HomeMy WebLinkAboutContract 57145 City Secretary Contract No. 57145
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PROFESSIONAL SERVICES AGREEMENT
This PROFESSIONAL SERVICES AGREEMENT("Agreement")is made and entered into by
and between the CITY OF FORT WORTH("City"),a Texas home rule municipal corporation,acting by
and through Reginald Zeno, its duly authorized Interm Assistant City Manager, and GovHR USA, LLC
("Consultant"), an Illinois Limited Liability Company, acting by and through_Judy Schmittgens, its duly
authorized Corporate Secretary, each individually referred to as a "party" and collectively referred to as
the "parties."
AGREEMENT DOCUMENTS:
The Agreement documents shall include the following:
1. This Consultant Services Agreement;
2. Exhibit A— Scope of Services;
3. Exhibit B—Price Schedule; and
4. Exhibit C—Verification of Signature Authority Form.
Exhibits A,B and C,which are attached hereto and incorporated herein, are made a part of this Agreement
for all purposes. In the event of any conflict between the terms and conditions of Exhibits A, B or C and
the terms and conditions set forth in the body of this Agreement,the terms and conditions of this Agreement
shall control.
1. Scope of Services.
a.) Consultant will,with good faith and due diligence,assist the City in the process of conducting
an executive search to select a new Assistant Parks Director for the City of Fort Worth. In
particular, Consultant will perform all duties outlined and described in the Scope of Work in
Exhibit"A," - Scope of Services, 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. This Agreement shall begin on the date signed by the Assistant City Manager below
("Effective Date") and shall expire on June 30, 2022 ("Expiration Date"), unless terminated earlier in
accordance with this Agreement("Initial Term").
3. Compensation. City will pay Consultant in accordance with the provisions of this
Agreement, including Exhibit`B,"— Price Schedule. The maximum amount to be paid
to Consultant by City for all Services,including the$18,500.00 fixed Recruitment Fee
and any reimbursable expenses,advertising or supplemental services,shall not exceed
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
City Secretary Contract No.
Twenty-Six Thousand Dollars ($26,000.00). Structure of payments and Consultant's
Full Scope Recruitment guarantee is more fully discussed in Exhibit `B."
Consultant shall not perform any additional services or bill for expenses incurred for City
not specified by this Agreement, including any reimbursable expenses or supplemental
services,unless City requests and approves in writing the additional costs for such services.
The City shall not be liable for any additional expenses of Consultant not specified by this
Agreement unless the City first approves such expenses in writing. City agrees to pay all
invoices of Consultant within thirty (30) days of receipt of such invoice. Consultant may
charge interest on late payments not to exceed one percent(1%)per month, or,if less,the
highest rate permitted by law.
4. Termination.
4.1. Written Notice. City or Consultant may terminate this Agreement at any time and for any
reason by providing the other party with 30 days' written notice of termination.
4.2 Non-appropriation of Funds. hi the event no funds or insufficient funds are appropriated
by City in any fiscal period for any payments due 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 have been appropriated.
4.3 Duties and Obligations of the Parties. In the event that this Agreement is terminated prior
to the Expiration Date, City shall pay Consultant for services actually rendered up to the effective date of
termination and Consultant shall continue to provide City with services requested by City and in accordance
with this Agreement up to the effective date of termination. Upon termination of this Agreement for any
reason, Consultant shall provide City with copies of all completed or partially completed documents
prepared under this Agreement. In the event Consultant has received access to City Information or data as
a requirement to perform services hereunder, Consultant shall return all City provided data to City in a
machine readable format or other format deemed acceptable to City.
5. Disclosure of Conflicts and Confidential Information.
5.1 Disclosure of Conflicts. Consultant hereby warrants to City that Consultant has made full
disclosure in writing of any existing or potential conflicts of interest related to Consultant's services under
this Agreement. In the event that any conflicts of interest arise after the Effective Date of this Agreement,
Consultant hereby agrees immediately to make full disclosure to City in writing.
5.2 Confidential Information. Consultant, for itself and its officers, agents and employees,
agrees that it shall treat all information provided to it by City("City Information")as confidential and shall
not disclose any such information to a third party without the prior written approval of City.
5.3 Public Information Act. 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. hi the event there is a request for information marked Confidential or Proprietary,City shall promptly
notify Consultant. 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 City,but by the Office of the
Attorney General of the State of Texas or by a court of competent jurisdiction.
City Secretary Contract No.
5.4 Unauthorized Access. Consultant shall store and maintain City Information in a secure
manner and shall not allow unauthorized users to access, modify, delete or otherwise corrupt City
Information in any way. Consultant shall notify City immediately if the security or integrity of any City
Information has been compromised or is believed to have been compromised, in which event, Consultant
shall, in good faith, use all commercially reasonable efforts to cooperate with City in identifying what
information has been accessed by unauthorized means and shall fully cooperate with City to protect such
City Information from further unauthorized disclosure.
6. Ri2ht to Audit. Consultant agrees that City shall, until the expiration of three (3) years
after final payment under this contract,or the final conclusion of any audit commenced during the said three
years,have access to and the right to examine at reasonable times any directly pertinent books,documents,
papers and records,including,but not limited to,all electronic records,of Consultant involving transactions
relating to this Agreement at no additional cost to City.Consultant agrees that City shall have access during
normal working hours to all necessary Consultant facilities and shall be provided adequate and appropriate
work space in order to conduct audits in compliance with the provisions of this section. City shall give
Consultant reasonable advance notice of intended audits.
7. Independent Contractor. It is expressly understood and agreed that Consultant shall
operate as an independent contractor as to all rights and privileges and work performed under this
Agreement, and not as agent, representative or employee of City. Subject to and in accordance with the
conditions and provisions of this Agreement,Consultant 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. Consultant acknowledges that the doctrine of
respondeat superior shall not apply as between City, its officers, agents, servants and employees, and
Consultant, its officers, agents, employees, servants, contractors and subcontractors. Consultant further
agrees that nothing herein shall be construed as the creation of a partnership or joint enterprise between
City and Consultant. It is further understood that City shall in no way be considered a Co-employer or a
Joint employer of Consultant or any officers, agents, servants, employees or subcontractor of Consultant.
Neither Consultant,nor any officers, agents, servants, employees or subcontractors of Consultant shall be
entitled to any employment benefits from City. Consultant 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.
8. Liability and Indemnification.
8.1 LIABILITY-CONSULTANT SHALL BE LIABLE AND RESPONSIBLE FOR
ANY AND ALL PROPERTY LOSS, PROPERTY DAMAGE AND/OR PERSONAL INJURY,
INCLUDING DEATH, TO ANY AND ALL PERSONS, OF ANY KIND OR CHARACTER,
WHETHER REAL OR ASSERTED, TO THE EXTENT CAUSED BY THE NEGLIGENT
ACT(S) OR OMISSION(S), MALFEASANCE OR INTENTIONAL MISCONDUCT OF
CONSULTANT,ITS OFFICERS,AGENTS,SERVANTS OR EMPLOYEES.
8.2 GENERAL INDEMNIFICATION- CONSULTANT HEREBY COVENANTS
AND AGREES TO INDEMNIFY,HOLD HARMLESS AND DEFEND CITY,ITS OFFICERS,
AGENTS,SERVANTS AND EMPLOYEES,FROMAND AGAINST ANY AND ALL CLAIMS
OR LAWSUITS OF ANY KIND OR CHARACTER, WHETHER REAL OR ASSERTED,FOR
EITHER PROPER TYDAMA GE OR LOSS(INCL UDING ALLEGED DAMAGE OR LOSS TO
CONSULTANT'S BUSINESS AND ANY RESULTING LOST PROFITS) AND/OR
PERSONAL INJURY,INCL UDING DEATH, TO ANY AND ALL PERSONS,ARISING OUT
OF OR IN CONNECTION WITH THISAGREEMENT, TO THE EXTENT CAUSED BY THE
City Secretary Contract No.
NEGLIGENT ACTS OR OMISSIONS OR MALFEASANCE OF CONSULTANT, ITS
OFFICERS,AGENTS,SERVANTS OR EMPLOYEES.
8.3 INTELLECTUAL PROPERTY INDEMNIFICATION— Consultant agrees to
defend, settle, or pay, at its own cost and expense, any claim or action against City for
infringement of any patent, copyright, trade mark, trade secret, or similar property right
arising from City's use of the software and/or documentation in accordance with this
Agreement,it being understood that this agreement to defend, settle or pay shall not apply if
City modifies or misuses the software and/or documentation. So long as Consultant bears the
cost and expense of payment for claims or actions against City pursuant to this section,
Consultant 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 City's interest, and City agrees to cooperate
with Consultant 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 City for
infringement arising under this Agreement, City shall have the sole 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, Consultant shall fully participate and
cooperate with City in defense of such claim or action. City agrees to give Consultant timely
written notice of any such claim or action,with copies of all papers City may receive relating
thereto. Notwithstanding the foregoing, City's assumption of payment of costs or expenses
shall not eliminate Consultant's duty to indemnify City under this Agreement.If the software
and/or documentation 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, Consultant shall, at its own expense and as City's sole remedy, either: (a)procure
for City the right to continue to use the software and/or documentation; or (b) modify the
software and/or documentation to make it non-infringing, provided that such modification
does not materially adversely affect City's authorized use of the software and/or
documentation; or (c) replace the software and/or documentation with equally suitable,
compatible,and functionally equivalent non-infringing software and/or documentation at no
additional charge to City; or (d)if none of the foregoing alternatives is reasonably available
to Consultant terminate this Agreement, and refund all amounts paid to Consultant by City,
subsequent to which termination City may seek any and all remedies available to City under
law.
9. Assignment and Subcontracting.
9.1 Assignment. Consultant shall not assign or subcontract any of its duties,
obligations or rights under this Agreement without the prior written consent of City. If City grants
consent to an assignment,the assignee shall execute a written agreement with City and Consultant
under which the assignee agrees to be bound by the duties and obligations of Consultant under this
Agreement. Consultant and Assignee shall be jointly liable for all obligations of Consultant under
this Agreement prior to the effective date of the assignment.
9.2 Subcontract. If City grants consent to a subcontract, subcontractor shall execute a
written agreement with Consultant referencing this Agreement under which subcontractor shall
agree to be bound by the duties and obligations of Consultant under this Agreement as such duties
and obligations may apply. Consultant shall provide City with a fully executed copy of any such
subcontract.
City Secretary Contract No.
10. Insurance. Consultant shall provide City with certificate(s) of insurance documenting
policies of the following types and minimum coverage limits that are to be in effect prior to commencement
of any work pursuant to this Agreement:
10.1 Coverage and Limits
(a) Commercial General Liability:
$1,000,000- Each Occurrence
$2,000,000- Aggregate
(b) Automobile Liability:
$1,000,000 - Each occurrence on a combined single limit basis
Coverage shall be on any vehicle used by Consultant, its employees, agents,
representatives in the course of providing services under this Agreement. "Any
vehicle" shall be any vehicle owned,hired and non-owned.
(c) Worker's Compensation:
Statutory limits according to the Texas Workers' Compensation Act or any other
state workers' compensation laws where the work is being performed
Employers' liability
$100,000- Bodily Injury by accident;each accident/occurrence
$100,000- Bodily Injury by disease; each employee
$500,000- Bodily Injury by disease; policy limit
(d) Professional Liability(Errors&Omissions):
$1,000,000- Each Claim Limit
$1,000,000- Aggregate Limit
Professional Liability coverage may be provided through an endorsement to the
Commercial General Liability (CGL) policy, or a separate policy specific to
Professional E&O. Either is acceptable if coverage meets all other requirements.
Coverage shall be claims-made,and maintained for the duration of the contractual
agreement and for two (2) years following completion of services provided. An
annual certificate of insurance shall be submitted to City to evidence coverage.
10.2 General Requirements
(a) The commercial general liability and automobile liability policies shall
name City as an additional insured thereon, as its interests may appear. The term
City shall include its employees, officers, officials, agents, and volunteers in
respect to the contracted services.
(b) The workers' compensation policy shall include a Waiver of Subrogation
(Right of Recovery)in favor of City.
City Secretary Contract No.
(c) A minimum of Thirty (30) days' notice of cancellation or reduction in
limits of coverage shall be provided to City. Ten (10) days' notice shall be
acceptable in the event of non-payment of premium.Notice shall be sent to the
Risk Manager, City of Fort Worth, 200 Texas Street, Fort Worth, Texas 76102,
with copies to the Fort Worth City Attorney at the same address.
(d) 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-VII
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.
(e) Any failure on the part of City to request required insurance
documentation shall not constitute a waiver of the insurance requirement.
(f) Certificates of Insurance evidencing that Consultant has obtained all
required insurance shall be delivered to the City prior to Consultant proceeding
with any work pursuant to this Agreement.
11. Compliance with Laws, Ordinances,Rules and Regulations. Consultant agrees that in
the performance of its obligations hereunder, it shall comply with all applicable federal, state and local
laws, ordinances, rules and regulations and that any work it produces in connection with this Agreement
will also comply with all applicable federal, state and local laws,ordinances,rules and regulations. If City
notifies Consultant of any violation of such laws, ordinances, rules or regulations, Consultant shall
immediately desist from and correct the violation.
12. Non-Discrimination Covenant. Consultant, for itself, its personal representatives,
assigns, subConsultants and successors in interest, as part of the consideration herein, agrees that in the
performance of Consultant'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. IF ANY CLAIM
ARISES FROM AN ALLEGED VIOLATION OF THIS NON-DISCRIMINATION COVENANT
BY CONSULTANT, ITS PERSONAL REPRESENTATIVES, ASSIGNS, SUBCONSULTANTSS
OR SUCCESSORS IN INTEREST, CONSULTANT AGREES TO ASSUME SUCH LIABILITY
AND TO INDEMNIFY AND DEFEND CITY AND HOLD CITY HARMLESS FROM SUCH
CLAIM.
13. Notices. Notices required pursuant to the provisions of this Agreement shall be
conclusively determined to have been delivered when (1) hand-delivered to the other party, its agents,
employees, servants or representatives, (2) delivered by facsimile with electronic confirmation of the
transmission,or(3)received by the other party by United States Mail,registered,return receipt requested,
addressed as follows:
To CITY: To CONSULTANT:
City of Fort Worth GovHR USA,LLC
Attn: Reginald Zeno, Interim Assistant City Judy Schmittgens
Manager 630 Dundee Road, Suite 225
200 Texas Street Northbrook,IL 60062
Fort Worth,TX 76102-6314
Facsimile: (817) 392-8654 Facsimile: 847-380-3240
City Secretary Contract No.
With copy to Fort Worth City Attorney's Office at
same address
14. Solicitation of Employees. Neither 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.
Notwithstanding the foregoing,this provision shall not apply to an employee of either party who responds
to a general solicitation of advertisement of employment by either party.
15. Governmental Powers. It is understood and agreed that by execution of this Agreement,
City does not waive or surrender any of its governmental powers or immunities.
16. No Waiver. The failure of City or Consultant to insist upon the performance of any term
or provision of this Agreement or to exercise any right granted herein shall not constitute a waiver of City's
or Consultant's respective right to insist upon appropriate performance or to assert any such right on any
future occasion.
17. Governine Law/Venue. This Agreement shall be construed in accordance with the laws
of the State of Texas. If any action,whether real or asserted,at law or in equity,is brought pursuant to this
Agreement, venue for such action shall lie in state courts located in Tarrant County, Texas or the United
States District Court for the Northern District of Texas,Fort Worth Division.
18. 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.
19. Force Majeure. City and Consultant will exercise their best efforts to meet their respective
duties and obligations as set forth in this Agreement,but will not be held liable for any delay or omission
in performance due to force majeure or other causes beyond their reasonable control, including, but not
limited to, compliance with any government law, ordinance, or regulation; acts of God; acts of the public
enemy; fires; strikes; lockouts; natural disasters; wars; riots; epidemics or pandemics; government action
or inaction; orders of government; material or labor restrictions by any governmental authority;
transportation problems;restraints or prohibitions by any court,board,department,commission,or agency
of the United States or of any States;civil disturbances;other national or regional emergencies;or any other
similar cause not enumerated herein but which is beyond the reasonable control of the Party whose
performance is affected (collectively, "Force Majeure Event"). The performance of any such obligation is
suspended during the period of, and only to the extent of, such prevention or hindrance, provided the
affected Party provides notice of the Force Majeure Event, and an explanation as to how it prevents or
hinders the Party's performance, as soon as reasonably possible after the occurrence of the Force Majeure
Event,with the reasonableness of such notice to be determined by the City in its sole discretion.The notice
required by this section must be addressed and delivered in accordance with Section 13 of this Agreement.
20. Headings not Controlling. Headings and titles used in this Agreement are for reference
purposes only, shall not be deemed a part of this Agreement, and are not intended to define or limit the
scope of any provision of this Agreement.
21. 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
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ambiguities are to be resolved against the drafting parry shall not be employed in the interpretation of this
Agreement or Exhibits A,B,and C.
22. Amendments/Modifications/Extensions. No amendment,modification, or extension
of this Agreement shall be binding upon a party hereto unless set forth in a written instrument, which is
executed by an authorized representative of each party.
23. Entirety of Agreement. This Agreement, including Exhibits A, B and C, contains the
entire understanding and agreement between City and Consultant,their assigns and successors in interest,
as to the matters contained herein. Any prior or contemporaneous oral or written agreement is hereby
declared null and void to the extent in conflict with any provision of this Agreement.
24. Counterparts. This Agreement may be executed in one or more counterparts and each
counterpart shall,for all purposes,be deemed an original,but all such counterparts shall together constitute
one and the same instrument.
25. Warranty of Services. Consultant warrants that its services will be of a high quality and
conform to generally prevailing industry standards. City must give written notice of any breach of this
warranty within thirty(30)days from the date that the services are completed.In such event,at Consultant's
option, Consultant shall either (a) use commercially reasonable efforts to re-perform the services in a
manner that conforms with the warranty, or (b) refund the fees paid by City to Consultant for the
nonconforming services.
26. Immigration Nationality Act. Consultant shall verify the identity and employment
eligibility of its employees who perform work under this Agreement,including completing the Employment
Eligibility Verification Form(I-9). Upon request by City,Consultant shall provide City with copies of all
I-9 forms and supporting eligibility documentation for each employee who performs work under this
Agreement. Consultant 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 Consultant employee who is not legally eligible
to perform such services. CONSULTANT SHALL INDEMNIFY CITY AND HOLD CITY
HARMLESS FROM ANY PENALTIES,LIABILITIES, OR LOSSES DUE TO VIOLATIONS OF
THIS PARAGRAPH BY CONSULTANT, CONSULTANT'S EMPLOYEES,
SUBCONTRACTORS,AGENTS,OR LICENSEES.City,upon written notice to Consultant,shall have
the right to immediately terminate this Agreement for violations of this provision by Consultant.
27. Ownership of Work Product. City shall be the sole and exclusive owner of all reports,
work papers, procedures, guides, and documentation, created, published, displayed, and/or produced in
conjunction with the services provided under this Agreement(collectively, "Work Product"). Further,City
shall be the sole and exclusive owner of all copyright,patent,trademark,trade secret and other proprietary
rights in and to the Work Product. Ownership of the Work Product shall inure to the benefit of City from
the date of conception, creation or fixation of the Work Product in a tangible medium of expression
(whichever occurs first).Each copyrightable aspect of the Work Product shall be considered a"work-made-
for-hire" within the meaning of the Copyright Act of 1976, as amended. If and to the extent such Work
Product,or any part thereof,is not considered a"work-made-for-hire"within the meaning of the Copyright
Act of 1976,as amended, Consultant hereby expressly assigns to City all exclusive right,title and interest
in and to the Work Product, and all copies thereof, and in and to the copyright, patent, trademark, trade
secret, and all other proprietary rights therein,that City may have or obtain,without further consideration,
free from any claim,lien for balance due,or rights of retention thereto on the part of City.
28. Signature Authority.The person signing this Agreement hereby warrants that he/she has
the legal authority to execute this Agreement on behalf of the respective party, and that such binding
City Secretary Contract No.
authority has been granted by proper order,resolution,ordinance or other authorization of the entity. This
Agreement and any amendment hereto, may be executed by the Managing Partner of Consultant whose
name,title and signature is affixed on the Signature Page of this Agreement. Each party is fully entitled to
rely on these warranties and representations in entering into this Agreement or any amendment hereto.Any
signature delivered by a party by facsimile or other electronic transmission (including email transmission
of a portable document file (pdf)or similar image) shall be deemed to be an original signature hereto.
29. Change in Company Name or Ownership. Consultant shall notify City's Purchasing
Manager, in writing, of a company name, ownership, or address change for the purpose of maintaining
updated City records. The president of Consultant or authorized official must sign the letter. A letter
indicating changes in a company name or ownership must be accompanied with supporting legal
documentation such as an updated W-9,documents filed with the state indicating such change,copy of the
board of director's resolution approving the action,or an executed merger or acquisition agreement. Failure
to provide the specified documentation so may adversely impact future invoice payments.
30. No Boycott of Israel. If Consultant has fewer than 10 employees or this Agreement is for
less than $100,000,this section does not apply. Consultant acknowledges that in accordance with Chapter
2270 of the Texas Government Code,the 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 contract,Consultant certifies that Consultant's signature provides
written verification to the City that Consultant: (1) does not boycott Israel; and (2)will not boycott
Israel during the term of the contract.
31. Prohibition on Boycotting Energy Companies. Vendor acknowledges that, in
accordance with Chapter 2274 of the Texas Government Code, as added by Acts 2021, 87th Leg., R.S.,
S.B. 13, § 2, the City is prohibited from entering into a contract for goods or services that has a value of
$100,000 or more that is to be paid wholly or partly from public funds of the City with a company with 10
or more full-time employees unless the contract contains a written verification from the company that it:
(1) does not boycott energy companies; and (2) will not boycott energy companies during the term of the
contract. The terms "boycott energy company" and"company"have the meaning ascribed to those terms
by Chapter 2274 of the Texas Government Code,as added by Acts 2021, 87th Leg.,R.S., S.B. 13, § 2. To
the extent that Chapter 2274 of the Government Code is applicable to this Agreement, by signing this
Agreement, Vendor certifies that Vendor's signature provides written verification to the City that Vendor:
(1) does not boycott energy companies; and(2)will not boycott energy companies during the term of this
Agreement.
32. Prohibition on Discrimination Against Firearm and Ammunition Industries.Vendor
acknowledges that except as otherwise provided by Chapter 2274 of the Texas Government Code,as added
by Acts 2021, 87th Leg.,R.S., S.B. 19, § 1,the City is prohibited from entering into a contract for goods or
services that has a value of$100,000 or more that is to be paid wholly or partly from public funds of the
City with a company with 10 or more full-time employees unless the contract contains a written verification
from the company that it: (1) does not have a practice, policy, guidance, or directive that discriminates
against a firearm entity or firearm trade association; and (2) will not discriminate during the term of the
contract against a firearm entity or firearm trade association. The terms "discriminate," "firearm entity"
and "firearm trade association" have the meaning ascribed to those terms by Chapter 2274 of the Texas
Government Code, as added by Acts 2021, 87th Leg., R.S., S.B. 19, § 1. To the extent that Chapter 2274
of the Government Code is applicable to this Agreement,by signing this Agreement,Vendor certifies that
Vendor's signature provides written verification to the City that Vendor: (1)does not have a practice,policy,
guidance, or directive that discriminates against a firearm entity or firearm trade association; and (2) will
City Secretary Contract No.
not discriminate against a firearm entity or firearm trade association during the term of this Agreement.
33. Electronic Signatures. This Agreement may be executed by electronic signature, which
will be considered as an original signature for all purposes and have the same force and effect as an original
signature. For these purposes, "electronic signature"means electronically scanned and transmitted versions
(e.g.via pdf file or facsimile transmission)of an original signature,or signatures electronically inserted via
software such as Adobe Sign.
(signature page follows)
City Secretary Contract No.
ACCEPTED AND AGREED:
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 performance and
By. Reginald Zeno(Feb 18,2022 16:14 CST)
Name: Reginald Zeno reporting requirements.
Title: Interim Assistant City Manager
Feb 18, 2022 C�lnYl,IG 1finegeW z
Date: ,20 By: Christine Hernandez(Feb 18,202209:24 CST)
Name: Christine Hernandez
APPROVAL RECOMMENDED: Title: Human Resources Manager
APPROVED AS TO FORM AND LEGALITY:
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BY: Dianna M.Giordano(Feb 18,202209:25 CST)
Name: Dianna Giordano
Title: Director of Human Resources
By:
Name: Jessika Williams
ATTEST: Title: Assistant City Attorney
CONTRACT AUTHORIZATION:
M&C: N/A—Professional Service Exemption
By: J ette S.Goodall(Feb 18,2022160 CST) �
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Name: Jannette Goodall o�oFonr 4
Title: City Secretary p�►o° o�pdd
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CONSULTANT: GovHR USA,LLC
By:
Name: Judy Schmittgens
Title: Corporate Secretary
Feb 18, 2022 22
Date: ,20
OFFICIAL RECORD
CITY SECRETARY
FT.WORTH, TX
City Secretary Contract No.
EXHIBIT A
SCOPE OF SERVICES
GovHR USA
GOVTEMPs USA
Project Approach and Methodology
A typical recruitment and selection process takes approximately 175 hours to conduct.At least 50 hours
of this time is administrative,including advertisement placement,reference interviews,and due diligence
on candidates.We believe our experience and ability to professionally administer your recruitment will
provide you with a diverse pool of highly qualified candidates for your position search.GovHR clients are
informed of the progress of their recruitment throughout the entire process. We are always available by
mobile phone or email should you have a question or need information about the recruitment.
Phase I: Position Assessment, Position Announcement& Brochure
GovHR treats each executive recruitment as a transparent partnership with our client. We believe in
engaging with stakeholders early in each recruitment process to fully understand the challenges and
opportunities inherent in the position. Understanding the organizational culture is critical to a successful
recruitment. We gain this insight and information through meetings (one on one and small groups),
surveys and a review of relevant information.This information is reflected in a polished marketing piece
that showcases the organization and the area it serves.
Information Gathering:
➢ One-on-one or group interviews with stakeholders identified by the client.
➢ Surveys can be used for department personnel to gather feedback.
➢ Conversations/interviews with department heads.
A combination of the above items can be used to fully understand community and organizational needs
and expectations for the position.
Development of a Position Announcement to be placed on websites and social media.
Development of a thorough Recruitment Brochure for client review and approval.
Agreement on a detailed Recruitment Timetable—a typical recruitment takes between 90 to 120 days
from the time you sign the contract to appointment of the finalist candidate.
Phase II: Advertising, Candidate Recruitment& Outreach
We make extensive use of social media as well as traditional outreach methods to ensure a diverse and
highly qualified pool of candidates. In addition,our website is well known in the local government industry
—we typically have 6,000 visits to our website each month. Finally,we develop a database customized to
your recruitment and can do an email blast to thousands of potential candidates.
Phase II will include the following:
➢ GovHR consultants will personally identify and contact potential candidates.
➢ Develop a database of potential candidates from across the country unique to the position and to
the Client,focusing on:
o Leadership and management skills
o Size of organization
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o Experience in addressing challenges and opportunities also outlined in Phase I
➢ The database will range from several hundred to thousands of names and an email blast will be
sent to each potential candidate.
➢ Placement of the Position Announcement in appropriate professional online publications:
o Public sector publications&websites
o Social media:Linkedln(over 15,000 connections),Facebook,and Twitter
o GovHR will provide you with a list of advertising options for approval
Phase III: Candidate Evaluation &Screening
Phase III will include the following steps:
➢ Review and evaluation of candidates'credentials considering the criteria outlined in the
Recruitment Brochure
➢ Candidates will be narrowed down to those candidates that meet the qualification criteria
➢ Candidate evaluation process:
o Completion of a questionnaire explaining prior work experience
o Live Video Interview(45 minutes to 1 hour)conducted by consultant with each finalist
candidate
o References(at least 2 references per candidate will be contacted at this time)
o Internet/Social Media search conducted on each finalist candidate
All resumes will be acknowledged and inquiries from candidates will be personally handled by GovHR,
ensuring that the Client's process is professional and well regarded by all who participate.
Phase IV: Presentation of Recommended Candidates
Phase IV will include the following steps:
➢ GovHR will prepare a Recruitment Report presenting the credentials of those candidates
most qualified for the position.
➢ GovHR will provide an electronic recruitment portfolio which contains the candidates'
materials along with a"mini"resume for each candidate so that each candidate's
credentials are presented in a uniform way.
➢ Client will receive a log of all applicants and may review resumes if requested.
➢ Report will arrive in advance of the Recruitment Report Presentation.
GovHR will spend approximately 2 hours with the Client reviewing the recruitment report and providing
additional information on the candidates.
Phase V: Interviewing Process& Background Screening
Phase V will include the following steps:
GovHR will:
➢ Develop the first and second round interview questions for your review and comment
➢ Coordinate candidate travel and accommodations
➢ Provide you with an electronic file that includes:
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o Candidates credentials
o Set of questions with room for interviewers to make notes
o Evaluation sheets to assist interviewers in assessing the candidate's skills and abilities
Background screening will be conducted along with additional references contacted:
GovHR USA Background Screening
✓ Social Security Trace&Verification ✓ County/Statewide Criminal
✓ U.S.Federal Criminal Search ✓ Civil Search
✓ Enhanced Verified National Criminal ✓ Bankruptcy,Leans and Judgements
- National Sex Offender Registry ✓ Motor Vehicle Record
- Most Wanted Lists FBI,DEA,ATF, ✓ Education Verification—All Degrees Earned
Interpol Optional:Credit Report—Transunion with score
- OFAC Terrorist Database Search (based on position and state laws)
- OIG,GSA,SAM,FDA
- All felonies and misdemeanors Optional:
Professional License Verification
reported to the National Database
Drug Screen
Employment Verification
GovHR will work with you to develop an interview schedule for the candidates,coordinating travel and
accommodations. GovHR consultants will be present for all the interviews, serving as a resource and
facilitator.
GovHR will coordinate a 2-Step Interview process. The first round interviews will include five or six
candidates. The second round interviews will include two or three candidates. GovHR will supply
interview questions and an evaluation form.
In addition to a structured interview,the schedule can incorporate:
➢ Tour of Client facilities
➢ Interviews with senior staff
Phase VI:Appointment of Candidate
➢ GovHR will assist you as much as you request with the salary and benefit negotiations and
drafting of an employment agreement,if appropriate.
➢ GovHR will notify all applicants of the final appointment,providing professional background
information on the successful candidate.
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Diversity, Equity & IncWion in Recruitments
GovHR has a long standing commitment to Equity, Diversity and Inclusion in all of our recruitment and
selection processes.Since our firm's inception we have supported,with our time and financial resources,
organizations that advance women and other underrepresented minorities in local government. These
include the National Forum for Black Public Administrators,the Local Government Hispanic Network,The
League of Women in Government and CivicPride.
GovHR President Heidi Voorhees was a keynote speaker at the first meeting of the WCMA Women's
Leadership Seminar. Our employees and consultants all underwent Implicit Bias Training in the last year
and we are frequent speakers on incorporating DEI values in recruitment and selection.We have a list of
DEI resources on the front page of our website (https://www.govhrusa.com/diversity-equity-and-
inclusion-resources/)that can be accessed by anyone who visits our website.
GovHR has formally partnered with the National Forum for Black Public Administrators'consulting arm,
i4x, in several recruitment and selection processes throughout the country including Toledo, OH, Ft.
Collins, CO, Ann Arbor, MI, Oakland, MI and Arlington, TX. Our partnership reflects our mutual
commitment to advancing DEI values and increasing the diversity of local government leaders at the
highest levels of the organization.
Project Timeline
Week Week -- --k Week Week -- --k Week Week -- --k Week Week
Phase I Phase II Phase III Phase Phase V Phase VI
IV
Weeks 1&2 Phase 1:On Site Interviews&Brochure Development
Weeks 3 thru 6 Phase 2:Advertising,Candidate Recruitment&Outreach
Weeks 7 thru 9 Phase 3:Candidate Evaluation&Background Screening
Week 10 Phase 4:Presentation of Recommended Candidates
Week 11&12 Phase 5:Interview Process&Additional Background Screening
Weeks 13&14 Phase 6:Appointment of Candidate
EXHIBIT B
PRICE SCHEDULE
GovHR USA
in,GOVTEMPS USA
Full Scope Recruitment—Price Proposal
Summary of Costs:Full Scope Price
Recruitment Fee: $18,500
Recruitment Expenses:(not to exceed) 1,500
Expenses include candidate due diligence efforts
Advertising: 2,500*
*Advertising costs over$2,500 will be placed only with client
approval. If less than $2,500, Client is billed only for actual
cost.
*We are carefully monitoring recommendations from the federal, state and local governments and
working with clients on alternatives to in person meetings.We are fully operational and can work with
you via video and by utilizing electronic files. If at the time of recruitment,COVI D-19 restrictions are lifted
and travel is possible,we are happy to attend meetings in person.
**Consultant travel expenses are not included in the price proposal. If the consultant is requested to
travel to the client,travel costs will be estimated at time of request. Only actual expenses will be billed
to the client for reimbursement to GovHR.
Possible in-person meetings could include:
1. Recruitment brochure interview process
2. Presentation of recommended candidates
3. Interview Process
Any additional consultant visits requested by the Client(beyond the three visits listed above)will be billed
at$125/hour;$500 for a half day and$950 for a full day.The additional visits may also result in an increase
in the travel expenses and those expenses will be billed to the client.
This fee does not include travel and accommodations for candidates interviewed.
Payment for Fees&Services
Professional fees and expenses will be invoiced as follows:
1-Payment: 1/3 of the Recruitment Fee(invoice sent upon acceptance of our proposal)-
2- Payment: 1/3 of the Recruitment Fee and expenses incurred to date (invoice sent following the
recommendation of candidates).
Final Payment:1/3 of the Recruitment Fee and all remaining expenses(invoice sent after recruitment is
completed).
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Payment of invoices is due within thirty(30)days of receipt (unless the client advises that its normal
payment procedures require 60 days.)
The GovHR Guarantee—Full Scope Recruitment
GovHR is committed to assisting our clients until a candidate is appointed to the position.Therefore,no
additional professional fee will be incurred if the client does not make a selection from the initial group
of recommended candidates and requests additional candidates be developed for interview
consideration.If additional advertising beyond the Phase I advertising is requested,client will be billed for
actual advertising charges. Reimbursable expenses may be incurred should the recruitment process
require consultant travel to the Client.
Upon appointment of a candidate, GovHR provides the following guarantee: should the selected and
appointed candidate,at the request of the Client or the employee's own determination,leave the employ
of the Client within the first 12 months of appointment, we will, if desired, conduct one additional
recruitment for the cost of expenses and announcements only. This request must be made within six
months of the employee's departure.
EXHIBIT C
VERIFICATION OF SIGNATURE AUTHORITY
GovHR USA,LLC
630 DUNDEE ROAD,SUITE 225
NORTHBROOK,IL 60062
Execution of this Signature Verification Form ("Form") hereby certifies that the following
individuals and/or positions have the authority to legally bind Consultant and to execute any agreement,
amendment or change order on behalf of Consultant. Such binding authority has been granted by proper
order,resolution,ordinance or other authorization of Consultant.City is fully entitled to rely on the warranty
and representation set forth in this Form in entering into any agreement or amendment with Consultant.
Consultant 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 Consultant.
1. Name:
Position:
Signature
2. Name:
Position:
Signature
3. Name:
Position:
Signature
Name: Judy Schmittgens
Signature of Corporate Secretary
Other Title:
Date: Feb 18, 2022