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HomeMy WebLinkAboutContract 44305 CITY SEC j i'l CONTRACT NO.%MU b-Y4 Nam wwww" PROFESSIONAL SERVICES CONTRACT This Pro�fess,io�nal Services Contract, ("Contract") is, made by the City of Fort Worth, Texas, a municipal corporation situated in Tarrant, Denton, Parker and Wise, Counties, Texas,, with its, principal location at 10�00 Throckmorton Street, Fort Worth, Texas 761�02, hereinafter called "City," and' Personal Strengths Publishing, individual� and doing business as a sol'e propri I etor, with its principal location at Carlsbad, California, hereafter called"Contractor." 1 SCOPE OF SERVICES Contractor agrees to provide services for staff development and training, as, more specifically, described in the attached Exhibit A. In the event of any conflict between thi's Contract and E,xh,ibit A, this professional services agreement shall control. 2. COMPENSATION The maximum amount to be paid to Contractor for all services,performed and expenses incurred hereunder shall not exceed Six Thousand Five Hundred and Ninety-Nine Dollars($�6.599.00). Exhibit A contains a more detailed compensation description on page 1, section 2 and' page 3. Any additional amounts for any services, matedals, or expenses must be agreed to! in wdtinig by both parties. 3. TERM This agreement shall be effective upon date of final execution and sha�ll expire upon completion of all services contemplated herein, but not,later than February 21, 2014. 4. TERMINATION In accordance with, sections 6 and 7 on page 1 of Exhibit A,, the City may terminate this Contract at any time for cause or convenience of the City by notice in writing to Contractor. Upon the receipt of such notice, Contractor shall immediately discontinue all services and work and' the placing of all' orders or the entering into contracts for all supplies, assistance, facilities and materials in connection, with the performance of this Contract. Contractor shall not ble entitled to fees described in sections 6 and 7 on,page 1 of Exhibit A should the City choose to exerc,ise its option to terminate. 5. INDEMNIFICATION; RELEASE OF LIABILITY CONTRACTOR SHALL RELEASE FROM LIABILITY, INDEMNIFY AND HOLD THE CITY AND ITS OFFICERS, AGENTS AND EMPLOYEES HARMLESS FROM ANY LOSS, DAMAGE LIABIILI,TY OR EXPENSE FOR, DAMAGE TO, PROPERTY AND INJURIES, INCLUDING DEATHy TO ANY PERSON, INCLUDING BUT NOT LIMITED TO OFFICERS, AGENTS OR EMPLOYEES OF CONTRACTOR OR SUBCONTRACTORS, WHICH MAY ARISE OUT OF ANY NEGLIGENT ACT, ERROR OR OMISSION IN THE PERFORMANCE OF THIS AGREEMENT. CONTRACTOR SHALL DEFEND AT ITS OWN EXPENSE ANY SUITS OR OTHER PROCEEDINGS BROUGHT AGAINST THE CITY,1 ITS OFFICERS, AGENTS AND EMPLOYEES, OR ANY OF THEM, RESULTING FROM SUCH NEGLIGENT ACT, ERROR, OR OMISSIONY AND SHALL PAY ALL EXPENSES AND SATISFY ALL JUDGMENTS WHICH MAY BE INCURRED BY OR RENDERED AGAINST THEM OR ANY OF THEM IN CONNECTION THEREWITH RESULTING FROM SUCH NEGLIGENT, ERROR OR OMISSION. 6. INDEPENDENT CONTRACTOR Contractor shall perform, all work and services hereunder as an independent contractor and not as an officer, agent or employee of the City. Contractor shaill have exclus,ive control of and the exclusive right to control, the details of the work performed hereunder and, all persons performing same and shall be solely responsible for the acts and omissions of its agents, employees and subcontractors. Nothing herein sha trul--' as creating,a, partnership or joint venture between the City and the OFFICIAL RECORD y MAR 2 5 loll'$ CITY SECREIT]A,RY 'Ty C Wo T TX LFTe R TX contractor,1 its agents, employees and subcontractors; and the doctrine of respondeat superior shall have no application as between the City and the Contractor. 7'. INSURANCE Consultant shall provide the City with certificate(s) of insurance documenting policies of the following minimum coverage limits, that are to be in effect prior to commencement of any work i pursuant to this Agreement'. Coverage and Limits (a) Workers Compensation -Statutory limits Employer s,liability $11001000 Each accident/occurrence $100,000 Disease-per each employee, $5001000 Disease- policy limit This coverage may be written as follows: Workers' Compensation and Employers' Liability coverage with limits consistent with statutory benefits outlined in the Texas workers' Compensation Act (Art, 8308 — 1.01 et selq. Tex. Rev. Civ. "tat.) and minimum policy, limits for Employers' Liability of$100,000 each accidentloccu�rrence, $500,000 bodily injury disease policy limit and $100,000 per disease per employee General uirernents (a) All applicable policies,shall name the 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 the City of Fort Worth. (c) A minimum of Thirty (3 days notice of cancellation or reduction in limits of coverage shall be provided to the City. Ten (1I0) days notice shall be acceptable in the event of non-paym!ent of premium. Notice shall be sent to the Risk Manag�er,: City of Fort Worth, 1000 Throc,kmoirton, Fort Worth, Texas 76102, with copies to the 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-Vil in the current A.M. Best Key Rating Guide, or have reasonably equivalent financial strength and solvency to the satisfaction of Risk Manager ent. If the rating is below that required, written approval of Risk Management is requ,ired. PROFESSIONAL SERVICES CONTRACT Personal Strengths Page 2 of 5 (e), Any failure on the part of the City to request required insurance documentafion shall not constitute a waiver of the insurance requirement. (f) Certificates of Insurance evidencing that the Consultant has obtained all required, insurance shall be delivered to the City prior to Consultant proceeding with any work pursuant to this Agreement. 8. PROHIBITION OF ASSIGNMENT Neither party hereto shall assign, sublet or transfer their interest herein without the prior written consent, of' the other party, and any attempted' assignment, sublease or transfer of all or any part i hereof without such prior written consent shall be void. 9. CHOICE OF LAW VENUE I This Contract shialil be construed in accordance with the internal law of the State of Texas. Should any action, at law or in equity, arise out of the terms herein, exclusive,venue for said action shall be in Tarrant County, Texas. 10. FORCE MAJEURE Neither party shall liable for failure to perform its obligations under this Contract,if the performance is delayed by reason of war; civil commotion; acts of God" inclement weather; governmental restrictions, regulations, or interferences; fires; strikes; lockouts, national disasters, riots; material $ 1 0 1 or labor restrictions; transportation problems, or any other circumstances which are reasonably beyond the control of the party. 11. CONFIDENTIAL INFORMATION Contractor understands and'acknowl'ed'ges that Contractor will be provided with information that mlay be confidential by law, rule, statute, ordinance or legal order. Contractor shall not disclose any information deemed confidential to any party who is not privy to or who does not halve a special right of access to said information. Contractor agrees to use confidential information for purposes of p,rovidlinig the services contemplated, herein only as determined by the City. Disclosure of or unauthorized use of, any confidential information by Contractor is a material breach of this Agreement. If Contractor viollates, this provision, and in addition to, any other remedies at law or in equity that the City may havef the City may immediately obtain injunctive relief in a court of competent jurisdiction enjoining any continuing or further breaches and exercise any further remedies as authorized by law. Contractor agrees to indemnify and hold the City harmless for any claims,or damages caused by Contractoes breach of this confidentiality provision., 12. RIGHT TO AUDIT During the term of this Agreement, and at any time within three (3) years following the expiration of this Agreement, the City shall have the right of access to all information held in the possession of the Contractor related to services performed under this Agreement, for audit purposes or otherwise,. Contractor agrees to provide access to such information unless expressly prohibited from doing so by court or other governmental order. Except in the event of an emergency, the City will provide reasonable advance notice of any intended audits and the need for the information. Contractor agrees that it gill beep records relating to the services provided hereunder for as long as required by law. PROFESSIONAL SERVICES CONTRACT Personall Strengths Page 31 05 ............... w. 13. NOTICES Any notice required to be given hereunder shall be gill ed by certified maill,, return receipt to the following addresses: If to city. If to Contractor: City of Fort Worth Personal Strength Publishing Attn: Doug Wiersig Aftn': Jiolhn,Thill 1000 Th rockmoirton Street P. 0. Box 2605 Fort Worth, Texas 76102 Carlsbad, California 92018 EXECUTED on this,, thec.2AAay of 2013. ACCEPTED AND AGREED: CONTRACT R- A CITY 0 EORI WORTH: By: A By-, Name. Title- Assistant City Manager Date.- Date.- se"161— ...... 'Ilk 00 00 ATT E S 1 77. ................... ATTEST 7P B . B . Name.: Mary Y,4 10 Title: city S tary 0 0 01DI 0 0 0 APPF VED TO FORM AND LEGALITY: A By, s'sistant City Attorney PROFESSIONAL SERVICES CONTRACT Personal Strengths oft Page 4 of 5 OFFICIAL RECOW Cilry Se"ErARY Pro W0j?rjt , rx Exhibit A Scope of Services (Letter Agreement Dated February 21,2013) PROFESSIONAL SERVICES CONTRACT Personal Strengths Page 5 of 5 P E K S N A L STRENGTHS February 21, 2013 Janice Thompson-Burgess City offort Worth Transportation and Public Works Department 5001 James Avenue Fort Word-4 TX 76115 Dear Ms,Thompson-Burgess, This letter summarizes the agreement 'between Personal Strengths Publishing ('PSP") and City of Fort Worth Transportation and Public Works Department C'Tbe City" and, when signed by you and returned to,us, will represent a binding agreement between us pursuant to which Personal Strengths, Publishing will I provide the services herein described. The undersigned agree to the following: 1. PSP,wllt provide The City with a one-day,on-site,, customized leaming event on March 22, 2013 that will include discussion and activities relating to! Motivation, behavior, and conflict management. 2. The City will pay PS PI $4,500 for event design services,, facilitation fees, a post-event confer-ence call, and e-reports related to the event. In addition, '17he City will pay $69.95 per participant for materials. Materials and services 'include.- Online SDI with processing and report generation, Portrait of Personal Strengths, SDI Quick Guide to Communication, SDI Interpretive Guide, Action Plan/Name Tent,and Have a Nice Conflict Book. 3. PS 's Partner and Master Facilitator, John Thill, will collaborate on the agenda and facilitate the event. 4. 'Travel, accommodations, meals, shipping, sales tax and incidental costs incurred by PSP will be billed to The City at direct cost incurred. Invoicing will occur upon completion of the program and payment will be due upon receipt 5. The City,will provide the traiuing room, LCD pro'ector, scree� 8 flip chart stands with 3M Post- It paper,and refreshments. 6. Cancellation Clause: 30 - 16 days prior to event.- 50%of trainer fees 15 -0 days prior to event.: 1.00%of trainer fees 7. Postponement Clause: 30- 0 days prior to event: 25%of trainer fees 8. The materials are provided by Personal Strengths Publishing. By your execution and delivery of this agreement, you agree that all materials to be made available to participants are proprietary by City of Fort Worth Tr d\ +/a o d and Ir �i. � <� . . ,eye»© W >\t§\ 2 r\�#$\d\<»«d. Feb� 2013 Pagel o natme and \at ~\thou» the 4»4: written cons n§ of Personal Strengths Publishing, :■ d not be reproduced The Cy2:''"'"'"1.'" P.O. o« 2605 Carlsbad, � �* 92018-2605«� !#220#«4?d?.2+y° «. 760.602,0086 Fax 760l.602.0087 www.personal«strengths,.com it " 0 nr , / ,,:,. I„r�r uu i?„�ioillimll ill!II?duuIIVIVIIIIt /� '' �J�r�� IIIIIIII I II II III II111111II II IIIIIIIII I111111I I111111I IIIIIIIIIIIIIIIIIIIIIII I ��f j%�'�J/ �1;'��!�!�'jf�/1///%!/fi�� r�% VVVVVVVVVVVVVVVVVVVVVVVVVVVVVVVVVVVVVVVVVVVVVVVVVVVVVVVVVVVVVVVVVVV I” it As I �I jai Ada �I li rrri� r / r f ,r ri all r I „ , I , r l r / r � 1 I r � I / r / f err / 1 r 1 / / I I r � f I r, rr r , r rr / l /,✓ it .-Overview The City of Fort Worth's Transportation and Public Works Department has initiated a re-organization plan to consolidate and improve the d!epartmient"s, performance and effectiveness,. The organization is interested in using the Strength Deployment Inventory (SDI) and other tools, from Personal Strengths Publishing as components of this change management plan. The Transportation and Public. Works Department has committed to, using the SDI for a full-day learning event to be held in Fort Worth this March. The SDI will be used to help employees understand the motivation and values that drive behavior as well as the portrait of Personal Strengths to! understand how leamers prioritize and use their strengths differently. The learning event will be customized according to the specific department needs, identified during planning calls. Experiential lea ming activities Will be selected, modified or created in part based on the outcome of the pre vent planning calls. The overall focus will be on improving communication and creating productive relationships in the workplace. Improvements in communication and relationship building will positively influence a growing culture of accountability and productivity. Based on the objectives established during planning calls, the on-site learning event Will include facilitated discussion and experiential activities on motivation, behavior and conflict. The lleaming event will buiild awareness, understanding and new skills for people. Learning reinforcement will include using the "Have a Nice Conflict" book after the event and a facilitated group conference call to be scheduled, 4 to 8 weeks after the workshop. Objectives The City of Fort Worth's Transportation and Public Works Department objectives are.- 0 Increase each learner's self-awareness and awareness of others 0 Increase each learner's understanding of motivation and values and how they impact behaviors, team dynamics and interpersonal interactions 0 Increase awareness and develop new skills in conflict management 0 Use Relationship Awareness concepts and tools as "stepping stones"toward a: culture that emphasizes accountability and productivity t re n g It,h s BE;%new%f"1t,Vr3 of t'moersonal Off "' We bring more than forty years of experience in working with people and organizations to serve their specific needs. Our assessments, and programs, provide the platform to make business and personal relationships more productive. We believe that the success of an organization depend's on the quality of its relationships. PERSONAL STRENGTHS Mailing address.- P.O. Box 2605 Carlsbad, CA 92018 Physical address: 1946 Kel�log�Ig Avenue Carlsbad, CA, 92008 (800) 6214-7347 (7610) 602-00,86,fax We will partner with the City of Fort Worth to provide the following benefids: 1. 'Your programi will meet your needs for both concepts,and'tactics 2. Our processes and tool:s are well researched, innovative and proven 3. Our program Will be grounded in your u�n�ique strengths, cu�lture: and history (not a one-size-fits-all This proposal a,lso assumes that the City offort Worth will • Provide the training room�, LCD projector,, screen, chart stands with 3M Post-It paper, and refreshments for the workshop • Reimburse facilitatoes actua�l costs,for travel & expenses, Investment Services Total,l services to include pire-ev,ent collaboratiorif planning and design, electronic report administration and generation, on-site event facildation and a post-workshop conference call: $4,5,00 Materials The fee for materials is 69.95 per learner. Materials will i�n�cl�ude the online administration of the SDI and Portrait of Personal Strengths, SDI Quick Guide to Communication, SDI Interpretive Guide,, Action Plan/Name Tent and Have a Nice Conflict book. Reimbursable Expgnses Travel,, accommodations, meals, and incidental costs incurred by Personal Strengths are billed at actua,l item Unit Cost Quanty�f 'Total Event Design,, Facilitation and Admin. N/A 1 $4150,0 Materials $69.95 20 'Participants $1399.00 Reimbursable Expenses 'Estimated at$700 71 NJ 41 _ i Thank youl for this, opportunifty to work vAth the Cftyi of Fort Worth to support the continued de success 'your p "" I