HomeMy WebLinkAboutContract 45547 (2)AGREEMENT FOR PROFESSIONAL SERVICES
THIS AGREEMENT FOR PROFESSIONAL SERVICES ("Agreement") is made and
entered into by and between THE CITY OF FORT WORTH, ahome-rule municipal
corporation of the State of Texas ("City"), acting by and through its duly authorized Assistant
City Manager, and Strategic Government Resources, Inc. ("Consultant"), a Texas corporation
acting by and through its duly authorized President.
1. Services.
a) Consultant will, with good faith and due diligence, assist the City with its
executive search in selecting a new Chief Technology Officer (CTO). Consultant will
conduct a comprehensive assessment to evaluate the suitability and readiness of
selected candidates to become the City's CTO; conduct onsite interviews with the
selected candidates and designated city staff as appropriate; and provide additional
team building services at the City's option in accordance with this Agreement. In
particular, Consultant will perform all duties outlined and described in the Scope of
Services, which is attached hereto as Exhibit "A" and incorporated herein for all
purposes as though it were set forth at length. The actions and objectives contained in
Exhibit "A" are referred to herein as the "Services."
b) Consultant shall perform the Services in accordance with standards in the industry for
the same or similar services. In addition, Consultant shall perform the Services in
accordance with all applicable federal, state, and local laws, rules, and regulations.
2. Term. Services shall be provided by Consultant for a term not to exceed sixty (60) days,
beginning April 21, 2014 and ending June IV, 2014 ("Term"), unless extended by mutual
agreement or terminated earlier in accordance with Section 4 of this Agreement.
3. Compensation. As full and complete compensation for all Services and expenses,
Consultant shall be paid a fee not to exceed Twenty Thousand Dollars ($20,000.00) in
accordance with the cost summary set forth in Exhibit A. Consultant shall submit invoices to the
Professional Services Agreement with Strategic Government Resources, Inc.
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City for all Services provided and reasonable expenses incurred under this Agreement. The City
shall pay all invoices within thirty (30) days of receipt of the invoice.
4. Termination. Either Party may terminate this Agreement at any time, with or without
cause, by providing the other Party with thirty (30) days' written notice of termination. In the
event this Agreement is terminated prior to expiration of the Term, City shall pay Consultant
only for Services actually rendered and travel expenses actually incurred as of the effective date
of termination. In the event this Agreement is terminated prior to expiration of the Term,
Consultant shall continue to provide the City with services requested by the City and in
accordance with this Agreement up to the effective date of termination.
5. Independent Contractor. Consultant shall operate hereunder as an independent
contractor and not as an officer, agent, servant, or employee of City. Consultant shall have
exclusive control of and the exclusive right to control the details of the Services performed
hereunder and all persons performing same and shall be solely responsible for the acts and
omissions of its officers, agents, servants, employees, and subcontractors. The doctrine of
respondeat superior shall not apply as between the City and Consultant, its officers, agents,
servants, employees, or subcontractors. Nothing herein shall be construed as creating a
partnership or joint enterprise between City and Consultant. It is expressly understood and
agreed that no officer, agent, servants, employee, or subcontractor of Consultant is in the paid
service of City.
6. Liability and Indemnification. CONSULTANT SHALL BE LIABLE AND
RESPONSIBLE FOR ANY AND ALL PROPERTY LOSS, PROPERTY DAMAGE AND/OR
PERSONAL INJURY, INCLUDING DEATH, TO ANYAND ALL PERSONS, OFANYKIND
OR CHARACTER, WHETHER REAL OR ASSERTED, TO THE EXTENT CA USED BY THE
NEGLIGENT ACT(S) OR OMISSION(S), MALFEASANCE OR INTENTIONAL
MISCONDUCT OF CONSULTANT, ITS OFFICERS, AGENTS, SERVANTS OR
EMPLOYEES,
CONSULTANT AGREES TO DEFEND, INDEMNIFY, AND HOLD THE CITY, ITS
OFFICERS, AGENTS, SERVANTS, AND EMPLOYEES HARMLESSAGAINSTANYAND
ALL CLAIMS, LAWSUITS, ACTIONS, COSTS, AND EXPENSES OF ANY KIND,
INCLUDING, BUT NOT LIMITED TO, THOSE FOR PROPERTY DAMAGE OR LOSS
(INCLUDING ALLEGED DAMAGE OR LOSS TO OWNER'S BUSINESS AND ANY
RESULTING LOST PROFITS) AND/OR PERSONAL INJURY (INCLUDING DEATH)
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THAT MAYRELATE TO, ARISE OUT OF, OR BE OCCASIONED BY (I) CONSULTANT'S
BREACH OFANY OF THE TERMS OR PROVISIONS OF THISAGREEMENT OR (II) ANY
NEGLIGENTACT OR OMISSION OR INTENTIONAL MISCONDUCT OF CONSULTANT,
ITS OFFICERS, AGENTS, ASSOCIATES, EMPLOYEES, CONTRACTORS (OTHER THAN
THE CITY), OR SUBCONTRACTORS RELATED TO THE PERFORMANCE OF THIS
AGREEMENT; EXCEPT THAT THE INDEMNITY PROVIDED FOR IN THIS SECTION
SHALL NOT APPLY TO ANY LIABILITYRESULTING FROM THE SOLE NEGLIGENCE
OF THE CITY OR ITS OFFICERS, AGENTS, EMPLOYEES, OR SEPARATE
CONTRACTORS, AND IN THE EVENT OF JOINT AND CONCURRENT NEGLIGENCE
OF BOTH CONSULTANT AND CITY, RESPONSIBILITY, IF ANY, SHALL BE
APPORTIONED COMPARATIVELY IN ACCORDANCE WITH THE LAWS OF THE
STATE OF TEXAS. NOTHING HEREIN SHALL BE CONSTR UED AS A WAIVER OF THE
CITY'S GOVERNMENTAL IMMUNITY AS FURTHER PROVIDED BY THE LAWS OF
TEXAS.
Consultant shall require all of its subcontractors to include in their subcontracts a release
and indemnity in favor of City in substantially the same form as above.
This section shall survive the expiration or termination of this Agreement.
7. Confidential and Proprietary Information. The City acknowledges that Consultant
may use products, materials, or methodologies proprietary to Consultant. The City agrees that
Consultant's provision of services under this Agreement shall not be grounds for the City to have
or obtain any rights in such proprietary products, materials, or methodologies unless the Parties
have executed a separate written agreement with respect thereto. Consultant, for itself and its
officers, agents, servants, employees, and subcontractors, further agrees that it shall treat all
information provided to it by the City as confidential and shall not disclose any such information
to any third party without the prior written approval of the City.
Notwithstanding the foregoing, Consultant understands and agrees that the City is a
public entity under the laws of the State of Texas, and as such, is subject to various public
information laws and regulations, including, but not limited to, the Texas Public Information
Act, Chapter 552 of the Texas Government Code (the "Act"). Consultant acknowledges that,
under the Act, the following information is subject to disclosure: 1) all documents and data held
by the City, including information obtained from the Consultant, and 2) information held by the
Consultant for or on behalf of the City that relates to the transaction of the City's business and to
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which City has a right of access. If the City receives a request for any documents that may reveal
any of Consultant's proprietary information under the Act, or by any other legal process, law, rule,
or judicial order by a court of competent jui rsdiction, the City will utilize its best efforts to notify
Consultant prior to disclosure of such documents. The City shall not be liable or responsible in any
way for the disclosure of information not clearly marked as "Proprietary / Confidential
Information" or if disclosure is required by the Act or any other applicable law or court order. In
the event there is a request for such information, it will be the responsibility of Consultant to
submit reasons objecting to disclosure. A determination on whether such reasons are sufficient
will not be decided by the City, but by the Office of the Attorney General of the State of Texas or
by a court of competent jurisdiction.
8. Insurance. During the term of this Agreement, Consultant shall procure and maintain at
all times, in full force and effect, a policy or policies of insurance that provide the specific
coverage set forth in this Section as well as any and all other public risks related to Consultant's
performance of its obligations under this Agreement. Consultant shall specifically obtain the
following types of insurance at the following limits:
• Errors &Omissions (Professional Liability):.
If coverage is written on a claims -made basis, the retroactive date shall be coincident
with or prior to the date of the contractual agreement. The certificate of insurance
shall state that the coverage is claims -made and include the retroactive date. The
insurance shall be maintained for the duration of the contractual agreement and for
five (5) years following completion of the service provided under the contractual
agreement or for the warranty period, whichever is longer. An annual certificate of
insurance submitted to the City shall evidence coverage. Coverage shall be in the
following amounts:
(1) $130003000.00 per occurrence or claim
(2) $1,0003000.00 aggregate
Consultant shall promptly provide the City with certificates of insurance that verify Consultant's
compliance with the insurance requirements of this Agreement. The City's Risk Manager shall
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have the right to review and evaluate Consultant's insurance coverage and to make reasonable
requests or revisions pertaining to the types and limits of that coverage. Consultant shall comply
with such requests or revisions as a condition precedent to the effectiveness of this Agreement.
9. Assignment. Consultant shall not assign or subcontract all or any part of its rights,
privileges, or duties under this Agreement without the prior written consent of City. Any
attempted assignment or subcontract without the City's prior written approval shall be void and
constitute a breach of this Agreement.
If City grants consent to an assignment, the assignee shall execute a written agreement
with the City and the Consultant under which the assignee agrees to be bound by the duties and
obligations of Consultant under this Agreement. The Consultant and Assignee shall be jointly
liable for all obligations under this Agreement prior to the assignment. If the City grants consent
to a subcontract, the subcontractor shall execute a written agreement with the Consultant
referencing this Agreement under which the subcontractor shall agree to be bound by the duties
and obligations of the Consultant under this Agreement as such duties and obligations may
apply. The Consultant shall provide the City with a fully executed copy of any such subcontract.
10. Compliance with Law. Consultant, its officers, agents, servants, employees, and
subcontractors, shall abide by and comply with all laws, federal, state and local, including all
ordinances, rules and regulations of City. It is agreed and understood that, if City calls to the
attention of Consultant any such violation on the part of Consultant or any of its officers, agents,
servants, employees, or subcontractors, then Consultant shall immediately desist from and
correct such violation.
11. Non -Discrimination. In the execution, performance, or attempted performance of this
Agreement, Consultant will not discriminate against any person or persons because of disability,
age, familial status, sex, race, religion, color, national origin, or sexual orientation, nor will
Consultant permit its officers, agents, servants, employees, or subcontractors to engage in such
discrimination.
Professional Services Agreement with Strategic Government Resources, Inc.
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This Agreement is made and entered into with reference specifically to Chapter 17,
Article III, Division 3, of the City Code of the City of Fort Worth ("Discrimination in
Employment Practices"), and Consultant hereby covenants and agrees that Consultant, its
officers, agents, employees, and subcontractors have fully complied with all provisions of same
and that no employee or employee -applicant has been discriminated against by either Consultant,
its officers, agents, employees, or subcontractors.
12. Right to Audit. Consultant agrees that the City shall, until the expiration of three (3)
years after final payment under this Agreement, have access to and the right to examine any
directly pertinent books, documents, papers and records of the Consultant involving transactions
relating to this Agreement. Consultant agrees that the City shall have access during normal
working hours to all necessary Consultant facilities and shall be provided adequate and
appropriate workspace in order to conduct audits in compliance with the provisions of this
section. The City shall give Consultant reasonable advance notice of intended audits.
Consultant further agrees to include in all of its subcontractor agreements hereunder a
provision to the effect that the subcontractor agrees that the City shall, until the expiration of
three (3) years after final payment under the subcontract, have access to and the right to examine
any directly pertinent books, documents, papers and records of such subcontractor involving
transactions to the subcontract, and further that City shall have access during normal working
hours to all subcontractor 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
subcontractor reasonable advance notice of intended audits.
This section shall survive the expiration or termination of this Agreement.
13. Fiscal Funding. In the event no funds or insufficient fiends are appropriated by the City
in any fiscal period for any payments hereunder, City will notify Consultant of such occurrence
and this Agreement shall terminate on the last day of the fiscal period for which appropriations
were received without penalty or expense to City of any kind whatsoever, except as to the
portions of the payments herein agreed upon for which funds shall have been appropriated.
Professional Services Agreement with Strategic Government Resources, Inc. Page 6 of ll
14. Venue and Jurisdiction. Should any action, whether real or asserted, at law or in equity,
arise out of the execution, performance, attempted performance of this Agreement, venue for
said action shall lie in Tarrant County, Texas,
15. Notices. Notices to be provided hereunder shall be sufficient if forwarded to the other
Party by hand -delivery or via U.S. Postal Service certified mail, postage prepaid, to the address
of the other Party shown below:
Susan Alanis, Assistant City Manager
City of Fort Worth
1000 Throckmorton St.
Fort Worth, Texas 76102
(817) 392-2689
Ron Holifield, President
Strategic Government Resources, Inc.
1117 Bourland Road
Her, Texas 76248
(817) 3374581
16. Solicitation of Employees. Neither the City nor Consultant shall, during the term of this
Agreement and additionally for a period of one year after its termination, solicit for employment
or employ, whether as employee or independent contractor, any person who is or has been
employed by the other during the term of this Agreement, without the prior written consent of
the person's employer.
17. Non -Waiver. The failure of either Party to insist upon the performance of any term or
provision of this Agreement or to exercise any right herein conferred shall not be construed as a
waiver or relinquishment to any extent of City's or Consultant's right to assert or rely on any
such term or right on any future occasion.
18. Disclosure of Conflicts. Consultant hereby warrants to the City that Consultant has
made full disclosure in writing of any existing or potential conflicts of interest related to
Consultant's provision of the Services. In the event that any conflicts of interest arise after the
execution of this Agreement, Consultant hereby agrees to make full disclosure to the City in
writing immediately upon learning of such conflict.
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19. Minority and Woman Business Enterprise Participation. —Intentionally deleted.
20. Governmental Powers, Both Parties agree and understand that the City does not waive
or surrender any of its governmental powers by execution of this Agreement.
21. Severability. If any provision of this Agreement is held to be invalid, illegal or
unenforceable, the validity, legality and enforceability of the remaining provisions shall not in
any way be affected or impaired.
22. Force Maieure. If either Party is unable, either in whole or part, to fulfill its obligations
under this Agreement due to acts of God; strikes, lockouts, or other industrial disturbances; acts
of public enemies; wars; blockades; insurrections; riots; epidemics; public health crises;
earthquakes; fires; floods; restraints or prohibitions by any court, board, department,
commission, or agency of the United States or of any state; declaration of a state of disaster or of
emergency by the federal, state, county, or City government in accordance with applicable law;
issuance of a Level Orange or Level Red Alert by the United States Department of Homeland
Security; any arrests and restraints; civil disturbances; or explosions; or some other reason
beyond the Party's reasonable control (collectively, "Force Majeure Event"), the obligations so
affected by such Force Majeure Event will be suspended only during the continuance of such
event.
23. Headings not Controlling. Headings and titles used in this Agreement are for reference
purposes only and shall not be deemed a part of this Agreement.
24. Review of Counsel. The Parties acknowledge that each Party and its counsel have
reviewed and revised this Agreement and that the normal rules of construction to the effect that
any ambiguities are to be resolved against the drafting party shall not be employed in the
interpretation of this Agreement or exhibits hereto.
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25. Amendment. No amendment, modification, or alteration of the terms of this Agreement
shall be binding unless the same is in writing, dated subsequent to the date hereof, and duly
executed by the parties hereto.
26. SiYXnature Authority. The person signing this Agreement hereby warrants that he or she
has the legal authority to execute this Agreement on behalf of his or her respective Party, and
that such binding authority has been granted by proper order, resolution, ordinance or other
authorization of the entity. The other Party is fully entitled to rely on this warranty and
representation in entering into this Agreement.
27. Entire Agreement. This written instrument (together with any attachments, exhibits,
and appendices) constitutes the entire understanding between the Parties concerning the work
and services to be performed hereunder, and any prior or contemporaneous, oral or written
agreement that purports to vary from the terms hereof shall be void.
[SIGNATURES APPEAR ON FOLLOWING PAGE]
Professional Services Agreement with Strategic Government Resources, Inc.
Page 9 of 11
EXECUTED in multiple originals on this, the / day of April, 2014.
CITY OF FORT WORTH, TEXAS
Assistant City M nag r
Date Signed: 1a
ATTEST:
J.
City
APPROVED AS TO FORM',,
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NM
Maleshia B. Farmer
Senior Assistant City Attorney
M&C: Not required
ESOURCES5 INC.
President
Date Signed. Ll it
WITNESS:
AFFICIAL RECOR®
CITY SECRETARY
WORTH, TX
Professional Services Agreement with Strategic Government Resources, Inc. Page 10 of 11
EXHIBIT A
SCOPE OF SERVICES
Professional Services Agreement with Strategic Government Resources, Inc. Page 11 of ll
April 13, 2014
Ms. Susan Alanis
Assistant City Manager
City of Fort Worth, Texas
Dear Ms. Alanis:
I am pleased to submit this proposal for limited service executive search assistance to assist you in
selecting a new Chief Technology Officer (CTO). We understand that you desire to have an outside
consultant conduct a comprelensive assessment to evaluate the suitability and readiness of three
internal prospects to become the next CTO.
Assessment Methodolo�y
We recommend that this process include:
1. SGR reviews any organizational information that will provide additional insights into the
culture, organizational dynamics and pi iorities of the department. This would include, but
not be limited to, organizational value statements, operational assessments, management
studies, budget, departmental strategic plan, etc.
2. SGR meets with the Assistant City Manager in advance of the process to identify and
understand organizational culture, key questions, and significant issues.
3. The prospects will be asked to complete a comprehensive questionnaire that will provide
additional insight into their approaches to various significant issues facing the department,
technical expertise, major professional trends and their approach to transforming the
department into a dynamic and leading edge operation. This will include a written
assessment exercise in which they will develop a prospective first year work plan should they
be selected to become the next CTO. This exercise is designed to provide insight into how
they would approach various issues facing the department, including the degree to which
they will be capable and effective in supporting the shift in direction that is underway. It
will also assist in evaluating their analytical insights and their communication skills. The
candidates will be given a minimum of one week to prepare their first year work plan, which
should be a maximum of five pages in length.
4. SGR Conducts an onsite interview of each direct report to the CTO, plus each of his/her
peer Department Heads. Topics to be explored included:
o Accomplishments
o Leadership
o Development of Future Leaders
o Planning and Organizing
o Directing and Controlling
o Written Communication Skills
o Verbal Communication Skills
o Interpersonal Skills
o Judgment
o Wonting with Employees
P0 Box 1642 Keller, Texas 76244 817-337-8581 www.Govern men tItesource.coni
o Working with the Community
o Working with Peers
o Change Management
o Initiative
o Innovation
o Adaptability
o Teambuilding
o Trust Building
o Diversity
o Strategic Thinking
o Professional Knowledge
o Other Issues as Requested
5. The candidates and selected team members all take an IOPT psychometric assessment and
SGR provides customized written assessment reports (and onsite verbal interpretation
assistance) to the Assistant City Manager regarding the prospects including:
o Individual Leadership Report
o Advanced Leader Report
o Learning Report
o Career Report
o Change Management Report
o Emotional Impact Management Report
o Coaching Report
o Team Analysis
Candidates and team members who will take the IOPT assessment include:
ACM and Direct Reports
Susan Alanis, ACM
Lynda Johnson, Chief Performance Officer
Brian Dickerson, HR
Richard Zavala, Parks
Kirk Slaughter, Public Events
Michelle Gutt, Communications and Public Engagement
Aaron Bovos, Finance
Candidates
Harry Anderson
Steve Streiffert, IT Operations
Greg Jordan, ERP Project Director (technically Finance AD)*
Managers
Mai Tran, IT Services
Alan Girton, Radio and Security
Andrew Arnold, Desktop/Mainframe
Marilyn Marvin, Data and Voice
Cheryl Harris, Project Management and Business Planning
Mark Deboer, Applications/Databases/GIS
Barbara Hines, Administration
Monty Hall, ERP Project Manager*
Melissa Ramon, Payroll/HRIS Team Lead*
Margaret Wise
Scott Mitchell
Neena Kovuru
6. SGR conducts an onsite interview of the three candidates to explore any issues identified in
steps 1-5 above, as well as other issues based on the pre -conference with the Assistant City
Manager and or other designated committee.
7. In the event that the determination is made to appoint one of the three prospects as CTO, it
is recommended that a team retreat be conducted after appointment to provided deeper
insight and understanding by the team in how to utilize the information and insights
developed as a result of the IOPT assessments to strengthen the effectiveness of the
Department Leadership team in their new leadership dynamics. Although this is optional
and supplemental to the selection process, we strongly recommend this as a critical part of
getting the new team off on the right foot.
8. A separate team retreat is recommended following the appointment of a CTO for the ACM
and her direct reports.
Timeline and Cost of Services
1. Candidates will be given a minimum of one week to respond to the approximately 25 item
narrative questionnaire described in item 3 above. The cost is $300 per candidate ($900 for
three) including development of the questionnaire, facilitation of the process, and evaluation
of the results. This will include the first year game plan exercise.
2. Onsite interviews described in item 6 above would require approximately 45 minutes per
interview. The cost would be $375 per onsite interview ($8250 for 22 interviews. More or
less interviews would adjust the cost accordingly). This includes all travel time, report
preparation and a follow up conference with the Assistant City Manager. This project
would be personally handled by Ron Holifield and Jason Cooley. This will require
approximately 4 business days, and could be conducted the week following completion of
item 2 above.
3. The IOPT assessment and reports detailed in item 7 above would be conducted online, but it
is recommended that SGR's assessor and SGR's Director of Leadership Development meet
with the Assistant City Manager in person to discuss the detailed results of this very
comprehensive assessment of the team dynamics of the candidate and his/her leadership
team. This is anticipated to require about a two hour session. The cost would be $200 per
person ($4400 based upon the 22 individuals detailed above) for all of the comprehensive
IOPT assessments combined. This could be completed the same week.
4. SGR would conduct an onsite interview of the three candidates to explore any issues
identified in items 1-6 above, plus any issues the Assistant City Manager wants to have
explored. Onsite interview of the three prospects described above would cost $500 per
prospect ($1,500 total). This would include a one on one debriefing with the Assistant City
Manager or designated committee following the interview.
5. In the event the City chose to have a departmental leadership team retreat following
appointment of the new CTO utilizing the IOPT instruments, the cost for a half day
workshop would be $2,500. No additional fee would be required for the IOPT assessments,
although all participants would receive their reports. This could be completed at the
convenience of the Department.
6. In the event the City chose to have a leadership team retreat for the direct reports to the
ACM following appointment of the new CTO utilizing the IOPT instruments, the cost for a
half day workshop would be $2500. No additional fee would be required for the IOPT
assessments, although all participants would receive their reports. This could be completed
at the convenience of the ACM.
Cost Summary (assuming 19 participants as detailed above)
1. Narrative questionnaire and assessment exercise for the three prospects: $ 900
2. Onsite interviews of 22 individuals: $ 8,250
3. Completion of IOPT assessments for 22 individuals and onsite
interpretation of the report to the Assistant City Manager: $ 4,400
4. Comprehensive one on one interview of the three prospects. $ 1,500
Total cost of professional services: $15,050
Expenses will be billed out at the current IRS rate for mileage, plus 21 cents per page for printing
costs plus binding costs, as needed.
Optional Supplemental Services
5. Department leadership team retreat:
6. ACM Direct Reports leadership team retreat:
$ 2,500
$ 2,500
All of the above pricing will vary up or down based upon the number of direct reports and peers
actually included in the process.
The above services have been detailed in the recommended order for them to be conducted. In the
event that anywhere in the process, the City should determine that enough information has been
gleaned to either appoint one of the prospects as CTO, or that neither of the three should be
appointed as CTO, or otherwise desire to discontinue the process, the City is under no obligation to
proceed with any subsequent steps in the process as detailed above.
Please let me know if you have any questions or need any additional information.
Should the City desire to move forward with this proposal for SGR to assist the City in an assessment
of your three prospects to become CTO, please execute a copy of this proposal and return it to us
electronically at Rona GovernmentResource.com and we will execute and return it.
Approved and Agree, ibis the V�I` day of April, 2014, by and between
Ron Holifield '^ � Susan Alanis
CEO ant City Manager
SGR Executive Search City of Fort Worth, Texas