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"°\* UNIVERSAL SERVICE AGREEMENT
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Name: City of Fort Worth, Texas Agreement No:
Address: 1000 Throckmorton Street
Fort Worth, Texas 76102 Effective Date: August 1, 2015
Attn: Attn: Neena Kovuru
Telephone: 817-871-8640
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This UNIVERSAL SERVICE AGREEMENT (the "Agreement") is entered into and shall be binding upon
the parties as of the last date executed below by and between TALX Corporation (a provider of Equifax
Workforce Solutions), a Missouri corporation ("EWS"), and City of Fort Worth, Texas ("Client"), a Texas
Government entity.
The parties agree as follows:
1.0 CONTRACT SERVICES
By entering into this Agreement, Client hereby authorizes EWS to provide the employment or payroll
related services (the "Services") as described in each applicable schedule, or schedule set, and any
exhibits attached thereto (the "Schedule(s)") attached hereto. The parties may enter into one or more
Schedule(s), each Schedule corresponding to a service or group of services provided by EWS, and such
schedules, whether attached hereto or entered into after the execution of this Agreement, shall be a part
of this Agreement. The terms of this Agreement shall apply to each Service, except as the parties may
otherwise provide in the Schedule(s).
2.0 TERM
The term for each Service is set forth in the applicable Schedule. A Schedule may expire or be
terminated without affecting the other Schedules. This Agreement shall remain in effect as long as there
is an outstanding schedule with a term then in effect.
3.0 EWS OBLIGATIONS
EWS agrees that the Service (i) will be provided in compliance with laws and regulations applicable to
EWS's performance thereof, and (ii) will not infringe trademarks, patents or other intellectual property
rights of others. EWS MAKES NO WARRANTIES AS TO THE SERVICE OR THE DATA, EXPRESS OR
IMPLIED, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, AND/OR FITNESS FOR
A PARTICULAR PURPOSE EVEN IF EWS KNOWS OF SUCH PURPOSE.
4.0 CONFIDENTIALITY
The parties agree that the following will be treated as "Confidential Information": (i) all employment and
income data ( Data") provided by or on behalf of Client to EWS; (ii) all information provided by EWS to
Client pertaining to the Services; (iii) all information which is labeled as such in writing and prominently
marked as "Confidential," "Proprietary" or words of similar meaning by either party; or (iv) business
information of a party which a reasonable person would understand under the circumstances to be
confidential. Any Confidential Information acquired or received by either party (the "Recipient") in the
course of this Agreement will not be disclosed or transferred to any person or entity other than to
employees of a party and, as to EWS, for the purpose of performing its obligations under this Agreement.
Confidential Information received under this Agreement will be treated with the same degree of care and
security as each party uses with respect to its own Confidential Information, but not less than a
reasonable degree of care. The parties agree to use Confidential Information only for the purpose of
performance of this Agreement and to make no copies except as necessary for performance of this
Agreement.
"Confidential Information" does not include information which (i) is or becomes generally available to the
public other than as a result of disclosure by the Recipient , (ii) was known by the Recipient at the time of
disclosure of the information without any obligation of confidence, and that knowledge is evidenced by
November 19 2013 Template UNIVERSAL SERVICE AGREEMENT
CUS-40422 / LRD August 6, 2015
OFFICIAL iiktORD
CQiY SECRETARY
FT, WORTH, TX
Page 1 of 7
reasonable proof, (iii) was or becomes available from a source other than the owner if the source was not
legally bound to maintain the confidentiality of the information, or (iv) the Recipient independently
develops without use of or reference to the Confidential Information.
Upon Client's written request at any time during the Term of this Agreement (including termination or
completion of the Services hereunder), EWS will purge or destroy Data housed in the EWS production
database(s), provided that EWS may retain archival copies of Data for audit and dispute resolution
purposes and EWS may retain copies of Data on encrypted back-up media in which such Data is co-
resident with other employment and income data. EWS shall remain under its contractual obligation of
confidentiality and security to Client during such retention and such obligations shall survive termination
of the Agreement.
Notwithstanding the foregoing, EWS understands and agrees that the Client is a public entity under the
laws of the State of Texas, and as such is subject to the Texas Public Information Act, Chapter 552 of
the Texas Government Code (the 'Act"). EWS acknowledges that, under the Act, the following
information is subject to disclosure: 1) all documents and data held by the Client, including information
o btained from EWS, and 2) information held by EWS for or on behalf of the Client that relates to the
transaction of Client's business and to which Client has a right of access. If the Client receives a request
for any documents that may reveal any of EWS's proprietary information under the Act, or by any other
legal process, law, rule, or judicial order by a court of competent jurisdiction, the Client will immediately
n otify EWS of the request so that EWS may seek protection of any information which may be exempt
from disclosure under the Act If the protection is not obtained by EWS by the date that Client must
comply with the request, Client will furnish only that portion of the Confidential Information that it is
advised by counsel that it is legally required to furnish and Client will exercise commercially reasonable
efforts to obtain confidential treatment of such of the Confidential Information disclosed.
This Section shall survive the termination of this Agreement.
5.0 DATA SECURITY AND PRIVACY
EWS shall maintain an information security program that includes appropriate administrative, technical
and physical safeguards reasonably designed to: 1) ensure the security and confidentiality of Data; 2)
protect against any anticipated threats or hazards to the security or integrity of such Data; 3) protect
against unauthorized access to or use of such Data that could result in substantial harm or inconvenience
to Client and 4) dispose of such Data in a secure manner.
To comply with the safeguard obligations generally described above, EWS has (a) designated an
e mployee to coordinate its information security program, (b) identified reasonably foreseeable internal
and external risks to the security, confidentiality, and integrity of Data that could result in the unauthorized
disclosure, misuse, alteration destruction, or other compromise of such Data, and assessed the
sufficiency of any safeguards in place to control these risks, and (c) designed and implemented
information safeguards to control the risks identified through the risk assessment, and regularly tests or
otherwise monitors the effectiveness of safeguards' key controls, systems and procedures.
EWS shall notify Client in writing as soon as possible and without unreasonable delay, after EWS has
e ither actual or constructive knowledge of a breach which affects Data (an "Incident"). Notification may
be delayed as required by law enforcement to prevent any impediment(s) to its investigation of the
Incident. EWS shall have actual or constructive knowledge of an Incident if EWS actually knows there has
been an Incident or if EWS has reasonable basis in facts or circumstances, whether acts or omissions for
its belief that an Incident has occurred. EWS shall cooperate with law enforcement in accordance with
applicable law provided however, that such cooperation shall not result in or cause an undue delay to
remediation of the Incident. EWS shall promptly take appropriate action to mitigate such risk or potential
problem at EWS's expense. In the event of an Incident, EWS shall, at its sole cost and expense, fully
restore the Data and institute appropriate measures to prevent any recurrence of the problem as soon as
is commercially practicable.
6.0 DATA QUALITY AND DATA TRANSMISSION
Client acknowledges that the ability of EWS to provide accurate information is dependent upon receipt of
accurate Data from Client Client shall provide current and accurate Data necessary for EWS to provide
the Services. Client agrees to provide such Data to EWS in the EWS format within a mutually agreeable
November 19 2013 Template UNIVERSAL SERVICE AGREEMENT Page 2 of 7
CUS-40422 / LRD August 6, 2015
timeframe and to promptly correct and update Data. Client further agrees to test and validate the
accuracy of the Data on a mutually agreeable frequency using paper -based or electronic Data validation
reports provided by EWS. Both parties agree to work together to identify and resolve all identified
historical and ongoing Data errors within two (2) of Client s pay periods. Client agrees that any action
required of EWS to correct the Data for Client may result in additional fees, as provided in each
applicable Schedule attached hereto.
Furthermore, Client agrees to transfer Data to EWS using one of the approved secure shipping methods
provided in Attachment 1.
7.0 PROPRIETARY RIGHTS
Neither party's ownership rights, including but not limited to, any intellectual property rights in or used by
EWS to perform the Services nor any intellectual property rights in or to Client's Data, shall be transferred
pursuant to this Agreement. This Section shall survive termination of this Agreement.
8.0 INDEMNIFICATION/LIMITATION OF LIABILITY
8.1 Each party recognizes that every business decision represents an assumption of risk and that
n either party, in furnishing Confidential Information, Data or the Service to the other,
u nderwrites or assumes the other's risks under this Agreement in any manner. Each party
shall be responsible for its intentional wrongful acts or omissions and the intentional wrongful
acts or omissions of its employees, officers, or directors under this Agreement.
8.2 IN NO EVENT SHALL DAMAGES BY EITHER PARTY HEREUNDER EXCEED THE
GREATER OF (A) THE TOTAL FEES PAID BY CLIENT DURING THE TWELVE MONTHS
P RIOR TO THE ACT OR OCCURRENCE WHICH GIVES RISE TO THE CLAIM, OR (B)
THE SUM OF TWENTY- FIVE THOUSAND DOLLARS ($25,000)
8.3 ANY OTHER TERM OR PROVISION OF THIS AGREEMENT TO THE CONTRARY
N OTWITHSTANDING, IN NO EVENT SHALL EITHER PARTY, OR ITS AFFILIATES, THEIR
DIRECTORS, OFFICERS OR EMPLOYEES BE LIABLE FOR LOSS OF PROFITS OR FOR
INDIRECT, PUNITIVE, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES
ARISING OUT OF OR RELATED TO THE PERFORMANCE OF THIS AGREEMENT, EVEN
IF THAT PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
9.0 INSURANCE
9.1 EWS shall carry the following insurance coverage with a company that is licensed to do
business in Texas or otherwise approved by the Client:
9.1.1 Commercial General Liability with a combined limit of not Tess than $1,000,000
per occurrence.
9.1.2 Automobile Liability Insurance with a combined limit of not less than $1,000,000
per occurrence
9.1.3 Professional Liability (Errors & Omissions) in the amount of $1,000,000
aggregate limit.
9.1.4 Statutory Workers' Compensation and Employers'
requirements per the amount required by statute.
9.2 General Insurance Requirements:
9.3 The commercial general liability and auto liability shall name the Client as an additional
insured thereon as its interests may appear. The term Client shall include its employees
officers, officials agents, and volunteers in respect to the contracted services.
9.4 The workers' compensation policy shall include a Waiver of Subrogation (Right of Recovery)
in favor of the Client.
Liability Insurance
9.5 A minimum of Thirty (30) days' notice of cancellation shall be endeavored to be provided to
the Client. Ten (10) days' notice shall be acceptable in the event of non-payment of
November 19, 2013 Template UNIVERSAL SERVICE AGREEMENT Page 3 of 7
CUS-40422 / LRD August 6, 2015
premium. Notice shall be sent to the Risk Manager, City of Fort Worth, 1000 Throckmorton,
Fort Worth, Texas 76102, with copies to the City Attorney at the same address.
9.6 The insurers for all policies must be licensed and/or approved to do business in the State of
Texas. All insurers must have a minimum rating of A- VIII in the current A.M Best Key
Rating Guide, or have reasonably equivalent financial strength and solvency to the
satisfaction of Risk Management. If the rating is below that required, written approval of Risk
Management is required.
9.7 Any failure on the part of the Client to request required insurance documentation shall not
constitute a waiver of the insurance requirement.
Certificates of Insurance evidencing that EWS has obtained all required insurance shall be delivered to
the Client upon EWS proceeding with any work pursuant to this Agreement.
10.0 MISCELLANEOUS
10.1 Independent Contractor. It is expressly understood and agreed that EWS shall operate
as an independent contractor as to all rights and privileges granted herein, and not as
representative or employee of the Client. Subject to and in accordance with the conditions
and provisions of this Agreement, EWS shall have the exclusive right to control the details
of its operations and activities and be solely responsible for the acts and omissions of its
officers, agents, servants, employees, contractors and subcontractors. EWS
acknowledges that the doctrine of respondeat superior shall not apply as between the
Client, its officers, agents, servants and employees, and EWS, its officers, agents
e mployees, servants, contractors and subcontractors. EWS further agrees that nothing
herein shall be construed as the creation of a partnership or joint enterprise between Client
and EWS. It is further understood that the Client shall in no way be considered a Co -
e mployer or a Joint employer of EWS or any officers agents, servants, employees or
subcontractors of EWS. Neither EWS, nor any officers, agents, servants employees or
subcontractors of EWS shall be entitled to any employment benefits from the Client. EWS
shall be responsible and liable for any and all payment and reporting of taxes on behalf of
itself, and any of its officers, agents, servants employees or subcontractors.
10.2 Entire Agreement. This Agreement, which includes all schedules attached hereto and/or
e ntered into after the execution hereof, comprises the entire Agreement between the
parties, which supersedes and merges all prior proposals, purchase orders, understandings
and agreements with respect to the subject matter hereof.
10.3 Force Majeure. Neither party shall be responsible for any failure or delay in the
performance of any obligations (excepting obligations to pay money) to the extent that
failure is caused by acts of God, acts of terror flood, fire, labor disputes, acts or omissions
of the other party, or non -delivery or delays in delivery by any other supplier of goods or
services deliverable under this Agreement.
10.4 Non -Discrimination Covenant. EWS, for itself, its personal representatives, assigns,
subcontractors and successors in interest, as part of the consideration herein, agrees that
in the performance of EWS's duties and obligations hereunder, it shall not discriminate in
the treatment or employment of any individual or group of individuals on any basis
prohibited by law.
10.5 Severability. If any provision of this Agreement is held to be invalid or unenforceable
under applicable law in any jurisdiction, the validity or enforceability of the remaining
provisions thereof shall be unaffected as to such jurisdiction and such holding shall not
affect the validity or enforceability of such provision in any other jurisdiction. To the extent
that any provision of this Agreement is held to be invalid or unenforceable because it is
overbroad, that provision shall not be void but rather shall be limited only to the extent
required by applicable law and enforced as so limited.
November 19 2013 Template UNIVERSAL SERVICE AGREEMENT Page 4 of 7
CUS-40422 / LRD August 6, 2015
10.6 Assignment/Modification. Neither party may assign this Agreement or any right or
obligation under this Agreement without the express written consent of the other party,
which consent shall not be unreasonably withheld or denied. In the event assignment is
necessitated by a business reorganization, either party may assign this Agreement,
provided that they provide the other party with written notice. This Agreement shall be
binding upon and inure to the benefit of the parties hereto, and their permitted successors
and assigns. Except as provided in each applicable Schedule hereto this Agreement may
be amended or modified only by the written and signed consent of the parties.
10.7 Notices. Every notice required under this Agreement shall be in writing and effective three
(3) days after being mailed first class postage prepaid, or upon delivery by an overnight or
other courier or delivery service, in either case addressed as follows:
To Client:
City of Fort Worth
1000 Throckmorton Street
Fort Worth, TX 76102
Attn: Neena Kovuru
With copy to: City Attorney's Office at same
address
To EWS:
TALX Corporation
11432 Lackland Road
St. Louis, MO 63146
Attn: President
Either Party may change its notice address with written notice to the other party.
10.8 Right to audit. EWS agrees that the Client shall, until the expiration of two (2) years after
final payment under this contract, have access to and the right to examine at reasonable
times any directly pertinent books, documents, papers and records of EWS involving
transactions relating to this Agreement at no additional cost to the Client, provided that
EWS shall only be required to maintain such records for five (5) years following the
individual creation of such records by EWS. EWS agrees that the Client shall have access
during normal working hours to all necessary EWS facilities and shall be provided adequate
and appropriate work space in order to conduct audits in compliance with the provisions of
this section. Such examination, inspection or audit shall take place (i) at Client's sole
expense (ii) no more frequently than once Der calendar year, (iii) on a mutually agreed
upon date (iv) no less than thirty (30) days' prior written notice, and (v) subiect to EWS'
security policies over its facilities and systems
Client may conduct an onsite security assessment ("Assessment") in order to examine
EWS s performance of this Agreement. An Assessment shall be defined as the Client
having the right to, a) review policies and procedures; b) review high level network and
infrastructure diagrams, c) review the executive summary of third party audit reports; d)
participate in a 'Question and Answer" session with subject matter experts; e) conduct site
tour (site tour will not include access to the raised floor area of the datacenter); f) other
items as may be approved by Equifax Security. An Assessment will be conducted (i)
during regular business hours, (ii) at Client's sole expense, (iii) no more frequently than
once per calendar year, (iv) on a mutually agreed upon date but no less than thirty (30)
days advance notice, and (v) subject to EWS's security policies over its facilities and
systems. Client and its auditors shall not be given access to any EWS's systems for
auditing purposes. The right to conduct an Assessment does not allow Client to perform
security testing, vulnerability assessment, or penetration testing against EWS. As an
alternative to allowing Client, their clients, or their auditors to perform their own scans, EWS
shall hire an independent nationally recognized third party to perform an ethical
hack/penetration test annually. Client may review the executive summary results either
November 19 2013 Template UNIVERSAL SERVICE AGREEMENT Page 5 of 7
CUS-40422 / LRD August 6, 2015
onsite at EWS's company headquarters or via web conference. EWS will not be required
to provide access to the proprietary data of EWS or of its other clients. All information
learned or exchanged in connection with an Assessment shall be kept confidential.
10.9 Counterparts/Execution by Facsimile. For the convenience of the parties, copies of this
Agreement, including Schedules hereto, may be executed in two or more counterparts and
signature pages exchanged by facsimile or scanned copies via e-mail. The parties intend
that counterpart copies signed and exchanged as provided in the preceding sentence shall
be fully binding as an original handwritten executed copy hereof and all of such copies
together shall constitute one instrument.
10.10 Governmental Powers. It is understood and agreed that by execution of this Agreement,
the Client does not waive or surrender any of its governmental powers.
10.11 Review of Counsel. The parties acknowledge that each party and its counsel have
reviewed this Agreement and that the normal rules of construction to the effect that any
ambiguities are to be resolved against the drafting party shall not be employed in the
interpretation of this Agreement or exhibits hereto.
10.12 Signature Authority. The persons signing this Agreement, and any amendment hereto,
hereby warrants that he/she has the legal authority to execute this Agreement on behalf of
the respective party, and that such binding authority has been granted by proper order,
resolution, ordinance or other authorization of the entity Each party is fully entitled to rely
on these warranties and representations in entering into this Agreement or any amendment
hereto.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement.
City of Fort Worth, Texas
By:
Name:
Title:
Date:
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APPROVED D AS TO FQRMMM AND LEGALITY: •
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TALX Corporation,
provider of Equifax Workforce Solutions
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Name:
Title:
Date:
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Michael M.hr
Vice President
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November 19 2013 Template UNIVERSAL SERVICE AGREEMENT Page 6 of 7
CUS-40422 / LRD August 6, 2015
Attachment 1
Security Requirements when Client Sends Employment and Income Data to EWS
The following table outlines the acceptable options for the secure transfer of employment and income Data, to EWS.
Client agrees to use one of the approved secure shipping methods provided below. The EWS preferred method of
receiving Data is Secure File Transfer Protocol (SFTP) with PGP encryption.
1
2
Transfer
Option Description Requirement
P GP desktop software and exchange of PGP
Eliminate data files traveling through 3rd keys. WinZip Version 9 or later software, use of
party courier Secures information in AES-256 encryption, and exchange of passwords
the file. (Passwords are required to be AT LEAST 32
characters)
P GP desktop software and exchange of PGP
keys. WinZip Version 9 or later software, use of
AES-256 encryption, and exchange of passwords
(Passwords are required to be AT LEAST 32
characters)
P GP desktop software and exchange of PGP
Allows for sending data files using keys. WinZip Version 9 or later software, use of
encryption software with additional AES-256 encryption, and exchange of passwords
password protection. (Passwords are required to be AT LEAST 32
characters)
FTP/S (SSL),
SFTP (SSH)
Email
Attachment
3 CD/DVD
4
5
Secure e-mail
(Voltage, TLS)
Client specific
solution
Eliminate media traveling through a 3rd
party courier. Secures information in e-
mail attachment. Information in the
body of the message is not secured.
Eliminate media traveling through a 3fd
party courier. Secures information in the
body of the e-mail and attachments.
Any option other than the 4 listed above.
Additional Security requirements:
Internet web access
Approval from EWS VP of Technology and
business unit director
When using Win Zip or PGP the following must be met.
o Win Zip files must be zipped using WinZip 9.0 or later
o File Encryption using AES-256 encryption
o Data file must be password protected using a password of at LEAST 32 characters
o Passwords must be sent using a separate path from the file (e.g. if the file is sent via email, password must
be in a separate email which does not indicate this is a password. If the file is sent via physical media or
electronic medium, such as FTP, the password must be communicated via telephone, email, or other
approved communication.)
When using PGP the following is required:
o The Equifax Workforce Solutions public key must be used.
The following secure delivery requirements must be met.
o Use the following delivery method for unencrypted data files or bulk paper documents only:
Secured transport service approved by EWS for unencrypted media and documents.
o Use one of the following mailing methods for encrypted data files only:
1. USPS Certified Mail
2. USPS Overnight delivery
3. FedEx Overnight or 2-day delivery
4. UPS (United Parcel Service) Overnight or 2-day delivery
5. Other mutually approved methods
November 19 2013 Template UNIVERSAL SERVICE AGREEMENT Page 7 of 7
CUS-40422 / LRD August 6, 2015 ATTACHMENT 1
SCHEDULE A — EMPLOYMENT VERIFICATIONS
SERVICE PROVIDER, TERM AND FEES FOR SERVICES
CLIENT NAME: City of Fort Worth, Texas
EFFECTIVE DATE: August 1, 2015
The Employment Verifications service (the "Service") is a service owned and operated by TALX Corporation (a provider of
Equifax Workforce Solutions), a Missouri corporation ("EWS"), which provides subscribing employers with an automated
method of providing employment and income verifications to authorized third parties. Client authorizes EWS to provide the
Service on behalf of the Client. EWS shall provide the Service in accordance with the Universal Service Agreement
("Agreement"), this Schedule A and Schedule B (which are part of the Agreement) utilizing the Data supplied by Client. All
capitalized terms used herein and not otherwise defined shall have the meaning set forth in the Agreement.
1. Fair Credit Reporting Act ("FCRA") Obligations. By signing below, or otherwise accepting these terms, Client
acknowledges receipt of this Schedule A, Exhibit 1 to this Schedule A, Schedule B and Exhibit 1 to Schedule B,
"Notice to Furnisher". Client agrees that it shall comply with all of the obligations of a furnisher set forth in such
Notice to Furnisher. In the event that an employee notifies EWS of an error in any Data, and EWS or Client
concludes that the Data is incorrect, Client shall correct the Data as required. If, after completing an investigation
and acknowledging that the Data is incorrect, Client does not correct the Data EWS may as required under FCRA:
(i) collect the Data on behalf of Client, and/or (ii) block the Data from being accessed by verifiers.
2. Term. This Schedule shall be for an initial term of five (5) years from the Effective Date hereof. The Client may
renew this Schedule for three (3) additional successive two (2) year terms at the Client's sole option by sending
EWS a renewal letter.
3. Termination. Either party may terminate this Schedule at any time and for any reason by providing the other
party with 60 days written notice of termination. Either party may terminate this Schedule if the other party has
materially breached the Agreement, provided that the party claiming breach must give the other party written notice
and at least thirty (30) days in which to cure the breach before terminating the Schedule. In the event no funds or
insufficient funds are appropriated by the Client in any fiscal period for any payments due hereunder, the Client will
notify EWS of such occurrence and this Schedule shall terminate within sixty (60) days of notice without penalty or
expense to the Client of any kind whatsoever, except as to the portions of the payments herein agreed upon for
which funds have been appropriated. In order to facilitate Services that are in process of being completed, in the
event of termination of this Schedule, the parties agree that, at Client's choosing, EWS shall continue providing the
Services under the terms of this Schedule for a period of six (6) months after the termination of this Schedule (the
"Transition Period").
4. Payment Terms: All prices and fees for Services performed under this Schedule are as stated in Exhibit 1, attached
hereto and made part of this Schedule A. Fees shall be invoiced on the first day of each month. Monthly
maintenance fees for active Employees on file shall be invoiced on the first day of each month for that month.
Miscellaneous fees will be invoiced monthly in arrears. All prices and fees will be invoiced monthly and will
increase by three (3%) on each anniversary of the Effective Date.
• Invoices are due net thirty (30) days. Payments not received within forty-five (45) days of invoice will bear
interest at a rate of 1.5% per month. Client is an exempt governmental entity and will provide the necessary
documentation in support of its exempt status. Client will not be subject to taxes related to the provision of
services from EWS.
• All fees are in U.S. dollars.
5. Data: Client acknowledges that the ability of EWS to provide accurate information is dependent upon accurate
Data from Client. Client agrees to maintain its Data in an accurate, complete and current manner, to provide EWS
with Data on employees of Client, and to notify EWS in advance of any and all changes or modifications in format
of the Client's computer interface and/or the Data.
Schedule A and Schedule B shall be binding on the parties upon the date last executed below.
Cit of Fort Worth, Texas
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citakirgi f114 Template Employment Verifications
TALX Corporation,
provider of E
By:
Name:
Title:
Date:
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Wyrkforce Solutions
Michael Mohr
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APPROVED AN `I'Q FORM AND LEGALITY:
OFFICIAL REC01214
CITY SECRETA►L l g' : A-1
Ft WORTH,T,
05L-4O422 / LRD August 6, 2015
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SCHEDULE A — EMPLOYMENT VERIFICATIONS
EXHIBIT 1 - FEES
FEES: Fees for the Service provided under this Schedule include:
Total number of active employees under contract: 7,500
Monthly Fees
• Data Security, Compliance and Storage fee
• Client access calls to place and/or remove employee information holds
• Periodic file updates
• Electronic management reports
• Employee file transmissions
EI Electronic Files
Tape/Disk/CD-ROM
■
(includes one return shipment of media per month)
121 Yes O No Client Fees for Social Services Verifications (includes postage)
• Manual verifications
• Electronic verifications
$416 67/month
No charge
No charge
No charge
No charge
$3 00/month
$3.50 each
$3.50 each
August I, 2014 Template Employment Verifications
CUS-40422 / LRD August 6, 2015
Page AE-1
SCHEDULE B — EMPLOYMENT VERIFICATIONS
SERVICE DESCRIPTION OVERVIEW
Parties to Verifications.
EWS is authorized by Client to provide employment and income verification of Client s employees. The Service is
designed to assist (i) Client, (ii) employees of Client, and (iii) commercial, private, non-profit and governmental entities
( `Verifiers") who wish to verify an employee's employment and/or income.
Client Interests.
Client provides Data to EWS on a regular basis and EWS provides employment and/or income verifications to
Verifiers. For a Manual Verification, EWS, when requested by Verifiers and as Client's sole agent, will request employment
verifications via phone, fax or automated request as agreed upon by the parties, and Client will provide Data to EWS upon
request through a provided web interface.
EWS does not guarantee the accuracy of Data provided by Client. EWS will assure due diligence is taken to protect
Client Data in accordance with good industry practices.
EWS may use Client's name and logo in routine communications EWS undertakes to Verifiers, to inform Verifiers
of participation by clients in the Service in order to serve clients more efficiently and to reduce calls to clients from Verifiers.
Employee Interests.
Employees of Client may need verification of employment and/or income to qualify for home loans, automobile
loans, chattel loans, social services programs, confirm immigration status or obtain worker's compensation payments. The
Employment Verifications service provides the necessary verification on a timely basis.
Verifier Interests.
Verifiers may obtain different amounts of information and in different manners dependent on the nature of the
Verifier and the nature of the relationship with EWS. Verifiers may be commercial verifiers such as mortgage lenders, pre-
employment screeners, automobile lenders, pioperty managers, parties to consumer lending and others; social service
agencies seeking to qualify an employee for social service assistance; child support agencies providing support for dependent
children; immigration officials needing confirmation of employment; insurers; law enforcement agencies; or other Verifiers
with a need to verify employment or income.
EWS will serve the interests of Client, employees of Client and Verifiers (i) by providing verifications to relieve the
employer of the burden of employment and income verification obligations as often as practicable; (ii) by providing
verifications where the employee has applied for a benefit (such as a job application, qualification for social services
assistance or a loan application) or has obtained a benefit and the Verifier is seeking to determine whether the employee is
qualified to receive the benefit or is seeking to enforce obligations undertaken by the employee in connection with the
benefit; (iii) by providing verifications where the employee is obligated by Federal, state or local law to provide the
verification information to the Verifier; and (iv) by providing analytics, modeling and/or demographic studies that will not
include any information that individually, or collectively could be used to specifically identify either Client of Client's
employees.
Fair Credit Reporting Act.
EWS is a Consumer Reporting Agency ("CRA"), as defined by the FCRA. As such, EWS complies with the FCRA
in providing the Service. EWS's FCRA compliance enhances the protections available to Client's employees, with respect to
the privacy and accuracy of the Data. Client acknowledges that EWS has the responsibility to maintain Data accuracy as
required under the FCRA, and grants EWS the authority necessary to fulfill this responsibility.
Modification of Service Description
EWS reserves the right to modify the Service from time to time. If the modification shall be a substantial change from this
Service Description Overview EWS shall provide written notice of the change to Client. A substantial change shall be
a change which is inconsistent with this Service Description Overview. A change that does not alter functionality of the
Service, such as a change for upgraded security of Data, is not a substantial change. Client may terminate the Service by
written notice to EWS within thirty (30) days after notice of a substantial change to the Service Description Overview. Such
termination shall be effective ninety (90) days after notice is provided unless Client provides for an earlier or later effective
date of termination in the notice of termination Absence of such termination shall constitute Client's agreement to the
modified Service Description Overview.
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CUS-40422 / LRD August 4, 2015
Exhibit 1
All furnishers of consumer reports must comply with all applicable regulations, including regulations promulgated
after this notice was first prescribed in 2004. Information about applicable regulations currently in effect can be
found at the Consumer Financial Protection Bureau's website, www.consunzerftnance.gov/learnmore.
NOTICE TO FURNISHERS OF INFORMATION: OBLIGATIONS OF FURNISHER UNDER THE FCRA
The federal Fair Credit Reporting Act (FCRA), 15 U.S C 1681-1681y, imposes responsibilities on all persons who furnish
information to consumer reporting agencies (CRAs). These responsibilities are found in Section 623 of the FCRA, 15 U.S.0
1681 s-2 State law may impose additional requirements on furnisher All furnishers of information to CRAs should become
familiar with the applicable laws and may want to consult with their counsel to ensure that they are in compliance. The text
of the FCRA is available at the website of the Consumer Financial Protection Bureau: www.consumerfinance.gov/learnmore.
A list of the sections of the FCRA cross-referenced to the U.S. Code is at the end of this document.
Section 623 imposes the following duties upon furnishers:
Accuracy Guidelines
The FCRA requires furnishers to comply with federal guidelines and regulations dealing with the accuracy of information
provided to CRAs by furnishers. Federal regulations and guidelines are available at www.constnneifnance.gov/learnmore.
Section 623(e).
General Prohibition on Reporting Inaccurate Information
The FCRA prohibits information furnishers from providing information to a CRA that they know or have reasonable cause to
believe is inaccurate. However, the furnisher is not subject to this general prohibition if it clearly and conspicuously specifies
an address to which consumers may write to notify the furnisher that certain information is inaccurate. Sections 623(a)(1)(A)
and (a)(1)(C).
Duty to Correct and Update Information
If at any time a person who regularly and in the ordinary course of business furnishes information to one or more CRAs
determines that the information provided is not complete or accurate, the furnisher must promptly provide complete and
accurate information to the CRA. In addition, the furnisher must notify all CRAs that received the information of any
corrections and must thereafter report only the complete and accurate information. Section 623(a)(2).
Duties After Notice of Dispute from Consumer
If a consumer notifies a furnisher, at an address specified for the furnisher for such notices, that specific information is
inaccurate, and the information is, in fact, inaccurate, the furnisher must thereafter report the correct information to CRAs.
Section 623(a)(1)(B).
If a consumer notifies a furnisher that the consumer disputes the completeness or accuracy of any information reported by the
furnisher, the furnisher may not subsequently report that information to a CRA without providing notice of the dispute.
Section 623(a)(3).
Furnishers must comply with federal regulations that identify when an information furnisher must investigate a dispute made
directly to the furnisher by a consumer. Under these regulations furnishers must complete an investigation within 30 days (or
45 days, if the consumer later provides relevant additional information) unless the dispute is frivolous or irrelevant or comes
from a "credit repair organization." Federal regulations are available at www. consumerfinance.gov/learnmore. Section
623(a)(8).
Duties After Notice of Dispute from Consumer Reporting Agency
If a CRA notifies a furnisher that a consumer disputes the completeness or accuracy of information provided by the furnisher,
the furnisher has a duty to follow certain procedures. The furnisher must:
• Conduct an investigation and review all relevant information provided by the CRA, including information given to
the CRA by the consumer. Sections 623(b)(1)(A) and (b)(1)(B).
• Report the results to the CRA that referred the dispute, and, if the investigation establishes that the information
was, in fact, incomplete or inaccurate, report the results to all CRAs to which the furnisher provided the information that
compile and maintain files on a nationwide basis. Section 623(b)(1)(C) and (b)(1)(D).
• Complete the above steps within 30 days from the date the CRA receives the dispute (or 45 days, if the consumer
later provides relevant additional information to the CRA). Section 623(b)(2).
• Promptly modify or delete the information, or block its reporting. Section 623(b)(I)(E).
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Duty to Report Voluntary Closing of Credit Accounts
If a consumer voluntarily closes a credit account, any person who regularly and in the ordinary course of business furnished
information to one or more CRAs must report this fact when it provides information to CRAs for the time period in which the
account was closed. Section 623(a)(4).
Duty to Report Dates of Delinquencies
If a furnisher reports information concerning a delinquent account placed for collection, charged to profit or loss, or subject to
any similar action, the furnisher must, within 90 days after reporting the information, provide the CRA with the month and
the year of the commencement of the delinquency that immediately preceded the action, so that the agency will know how
long to keep the information in the consumer's file. Section 623(a)(5).
Any person, such as a debt collector, that has acquired or is responsible for collecting delinquent accounts and that reports
information to CRAs may comply with the requirements of Section 623(a)(5) (until there is a consumer dispute) by reporting
the same delinquency date previously reported by the creditor. If the creditor did not report this date, they may comply with
the FCRA by establishing reasonable procedures to obtain and report delinquency dates or if a delinquency date cannot be
reasonably obtained, by following reasonable procedures to ensure that the date reported precedes the date when the account
was placed for collection, charged to profit or loss, or subjected to any similar action. Section 623(a)(5).
Duties of Financial Institutions When Reporting Negative Information
Financial institutions that furnish information to "nationwide' consumer reporting agencies, as defined in Section 603(p)
must notify consumers in writing if they may furnish or have furnished negative information to a CRA. Section 623(a)(7).
The Consumer Financial Protection Bureau has prescribed model disclosures, 12 CFR Part 1022, App. B.
Duties When Furnishing Medical Information
A furnisher whose primary business is providing medical services, products, or devices (and such furnisher's agents or
assignees) is a medical information furnisher for the purposes of the FCRA and must notify all CRAs to which it reports of
this fact. Section 623(a)(9). This notice will enable CRAs to comply with their duties under Section 604(g) when reporting
medical information.
Duties When ID Theft Occurs
All furnishers must have in place reasonable procedures to respond to notifications from CRAs that information furnished is
the result of identity theft, and to prevent refurnishing the information in the future. A furnisher may not furnish information
that a consumer has identified as resulting from identity theft unless the furnisher subsequently knows or is informed by the
consumer that the information is correct. Section 623 (a)(6) If a furnisher learns that it has furnished inaccurate information
due to identity theft, it must notify each CRA of the correct information and must thereafter report only complete and
accurate information Section 623(a)(2). When any furnisher of information is notified pursuant to the procedures set forth in
Section 605B that a debt has resulted from identity theft, the furnisher may not sell transfer, or place for collection the debt
except in certain limited circumstances. Section 6150.
The Consumer Financial Protection Bureau website, www.consufnerfrnance.gov/learnnwre, has more information
about the FCRA.
Section 602
Section 603
Section 604
Section 605
Section 605A
Section 605B
Section 606
Section 607
Section 608
Section 609
Section 610
Section 611
Section 612
Section 613
Section 614
15 U.S.C. 1681
15 U.S.C. 1681a
15 U.S.C. 1681b
15 U.S.C. 1681c
15 U.S.C. 1681cA
15 U.S.C. 1681cB
15 U.S.C. 1681d
15 U.S.C. 1681e
15 U.S.C. 1681f
15 U.S.C. 1681g
15 U.S.C.1681h
15 U.S.C. 1681i
15 U.S.C. 1681j
15 U.S.C. 1681k
15 U.S.C. 16811
Section 615
Section 616
Section 617
Section 618
Section 619
Section 620
Section 621
Section 622
Section 623
Section 624
Section 625
Section 626
Section 627
Section 628
Section 629
15 U.S.C. 1681m
15 U.S.C. 1681n
15 U.S.C. 16810
15 U.S.C. 1681p
15 U.S.C. 1681q
15 U.S.C. 1681r
15 U.S.C. 1681s
15 U.S.C. 1681s-1
15 U.S.C. 1681s-2
15 U.S.C. 1681t
15 U.S.C. 1681u
15 U.S.C. 1681v
15 U.S.C. 1681w
15 U.S.C. 1681x
15 U.S.C. 1681y
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