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HomeMy WebLinkAboutContract 54055 CSC NO. 54055 0 2020 J�N 3 tt1 Gms FORT WORTH CITY OF FORT WORTH PURC14ASE AGREEMENT(BASED UPON AN INTER-LOCAL AGREEMENT)BETWEEN THE CITY OF FORT WORTH AND P.I.E. MANAGEMENT,L.L.C. WHEREAS Section 271.102 of the Texas Local Government Code allows Local Governments to pursue mutually beneficial and cooperative purchasing programs; and WHEREAS,pursuant to Chapter 791 of the Texas Government Code and Subchapter F, Chapter 271 of the Texas Local Government Code, the City of Fort Worth (City), a Texas home-rule municipality and the City of Waco (Name of other Entity) have entered into an Inter-local Cooperative Purchasing Agreement on November 18, 2019, (CSCO 53074) which provides that when the one of the Local Government Entities enters into a contract with a Vendor for goods and services, the other Local Government is able to enter into a Purchase Agreement with the Vendor under the same terms and conditions offered to the Original Local Government Entity so long as the Vendor is agreeable Copy Attached as Exhibit A; WHEREAS P.I.E.Management,L.L.C., (Vendor)and the City of Waco (Name of other Entity) entered into a Purchase Agreement on November 1,2018,for providing temporary employment services and this Agreement allows other'Local Governmental Entities to enter into a Purchase Agreement with Vendor under the same terms and conditions. (Copy attached as Exhibit B); NOW THEREFORE, City and Vendor each of which will individually be referred to as a "Party" and collectively as the "Parties entered into this Purchase Agreement by and between P.I.E. Management, L.L.C., ("Vendor") and the City of Fort Worth, ("City"); The Parties agree that any references to the City of Waco in Exhibit B shall be construed as the City of Fort Worth for the purposes of this Agreement and all rights,benefits, duties, and obligations shall inure to the City as if the contract in Exhibit B were originally executed between the City and Vendor. The Agreement includes the following documents which shall be construed in the order of precedence in which they are listed: 1. Exhibit A— Agreement between the City of Fort Worth and the City of Waco; 2. Exhibit B— Contract between the City of Waco and Vendor for providing temporary employment services,identified as Contract No. K 18-635; . 3. Exhibit C— Vendor's Quote or Pricing, Scope of Services or Purchase Order; 4. Exhibit D— Conflict of Interest Questionnaire. Exhibits A,B, C and D which are attached hereto and incorporated herein, are made a part of this Agreement for all purposes.Vendor agrees to provide City with the services and goods included in Exhibit OFFICIAL.RECORD r7lY SECRETARY Purchase Agreement Between the City of Fort Worth and P.I.E. Management,L.L.C.Page 1 of 52%,MnIR 1'": 71� -_t B pursuant to the terms and conditions of this Cooperative Purchase Agreement, including all exhibits thereto. In the event of a conflict between Exhibit B and this Agreement or Exhibit A,then this Agreement and Exhibit A shall control. City shall pay Vendor in accordance with the fee schedule in Exhibit C and in accordance with the provisions of this Agreement. Total payment made under this Agreement for the first year by City shall be in the amount of One Hundred Thousand Dollars ($100,000.00). Vendor shall not provide any additional items or 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. The term of this Agreement shall be for one year beginning on June 1, 2020 and ending on May 31, 2021. Vendor agrees that City shall, until the expiration of three (3) years after final payment under this Agreement, 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 documents and records of Vendor involving transactions relating to this Agreement.Vendor agrees that City shall have access during normal working hours to all necessary Vendor facilities subject to Vendor's reasonable rules and regulations while at Vendor's 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,and all such audits shall be conducted on regular business days during Vendor's regular business hours in a manner that will not unreasonably interfere with Vendor's operations at its facilities. City's auditors shall present proper credentials to the manager of Vendor's facility at the time that they are admitted to such. 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. Notices required pursuant to the provisions of this Agreement shall be conclusively determined to have been delivered when (1) hand-delivered to the other party, its agents, employees, servants or representatives,(2)delivered by facsimile with electronic confirmation of the transmission,or(3)received by the other party by United States Mail, registered, return receipt requested, addressed as follows: To CITY: City of Fort Worth To VENDOR: Attn: Valerie R. Washington, Assistant City Manager, P.I.E. Management, L.L.C., William A. Phillips, President and 200 Texas Street, Fort Worth, TX 76102-6314 C.E.O., 7215 Bosque Blvd, Waco, Texas With copy to Fort Worth City Attorney's Office 76710 Ph: 254-246-8062 at same address email: wphillips@piemanagement.com [SIGNATURES FOLLOW] Purchase Agreement Between the City of Fort Worth and P.I.E.Management,L.L.C.Page 2 of 52 The undersigned represents and warrants that he or she has the power and authority to execute this Agreement and bind the respective Vendor. CITY OF FORT WORTH: CONTRACT COMPLIANCE MANAGER: Jnn�� By signing I acknowledge that I am the person By: Valerie Washington(Jun 22,2020 12:01 CDT) responsible for the monitoring and administration Name:Valerie R.Washington of this contract,including ensuring all performance Title:Assistant City Manager and reporting requirements. Date: Jun 22, 2020 ffo�nerRobertson APPROVAL RECOMMENDED: By: Homer Robertson(Jun 22,202010:41 CDT) Name: Homer Robertson Title: Asst.Fire Chief By; J s Davis(Jun 22,202011:35 CDT) APPROVED AS TO FORM AND LEGALITY: Name: James Davis Title: Fire Chief ATTEST: Tay( aris(Jun 22,202011:40 CDT) Name: Taylor Paris Title. Assistant City Attorney By: l/ :7 '" CT AUTHORIZATION. Name: M w `'ary Kayser y ►�•L. M� ;1'Not applicable Title: City Secretary VENDOR: `� �:. .�.:z•, f . �isw."4`• P.I.E.Management,L.L.C. ATTEST: ill-/.lit By; William A Phillips(Jun 20,20201 :32 EDT) Name: William A. Phillips, By: Title: President and C.E.O., Name: Date: J u n 20, 2020 Title: OFFICBAL RECORD CITY SECRETARY WORTH, TX Purchase Agreement Between the City of Fort Worth and P.I.E.Management,L.L.C.Page 3 of 52 Exhibit A Agreement between the City of Fort Worth and the City of Waco; Purchase Agreement Between the City of Fort Worth and P.I.E.Management,L.L.C.Page 4 of 52 aalq-33a �p City of Fort Worth&City of Waco (ply l�Cooperative Purchasing Agreement +9 FORT WORTH CITY SECRETARY coo s e� CONTRACT NO. 0-7 COOPERATIVE PURCHASING AGREEMENT This Cooperative Purchasing Agreement("Agreement"}is made and entered into as of the date written below between the City of Waco("Waco")and the City of Fort Worth,Texas ("Fort Worth"). WHEREAS, both Waco and Fort Worth have each determined a need for a cooperative agreement to purchase like goods and services to avoid duplicate procurement efforts and obtain the benefits of volume purchasing; and WHEREAS, Waco and Fort Worth are authorized by Section 271.102 of the Local Government Code to pursue mutually beneficial and cooperative purchasing programs. NOW, THEREFORE, for and in consideration of the mutual obligations and benefits contained herein,Waco and Fort Worth agree as follows: SECTION 1. The purpose of this Agreement is to provide Waco and Fort Worth with additional purchasing options by satisfying the provisions of Section 271.102 of the Local Government Code. SECTION 2. The parties agree that each of the parties shall respectively designate a person to act under the direction of,and on behalf of,the designating party(the"Designated Representative). SECTION 3. At the request of the other party, a party that enters into a contract with a vendor for goods or services (the "First Purchasing Party) shall attempt to obtain the vendor's agreement to offer those goods and services to the other party [the "Second Purchasing Party") for the same price and on the same terms and conditions as have been offered to the First Purchasing Party. If the vendor so agrees,and if the Second Purchasing Party is agreeable to such terms and conditions, the Second Purchasing Party may enter into its own separate contract with the vendor for the purchase of such goods or services. SECTION 4. Unless otherwise agreed between the Designated Representatives, payments for a purchase made by the Second Purchasing Parry shall be paid directly to the vendor and not to the First Purchasing Party. The Second Purchasing Party shall have the responsibility of determining whether the vendor has complied with any provisions in its contract with the vendor, including but not limited to those relating to the quality of items and terms of delivery, and shall be responsible for enforcement of its contract against the vendor,including all cost of enforcement. SECTION 5. This Agreement will be subject to all applicable federal, state and local laws,ordinances,rules and regulations. _ LOFF10JAL RECORD SECRETARY Page 1 ❑f 3 WORTH,TX Purchase Agreement Between the City of Fort Worth and P.I.E.Management,L.L.C.Page 5 of 52 City of Fort Worth&City of Waco Cooperative Purchasing Agreement SECTION 5. This Agreement may be terminated by either party, without cause or penalty,upon not less than thirty days written notice to the other party. SECTION 7. The parties acknowledge that each party and, if it so chooses, its counsel have reviewed and revised this Agreement and that the normal rule of construction to the effect that any ambiguities are to be resolved against the drafting party must not be employed in the interpretation of this Agreement or any amendments or exhibits hereto. SECTION 8. If any action,whether real or asserted,at law or in equity,arises on the basis of any provision of 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.. This Agreement shall be construed in accordance with the laws of the State of Texas. SECTION 9. If any terra or provision of this Agreement is held to be illegal, invalid or unenforceable,the legality,validity or enforceability of the remaining terns or provisions of this Agreement shall not be affected thereby,and in lieu of each such illegal,invalid or unenforceable term or provision, the parties shall endeavor to agree to a legal, valid or enforceable term or provision as similar as possible to the term or provision declared illegal,invalid or unenforceable. SECTION 10. Execution of this Agreement does not obligate Waco or Fort Worth to make any purchase,to pay any membership fee or to otherwise or in any manner incur any cost or obligation. SECTION 11. This Agreement may be executed in multiple counterparts, each of which shall be deemed an original,and all of which shall constitute but one and the same instrument. SECTION 12. The undersigned officers and/or agents are properly authorized to execute this Agreement on behalf of the parties hereto and each party hereby certifies to the other that any necessary actions extending such authority have been duly passed and are now in full force and effect. SECTION 13. All notices, requests, demands, and other communications which are required or permitted to be given under this Agreement shall be in writing and shall be deemed to have been duly given upon the delivery or receipt thereof, as the case may be, if delivered personally or sent by registered or certified mail, return receipt requested, postage prepaid,to the respective city representative set out below,or his/her designee. Page 2 of 3 Purchase Agreement Between the City of Fort Worth and P.I.E.Management,L.L.C.Page 6 of 52 City of Fort Worth&City of Waco Coopemtive Purchasing Agreement EXECUTED this day of� L�� �-� ,2019. CITY OF FORT WORTH CITY OF WACO 200 Texas Street P.O.Box 2570 Fort Worth,Texas 76102 Waco,Texas 76702 By: By: Kevin Title: Interim Assistant Cites Manage , Title: City Manager APPROVED AS TO FORM AND LEGALITY: Assistant City Attorney Entity rney Title M&C.P-I2061 June 13 2017 f 3 �a �}I k�k-4, CQU 19 Contract Autho 'on d �: Contract Authorization Mary J.Ka i S j Date Date Reco d Cynthia Garcia,Assistant Director-Purchasing Contract Compliance Manager: By signing I acknowledge that 1 am the person responsible for the monitoring and administration of this contract,including ensuring performance and reporting require ts. Cynthia& cia,Assistant Director-Purchasing OFFICIAL RECORI) CITY SECRETARY Page 3 of 3 FT. WORTH,TX Purchase Agreement Between the City of Fort Worth and P.I.E.Management,L.L.C.Page i at City of Fort Worth, Texas Mayor and Council Communication COUNCIL ACTION: Approved on 6/13/2017 DATE: Tuesday,June 13,2017 REFERENCE NO.: **P-12061 LOG NAME: 13P17-COOP MJ FMS SUBJECT: Authorize Utilization of Cooperative Purchasing Agreements for Goods and Services Between the City of Fort Worth,Local Governments and Local Cooperative Organizations Authorized by the Texas Local Government Code (ALL COUNCIL DISTRICTS) RECOMMENDATION: It is recommended that the City Council authorize the City Manager to execute Cooperative Purchasing Agreements for goods and services between the City of Fort Worth,local governments and local cooperative purchasing organizations authorized by the Texas Local Goverment Code. DISCUSSION: The Purchasing Division will use this authorization to contract with local governments and local cooperative organizations to obtain goods or services. The use of these Cooperative Agreements allows the City to take advantage of lower prices without the cost of competitive bidding by obtaining access to existing competitively procured contracts with entities such as Tarrant County,Houston-Galveston Area Council,Texas Association of School Boards' Local Government Purchasing Cooperative and U.S. Communities. This authorization will allow other local governments such as Tarrant County,the City of Arlington and the City of Grand Prairie to participate in contracts awarded by the City that may result in the addition of other entities' quantities at the next bidding opportunity. Increasing the volume of goods and services increases the possibility of lower prices to the City through greater economies of scale. Section 271.102(a)of the Texas Local Government Code allows local governments to participate in cooperative purchasing programs. Section. 271.102(c)of the Code provides that a local government purchasing goods or services under a cooperative purchasing program satisfies any state law requiring that the local government seek competitive bids for purchase of the goods or services.The contracts for goods and services have been competitively bid to increase and simplify the purchasing power of local governments across the State of Texas. The last Mayor and Council Communication(M&C)regarding authorization to enter into Cooperative Agreements was approved on January 15,2008 (M&C P-10710).The Purchasing Division will seek authorization to enter into Cooperative Agreements every five years. Purchase Agreement Between the City of Fort Worth and P.I.E.Management,L.L.C.Page 8 of 52 The Law Department recommends that the Purchasing Division review the Cooperative Agreements periodically and the Purchasing Division shall conduct such reviews. Approval of this Mayor and Council Communication will not commit the City to spend any funds.Purchases through a Cooperative Agreement that exceed the administrative procurement threshold provided in the City Code of Ordinances will be presented to City Council for authorization as required. This M&C does not request approval of a contract with a business entity. FISCAL INFORMATION 1 CERTIFICATION: The Director of Finance certifies that the authorization of this M&C will have no material effect on City funds. BQN117-COOPIMJ _T,o Department Account Project Budget Reference# Amount Fund ID Ill Program Activity year (Chartfield 2) ERONT Department Account Project Program Activity Budget Reference# Amount Fund ID ID year (Chartfield 2) CERTIFICATION 5: Submitted for City, anaggr's Office by: Susan Alanis (8180) Qriginatine Department Head: Aaron Bovos (8517) Additional InformaliQU CoUtact; Jack Dale (8357) Marilyn Jackson (2059) ATTACHMENTS No attachments found. Purchase Agreement Between the City of Fort Worth and P.I.E.Management,L.L.C.Page 9 of 52 Exhibit B Contract between the City of Waco and Vendor for providing temporary employment services, identified as Contract No. K 18-635 Purchase Agreement Between the City of Fort Worth and P.I.E.Management,L.L.C.Page 10 of 52 K 19-�3,5- v190100 TEMPORARY EMPLOYMENT SERVICES AGREEMENT ��4 1 6 IV% This Agreement ("Agreement"} is entered into by and between the CITY OF WACO, TEWFEW 400 hereinafter called the "City" and P.I.E. MANAGEMENT, L.L.C. hereinafter called the "Contractor"collectively referred to as "the parties." RECITALS WHEREAS, the City utilizes temporary employment providers at various times throughout the year to obtain temporary workers;and WHEREAS, Contractor desires to perform as an independent contractor to provide temporary employment services from time to time to the City upon the terms and conditions maintained in this Agreement; THEREFORE, in consideration of the mutual promises and covenants contained herein, the City and Contractor agree as follows: A. Agreement a. Contractor agrees to perform those services for the City that are specified on EXHIBIT A (the "Services"), attached hereto and incorporated, through Contractor's employees at City Facilities. b. Non-exclusive Relationship. Nothing contained in this Agreement shall be construed so as to create an exclusive relationship between the City and Contractor. The City shall be free at its option to use any number of contractors (i) to supply all of the City's temporary worker needs and or(ii) to supply a temporary worker for any single job. Further, the City may reduce, at any time, the number of temporary workers supplied by the Contractor to the City (irrespective of the course of dealing between the parties) and may at its option cancel or withdraw any requisition. c. Professional Standards. Contractor shall use its commercially reasonable efforts to render Services under this Agreement in a professional and business-like manner and in accordance with the standards and practices recognized in the industry. 2. Term a. Initial Term. The term of this Agreement shall be for one year beginning on October 1. 2018 through September 30 2019. Any extensions will be by mutual written agreement between Contractor and the City.. b. Renewal Periods. This Agreement shall be automatically extended each year an additional term of one year upon the terms and conditions contained herein, unless(i)the City notifies Contractor by giving written notice thirty(30)days prior to the expiration of the initial (or renewal) term of the City's intent to cancel this Agreement, or(ii) the City and the Contractor fail to mutually agree in writing at least sixty (60) days prior to the end of the initial (or renewal) term on a revised Rate Schedule and Certificate of Insurance, as required in Article 9 of this Agreement, to be applicable to any additional term. A revised Rate Schedule and Certificate of Insurance must be received by the City prior to each renewal period. Page 1 of 11 Purchase Agreement Between the City of Fort Worth and P.I.E.Management, L.L.C. Page 11 of 52 3. Payment and Terms a. Rate Schedule. The City agrees to pay Contractor for the services performed by Contractor's employees and provided hereunder in accordance with the rates set forth in the Rate Schedule attached hereto as EXHIBIT B and made a part of this Agreement, for all time devoted directly to the City by Contractor's employees as may be necessary and required for the proper performance of the services. Except to the extent provided in Section 3(b) hereof, these payments shall constitute full and adequate consideration to Contractor for all labor, services furnished to the City, and the City shall not be obligated to pay any additional fees, costs or other sums to Contractor beyond what is identified on Exhibit B. Contractor must provide a standardized time card for all of Contractor's employees assigned to the City. b. Additional Expenses. The City will not pay any additional costs without written prior approval from the City. This will include any fees associated with health insurance for any temporary worker not enrolled in Contractor's health care plan. c. Terms of Payment. The City will pay Contractor weekly following the acceptance of a correct invoice in a form previously approved by the City. The City shall not be obligated by pay Contractor for any services under this Agreement unless the City has issued to Contractor a Requisition executed by an authorized agent of the City. Contractor agrees to invoice on or before the tenth (10t') of the month for all services provided, but not yet invoiced, in the prior month, in accordance with the payment terms specified above, in the Requisition and per the rates specified in the Rate Schedule. Failure of Contractor to invoice in accordance with such terms and rates and otherwise as specified herein and in each Requisition will be considered an event of default and the City shall have the right to terminate this Agreement and each Requisition previously issued hereunder. Additionally, the City reserves the right to contest any inaccurate, incomplete or otherwise nonconforming invoice. The City's failure to pay any disputed fee or other sum shall not be an event of default under this Agreement; provided that the City has given notice to Contractor of its objection to any such fee or other sums. 4. Termination a. Either party may terminate this contract for any reason, without cause and at any time by furnishing to the other party thirty (30) days prior written notice. Upon termination, the City shall be obligated to compensate Contractor for any services performed and payments earned hereunder up to the date of termination. Contractor shall be obligated to provide services until the date of termination. Neither party shall be entitled to any other compensation based upon this contract. b. In the event of termination, all information and all City property in Contractor's possession shall be forwarded to the City. Upon the City's receipt of all such information, and property the City shall pay Contractor for satisfactory services performed up to the effective date of the termination at the specified rates or rates in accordance with the Rate Schedule. Such payment shall be the City's sole obligation and Contractor's sole remedy in the event of termination by the City. In no event shall the City be liable for incidental or consequential damages or lost profits. RECENED Page 2 of 11 NOV 1 6 2018 Purchase Agreement Between the City of Fort Worth and P.I.E.Management, L.L.C. Page 12 of 52 Hld OMM 5. Standard of Performance. a. Provision of Services. All services to be provided by Contractor under this Agreement shall be provided and performed in accordance with high professional standards and prudent business judgment and standards. b. Applicable Law/Compliance. Contractor agrees to comply (i) with all applicable Federal, State and local laws, statutes, executive orders, rules, regulations and ordinances in its performance of this Agreement and any act by Contractor in connection herewith and (ii) with all Federal and States Laws, statutes, executive orders, rules and regulations pertaining to Contractor's operation and its authority to offer the services and engage in the activities contemplated in this Agreement or conduct its business, including but not limited to the Federal Social Security Act, the State and Federal Unemployment Insurance Acts, the State Worker's Compensation Laws, State and Federal Wage and Hour laws, the Occupational Health and Safety Act, all State and Federal and local Employment Laws, and all other laws and regulations. Contractor shall establish appropriate procedures and controls so that the services under this Agreement will not be performed by using any person who is not legally eligible for such employment under United States immigration laws. Contractor acknowledges and agrees that it shall be responsible for complying with the Immigration Reform and Control Act with respect to its employees. c. Compliance with City Policies. Contractor's employees and agents shall comply with all policies of the City while on the City's premises and/or while providing services for the City. (1) Harassment Policies. Contractor acknowledges that it is the policy of the City to prevent all forms of harassment in the workplace, including without limitation to sexual harassment. Contractor agrees to cooperate with the City in effecting such policy with regards to the Contractor's employees while working for the City. (2) Removal of Contractor's Employees. The City may request that Contractor remove,or cause to be removed,any employee(s)from the City's premises,owned or leased, for any reason and Contractor shall immediately comply. 6. Accounting Records and Audit Contractor agrees to maintain complete and accurate accounting records, to substantiate Contractor's charges hereunder (including payroll records, time cards, attendance cards and disciplinary action, etc.) and to retain such records for three (3) years (or for such longer period as may be required by applicable laws) after completion of all Requisitions issued under this Agreement. During the term of this Agreement and during the respective periods in which Contractor is required to maintain records hereunder, the City shall have access during normal business hours to all of Contractor's records pertaining to its activities in connection with the performance of this Agreement for the purpose of conducting audits. The City shall have the right to retain an independent third party to conduct any such audit. The provisions of this Section 7 shall survive the expiration or termination of this Agreement. fecrr- ED Page 3 of 11 Nov 16 7018 Purchase Agreement Between the City of Fort Worth and P.I.E.Management, L.L.C. Page 13 of 52 Hawammm 7. Confidentiality In connection with the performance of the services hereunder, the City may disclose to Contractor and its employees information considered to be confidential information and/or a trade secret (All such material and information is hereinafter referred to collectively as the "Information"). Information shall mean any information concerning the City's business, operations or technology and all material and information made available to Contractor under this Agreement or in connection herewith or obtained by Contractor, directly or indirection, from any source whatsoever (including orally or in writing) in conjunction with the performance of this Agreement or otherwise in connection herewith. Contractor agrees to hold all such Information in trust and confidence for the City and to maintain at all times adequate procedures to prevent loss. Contractor shall not make any copies of such Information without the prior written approval of the City and shall return to the City upon demand any such Information. Contractor shall (i) use the Information solely for the purpose of performing its obligations under this Agreement, (ii) take reasonable steps and procedures (and where appropriate under the circumstances, provide security protection) to keep the Information confidential, GO expressly require each of its employees and agents exposed to any of the Information to keep all Information confidential. 8. Independent Contractor a. Contractor shall carry out the terms of this Agreement as an Independent Contractor and not as an agent, servant, or employee of the CITY. Contractor shall not receive any employee benefits. Likewise,the employees of Contractor are not the agents, servants, or employees of the CITY. For all purposes hereunder, Contractor is and shall be deemed to be an Independent Contractor and it is mutually agreed that nothing contained herein shall be deemed or construed to constitute a partnership or joint venture between Contractor and the CITY. b. Under no circumstances shall the City be considered the legal employer of any temporary workers placed with the City by the Contractor. As such, the City provides no benefits of any kind to any temporary workers assigned to the City by the Contractor. Nor shall the City compensate the temporary workers directly for their services. The Contractor shall bear full responsibility for compensating the temporary workers, for providing any benefits to workers required by law, for implementing all income withholding and reporting procedures required by federal, state, city and/or municipal tax laws, and for maintaining adequate workers compensation coverage as required by law. 9. Insurance a, A contractor's financial integrity is of interest to the City. Therefore, subject to a contractor's right to maintain reasonable deductibles in such amounts as are approved by the City, a contractor shall obtain and maintain in full force and effect for the duration of the contract, and any extension hereof, at contractor's sole expense, insurance coverage written on an occurrence basis by companies authorized to do business in the State of Texas that are rated A- or better by A.M. Best Company and/or otherwise acceptable to the City in the following types and amounts: REMKQ Page 4 of 11 may 1 6 2a1a Purchase Agreement Between the City of Fort Worth and P.I.E.Management, L.L.C. Page 14 of 52 X3%K8 b. Type Amount Workers'Compensation Statutory Employer's Liability $1,000,000/$1,000,000/$1,OOO,d00 Comprehensive General Liability $1,000,000 per occurrence, Including: $2,000,000 General Aggregate, or • Premises/Operations its equivalent in Umbrella or Excess • Independent Contractors Liability Coverage • Products Liability/Completed Operations • Personal&Advertising Injury • Broad form property damage, to include fire legal liability Employee Theft Prevention/Employee $1,000,000 per occurrence Dishonesty Policy • Including a third party coverage endorsement naming the City Business Automobile Liability $1,000,000 per occurrence or its a. Owned/leased vehicles equivalent on a combined single b. Non-owned vehicles limit(CSL basis). c. Hired vehicles c. Term of Policy: The required insurance coverage must remain in effect for a two (2) year period following the expiration or completion of the contract with the City. d. Modification of Insurance Requirement: The City reserves the right to review these insurance requirements during the effective period of the contract and any extension or renewal hereof and to modify insurance coverages and their limits when deemed necessary and prudent by City's Risk Manager based upon changes in statutory law, court decisions, or circumstances surrounding this contract. In no instance will the City allow a modification which results in the City incurring increased risk. e. Proof of Insurance Required and When to Submit: Examination&Approval. All insurance policies shall be subject to the examination and approval of the City for their adequacy as to form and content, form of protection,and financial status of insurance company. f Contractors with Multiple Projects. Contractors who have multiple projects with the City will provide the general liability aggregate in a project form with the name and/or location of the project listed in the comments section of the certificate of insurance. RECEEW) Page 5 of 11 0 1 fi 1©1% Purchase Agreement Between the City of Fort Worth and P.I.E.Management, L.L.C. Page 15 of 52 g. When to Submit. Prior to the execution of the contract by the City of Waco and before commencement of any work under this contract, a contractor shall furnish original proof of insurance to the City's Risk Manager which is clearly labeled with the contract name and City department. The proof will include completedlcurrent Certificate(s) of Insurance, endorsements, exclusions, and/or relevant extracts from the insurance policy, or copies of policies. Thereafter, new certificates, policy endorsements, exclusions, and/or relevant extracts from insurance policies, or policies shall be provided prior to the expiration date of any prior certificate, endorsement, or policy. No officer or employee other than the City's Risk Manager shall have authority to waive this requirement. h. Additional Insured. Except for Workers' Compensation and Employers' Liability, the City, its elected officials, officers, servants, agents, volunteers and employees shall be named as Additional Insureds on the policy. No officer or employee, other than the City Risk Manager, shall have authority to waive this requirement. i. Other-Insurance Endorsement -- All insurance policies are to contain or be endorsed to state that an "Other Insurance"clause shall not apply to the City where the City is an additional insured shown on the policy. j. Agent Information. The certificate(s) or other proof of insurance must be completed by an agent authorized to bind the named underwriter(s) and their company to the coverage, limits, and termination provisions shown thereon, containing all required information referenced or indicated thereon. The original certificate(s) or form must have the agent's original signature, including the signer's company affiliation, title and phone number. The proof of insurance shall be sent directly from the insurance agent to the City's Risk Manager by U.S. Postal Service to City of Waco, ATTN: Risk Manager, P.O. Box 2570, Waco, Texas 76702-2570 or by delivery service to 1415 North 4t' Street, Waco, Texas 76707. To send by fax or email,please contact the Risk Manager at 254-750-8061 to obtain the fax number or email address. k. Precondition to Performance & Basis for Termination. The City shall have no duty to pay or perform under the contract until such certificates), policy endorsements, exclusions, and/or relevant extracts from the insurance policy have been delivered to and approved by the City's Risk Manager. The contractor understands that it is the contractor's sole responsibility to provide this necessary information to the City and that failure to timely comply with these insurance requirements shall be a cause for NUS 1 fi 7if1B termination of a contract. If the City determines that it will deny payment,not perform, or terminate the contract because of the failure to provide certain information or documents, the City shall give the contractor notice of that determination and allow contractor fifteen (15) days to correct the deficiency. 1. Waiver of Subrogation. Workers' compensation and employers' liability policies will provide a waiver of subrogation in favor of the City. m. Notice of Cancellation, Non-renewal, Material Change. The Contractor shall provide written notification to the City of the cancellation, non-renewal, or material change of any insurance required herein. The Contractor shall provide such written notice within Page 6 of 11 Purchase Agreement Between the City of Fort Worth and P.I.E.Management, L.L.C. Page 16 of 52 five (5) business days of the date the Contractor is first aware of the cancellation, non- renewal, or material change, or is first aware that the cancellation, non-renewal, or material change is threatened or otherwise may occur, whichever comes first. Contractor shall provide the City with a replacement certificate(s) of insurance, policy endorsements, exclusions, and/or relevant extracts from the insurance policy either before the cancellation, non-renewal, or material change is effective, if it knew in advance of such, or within ten (10) business days of first learning of the cancellation, non-renewal,or change if it did not learn of that such action in advance. 10.INDEMNIFICATION. A. A CONTRACTOR EXECUTING A CONTRACT WITH THE CITY AGREES TO ASSUME FULL RESPONSIBILITY AND LIABILITY FOR THE SERVICES RENDERED PURSUANT TO THE CONTRACT AND AGREES TO INDEMNIFY, PROTECT, DEFEND, AND HOLD HARMLESS THE CITY, ITS EMPLOYEES, AGENTS, AND SERVANTS, OF AND FROM ALL CLAIMS, DEMANDS, AND CAUSES OF ACTIONS OF EVERY KIND AND CHARACTER, INCLUDING THE COST OF DEFENSE THEREOF, FOR ANY INJURY TO, INCLUDING DEATH OF, PERSONS AND ANY LOSSES FOR DAMAGES TO PROPERTY CAUSED BY OR ALLEGED TO BE CAUSED, ARISING OUT OF, OR ALLEGED TO ARISE OUT OF, EITHER DIRECTLY OR INDIRECTLY, OR IN CONNECTION WITH, THE SERVICES TO BE RENDERED HEREUNDER, WHETHER OR NOT SAID CLAIMS, DEMANDS, CAUSES OF ACTIONS ARE CAUSED BY CONCURRENT NEGLIGENCE OF THE CITY AND A PARTY TO THIS AGREEMENT, OR WHETHER IT WAS CAUSED BY CONCURRENT NEGLIGENCE OF THE CITY AND SOME OTHER THIRD PARTY. THE CONTRACTOR AGREES THAT ANY INSURANCE CARRIER INVOLVED SHALL NOT BE ENTITLED TO SUBROGATION UNDER ANY CIRCUMSTANCES AGAINST THE CITY,ITS OFFICERS,OFFICIALS,AND EMPLOYEES. B. Employee Litigation: In any and all claims against any party indemnified hereunder by any employee (or the survivor or personal representative of such employee) of the contractor, any subcontractor, any supplier, or any individual or entity directly or indirectly employed by any of them to perform any of the work, or anyone for whose acts any of them may be liable, the indemnification obligation herein shall not be limited in any way by any limitation on the amount or type of damages, compensation, or benefits payable by or for contractor or any such subcontractor, supplier, or other individual or entity under workers' compensation or other employee benefit acts. C. Notice of Claim. Each party shall provide the other written notice of the assertion of any claim which may be subject to indemnification, as soon as practicable after such claim is received. Failure to provide notice of the assertion of such a claim shall not be deemed a waiver of any right of indemnification or of any other rights which accrue under this Agreement. RECENED Page 7 of 11 Nov 16 I'll Purchase Agreement Between the City of Fort Worth and P.I.E.Management, L.L.C. Page 17 of 52 &WWAXLJ 10. Representations and Warranties of Contractor. Contractor represents and warrants to the City as follows: a. Organization. Contractor is duly organized, validly existing and in good standing under the law of the State of its formation and is qualified to do business in all jurisdictions in which it conducts its business, with full corporate powers to own its properties and to conduct its business as presently conducted and as required to perform its obligations under this Agreement. b. Skill and Knowledge. Contractor represents that each of its management staff members, employees and agents has the requisite skill, knowledge and expertise and Contractor has the requisite financial strength, procedures, equipment, processes, (including computer information system) and facilities to provide and perform all of the services to be provided and performed under this Agreement in strict conformity with the terms and conditions hereof. c. Standard Procedures. Contractor currently has and shall maintain and consistently implement standard procedures (i) for recruiting workers that possess skills and characteristics specified by the City and (ii) for conducting national based background checks, reference checks, and drug screens all in accordance with all applicable Federal, State and local laws. d, Corporate Approvals. All corporate proceedings Iegally required to be taken by Contractor in connection with the authorization and execution of this Agreement and the performance of its obligations hereunder and related hereto, and all such approvals, authorizations, consents, licenses, and other order of State, Federal or local regulatory agencies,public boards or bodies (collective, "Governmental Approvals"), if any, as may be legally required to be obtained by Contractor with respect to all or any such matters, have been taken or obtained and Contractor shall take all necessary action to maintain all such Governmental Approvals in full force and effect throughout the term of this Agreement. e. Authority. Contractor has full legal authority to engage in the activities covered by this Agreement and the execution and delivery of this Agreement and compliance with its terms, conditions, and provisions will not conflict with or result in a breach of any of the terms, conditions or provisions of the formation document or bylaws of Contractor or any agreement or instrument to which it is a party or by which it is bound, or any law, regulation or administrative decree or order to which it is subject, or constitute a default thereunder. L No Restrictions. Contractor is not a party to or bound by any agreement or instrument or subject to any charter or any other corporate restriction or any judgment, order, writ, injunction, decree, law or regulation which may materially and adversely affect the ability of Contractor to perform its obligations under this Agreement or which req}'��p Page 8 of 11 in NOY 16 1418 Purchase Agreement Between the City of Fort Worth and P.I.E.Management, L.L.C. Page 18 of 52 the consent of any third person to the execution of this Agreement or the transactions contemplated hereby. g. True and Accurate Information. All documents and other information previously delivered and provided to the City in conjunction with the services to be provided and performed hereunder remain true and accurate, including without limitation, all representations, warranties, and certifications contained in any such document and other information. 11. Force majeure Neither the City nor the Contractor shall be deemed in violation of this Agreement if it is prevented by performing any of the obligations hereunder by reason of strikes, boycotts, Iabor disputes, embargoes, act of God, acts of the public enemy, acts of superior governmental authority, riots, rebellion, sabotage, or other circumstances for which it is not responsible or which is not within its control. 12. Notices. a. All notices required or permitted under this Agreement shall be in writing and shall be deemed delivered after ten (10) days from the date shown to be mailed. Notices may also be delivered via e-mail where authorized under this Agreement. b. Notice to City shall be delivered to: ATTN: Missie Pustejovsky Human Resources Department P.O. Box 2570 Waco, Texas 76702-2570 ,{ Email: missicp@wacotx.gov c. Notice to Contractor shall be delivered to the following address: I/, 4. as L, L. C -7.7 t Ol v,3, A/,aec 7 7� '710 —�— ?Y6..?�eG WAV1l1+Ps a PTer+4— c►Sc?rror.tiT. Cry. d. Such addresses or contact persons may be changed from time to time by either party by providing written notice to the other in the manner set forth above. 13. Funding All funds for payment by the City under this Agreement are subject to the availability of an annual appropriation for this purpose by the City. In the event of non-appropriation of funds by the City Council of the City of Waco for the goods or services provided under the Agreement, the City will terminate the Agreement, without termination charge or other liability, on the last day of the then-current fiscal year or when the appropriation made for the then current year for the goods or services covered by this Agreement is spent, whichever event occurs first. If at any time funds are not appropriated for the continuance of this Agreement, cancellation shall be accepted by the Seller on thirty (30) days prior written notice, but failure to give such notice shall be of no effect and the City shall not be obligated under this Agreement beyond the date of termination. Page 9 of 11 Purchase Agreement Between the City of Fort Worth and P.I.E.Management, L.L.C. Page 19 of 52 14. Additional Provisions a. Entire Agreement. This Agreement constitutes the entire agreement between the City and Contractor, and all negotiations and all understandings between the Parties are merged herein. The terms and conditions of this agreement specifically replace and supersede any prior discussions, terms, documents, correspondence, conversations, or other written or oral understanding not contained herein or specifically adopted by reference. b. Exhibits. Any and all exhibits described in this Agreement are attached hereto and incorporated herein by reference for all purposes. Exhibits attached this agreement, listed in their order of priority in the event of inconsistent or contradictory provisions are: 1. This Agreement 2. Exhibit A—Scope of Work 3. Exhibit B—Rate Sheet-submitted by Contractor 4. Exhibit C—Temporary Worker Qualifications c. Choice of Law and Venue. This Agreement is governed by the laws of the State of Texas. Venue for any litigation is in a court of competent jurisdiction in McLennan County, Texas. d. No Boycott Israel. By executing this Agreement, Consultant verifies that it does not boycott Israel and will not boycott Israel during the term of this Agreement. e. Misspelled words. Misspelling of one or more words in this Agreement shall not void this Agreement. Such misspelled word shall be read so as to have the meaning apparently intended by the parties. L Assignment. Neither party shall assign or transfer any right or interest in this Agreement, in whole or in part, without prior written approval of the other party. g. Benefits. This Agreement shall bind, and the benefits thereof shall inure, to the respective parties hereto, their legal representative, executors, administrators, successors, and assigns. h. SeverabMty.In the event any one or more of the provisions contained in this Agreement 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 thereof and this Agreement shall be construed as if such invalid, illegal, or unenforceable provisions had never been contained herein. i. Gender. Words used in the singular shall include the plural if and when applicable, and words used in the plural shall include the singular if and when applicable. j. Time. Time is of the essence of this Agreement. RECOM Page 10 of 11 Nov 1 6 7010 Purchase Agreement Between the City of Fort Worth and P.I.E.Management, L.L.C. Page 20 of 52 "Wom" k. Headings. The paragraph and subparagraph headings and numbering contained herein are for convenience and reference and are not intended to define or limit the scope of any provision of this agreement. 1. Multiple Copies. This Agreement may be executed in multiple counterparts each of which constitutes an original. EXECUTED this /5-r day of N'v4-*4-2018. CONTRACTOR BY: Aja 6 C.av, CITY OF WACO, TEXAS ("CITY") BY: 4/zl4z 4,mrl— Wiley Ster6 III, ty Manager APPROVED AS TO LEGALITY: Jennifer '�hie,!City;;Aj�e�y RECMD NOV 1 6 7018 Page 11 of 11 WMANOWS Purchase Agreement Between the City of Fort Worth and P.I.E.Management, L.L.C. Page 21 of 52 City of Waco RFQ 2018-020 Temporary Labor Pool APPENDIX A Scope of Services (1) Description of Services Purchase Agreement Between the City of Fort Worth and P.I.E.Management, L.L.C. Page 22 of 52 Page 12 of 63 City of Waco RFQ 2018-020 Temporary Labor Pool 1. SCOPE OF WORT{ a. Background 1. The City of Waco is an Equal Opportunity Employer and all applicants will receive consideration without regard to race, color,religion,national origin, gender, sexual orientation and/or gender identity, age,and veteran or disability status. 2. The City will select multiple Temporary Agencies to provide services and will request workers from the Agencies,that provide the most prompt and quality placements by job category. The City has spent approximately $1.8 mil in 2016 and $2.3 mil in 2017 on Temporary Labor Services. b. Detailed Requirements This RFQ is intended for the City to select the most highly qualified providers of the services mentioned in the previous section on the basis of demonstrated competence and qualifications. Specifically the Agency is to perform the following tasks: I. Telephone reference checks to ensure education and skills are correct, as presented on an applicant's application. 2. Conduct a standard national background check in accordance with the Fair Credit and Debt Act within 30 days prior to each employee placement with the City and will maintain documentation that such background checks were conducted. 3. Make every reasonable effort to contact past and present employers to gain information about the work habits of the applicant(s). 4. Conduct pre-employment drug screening within 30 days of placement with the City of Waco and maintain documentation indicating the temporary worker passed the drug screen. 5. Below are the current guidelines on criminal background checks for temp employees. i No felonies in the past five (5) years. If the felony is greater than five (5) years ago, call Human Resources (HR) to discuss further. No one with a felony should be working unless HR has given approval. ii No misdemeanors in the past three (3) years (assault, assault/family violence, etc.). If greater than three (3) years ago, call HR to discuss. HR will review on a case by case basis. iii No sex offenders, regardless of the amount of time since conviction. iv With all convictions, review job stability/employment history. v All questions or calls regarding backgrounds should be forwarded to the City's Human Resources Staffing Supervisor. Do not call the City department, they do not have authorization to approve a background. 6. The Waco Police Department will conduct a more thorough background check on any temporary employee(s) who will be assigned to work in confidential police work areas or police records. Agency must make advance arrangements with the Waco Police Department for background screening prior to placement of worker at Police Department. 7. For the job placements that require driving as a part of job duties, a driver's history check must be conducted by the Agency within 30 days prior to placing the worker in a City driving position. There should be no more than three moving violations within a three year period in order to be placed in a driving position at the City of Waco. c. General Conditions I. Proposers will quote an hourly wage and bill rate at various levels described in the job descriptions in APPENDIX C as applicable. These rates will remain effective for one year. The rate should encompass any payments to the temporary employee as well as applicable costs for conducting Criminal History Background Checks, Drug/Alcohol Screens, etc. Rates may not include health insurance fees unless proof of enrollment in Agency's Health Purchase Agreement Between the City of Fort Worth and P.I.E.Management, L.L.C. Page 23 of 52 Page 13 of 63 City of Waco RFQ 2018-020 Temporary Labor Pool Plan is included in the invoice. Workers compensation coverage will be the responsibility of the Agency providing the worker. Proposers must notate any difference in mark-up percentage for overtime pay. Overtime is defined as more than 40 hours actually worked in any one week beginning on Sunday and ending on Saturday. 2. The City of Waco requires adherence to Title VT requirements. Temporary Workers providing services for the City of Waco are expected to uphold the following provisions: The City of Waco is committed to assuring nondiscrimination in its programs and activities. No person shall on the grounds of race, color, national origin, sex, age, disability, or income status be excluded from participation in, be denied the benefits of, or otherwise be subjected to discrimination or retaliation under any federally or non-federally funded program or activity administered by the City of Waco or its contractors. 3. The selected Agencies will appoint at least one person who is an employee of the Agency who will service this contract and who will be the liaison between the City and the Agency. 4. The selected Agencies will be solely responsible for ensuring the workers they provide the City meet all legal requirements to be able to work in the United States and complete the I-9 form accurately and in its entirety. 5. The selected Agencies must be able to provide temporary workers within 8 hours of the phone request and if the City is not contacted and/or provided with a temporary within that time period the City reserves the right to contact another Agency for service. 6. The selected Agencies will provide workers who possess the necessary skills, knowledge and ability to perform the jobs into which they are to be placed, as per attached job description. 7. The City reserves the right to reject workers provided by the successful Agencies, if they are found to be unacceptable before or after starting on the job to which they have been assigned, 8, There shall be no obligation on the part of the City to hire any temporary worker it is supplied under the terms of this RFQ following the term of their temporary employment. If a temporary worker desires to become an employee of the City, they would need to apply for job vacancies and will be considered in the same manner as all other applicants for City employment. 9. The successful Agencies shall provide the City with weekly billing by department to also include a list of placed workers (names) by department with each billing. Normal payment terms are Net 30. Monthly billing may be utilized for longer term workers. d, Minimum Requirements 1. In order to be considered for award of this RFQ, a vendor must meet these minimum requirements: i Submit documents and materials as set out in the RFQ and submit the required forms by the deadline. c. Duration of Contract 1. The duration of the contract will be for one year with the right of the City of Waco to audit records at any time. f. Multi le Award 1. The City intends to award to multiple submitters. In the event the selected submitter and the City cannot arrive at contractual terms and conditions satisfactory to both, the City has the option of rejecting that award. This option may be exercised repeatedly by the City until a submittal meeting the City's needs and interests is selected, if any. Purchase Agreement Between the City of Fort Worth and P.I.E.Management, L.L.C. Page 24 of 52 Page 14 of 63 City of Waco - Fee Scheduling Positions Midpoint(Average)Fee Rate Animal Service Technician $2172 Clencai $23.05 Equipment/Mechanic Fleet $23 95 Heavy Equipment Operator $2172 Labor $17 02 Landscaping/irrigation(CDL) $2515 I.Goif Course Maintence/Irrigation $19.70 Library Assistant $18 97 Library Page $18.97 Meter Service Technician $20.15 Retail-Cash Handling $16 38 JuI tres Maintenance Worker $23.85 Food Service/Catering $16 58 Nutritionist $25.42 Outreach Worker $26 69 Accounting Assistant $23 D5 Engmeering/Pianning $32 43 Financial Analyst $35.76 Housing Specialist $21.75 Information Technology Analyst $35.91 Nurse $33.41 Purchaser/Buyer $25 70 Parks&Recreation Laborer $17 02 Recreation Aide $17 02 Retail/Cash Handling-Zoo $16.38 Zoo Worker $16 27 Purchase Agreement Between the City of Fort Worth and P.I.E.Management, L.L.C. Page 25 of 52 City of Waco RFQ 2018-020 Temporary Labor Pool Labor Survey Please indicate Y(yes) if your company provides employees for these job positions or N(no) if You do not. General Positions Y Animal Service Technician o PRIMARY DUTY: Under basic supervision,provides care for animals in the City animal shelter. o MINIMUM QUALIFICATIONS: High, School Diploma or GED equivalent is required; OR an equivalent combination of education and experience. Some animal care experience is preferred. Y Clerical —Administrative Assistant, Office Assistant o PRIMARY DUTY: Under basic supervision, performs administrative duties and technical and support services for City Departments; coordinates meetings and processes administrative and technical forms. o MINIMUM QUALIFICATIONS: High School Diploma or GED equivalent is required; AND two years of public sector administrative support experience; OR an equivalent combination of education and experience. Y Equipment/Mechanic-Fleet o PRIMARY DUTY: Under basic supervision, performs maintenance, repairs, adjustments and preventive maintenance on Parks and Recreation (PR) equipment, in accordance with all safety regulations and City procedures. o MINIMUM QUALIFICATIONS: High School Diploma or GED equivalent is required; AND two year's work experience in the maintenance and repair of equipment; OR an equivalent combination of education and experience. Y Leavy Equipment Operator—CDL (Streets & Traffic) o PRIMARY DUTY: Under basic supervision, performs semi-skilled work in the operation of specialized trucks and heavy motorized equipment used for a variety of job functions in the Public Works Department (PWD). o MINIMUM QUALIFICATIONS: High School Diploma or GED equivalent is required; AND two years' heavy equipment operations experience; OR an equivalent combination of education and experience. A valid Texas Class A Commercial Driver's License with tanker endorsement is required. Y Labor o PRIMARY DUTY: Under close supervision, performs unskilled and semiskilled general labor work in cleaning and maintenance of City parks and grounds. o MINIMUM QUALIFICATIONS: No specific educational and experience requirements; High School Diploma or GED equivalent is preferred. One year of experience in landscaping/grounds keeping work is preferred. Y Landscapingdrrigation o PRIMARY DUTY: Under basic supervision, maintains and designs the City's ornamental lands FRP�94;.Agreement Between the City of Fort Worth and P.I.E.Management, L.L.C. Page 26 of 52 City of Waco RFQ 2018-020 Temporary Labor Pool o MINIMUM QUALIFICATIONS: Associate's Degree in Landscape Management, Earth Sciences, or closely related field is required; AND three years of parks and landscape management experience; OR an equivalent combination of education and experience. Y Library Assistant o PRIMARY DUTIES: Under basic supervision, assists Waco-McLennan County public Library (WPL)patrons with locating items, check-out and return of library materials and other customer services. Library Assistants are responsible for providing quality services to the public. They assist patrons in a friendly and a timely manner both in person and by telephone. o EDUCATION AND EXPERIENCE: Must be at least 16 years of age and have acquired or be pursuing a high school diploma or GED. Customer Service experience required. Public Library experience strongly preferred. Y Library Wage o PRIMARY DUTIES: Under basic supervision, shelves books and library materials in designated areas of the Waco-McLennan County Public Library(WPL). o MINIMUM QUALIFICATIONS: Must be at least 16 years of age and have acquired or be pursuing a high school diploma or GED. Public library experience strongly preferred. Working knowledge of computers required. Y Meter Services Technician o PRIMARY DUTY: Under basic supervision, reads water utility meters and records water consumption rates for the Water Utility Services Department (WUSD); inspects and repairs meters as needed. o MINIMUM QUALIFICATIONS: High School Diploma or GED equivalent is required; a valid Texas Driver's License. Y Retail-Cash Handling o PRIMARY DUTY: Under basic supervision,provides retail customer services to the public. o MINIMUM QUALIFICATIONS: High School diploma or GED equivalent is required; AND one year of customer service experience; OR an equivalent combination of education and experience. Y Utilities Maintenance Worker o PRIMARY DUTY: Under basic supervision, performs basic unskilled labor tasks in support of the repair and maintenance of water distribution and wastewater collection equipment and infrastructure for the Waco Water Utility Services Department �� facilities, o MINIMUM QUALIFICATIONS: High School Diploma or GED equivalent is required; A valid Class A Commercial Driver's license with a tanker endorsement. Specific Skills Positions (mav require license or certification) N Food Service/Catering o PRIMARY DUTY: Under basic supervision, serves food, cleans work areas and equipment and assists with preparation of food and supplies at the Waco Convention Center and Convention & Visitors Bureau. a MINIMUM QUALIFICATIONS: High School Diploma or GED equivalent is required; AND two years' food handling experience; OR an equivalent combination of education and experkUR-e Agreement Between the City of Fort Worth and P.I.E.Management, L.L.C. Page 27 of 52 City of Waco"Q 2018-020 Temporary Labor Poo] Y Nutritionist a PRIMARY DUTY: Under general supervision, manages client services for participants of the Nutrition and Women Infants & Children (WIC) programs for the public Health District(PliD), including nutritional counseling, education and training; manages program staff, assures that the services provided meet the program requirements and assures compliance of program activities with State and Federal regulations. o MINIMUM QUALIFICATIONS: BacheIor's Degree in Nutrition, Public Health, Business or Public Administration or related field is required; AND five years, experience in public health nutrition programs; OR an equivalent combination of education and experience. o LICENSE AND CERTIFICATION: Must possess a valid Texas Driver's license. Professional registration and technical certifications in public health are preferred and may be required. Y Outreach Worker o PRIMARY DUTY: Under basic supervision, provides intervention and outreach services to persuade and educate Public Health District (PHD) clients and McLennan County Residents to complete actions required to prevent and mitigate communicable diseases. o MINIMUM QUALIFICATIONS: High School diploma or GED equivalent is required; AND one year experience in social services or public health programs. Professional Positions Y Accounting Assistant o PRIMARY DUTY: Under basic supervision, performs standard accounting functions for Finance Department;reviews and process cash receipts, accounts payable and billing documents; and performs customer service duties. o MINIMUM QUALIFICATIONS: High School Diploma or GED equivalent is required; AND three years of bookkeeping and clerical experience; OR an equivalent combination of education and experience. Y Engineering/Planning o PRIMARY DUTY: Under general supervision,reviews engineering plans for construction projects for the Public Works Department(PWD); verifies compliance with design standards and City codes. o MINIMUM QUALIFICATIONS: Bachelor's Degree in Engineering or Urban Planning is required; AND five years' work experience in civil engineering or engineering plan review, OR an equivalent combination of education and experience. Y Financial Analyst o PRIMARY DUTY: Under basic supervision, performs a wide range of accounting, technical review and financial analysis functions and maintains the integrity of the City accounting system for the Finance Department; assists with financial reporting in compliance with state and federal regulations, City policies and procedures and government accounting standards. o MINB4UM QUALIFICATIONS: Bachelor's Degree in Finance, Accounting, or Business Administration is required; AND two years' experience in government accounting and budgeting; OR an equivalent combination of education and experience. Y Housing Specialist o PRIMARY DUTY: Under basic supervision, provides custom r s 0 2 and administrative suppo�t� rlmus<i dt� �ofto D OM&I^ ngn)'bepart nags City of Waco RFQ 2018-020 Temporary Labor Pool o MINIMUM QUALIFICATIONS: High School diploma or GED equivalent is required; AND one year of bookkeeping and customer service experience; OR an equivalent combination of education and experience. Y Information Technology Analyst o PRIMARY DUTY: Under general supervision,provides second-level technical support for City .employees for the Information Technology (IT) Department; maintains computer hardware, software and specialty equipment. o MINIMUM QUALIFICATIONS: Associate's Degree in Computer Science, or Information Technology is required; AND three years of current technical support experience; OR an equivalent combination of education and experience. Y Nurse o PRIMARY DUTY: Under basic supervision,provides patient care services for the Public Health District. o MINIMUM QUALIFICATIONS: Associates Degree in Nursing is required; AND three years' Nursing experience; OR an equivalent combination of education and experience. Public Health experience is preferred. Y Purchaser/Buyer o PRIMARY DUTY: Under basic supervision, purchases and coordinates the procurement of supplies, services, equipment and materials for the City; assists City departments with purchasing procedures and technical issues;performs duties in compliance with state and federal regulations and City policies and standards. o MINIMUM QUALIFICATIONS: Bachelor's degree in Business or Public Administration is required, with course work,in procurement and accounting; AND three years of public sector procurement program experience; OR an equivalent combination of education and experience. Seasonal Positions N Boat Inspector o PRIMARY DUTY: Interacts with the public sharing information about aquatic invasive species; Performs boat inspections for invasive species, particularly Dreissenid mussels and Hydrilla. o MINIMUM QUALIFICATIONS: High School diploma or GED is required. Y Parks & Recreation Laborer o PRIMARY DUTY: Under close supervision, performs unskilled and semiskilled general labor work in cleaning and maintenance of City parks and grounds. o MINIMUM QUALIFICATIONS: No specific educational and experience requirements; High School Diploma or GED equivalent is preferred. One year of experience in landscaping/grounds keeping work is preferred. Y Recreation Aide o PRIMARY DUTY: Under close supervision, assists in the delivery of City recreation programs and events. o MINIMUM QUALIFICATIONS: High School diploma or GED is required. Y Retail/Cash Handling-Zoo o PRIMARY OW Wn fMit%fjfp0 R !4 j&1 �v ' rl'cus omen services to the public. City of Waco RFQ 2018-020 Temporary Labor Pool o MINIMUM QUALIFICATIONS: High School diploma or GED equivalent is required; AND one year of customer service experience; OR an equivalent combination -of education and experience. Y Zoo Worker o PRIMARY DUTY: Under close supervision, teaches one age group of Zoo Camp along With various other educational classes at the Zoo. o MINIMUM QUALIFICATIONS: High School diploma or GED is required. Purchase Agreement Between the City of Fort Worth and P.I.E.Management, L.L.C. Page 30 of 52 City of Waco RFQ 2018-020 Temporary labor pool DISCLOSURE OF RELATIONS WITH CITY COUNCIL MEMBER, OFFICER, OR EMPLOYEE OF CITY OF WACO in Failure to ull and truthfullydisclose the ormatian re uired b this forth may result in the to ination o an business the Oty is now d in with the en-- listed below and/or could ilinpgci, futtrre deali s 1. Name of Entity/Susiness/Person doing business with City: P.I.E.Management, L.L.C. is the above entity: (Check one) ❑A corporation ❑A partnership ❑A sole proprietorship or an individual ❑X Other(specify): Limited Liability om my Check all applicable boxes. 2. Is any person involved as an owner, principal, or manager of name listed in #1 related to or financially dependent on Council member, officer, or employee of the City of Waco? ® NO--there is no such relationship between Entity/Business/Person and the City of Waco. ❑YES, a person who is a/an ❑owner, ❑principal, or❑manager of this entity/business/person is: (Check all applicable boxes below) ❑related to by blood or marriage* and/or ❑a member of the same household as and/or ❑ financially dependent upon** and/or ❑financially supporting** to a City of Waco❑City Council member, ❑ officer or ❑employee. As used here, "related to"means a spouse,child or child's spouse, and parent or parent's spouse. It also includes a former spouse if a child of that marriage is living(the marriage is considered to continue as long as a child of that marriage lives). ** As used herein, "financially dependent upon" and "financially supporting" refers to situations in which monetary assistance—including for lodging, food, education, and debt payments--is provided by owner, principal or manger of#1 to Council member, officer or employee of City of Waco,or that Council member, to owner,principal or manger of#1. officer or employee of City of Waco provides If YES, provide (a) the name of owner, principal, or manager, and (b) the name of the City Council member, officer or employee (include the department the City officer or employee works for, if known), and (c) If a relationship by marriage or by blood/kinship exists. (Use back of sheet if more space is needed) (a)Name of owner,principal,or manager (b)Name of Council member,officer or employee&department (c)What is relationship household arrangement 3. Is a current City Council member or City employee involved with the name listed In #1 as an owner, principal, manager, or employee, or employed as a contractor for name listed in#1? ® NO (no person Involvedhvorking for Entity/Business/Person is Council member,officer or employee of the City), ❑YES, a person is (Check all applicable boxes) (a) a current City of Waco ❑City Council member, ❑ officer or ❑employee , (b) and Is Dan owner, ❑a principal, or❑a manager of the entity/business/person listed in#1, or Elan employee or []an independent contractor of the entity/business/person listed in#1. If YES, provide the name of owner, principal, manager, employee or independent contractor who is a City Council member, officer or employee. Induce the department the City officer or employee works for, if known. �,z- ,�-t Signature: Phone#: 817-695-5021 Date: 1 Print Name: William rI u Philliys 9*k i l sfil t .0. PLEASE SIGN AND RETURN WiTH BID PA!,e 405 of 6! City of Waco RFQ 2018-020 Tetnpotary Labor Pool CONFLICT OF INTEREST QUESTIONNAIRE FORM CIO For vendor doing business with local governmental entity This questionnaire reflects changes made to the law by H.B. 23, 84th Leg., Regular Sessio OFFICE USE ONLY This questionnaire is being filed in accordance with Chapter 176, Local Government Code,by a vendor,] has a business relationship as defined by Section 176,001(1-a) with a local governmental entity anlate Received 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. See 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. 1 Name of vendor who has a business relationship with local governmental entity. P.T.E.Management,L.L.C. 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. None Name of Officer 4J 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 local government officer. Complete subparts A and B for each employment or business relationship described. Attach additional pages to this Form CIQ 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? F] Yes F� 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 govemmental entity? Yes No 5 Describe each employment or business relatfonshlp that the vendor named in Section 1 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. None s ❑ 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 176.003(a)(2)(B), excluding gifts described in Section 176.003(a-1). 7 4/17/18 Signature o�v �r e To V@8 d ��r g $i � 1��i{�f%TP91# AWand P.I.E. Management, L.L age o u c s Form provided by Texas Ethics Commission www.ethics.state.tx.us IN~45 nfA3 Revised 11/30/2Uf5 City of Waco RFQ 2018-020 Temporary Labor pool CERTIFICATION REQUIRED BY TEXAS GOVERNMENT CODE SECTION 2270.001 By signing below, Company hereby certifies the following: I. Company does not boycott Israel; and 2. Company will not boycott Israel during the term of the contract. SIGNED BY: Print Name & Title: William A.Phillips_President&Q,E.O. Date Signed: 17/2018 The following definitions apply to this state statute: (1) "Boycott Israel" means refusing to deal with, terminating business activities with, or otherwise taking any action that is intended to penalize, inflict economic harm on, or limit commercial relations specifically with Israel, or with a person or entity doing business in Israel or in an Israeli-controlled territory, but does not include an action made for ordinary business purposes; and (2) "Company" means a for-profit sole proprietorship, organization, association, corporation, partnership,joint venture, limited partnership, limited liability partnership, or limited liability company, including a wholly owned subsidiary, majority-owned subsidiary, company, or affiliate of those entities or business associations that exists to make a profit. parent State law requires certlfication from a Company for contracts (which includes contracts formed through purchase orders) Involving goods or services regardless of the amount. Purchase Agreement Between the City of Fort Worth and P.I.E. Management, L.L.C. Page 33 of 52 Page 75 of 6'3 � �0 TEMPORARY EMPLOYMENT SERVICES AGREEMENT This Agreement ("Agreement") is entered into by and between the CITY OF WACO, TEXAS hereinafter called the "City" and P.I.E. MANAGEMENT, L.L.C. hereinafter called the"Contractor"collectively referred to as "the parties." RECITALS WHEREAS, the City utilizes temporary employment providers at various times throughout the year to obtain temporary workers; and WHEREAS,Contractor desires to perform as an independent contractor to provide temporary employment services from time to time to the City upon the terms and conditions maintained in this Agreement; THEREFORE, in consideration of the mutual promises and covenants contained herein,the City and Contractor agree as follows: 1. Agreement a. Contractor agrees to perform those services for the City that are specified on EXHIBIT A (the "Services"), attached hereto and incorporated, through Contractor's employees at City Facilities. b. Non-exclusive Relationship. Nothing contained in this Agreement shall be construed so as to create an exclusive relationship between the City and Contractor. The City shall be free at its option to use any number of contractors(i) to supply all of the City's temporary worker needs and or(ii)to supply a temporary worker for any single job. Further, the City may reduce, at any time, the number of temporary workers supplied by the Contractor to the City (irrespective of the course of dealing between the parties) and may at its option cancel or withdraw any requisition. c. Professional Standards, Contractor shall use its commercially reasonable A efforts to render Services under this Agreement in a professional and business-Iike manner z z and in accordance with the standards and practices recognized in the industry. Mh, CC30 m 2. Term 0 � m 0 a. Initial Term. The term of this Agreement shall be for one year beginning m on October 1, 2019 through September 30, 2020. Any extensions will be by mutual written agreement between Contractor and the City. Contractor must provide the City with written notice of the request to extend approximately thirty (30) days prior to expiration of the contract. b. Renewal Periods. This Agreement shall be automatically extended eachRECEIVED year for an additional term of one year with the same terms and conditions contained g�4 2 6 1.ti19 �uc�+�sousc�s Purchase Agreement Between the City of Fort Worth and P.I.E.Management,L.L.C.Page 34 of 52 herein,unless(i)the City notifies Contractor by giving written notice thirty(30)days prior to the expiration of the initial (or renewal) term of the City's intent to cancel this Agreement,or(ii)the City and the Contractor fail to mutually agree in writing at least sixty (60) days prior to the end of the initial (or renewal)term on a revised Rate Schedule and the Certificate of Insurance,as required in Article 9 of this Agreement,to be applicable to any additional term. A revised Rate Schedule and Certificate of Insurance must be received by the City prior to each renewal period. 3. Payment and Terms a. Rate Schedule. The City agrees to pay Contractor for the services performed by Contractor's employees and provided hereunder in accordance with the rates set forth in the Rate Schedule attached hereto as EXHIBIT B and made a part of this Agreement, for all time devoted directly to the City by Contractor's employees as may be necessary and required for the proper performance of the services. Except to the extent provided in Section 3(b) hereof, these payments shall constitute full and adequate consideration to Contractor for all labor,services furnished to the City,and the City shall not be obligated to pay any additional fees,costs or other sums to Contractor beyond what is identified on Exhibit B. Contractor must provide a standardized time card for all of Contractor's employees assigned to the City. b. Additional Expenses. The City will not pay any additional costs without written prior approval from the City. This will include any fees associated with health insurance for any temporary worker not enrolled in Contractor's health care plan. C. Terms of Payment. The City will pay Contractor on a weekly following the acceptance of a correct invoice in a form previously approved by the City. The City shall not be obligated by pay Contractor for any services under this Agreement unless the City has issued to Contractor a Requisition executed by an authorized agent of the City. Contractor agrees to invoice on or before the tenth (1001) of the month for all services provided but not yet invoiced, in accordance with the payment terms specified above, in the Requisition and per the rates specified in the Rate Schedule. Failure of Contractor to c invoice in accordance with such terms and rates and otherwise as specified herein and in C each Requisition will be considered an event of default and the City shall have the right to z 0 terminate this Agreement and each Requisition previously issued hereunder. Additionally, m the City reserves the right to contest any inaccurate, incomplete or otherwise (n CDC nonconforming invoice. The City's failure to pay any disputed fee or other sum shall not a ig m be an event of default under this Agreement; provided that the City has given notice to 0 Contractor of its objection to any such fee or other sums. N 4. Termination a. Either party may terminate this contract for any reason,without cause and � ��� � at any time by furnishing to the other party thirty (30) days prior written notice. Upon termination, the City shall be obligated to compensate Contractor for any services Sip 16 gp14 "t MANMSWMES Purchase Agreement Between the City of Fort Worth and P.I.E.Management,L.L.C.Page 35 of 52 performed and payments earned hereunder up to the date of termination.Contractor shall be obligated to provide services until the date of termination. Neither party shall be entitled to any other compensation based upon this contract. b. In the event of termination, all information and all City property in Contractor's possession shall be forwarded to the City. Upon the City's receipt of all such information,and property the City shall pay Contractor for satisfactory services performed up to the effective date of the termination at the specified rates or rates in accordance with the Rate Schedule. Such payment shall be the City's sole obligation and Contractor's sole remedy in the event of termination by the City. In no event shall the City be liable for incidental or consequential damages or lost profits. 5. Standard of Performance. a. Provision of Services. All services to be provided by Contractor under this Agreement shall be provided and performed in accordance with high professional standards and prudent business judgment and standards. b. Apptieable Law/Compliance. Contractor agrees to comply (i) with all applicable Federal, State and local laws, statutes, executive orders, rules, regulations and ordinances in its performance of this Agreement and any act by Contractor in connection herewith and (ii) with all Federal and States Laws, statutes, executive orders, rules and regulations pertaining to Contractor's operation and its authority to offer the services and engage in the activities contemplated in this Agreement or conduct its business, including but not limited to the Federal Social Security Act, the State and Federal Unemployment Insurance Acts,the State Worker's Compensation Laws,State and Federal Wage and Hour laws,the Occupational Health and Safety Act,all State and Federal and local Employment Laws,and all other laws and regulations. Contractor shall establish appropriate procedures and controls so that the services under this Agreement will not be performed by using any person who is not legally eligible for such employment under United States immigration laws. Contractor acknowledges and agrees that it shall be responsible for complying with the Immigration Reform and Control Act with respect to its employees. _ c C. Compliance with City Policies. Contractor's employees and agents shall Z > �`I1 comply with all policies of the City while on the City's premises and/or while providing Z { services for the City_ mCn ono 0 (1) Harassment Policies. Contractor acknowledges that it is the policy n a of the City to prevent all forms of harassment in the workplace, including without m limitation to sexual harassment. Contractor agrees to cooperate with the City in N effecting such policy with regards to the Contractor's employees while working for the City. (2) Removal of Contractor's Employees. The City may request that Contractor remove, or cause to be removed, any employee(s) from the City's ED �E V Purchase Agreement Between the City of Fort Worth and P.I.E.Management,L.L.C.Page 36 of 52 l�V►�"`� �S4�R�� premises, owned or leased, for any reason and Contractor shall immediately comply. 6. Accounting Records and Audit. Contractor agrees to maintain complete and accurate accounting records, to substantiate Contractor's charges hereunder (including payroll records, time cards, attendance cards and disciplinary action, etc.)and to retain such records for three(3)years (or for such longer period as may be required by applicable laws) after completion of all Requisitions issued under this Agreement. During the tern of this Agreement and during the respective periods in which Contractor is required to maintain records hereunder, the City shall have access during normal business hours to all of Contractor's records pertaining to its activities in connection with the performance of this Agreement for the purpose of conducting audits. The City shall have the right to retain an independent third party to conduct any such audit. The provisions of this Section 7 shall survive the expiration or termination of this Agreement. 7. Confidentiality In connection with the performance of the services hereunder,the City may disclose to Contractor and its employees information considered to be confidential information and/or a trade secret (All such material and information is hereinafter referred to collectively as the"Information"). Information shall mean any information concerning the City's business,operations or technology and all material and information made available to Contractor under this Agreement or in connection herewith or obtained by Contractor, directly or indirectly, from any source whatsoever (including orally or in writing) in conjunction with the performance of this Agreement or otherwise in connection herewith. Contractor agrees to hold all such Information in trust and confidence for the City and to maintain at all times adequate procedures to prevent loss. Contractor shall not make any copies of such Information without the prior written approval of the City and shall return to the City upon demand any such Information. Contractor shall (i) use the Information solely for the purpose of performing its obligations under this Agreement, (ii) take Z reasonable steps and procedures(and where appropriate under the circumstances,provide �. security protection) to keep the Information confidential, (iii)expressly require each of its Z 0 employees and agents exposed to any of the Information to keep all Information m confidential. m O 8. INDEPENDENT CONTRACTOR m M rn m Contractor shall carry out the terms of this Agreement as an Independent Contractor and not as an agent,servant,or employee of the CITY. Contractor shall not receive any employee benefits.Likewise,the employees of Contractor are not the agents,servants,or employees of the CITY. For all purposes hereunder,Contractor is and shall be deemed to be an Independent Contractor and it is mutually agreed RECEIVED SEP 16 2019 Purchase Agreement Between the City of Fort Worth and P.I.E.Management,L.L.C.Page 37 of 52 HUMAN RESOURCES that nothing contained herein shall be deemed or construed to constitute a partnership or joint venture between Contractor and the CITY. Under no circumstances shall the City be considered the legal employer of any temporary workers placed with the City by the Contractor. As such, the City provides no benefits of any kind to any temporary workers assigned to the City by the Contractor. Nor shall the City compensate the temporary workers directly for their services. The Contractor shall bear full responsibility for compensating the temporary workers, for providing any benefits to workers required by law, for implementing all income withholding and reporting procedures required by federal, state, city and/or municipal tax laws, and for maintaining adequate workers compensation coverage as required by law. 9. INSURANCE A contractor's financial integrity is of interest to the City. Therefore, subject to a contractor's right to maintain reasonable deductibles in such amounts as are approved by the City,a contractor shall obtain and maintain in full force and effect for the duration of the contract, and any extension hereof, at contractor's sole expense,insurance coverage written on an occurrence basis by companies authorized to do business in the State of Texas that are rated A-or better by A.M.Best Company and/or otherwise acceptable to the City in the following types and amounts: Type Amount Workers'Compensation Statutory Employer's Liability $1,000,000/$1,000,000/$1,000,000 Comprehensive General Liability $1,000,000 per occurrence;$2,000,000 Including: General Aggregate,or its equivalent in • Premises/Operations Umbrella or Excess Liability Coverage • Independent Contractors • Products Liability/Completed Operations • Personal&Advertising Injury Z 0 • Broad form property damage,to include I n tv M fire legal liability O° � Employee Theft Prevention/Employee Dishonesty $1,000,000 per occurrence < Policy • Including a third party coverage endorsement naming the City Business Automobile Liability $1,000,000 per occurrence or its a. Owned/leased vehicles equivalent on a combined single limit b. Non-owned vehicles (CSL basis). c. Hired vehicles RECEIVED SEP 16 2019 Purchase Agreement Between the City of Fort Worth and P.I.E.Management,L.L.C.Page 38 of 52 HUMMMOURCES Term of Policy: The required insurance coverage must remain in effect for a two(2)year period following the expiration or completion of the contract with the City. Modification of Insurance Requirement: The City reserves the right to review these insurance requirements during the effective period of the contract and any extension or renewal hereof and to modify insurance coverages and their limits when deemed necessary and prudent by City's Risk Manager based upon changes in statutory law,court decisions, or circumstances surrounding this contract. In no instance will the City allow a modification which results in the City incurring increased risk. Proof of Insurance Required and When to Submit: Examination&Approval. All insurance policies shall be subject to the examination and approval of the City for their adequacy as to form and content, form of protection, and financial status of insurance company. Contractors with Multiple Projects. Contractors who have multiple projects with the City will provide the general liability aggregate in a project form with the name and/or location of the project listed in the comments section of the certificate of insurance. When to Submit. Prior to the execution of the contract by the City of Waco and before commencement of any work under this contract, a contractor shall furnish original proof of insurance to the City's Risk Manager which is clearly labeled with the contract name and City department. The proof will include completed/current Certificate(s)of Insurance, endorsements,exclusions,and/or relevant extracts from the insurance policy, or copies of policies. Thereafter, new certificates, policy endorsements, exclusions, and/or relevant extracts from insurance policies, or policies shall be provided prior to the expiration date of any prior certificate, endorsement, or policy. No officer or employee other than the City's Risk Manager shall have authority to waive this requirement. Additional Insured. Except for Workers' Compensation and Employers' Liability, the City, its elected officials, officers, servants, agents, volunteers and employees shall be named as Additional Insureds on the policy. No officer or employee, other than the City Risk Manager, shall have authority to waive this requirement. Other-Insurance Endorsement--All insurance policies are to contain or be endorsed to state that an "Other Insurance" clause shall not apply to the City where the City is an ` M additional insured shown on the policy. Z 0 M M Agent Information. The certificate(s) or other proof of insurance must be completed by CA an agent authorized to bind the named underwriter(s) and their company to the coverage, c limits, and termination provisions shown thereon, containing all required information m o M referenced or indicated thereon. The original certificate(s) or form must have the agent's m original signature,including the signer's company affiliation,title and phone number. The N proof of insurance shall be sent directly from the insurance agent to the City's Risk Manager by U.S. Postal Service to City of Waco, ATTN: Risk Manager, P.O. Box 2570, Waco, Texas 76702-2570 or by delivery service to 1415 North 0 Street, Waco, Texas 76707. To send by fax or email,please contact the Risk Manager at 254-750-8061 to obtain RECEIVED the fax number or email address. SEP 16 2019 Purchase Agreement Between the City of Fort Worth and P.I.E.Management,L.L.C.Page 39 of 52 HUMAN RESOURCES Precondition to Performance& Basis for Termination. The City shall have no duty to pay or perform under the contract until such certificate(s),policy endorsements,exclusions, and/or relevant extracts from the insurance policy have been delivered to and approved by the City's Risk Manager. The contractor understands that it is the contractor's sole responsibility to provide this necessary information to the City and that failure to timely comply with these insurance requirements shall be a cause for termination of a contract. If the City determines that it will deny payment, not perform, or terminate the contract because of the failure to provide certain information or documents,the City shall give the contractor notice of that determination and allow contractor fifteen(15)days to correct the deficiency. Waiver of Subrogation. Workers' compensation and employers' liability policies will provide a waiver of subrogation in favor of the City. Notice of Cancellation, Non-renewal, Material Change. The Contractor shall provide written notification to the City of the cancellation, non-renewal,or material change of any insurance required herein. The Contractor shall provide such written notice within five(5) business days of the date the Contractor is first aware of the cancellation, non-renewal, or material change,or is first aware that the cancellation,non-renewal, or material change is threatened or otherwise may occur, whichever comes first. Contractor shall provide the City with a replacement certificate(s)of insurance,policy endorsements,exclusions,and/or relevant extracts from the insurance policy either before the cancellation,non-renewal,or material change is effective, if it knew in advance of such,or within ten(10)business days of first learning of the cancellation, non-renewal, or change if it did not learn of that such action in advance. 10. INDEMNIFICATION. A CONTRACTOR EXECUTING A CONTRACT WITH THE CITY AGREES TO ASSUME FULL RESPONSIBILITY AND LIABILITY FOR THE SERVICES RENDERED PURSUANT TO THE CONTRACT AND AGREES TO INDEMNIFY, PROTECT, DEFEND, AND HOLD HARMLESS THE CITY, ITS EMPLOYEES, AGENTS, AND SERVANTS, OF AND FROM ALL CLAIMS, DEMANDS, AND X CAUSES OF ACTIONS OF EVERY KIND AND CHARACTER,INCLUDING THE n M COST OF DEFENSE THEREOF, FOR ANY INJURY TO, INCLUDING DEATH z 0 OF,PERSONS AND ANY LOSSES FOR DAMAGES TO PROPERTY CAUSED BY rn ono r1 OR ALLEGED TO BE CAUSED, ARISING OUT OF, OR ALLEGED TO ARISE 0 OUT OF, EITHER DIRECTLY OR INDIRECTLY,OR IN CONNECTION WITH, 0 No 0 � THE SERVICES TO BE RENDERED HEREUNDER,WHETHER OR NOT SAID CLAIMS,DEMANDS,CAUSES OF ACTIONS ARE CAUSED BY CONCURRENT NEGLIGENCE OF THE CITY AND A PARTY TO THIS AGREEMENT, OR WHETHER IT WAS CAUSED BY CONCURRENT NEGLIGENCE OF THE CITY AND SOME OTHER THIRD PARTY. THE CONTRACTOR AGREES THAT ANY INSURANCE CARRIER INVOLVED SHALL NOT BE ENTITLED TO RECEIVED SEP 2 6 7019 Purchase Agreement Between the City of Fort Worth and P.I.E.Management,L.L.C.Page 40 of 52 HUIMAN RESOURCES SUBROGATION UNDER ANY CIRCUMSTANCES AGAINST THE CITY, ITS OFFICERS,OFFICIALS,AND EMPLOYEES. Employee Litigation: In any and all claims against any party indemnified hereunder by any employee (or the survivor or personal representative of such employee) of the contractor,any subcontractor,any supplier,or any individual or entity directly or indirectly employed by any of them to perform any of the work, or anyone for whose acts any of them may be liable,the indemnification obligation herein shall not be limited in any way by any limitation on the amount or type of damages,compensation,or benefits payable by or for contractor or any such subcontractor, supplier, or other individual or entity under workers' compensation or other employee benefit acts. Notice of Claim. Each party shall provide the other written notice of the assertion of any claim which may be subject to indemnification, as soon as practicable after such claim is received. Failure to provide notice of the assertion of such a claim shall not be deemed a waiver of any right of indemnification or of any other rights which accrue under this Agreement. 11. Representations and Warranties of Contractor. Contractor represents and warrants to the City as follows: a. Organization. Contractor is duly organized, validly existing and in good standing under the law of the State of its formation and is qualified to do business in all jurisdictions in which it conducts its business, with full corporate powers to own its properties and to conduct its business as presently conducted and as required to perform its obligations under this Agreement. b. Skill and Knowledge. Contractor represents that each of its management staff members, employees and agents has the requisite skill,knowledge and expertise and Contractor has the requisite financial strength, procedures, equipment, processes, (including computer information system) and facilities to provide and perform all of the services to be provided and performed under this Agreement in strict conformity with the terms and conditions hereof. C C. Standard Procedures. Contractor currently has and shall maintain and Z 0 consistently implement standard procedures (i) for recruiting workers that possess skills M i Cn and characteristics specified by the City and(ii)for conducting national based background 0 GD checks, reference checks, and drug screens all in accordance with all applicable Federal, � State and local laws. m C" d. Corporate Approvals. All corporate proceedings legally required to be taken by Contractor in connection with the authorization and execution of this Agreement and the performance of its obligations hereunder and related hereto,and all such approvals, authorizations, consents, licenses, and other order of State, Federal or local regulatory RECEIVED agencies, public boards or bodies(collective, "Governmental Approvals"), if any, as may SEP 2 6 2019 HUMAN RESOURCES Purchase Agreement Between the City of Fort Worth and P.I.E.Management,L.L.C.Page 41 of 52 be legally required to be obtained by Contractor with respect to all or any such matters, have been taken or obtained and Contractor shall take all necessary action to maintain all such Governmental Approvals in full force and effect throughout the term of this Agreement. e. Authority. Contractor has full legal authority to engage in the activities covered by this Agreement and the execution and delivery of this Agreement and compliance with its terms, conditions, and provisions will not conflict with or result in a breach of any of the terms, conditions or provisions of the formation document or bylaws of Contractor or any agreement or instrument to which it is a party or by which it is bound, or any law,regulation or administrative decree or order to which it is subject,or constitute a default thereunder. f. No Restrictions. Contractor is not a party to or bound by any agreement or instrument or subject to any charter or any other corporate restriction or any judgment, order,writ,injunction,decree,law or regulation which may materially and adversely affect the ability of Contractor to perform its obligations under this Agreement or which requires the consent of any third person to the execution of this Agreement or the transactions contemplated hereby. g. True and Accurate Information. All documents and other information previously delivered and provided to the City in conjunction with the services to be provided and performed hereunder remain true and accurate, including without limitation, all representations,warranties,and certifications contained in any such document and other information. 12. Force majeure Neither the City nor the Contractor shall be deemed in violation of this Agreement if it is prevented by performing any of the obligations hereunder by reason of strikes, boycotts, labor disputes,embargoes, act of God,acts of the public enemy,acts of superior governmental authority, riots, rebellion, sabotage, or other circumstances for which it is . not responsible or which is not within its control. ` 33 b M 0 M Q 13. Notices. n M a. All notices required or permitted under this Agreement shall be in writing m and shall be deemed delivered after five (5) days from the date shown to be mailed. Notices may also be delivered via e-mail where authorized under this Agreement. b. Notice to City shall be delivered to: RECEIVE® ATTN: Missie Pustejovsky SEP 2 6 20419 Purchase Agreement Between the City of Fort Worth and P.I.E.Management,L.L.C.Page 42 of 52 Human Resources Department P.O. Box 2570 Waco,Texas 76702-2570 Email: missiep@wacotx.gov C. Notice to Contractor shall be delivered to the following address: P.I.E. Management LLC 7215 Basque Blvd Waco,Texas 76710 d. Such addresses or contact persons may be changed from time to time by either party by providing written notice to the other in the manner set forth above. 14. All funds for payment by the City under this Agreement are subject to the availability of an annual appropriation for this purpose by the City. In the event of non- appropriation of funds by the City Council of the City of Waco for the goods or services provided under the Agreement,the City will terminate the Agreement,without termination charge or other liability, on the last day of the then-current fiscal year or when the appropriation made for the then current year for the goods or services covered by this Agreement is spent,whichever event occurs first. If at any time funds are not appropriated for the continuance of this Agreement,cancellation shall be accepted by the Seller on thirty (30)days prior written notice,but failure to give such notice shall be of no effect and the City shall not be obligated under this Agreement beyond the date of termination. 15. Additional Provisions a. Entire Agreement. This Agreement constitutes the entire agreement between the City and Contractor, and all negotiations and all understandings between the Parties are merged herein. The terms and conditions of this agreement specifically replace and supersede any prior discussions, terms, documents,correspondence,conversations,or other written or oral understanding not contained herein or specifically adopted by reference. b. Exhibits. Any and all exhibits described in this Agreement are attached ffi hereto and incorporated herein by reference for all purposes. Exhibits attached to �'-' ;z this agreement, listed in their order of priority in the event of inconsistent or N M Cl) contradictory provisions are: n <� M 1. This Agreement 2. Exhibit A—Scope of Work Ch 3. Exhibit B—Rate Sheet-submitted by Contractor 4. Exhibit C—Temporary Worker Qualifications RECEIVED SE° 2 6 2019 HUMAN RESOURCES Purchase Agreement Between the City of Fort Worth and P.I.E.Management,L.L.C.Page 43 of 52 C. Choice of Law and Venue. This Agreement is governed by the laws of the State of Texas. Venue for any litigation is in a court of competent jurisdiction in McLennan County, Texas. d. No Boycott Israel. By executing this Agreement, Consultant verifies that it does not boycott Israel and will not boycott Israel during the tern of this Agreement. e. Misspelled words. Misspelling of one or more words in this Agreement shall not void this Agreement. Such misspelled word shall be read so as to have the meaning apparently intended by the parties. f. Assignment. Neither party shall assign or transfer any right or interest in this Agreement, in whole or in part, without prior written approval of the other party. g. Benefits. This Agreement shall bind, and the benefits thereof shall inure, to the respective parties hereto, their legal representative, executors, administrators, successors, and assigns. h. Severability. In the event any one or more of the provisions contained in this Agreement 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 thereof and this Agreement shall be construed as if such invalid, illegal, or unenforceable provisions had never been contained herein. i. Gender. Words used in the singular shall include the plural if and when applicable, and words used in the plural shall include the singular if and when applicable. j. Time. Time is of the essence of this Agreement. k. Headings. The paragraph and subparagraph headings and numbering contained herein are for convenience and reference and are not intended to define z or limit the scope of any provision of this agreement. X P.-, M Ooo E 1. Multiple Copies. This Agreement may be executed in multiple r counterparts each of which constitutes an original. n 10 EXECUTED this . 7 day of CONTRACTOR RIEC IV D Sro 2 6 701 HUMP!REM US Purchase Agreement Between the City of Fort Worth and P.I.E.Management,L.L.C.Page 44 of 52 .�. s - - BY: CITY OF WACO,TEXAS {"CITY") BY: Wiley Stem I , City Manager APPRO D AS TO LEGALITY: Jennifer ch City Attorney ;.a17 ►> `- M n X z in M rn o0 O n M m SEP 2 6 nill HMIAN RESOURCES Purchase Agreement Between the City of Fort Worth and P.I.E.Management,L.L.C.Page 45 of 52 Exhibit C Vendor's Quote Purchase Agreement Between the City of Fort Worth and P.I.E.Management,L.L.C.Page 46 of 52 From: Ryan.Camillia To: Cox,Justin Allan;Santos,Betty Subject: FW:OT Pay and Bill Rate Date: Friday,March 20,2020 5:36:53 PM Attachments: imaae001.ioa image002.ong imaae003.ona image004.ong imaae005.ona See below From:Stacy Kendrick [mailto:skendrick@piemanagement.com] Sent: Friday, March 20, 2020 5:35 PM To: Ryan, Camillia <Camillia.Ryan@fortworthtexas.gov> Subject: RE: OT Pay and Bill Rate CAUTION:This email originated from outside of the City of Fort Worth email system. Do not click any links or open attachments unless you recognize the sender and know the content is safe. Hi Camillia, I'll doing okay. I hope you are doing well. Please see below: Pay rate: $25 per hour Bill Rate: $31.75 per hour Overtime pay rate: $37.50 per hour Overtime bill rate: $40.32 per hour Please let me know if anything else is needed. Thank you and be safe. Stacy Kendrick P.I.E. Management, LLC "Exceeding Customer Expectations" www.pmemanagement.com From: Ryan, Camillia <Camillia.Ryan(@fortworthtexas.gov> Sent: Friday, March 20, 2020 5:50 PM To:Stacy Kendrick<skendrickC@piemanagement.com> Subject:OT Pay and Bill Rate Hi Stacy. I hope you're well Purchase Agreement Between the City of Fort Worth and P.I.E.Management,L.L.C.Page 47 of 52 We need to know what my overtime bill rate and pay rate is. With everything going on I'm working more hours. Thanks, Camillia Camillia Ryan Contractor/Buyer City of Fort Worth Fire Department/Office of Emergency Management 200 Texas Street Fort Worth, TX 76102 817-392-6170 (office) 817-994-2881 (cell) Your opinion matters! Please complete this short survey to provide us valuable feedback on how we can better serve you. City of Fort Worth — Working together to build a strong community. ❑® Follow Fort Worth Fx- I Fx- I Fx- I Fx- Purchase Agreement Between the City of Fort Worth and P.I.E.Management,L.L.C.Page 48 of 52 Exhibit D CONFLICT OF INTEREST QUESTIONNAIRE Purchase Agreement Between the City of Fort Worth and P.I.E.Management,L.L.C.Page 49 of 52 Exhibit D CONFLICT OF INTEREST QUESTIONNAIRE CONFLICT OF INTEREST DISCLOSURE REQUIREMENT Pursuant to Chapter 176 of the Local Government Code, any person or agent of a person who contracts or seeks to contract for the sale or purchase of property, goods, or services with a local governmental entity (i.e. The City of Fort Worth) must disclose in the Questionnaire Form CIQ ("Questionnaire") the person's affiliation or business relationship that might cause a conflict of interest with the local governmental entity. By law, the Questionnaire must be filed with the Fort Worth City Secretary no later than seven days after the date the person begins contract discussions or negotiations with the City, or submits an application or response to a request for proposals or proposals, correspondence, or another writing related to a potential agreement with the City. Updated Questionnaires must be filed in conformance with Chapter 176. A copy of the Questionnaire Form CIQ is enclosed with the submittal documents. The form is also available at https://www.ethics.state.tx.us/data/forms/conflict/CIQ.pdf. If you have any questions about compliance, please consult your own legal counsel. Compliance is the individual responsibility of each person or agent of a person who is subject to the filing requirement.An offense under Chapter 176 is a Class C misdemeanor. NOTE: If you are not aware of a Conflict of Interest in any business relationship that you might have with the City, use N/A in each of the areas on the form. However, a signature is required in the#7 box in all cases. Purchase Agreement Between the City of Fort Worth and P.I.E.Management,L.L.C.Page 50 of 52 CONFLICT OF INTEREST QUESTIONNAIRE FORM CIQ For vendor doing business with local governmental entity This questionnaire reflects changes made to the low by H.B.23,64th Leg.,Regular Session. OFFICEUSEONLY This questionnaire is being filed in accordance with Chapter 176,Local Government Code,by a vendor who pate Received has a business relationship as delined 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. See 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. IJ Name of vendor 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 data 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 local government officer. Complete subparts A and B for each employment or business relationship described.Attach additional pages to this Form CIO 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? Yes F-1 No B. Is the vendor receiving or likely to receive taxable income,other than investment income,from or at the direction of the Iocal government officer or a family member of the officer AND the taxable income is not received from the local governmental entity? Yes No 5 Describe each employment or business relationship that the vendor named in Section 1 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 ❑ Check this box if the vendor has given the Iocal government officer or a family member of the officer one or more gifts as described in Section 176.003(a)(2)(B),excluding gifts described in Section 176.003(a-1). 7 Signature of vendor doing business with the governmental enlity Date Form provided by Texas EINCS CommiSSW www.etnics.state.tx.us Revised 11130Y2015 Purchase Agreement Between the City of Fort Worth and P.I.E.Management,L.L.C.Page 51 of 52 CONFLICT OF INTEREST QUESTIONNAIRE For vendor doing business with local governmental entity A complete copy of Chapter 176 of the Local Government Code maybe found at http://www.statutes.legis.state.tx.us/ Docs/LG/htm/LCz176.htm.For easy reference,below are some of the sections cited on this form. Local Government Code 4 176.001(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,stale,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 4176.003(a)(2)(A)and(B): (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 local governmental entity is considering entering into a contract with the vendor; (B) 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 (i i) the local governmental entity is considering entering into a contract with the vendor. Local Government Code 4176.006(a)and fa-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 specified 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 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 reIationshipwith a local government officer. Form provided by Texas Ethics Commission www.ethics.state.tx.us Revised 1113=015 Purchase Agreement Between the City of Fort Worth and P.I.E.Management,L.L.C.Page 52 of 52