager Challenges& (P)research
Manage Your Hiring Manager
Hiring Manager Questions & Intake Meetings
More(P)research&Actionable Sourcing
When to Push Back
AddendumBetween City ofFort Worth
And ERE Media,Inc.—Exhibit B Page 9 of12
Guest Lecture:A Different Take on Managing Your Hiring
Manager
Image,Brand&Content
Candidate Engagement Profiles, Messaging &Experience
Guest Lecture:Managingthe Candidate Experience
Motivational Theory&Why People Work
Candidate Motivation Motivational Angles&Questions
Dream Job &Motivational Factors
Voicemail Content, Number of Calls &Getting Callbacks
Elevator Pitch Voicemails Crafting Elevator Pitches&When to Use Them
Timing of the Calls, Recalls&Examples
How to Ask Questions &Getting Answers
Screening Questions Researching Questions &Answers
Red Flags, Further Research& Internet Answers
Preparing for Cold Calling &Finding Phone Numbers
Telephone Sourcing Directory Assistants, Gatekeepers& Howto Navigate
Once You Reach the Candidate
Two Way Communication &Establishing Credibility
Candidate Control &Setting Expectations Gaining Control& Candidate Activity
Expectations, Following Up&Red Flags
Selling the Job &Company Job, Opportunity &Culture
Candidate&Job Postings
Conducting a Reference Check
Reference Checks Lead Generation
Guest Lecture:A Different Take on Reference Checks
Compensation Full-time, Contract, Direct&Indirect
Compensation Surveys &Cost of Living
Salary Negotiations Negotiations,Questions to Ask& Pushback
When Things Go Wrong &Pre-Close
Degrees&Certifications Sales, Marketing, Engineering&Science
Different Certifications
Visas&Work Permits Visas&Green Cards
Employment Classifications
The 5 Step Sourcing Plan The Sourcing Research Profile &Low Hanging Fruit
Leveraging Social,Smile and Dial&Candidate Engagement
The Sea rchBar
Sea rchBa r Custom Searches
Browser Extensions-Advanced Personal Blocklist &Data Miner
Web APIs that go Beyond Sourcing
Blockspring
Enriching Data with the Blockspring and Bing APIs
Addendum Between City ofFort Words
And ERE Media,Inc.—Exhibit B Page 10 of12
Guest Lecture:OneTab& Extension Managers
Indeed,Airbnb &Slideshare
Boolean Strings for Profiles-Advanced Semantic&Contextual Search
Guest Lecture:URLSourcing for Profiles
People EmailSearch-Advanced Email Permutators&FullContact
Job Titles, Interests&Action Words
Natural Language Search Profiles&Linkedln
Personal Links&Twitter
Blogs Job Titles,Interests&Action Words
Specialized Search Engines&Strings
Diversity-Advanced Search Linkedln Advanced Searches
Identifying Groups&Targeting Profiles
User Groups &Code Sharing Meetup&GitHub
Contacting Users on GitHub&Sourcing StackOverflow
Advanced Search Strings&More Coding Sites
Conferences &Attendees Conferences, Speakers &Attendees
Twitter&Twitter Lists
Associations Identifying &Searching
Advanced Searches& Reference List
Calling Codes, Cities, Countries &Domains
International Sourcing Xing, Viadeo, Linkedln&Weibo
User Groups, Facebook&Twitter
Advanced Sourcing
Sourcing CV's and Profiles while adding Location
Xing,Viadeoand Other Country-Specific Networks
Facebook &Twitter
Sourcing in EMEA Linkedln Updates&Sourcing within Linkedin.com
Sourcing Linkedln from Google
Sourcing on Meetup
Github, StackOverflow, &Google CSEs
GDPR&Sourcing
Sourcing CV's and Profiles while adding Location
Ozone, RenRen&Other APAC Socia I Networks
Facebook&Twitter
Sourcing in APAC Linkedln Updates&Sourcing within Linkedin.com
Sourcing Linkedln from Google
Sourcing on Meetup
Github, StackOverflow, &Google CSEs
Patent Sea rch Searching Patents for Candidates
Benefits&Example CSEs
Google Custom Search Engines(CSEs) Starting to Build&the Sites Section
Search Strings&Refinements
Addendum Between City offort Worth
And ERE Media,Inc.—Exhibit B Page 11 of12
Connecting Refinements, Look& Feel
Advanced Edits
Overcoming Objections Candidate Smoke Screens&Objections
Even More Objections
Recruiter Desktop Management Successful Practices Prioritization
Channels to Connect with Candidates &Emails That Work
X-raying Niche Sites
Guest Lectures Sourcing Using Google Images
SeekOut
The Forgotten Children of Search
What to Do When You've Tried Everything Else
Wrap Up Thankyou!
Addendum Between City offort Worth
And ERE Media,Inc.—Exhibit B Page 12 of 12