HomeMy WebLinkAboutContract 54446 RECFo@
_ D CITY SECRETARY
-� -2020 CONTRACT N0.��
SEE
C T��OF��F��ORT IV, ,,H
hv�, wpAk & LICENS�� aEEMENT for the QBQ TRAINING SYSTEM FACILITATOR KIT(S)
Training System Title: "Personal Accountability and the QBQ!"
THIS AGREEMENT("Agreement")by and between QBQ,Inc. (QBQ),a Colorado corporation with its principal office at:
11368 Nucla Street,Commerce City,Colorado 80022,and, City of Fort Worth ("Client'),(collectively referred to as
the"Parties").
All Contact info for Client:
Neena Kovuru
City of Fort Worth
200 Texas Street
Fort Worth, TX 76102
nee na.Kovuru(aVortworthtexas.gov
The QBQ Training System ("Training System") consists of a Facilitator Kit which includes one DVD and one Facilitator Guide.
Upon licensing the Training System Facilitator Kit, Client will be given a non-exclusive right to use the DVD and Guide during
the term of the Agreement for the purpose of training the participants. These two items shall be returned to QBQ at the
expiration or termination of the Agreement. Each Individual trained must receive a Participant Kit consisting of one (1) copy of
the system soundtrack on two (2) audio CDs, one (1) publication each of "QBQ! The Question Behind the Question" and
"Flipping the Switch,"one(1)Workbook—and other training materials.The Client may request participant kits from QBQ at any
time during the term of this Agreement up to the amount listed below and will be separately invoiced for participant kits once
requested by the Client. THE PARTICIPANT KITS MAY BE RETAINED BY CLIENT SUBJECT TO THE LIMITATIONS ON
USE CONTAINED HEREIN. THE FACILITATOR KIT IS ALWAYS OWNED BY QBQ, INC. AND MUST BE RETURNED
WHEN THIS LICENSE EXPIRES.
Client agrees to pay QBQ,Inc.the following Training System Fees:
Up to 200 Tuitions to include a participant kit for each person @ $185 each Up to $37,000.00
2 Facilitator Kits: DVD and Facilitator Guide" @ $750 each $1,500.00
Total plus
shipping due
QBQ, Inc. now
for 2 Facilitator
Kits $1,500.00
Payment Terms: Payment due within 10 days of invoice date. A separate invoice will be provided by QBQ when
participant kits are requested by Client pursuant to this Agreement. Client responsible for all shipping. Checks made
payable to"QBQ,Inc."NO PRODUCT RETURNS WILL BE ACCEPTED BY QBQ.
A 3% surcharge will be added to invoice total for credit card use.Client may use VISA,MasterCard,AmEx.
Additional people trained beyond what is currently in stock at client location,
including all required participant materials:$1185 each,plus shipping.
The participant fee is a one-time charge per participant.There is no charge to retrain.Tuitions cannot be transferred from one
participant to another. No person can view the program DVDNIDEO content without first having a tuition paid and
participant materials purchased for them from QBQ,Inc.
This agreement expires on 9/1/2021. Thirty days prior to the expiration date, this license may be renewed for
License Agreement for the
QBQ Training System Facilitator Kits
Between QBQ,Inc. and the City of Fort Worth Page 1 of 15
L
additional term of one year for a renewal fee of$750 per Facilitator Kit. Payment for an additional term is due no
later than 20 days prior to the official renewal date above. QBQ can refuse to renew any client license, which will
require immediate return of facilitator kit by client to QBQ. By signing this agreement,client commits to no less than
every 90 day communication with QBQ and/or its representatives, as updates on client usage of program will be
required.Client will respond to email queries and phone contacts from QBQ and/or its representatives.
The Client has read and agrees to the Terms ofAgreement set forth on the following pages.
TERMS OFAGREEMENT.•In consideration of the premises and covenants contained herein,it is mutually agreed by and
between the Parties as follows:
1. License. In consideration of the payment specified on page one of this Agreement, QBQ hereby grants Client the
non-exclusive limited right to use or disclose the contents of the DVD instructional content(and Facilitator Guide)that are a
part of the Training System Facilitator Kit during the term of this Agreement solely for the purpose of training its employees
and representatives on the terms set forth in this Agreement. The Client is hereby granted the right to use the complete
Training System to train the number of participants set forth above.If Client desires to use the Training System for additional
participants, including but not limited to showing the DVD, it will pay to QBQ or its representative an additional tuition for
each participant exposed to the DVD. Client shall use the Training System as provided, without any modifications or
changes whatsoever.
2. Restrictions. Client agrees that it shall not: (i) Copy any of the components of the Training System, including,but
not limited to the DVD, audio CDs,or written materials; (ii) Sublicense,distribute,disclose, sell,lease,or otherwise transfer
the Training System, in whole or in part, to any third party; (iii) Use the Training System or any portion thereof for the
purpose of training additional participants after any expiration, termination or cancellation of this Agreement or any license
granted hereunder, or (iv) Use the Training System for any purpose not expressly permitted by the provisions of this
Agreement.The Facilitator of the Training System must be a W-2 employee of licensee.
3. Termination. This Agreement and the license granted herein may be terminated by QBQ by giving written notice to
Client in the event Client is in breach of any provision of this Agreement effective upon receipt of the notice by Client.
Unless this Agreement is renewed (payment must be made at this time) 20 days prior to the expiration date stated above or
upon termination, all the materials in the Facilitator Kit(which includes all DVD instructional content and Facilitator Guide
or Guides) shall be returned to QBQ or its representative within ten (10) days of the expiration/termination date. If client
fails to timely return all materials,Client will pay a penalty of$100/day per Facilitator Kit for each day delivery is delayed.
4. Ownership. Title in and to the Training System remains exclusively in QBQ, subject to the express, limited, and
non-exclusive license granted to Client pursuant to this Agreement. QBQ shall at all times during the term of this Agreement
and thereafter retain ownership of and title to all Trademarks relating to the Training System. Any and all use of the
Trademarks by Client or any of its Affiliates or goodwill associated with the Trademarks developed in connection with such
use shall inure to the benefit of QBQ and shall not affect QBQ's absolute ownership of the Trademarks,and any property or
rights arising out of such shall belong to QBQ. Client shall execute all documents necessary as may reasonably be requested
by QBQ or QBQ's designated representative at any time to perfect and establish QBQ's exclusive rights in and ownership of
all Trademarks.Neither Client nor any of its Affiliates shall attempt to obtain any trademark registrations, in their own name
or in the name of any other entity except QBQ,incorporating any substantial element of any of the Trademarks.
5. LIMITED WARRANTY--LIMITATION OF REMEDIES AND LIABILITY
THE MEDIA WHICH CONTAINS THE TRAINING SYSTEM IS WARRANTED, FOR THE TERM OF THIS
AGREEMENT, TO BE FREE FROM DEFECTS IN MATERIAL AND WORKMANSHIP. CLIENT'S SOLE AND
EXCLUSIVE REMEDY, AND QBQ'S SOLE LIABILITY, IS TO REPLACE THE DEFECTIVE MEDIA, PROVIDED
THAT Client NOTIFIES QBQ IN WRITING OF SUCH DEFECT AND RETURNS TO QBQ THE DEFECTIVE MEDIA,
DURING THE TERM OF THIS AGREEMENT, AT THE FOLLOWING ADDRESS: QBQ, Inc., 11368 Nucla Street,
Commerce City,CO 80022. EXCEPT AND TO THE EXTENT EXPRESSLY PROVIDED,THE TRAINING SYSTEM IS
PROVIDED ON AN "AS IS"' BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, INCLUDING, BUT NOT
LIMITED TO,ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR CLIENT'S PURPOSE.QBQ
SHALL NOT BE LIABLE TO CLIENT FOR ANY INDIRECT, SPECIAL OR CONSEQUENTIAL DAMAGES OR LOST
PROFITS ARISING OUT OF OR RELATED TO THIS AGREEMENT OR CLIENT'S USE OF THE TRAINING
SYSTEM,EVEN IF QBQ HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL
License Agreement for the
QBQ Training System Facilitator Kits
Between QBQ,Inc.and the City of Fort Worth Page 2 of 15
QBQ'S LIABILITY HEREUNDER, IF ANY, EXCEED THE LICENSE FEE PAID BY Client FOR THE TRAINING
SYSTEM.
6. No Modification. This Agreement is the complete agreement and understanding of the parties with respect to the
Training System,and supersedes all prior oral,written or other representations and agreements. This Agreement may only be
amended in writing by an authorized officer of QBQ and Client.
7. Applicable Law. This Agreement shall be governed by the laws of the State of Colorado,USA without regard to its
principles of conflicts of law.
8. Survival. Notwithstanding anything in this Agreement to the contrary, all of the restrictions provided in Paragraphs
2,3,4,5,7,8,9, 10, 11, 12, 13 and 14 shall survive any expiration or termination of this Agreement.
9. Injunctive Relief. The Parties acknowledge that a breach or threatened breach of this Agreement by Client may
cause QBQ to suffer irreparable harm and injury such that no remedy at law will adequately compensate QBQ.QBQ shall be
entitled, in addition to any other remedies, to temporary and permanent injunctive relief, without the need to post bond,
against any actual or threatened violation of this Agreement, from any court having jurisdiction. All rights and remedies of
QBQ shall be cumulative and may be exercised singularly or concurrently,at QBQ's option.
10. Nonassignabili,tom Change in Control. Client shall not assign any of its rights or obligations under this Agreement
without the express written consent of QBQ, which consent may be withheld, conditioned or delayed in QBQ's sole
discretion. In the event of a change in control of Client, Client shall notify QBQ at least thirty (30) days prior to such event
and QBQ shall have the option to terminate or renegotiate this Agreement. "Change in control" means a merger,
consolidation, reorganization or sale of substantially all of Client's assets, or any combination thereof. Any attempted
assignment by Client without QBQ's consent shall be void.In the case of any permitted assignment by Client,this Agreement
shall be binding upon the assignee and its legal representatives and successors. Notwithstanding any such permitted
assignment,Client's obligations under this Agreement shall remain in full force and effect.
II. Severability. If a court finds any of these provisions to be invalid in whole or in part under applicable law, such
finding shall not invalidate any provision hereof, nor the Agreement in its entirety, the Agreement and each unaffected
provision remaining in full force and effect,but rather such affected provisions shall be construed and/or blue-lined,reformed
or rewritten by the court as if the most restrictive covenants permissible under applicable law were contained herein.
12. No Third Party Rights. Nothing in this Agreement confers on any third party any right or license, either express or
implied,with respect to the Training System.
13. Attorneys Fees. In the event of any litigation or arbitration between the Parties to enforce any provision of this
Agreement or any right of either party,the unsuccessful party to such litigation or arbitration shall pay to the successful party
all costs and expenses, including reasonable attorneys' fees, expert witness fees, and deposition costs, incurred by the
successful party regarding such litigation or arbitration.
14. Jurisdiction: Venue. By signing this Agreement, Client consents to the jurisdiction of the courts of the City and
County of Denver, State of Colorado if Client resides or is doing business in the State of Colorado, or the U.S.
District Court of Colorado if Client resides or its place of business is located outside of the State of Colorado and
Client is doing business outside of the State of Colorado. Client agrees that venue for any action conTming this
Agreement and the Parties shall be such courts,as the case may be.
15. Material Terms and Conditions. Client specifically agrees that each of the provisions of Paragraphs 1, 2 and 4 are
material and that failure of Client to fully comply with such provisions shall constitute sufficient cause for QBQ to terminate
this Agreement. The presence of this Paragraph 15 shall not be relevant in determining the materiality of any other provision
or any breach of this Agreement by any party.
16. Taxes. Client shall, in addition to the other amounts payable under this Agreement,pay all sales,use, value added,
or other taxes,federal,state or otherwise,which are levied or imposed by reason of the transactions contemplated hereby.
Approval of this agreement conveys full understanding of all terms above, including but not limited to the
commitment to return in a timely fashion all Facilitator Kit materials when this license expires and is not renewed.
SIGNED AND AGREED effective on- 08 20 2020
License Agreement for the
QBQ Training System Facilitator Kits
Between QBQ,Inc.and the City of Fort Worth Page 3 of 15
QBQ,INC. CLIENT: (Officer of Client organization)
By: John G. Miller By: Jesus J Chapa
Signature: John 0, Miller Signature: X .�
Title: President of QBQ,Inc. Title: Deputy City Manager
Your QBQ! representative contact info is: John G. Miller, Johng,OBQ.com, 303-286-9900; Kristin
Lindeen, Kristin@QBQ.com, 720-206-8846
APPROVED AS TO FORM AND LEGALITY:
Assistant City Attorney
OFFICIAL RECORD
Y SECRETARY
CIT
License Agreement for the
QBQ Training System Facilitator Kits
Between QBQ,Inc. and the City of Fort Worth Page 4 of 15
ADDENDUM TO AGREEMENT
BETWEEN
THE CITY OF FORT WORTH
AND
QBQ, INC.
This Addendum to the License Agreement for the QBQ Training System Facilitator Kits
("Addendum") is entered into by and between QBQ, Inc. ("Vendor") and the City of Fort Worth
("City"), collectively the "parties."
Collectively, the documents listed below will constitute the entire agreement between the parties and be
referred to as the "Agreement":
1. The License Agreement for the QBQ Training System Facilitator Kits;
2. This Addendum;
3. Vendor's Quote; and
4. Verification of Signature Authority
The parties stipulate by evidence of execution of this Addendum below by a representative of
each party duly authorized to bind the parties hereto, that the parties hereby agree that the provisions in
this Addendum below shall be applicable to the Agreement as follows:
1. Term. The Agreement shall commence upon the date signed by the Assistant City Manager
below ("Effective Date") and shall expire on September 1, 2021 ("Expiration Date"), unless
terminated earlier in accordance with the provisions of this Agreement or otherwise extended by
the parties. The City, in its sole discretion, shall have the option to renew this Agreement for up
to two (2) one (1) year renewal periods at the City's option, each a "Renewal Term." The City
shall provide Vendor with written notice of its intent to renew at least thirty (30) days prior to the
end of each term.
2. Compensation. Total payment made under this Agreement for the first year by City shall be in
an amount not to exceed Thirty-Eight Thousand and Five Hundred Dollars ($38,500.00).
Vendor shall not perform any additional services or bill for expenses incurred for City not
specified by this Agreement unless City requests and approves in writing the additional costs for
such services. City shall not be liable for any additional expenses of Vendor not specified by this
Agreement unless City first approves such expenses in writing.
3. Termination.
Addendum to License Agreement for the
QBQ Training System Facilitator Kits
Between QBQ,Inc. and the City of Fort Worth Page 5 of 15
a. Convenience. Either City or Vendor may terminate the Agreement at any time and for any reason
by providing the other parry with 30 days written notice of termination.
b. Breach. If either parry commits a material breach of the Agreement, the non-breaching Parry
must give written notice to the breaching parry that describes the breach in reasonable detail. The
breaching parry must cure the breach ten (10) calendar days after receipt of notice from the non-
breaching parry, or other time frame as agreed to by the parties. If the breaching parry fails to
cure the breach within the stated period of time, the non-breaching parry may, in its sole
discretion, and without prejudice to any other right under the Agreement, law, or equity,
immediately terminate the Agreement by giving written notice to the breaching parry.
C. Fiscal Funding; Out. In the event no funds or insufficient funds are appropriated by City in any
fiscal period for any payments due hereunder, City will notify Vendor of such occurrence and the
Agreement shall terminate on the last day of the fiscal period for which appropriations were
received without penalty or expense to the City of any kind whatsoever, except as to the portions
of the payments herein agreed upon for which funds have been appropriated.
d. Duties and Obligations of the Parties. In the event that the Agreement is terminated prior to the
Expiration Date, City shall pay Vendor for services actually rendered up to the effective date of
termination and Vendor shall continue to provide City with services requested by City and in
accordance with the Agreement up to the effective date of termination. Upon termination of the
Agreement for any reason, Vendor shall provide City with copies of all completed or partially
completed documents prepared under the Agreement. In the event Vendor has received access to
City information or data as a requirement to perform services hereunder, Vendor shall return all
City provided data to City in a machine readable format or other format deemed acceptable to
City.
4. Attorneys' Fees, Penalties, and Liquidated Damages. To the extent the attached
Agreement requires City to pay attorneys' fees for any action contemplated or taken, or penalties
or liquidated damages in any amount, City objects to these terms and any such terms are hereby
deleted from the Agreement and shall have no force or effect.
5. Law and Venue. The Agreement and the rights and obligations of the parties hereto shall
be governed by, and construed in accordance with the laws of the United States and state of
Texas, exclusive of conflicts of laws provisions. Venue for any suit brought under the Agreement
shall be in a court of competent jurisdiction in Tarrant County, Texas. To the extent the
Agreement is required to be governed by any state law other than Texas or venue in Tarrant
County, City objects to such terms and any such terms are hereby deleted from the Agreement
and shall have no force or effect.
6. Linked Terms and Conditions. If the Agreement contains a website link to t�rms and
conditions, the linked terms and conditions located at that website link as of the effective date of
Addendum to License Agreement for the
QBQ Training System Facilitator Kits
Between QBQ,Inc. and the City of Fort Worth Page 6 of 15
the Agreement shall be the linked terms and conditions referred to in the Agreement. To the
extent that the linked terms and conditions conflict with any provision of either this Addendum
or the Agreement, the provisions contained within this Addendum and the Agreement shall
control. If any changes are made to the linked terms and conditions after the date of the
Agreement, such changes are hereby deleted and void. Further, if Vendor cannot clearly and
sufficiently demonstrate the exact terms and conditions as of the effective date of the Agreement,
all of the linked terms and conditions are hereby deleted and void.
7. Insurance. The City is a governmental entity under the laws of the state of Texas and
pursuant to Chapter 2259 of the Texas Government Code, entitled "Self-Insurance by
Governmental Units," is self-insured and therefore is not required to purchase insurance. To the
extent the Agreement requires City to purchase insurance, City objects to any such provision, the
parties agree that any such requirement shall be null and void and is hereby deleted from the
Agreement and shall have no force or effect. City will provide a letter of self-insured status as
requested by Vendor.
8. Sovereign Immunity. Nothing herein constitutes a waiver of City's sovereign immunity.
To the extent the Agreement requires City to waive its rights or immunities as a government
entity; such provisions are hereby deleted and shall have no force or effect.
9. Indemnity. To the extent the Agreement, in any way, requires City to indemnify or hold
Vendor or any third party harmless from damages of any kind or character, City objects to these
terms and any such terms are hereby deleted from the Agreement and shall have no force or
effect.
10. IP Indemnification. Vendor agrees to indemnify, defend, settle, or pay, at its own
cost and expense, including the payment of attorney's fees, any claim or action against the
City for infringement of any patent, copyright, trade mark, service mark, trade secret, or
other intellectual property right arising from City's use of the Deliverable(s), or any part
thereof, in accordance with the Agreement, it being understood that the agreement to
indemnify, defend, settle or pay shall not apply if City modifies or misuses the
Deliverable(s). So long as Vendor bears the cost and expense of payment for claims or
actions against the City pursuant to this section 8, Vendor shall have the right to conduct
the defense of any such claim or action and all negotiations for its settlement or
compromise and to settle or compromise any such claim; however, City shall have the right
to fully participate in any and all such settlement, negotiations, or lawsuit as necessary to
protect the City's interest, and City agrees to cooperate with Vendor in doing so. In the
event City, for whatever reason, assumes the responsibility for payment of costs and
expenses for any claim or action brought against the City for infringement arising under
the Agreement, the City shall have the sole right to conduct the defense of any such claim
Addendum to License Agreement for the
QBQ Training System Facilitator Kits
Between QBQ,Inc. and the City of Fort Worth Page 7 of 15
or action and all negotiations for its settlement or compromise and to settle or compromise
any such claim; however, Vendor shall fully participate and cooperate with the City in
defense of such claim or action. City agrees to give Vendor timely written notice of any such
claim or action, with copies of all papers City may receive relating thereto.
Notwithstanding the foregoing, the City's assumption of payment of costs or expenses shall
not eliminate Vendor's duty to indemnify the City under the Agreement. If the
Deliverable(s), or any part thereof, is held to infringe and the use thereof is enjoined or
restrained or, if as a result of a settlement or compromise, such use is materially adversely
restricted,Vendor shall, at its own expense and as City's sole remedy, either: (a) procure for
City the right to continue to use the Deliverable(s); or (b) modify the Deliverable(s) to make
them/it non-infringing, provided that such modification does not materially adversely
affect City's authorized use of the Deliverable(s); or (c) replace the Deliverable(s)
with equally suitable, compatible, and functionally equivalent non-infringing Deliverable(s)
at no additional charge to City; or (d) if none of the foregoing alternatives is reasonably
available to Vendor, terminate the Agreement, and refund all amounts paid to Vendor by
the City, subsequent to which termination City may seek any and all remedies available to
City under law. VENDOR'S OBLIGATIONS HEREUNDER SHALL BE SECURED BY
THE REQUISITE INSURANCE COVERAGE REQUIRED BY CITY.
11. Data Breach. Vendor further agrees that it will monitor and test its data safeguards
from time to time, and further agrees to adjust its data safeguards from time to time in
light of relevant circumstances or the results of any relevant testing or monitoring. If
Vendor suspects or becomes aware of any unauthorized access to any financial or personal
identifiable information ("Personal Data") by any unauthorized person or third party, or
becomes aware of any other security breach relating to Personal Data held or stored by
Vendor under the Agreement or in connection with the performance of any services
performed under the Agreement or any Statement(s) of Work ("Data Breach"), Vendor
shall immediately notify City in writing and shall fully cooperate with City at Vendor's
expense to prevent or stop such Data Breach. In the event of such Data Breach, Vendor
shall fully and immediately comply with applicable laws, and shall take the appropriate
steps to remedy such Data Breach. Vendor will defend, indemnify and hold City, its
Affiliates, and their respective officers, directors, employees and agents, harmless from and
against any and all claims, suits, causes of action, liability, loss, costs and damages,
including reasonable attorney fees, arising out of or relating to any third party claim
arising from breach by Vendor of its obligations contained in this Section, except to the
extent resulting from the acts or omissions of City. All Personal Data to which Vendor has
access under the Agreement, as between Vendor and City, will remain the property of
City. City hereby consents to the use, processing and/or disclosure of Personal Data only for
the purposes described herein and to the extent such use or processing is necessary for
Vendor to carry out its duties and responsibilities under the Agreement, any applicable
Statement(s) of Work, or as required by law. Vendor will not transfer Personal Data to
third parties other than through its underlying network provider to perform its obligations
under the Agreement, unless authorized in writing by City. Vendor's obligation to defend,
Addendum to License Agreement for the
QBQ Training System Facilitator Kits
Between QBQ,Inc. and the City of Fort Worth Page 8 of 15
hold harmless and indemnify City shall remain in full effect if the Data Breach is the result
of the actions of a third party. All Personal Data delivered to Vendor shall be stored in the
United States or other jurisdictions approved by City in writing and shall not be
transferred to any other countries or jurisdictions without the prior written consent of City.
12. No Mandatory Arbitration. To the extent the Agreement requires mandatory arbitration to
resolve conflicts, City objects to these terms and any such terms are hereby deleted from the
Agreement and shall have no force or effect.
13. Insurance. Vendor agrees that insurance coverage provided to City by Vendor is sufficient
for purposes of the Agreement only.
14. No Debt. In compliance with Article 11 § 5 of the Texas Constitution, it is understood
and agreed that all obligations of City hereunder are subject to the availability of funds. If such
funds are not appropriated or become unavailable, City shall have the right to terminate the
Agreement except for those portions of funds which have been appropriated prior to termination.
15. Public Information. City is a government entity under the laws of the State of Texas and
all documents held or maintained by City are subject to disclosure under the Texas Public
Information Act. To the extent the Agreement requires that City maintain records in violation of
the Act, City hereby objects to such provisions and such provisions are hereby deleted from the
Agreement and shall have no force or effect. In the event there is a request for information
marked Confidential or Proprietary, City shall promptly notify Vendor. It will be the
responsibility of Vendor to submit reasons objecting to disclosure. A determination on whether
such reasons are sufficient will not be decided by City, but by the Office of the Attorney General
of the State of Texas or by a court of competent jurisdiction.
16. Addendum Controlling. If any provisions of the attached License Agreement conflict
with the terms herein, are prohibited by applicable law, conflict with any applicable rule,
regulation or ordinance of City, the terms in this Addendum shall control.
17. Immigration Nationality Act. Vendor shall verify the identity and employment eligibility
of its employees who perform work under the Agreement, including completing the Employment
Eligibility Verification Form (I-9). Upon request by City, Vendor shall provide City with copies
of all I-9 forms and supporting eligibility documentation for each employee who performs work
under the Agreement. Vendor shall adhere to all Federal and State laws as well as establish
appropriate procedures and controls so that no services will be performed by any Vendor
employee who is not legally eligible to perform such services. VENDOR SHALL
INDEMNIFY CITY AND HOLD CITY HARMLESS FROM ANY PENALTIES,
Addendum to License Agreement for the
QBQ Training System Facilitator Kits
Between QBQ,Inc.and the City of Fort Worth Page 9 of 15
LIABILITIES, OR LOSSES DUE TO VIOLATIONS OF THIS PARAGRAPH BY
VENDOR, VENDOR'S EMPLOYEES, SUBCONTRACTORS, AGENTS, OR
LICENSEES. City, upon written notice to Vendor, shall have the right to immediately terminate
the Agreement for violations of this provision by Vendor.
18. No Boycott of Israel. If Vendor has fewer than 10 employees or the Agreement is for less
than $100,000, this section does not apply. Vendor acknowledges that in accordance with
Chapter 2270 of the Texas Government Code, City is prohibited from entering into a contract
with a company for goods or services unless the contract contains a written verification from the
company that it: (1) does not boycott Israel; and (2) will not boycott Israel during the term of the
contract. The terms "boycott Israel" and "company" shall have the meanings ascribed to those
terms in Section 808.001 of the Texas Government Code. By signing this Addendum, Vendor
certifies that Vendor's signature provides written verification to City that Vendor: (1) does not
boycott Israel; and(2) will not boycott Israel during the term of the Agreement.
19. Right to Audit. Vendor agrees that City shall, until the expiration of three (3) years after
final payment under the Agreement, have access to and the right to examine any directly
pertinent books, documents, papers and records of Vendor involving transactions relating to the
Agreement. Vendor agrees that City shall have access during normal working hours to all
necessary Vendor facilities and shall be provided adequate and appropriate workspace in order to
conduct audits in compliance with the provisions of this section. City shall give Vendor
reasonable advance notice of intended audits.
Addendum to License Agreement for the
QBQ Training System Facilitator Kits
Between QBQ,Inc. and the City of Fort Worth Page 10 of 15
ACCEPTED AND AGREED:
CITY:
City of Fort Worth Contract Compliance Manager:
By signing I acknowledge that I am the person
responsible for the monitoring and administration
of this contract, including ensuring all
By: l/ performance and reporting requirements.
Name: Jesus J Chapa
Title: Deputy City Manager
Date: �^ a By:
Name: Neen Kovuru
Approval Recomme ded: Title: Assistant Director of Human Resources
Approved as to Form and Legality:
By:
Name: a ickerson
Title: ctor of Hum Resources By:
Name: rh*o'—m'aM7T ansen
Attest: Title: Assistant City Attorney
Contract Authorization:
By: M&C: ,li i
Name: Mary KayieW
Title: City Secretary
VENDOR:
QBQ, INC.
By: John G. Miller
Name: John G Miller
Title: President of QBQ, Inc.
Date: 08 20 2020
rs'w3�•'
6•i a j
Addendum to Agreement
Between QBQ,Inc. and the City of Fort Worth Page 11 of 15
Addendum to Agreement
Between QBQ,Inc.and the City of Fort Worth Page 12 of A5
Vendor Quote
B 8
QUOTE
"Personal Accountability and the QBQ!"
training system from QBQ, Inc.
Neena Kovuru
City of Fort Worth
200 Texas Street
Fort Worth, TX 76102
neena.Kovuru(a�fortworthtexas.gov
Quote for the annual use of the QBQ! training system:
Renewal of the Facilitator Kit @ $1,500 annually
Participant Kits @ $185 per person
Your QBQ! representative contact info is:
John G. Miller, John(a)QBQ.com, 303-286-9900
Kristin Lindeen, Kristin@QBQ.com, 720-206-8846
Vendor Quote to Agreement
Between QBQ,Ine. and the City of Fort Worth Page 13 of 15
Vendor Quote to Agreement
Between QBQ,Inc. and the City of Fort Worth Page 14 of 15
VERIFICATION OF SIGNATURE AUTHORITY
QBQ,INC.
11368 NUCLA STREET
COMMERCE CITY, COLORADO 80022
Execution of this Signature Verification Form ("Form") hereby certifies that the following individuals
and/or positions have the authority to legally bind Vendor and to execute any agreement, amendment or change
order on behalf of Vendor. Such binding authority has been granted by proper order, resolution, ordinance or other
authorization of Vendor. City is fully entitled to rely on the warranty and representation set forth in this Form in
entering into any agreement or amendment with Vendor. Vendor will submit an updated Form within ten (10)
business days if there are any changes to the signatory authority. City is entitled to rely on any current executed
Form until it receives a revised Form that has been properly executed by Vendor.
1. Name: Kristin Lindeen
Position: Vice President
-Krisin Llndt
Signature
2. Name:
Position:
Signature
3. Name:
Position:
Signature
Name:
John C. Miller
Signature of President/CEO
Other Title:
Date: 08 20 2020
Verification of Signature Authority for Agreement
Between QBQ,Inc. and the City of Fort Worth Page 15 of 15