HomeMy WebLinkAboutContract 59928City Secretary ContractNo. 59928
FORT WORTH,
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NON-EXCLUSIVE VENDOR SERVICES AGREEMENT
This NON-EXCLUSIVE VENDOR SERVICES AGREEMENT ("Agreement") is made and
entered into by and between the CITY OF FORT WORTH ("City"), a Texas home rule municipal
corporation, and Smith Temporaries, Inc. dba CornerStone Staffing ("Vendor"), each individually
referred to as a "party" and collectively referred to as the "parties."
WHEREAS, the purpose of this Agreement is for Vendor to provide City with recruitment and
direct hire services for permanent, full-time salaried engineering positions with City ("Services") and it is
understood that no temporary or contract workers will be provided under this Agreement; and
WHEREAS, the Parties are entering into this Agreement with the understanding that it is a non-
exclusive agreement for Services on an as -needed basis, additional vendors can and will be selected to
provide City with the same Services, the Compensation portion below in Section 3 ofthe Agreement reflects
the collective spending authority for all Vendors awarded to provide this Service, and no specific amount
of work is guaranteed; and
WHEREAS, the Agreement documents consist of this Non -Exclusive Vendor Services
Agreement, Exhibit "A"- Scope of Services, and Exhibit `B"- Payment Schedule and in the event of any
conflict between the terms and conditions of the Exhibits and the terms and conditions set forth in the body
of this Agreement, the terms and conditions of this Agreement shall control.
NOW THEREFORE, the Parties enter into the following Agreement:
1. Scope of Services. Vendor enters into this non-exclusive agreement to provide City with
recruitment and direct hire services for permanent, full-time salaried engineering positions with City, on an
as needed basis for the Development Services Department (i.e. Professional Engineers and Sr. Professional
Engineers) ("Services"). Exhibit "A," — Scope of Services more specifically describes the Services to be
provided hereunder.
2. Term. This Agreement begins on the date signed by the Assistant City Manager below
("Effective Date") and shall expire one year from that date ("Expiration Date"), unless terminated earlier
in accordance with this Agreement ("Initial Term"). City shall have the option, in its sole discretion, to
renew this Agreement under the same terms and conditions, for up to two (2) one-year renewal option(s)
(each a "Renewal Term").
OFFICIAL RECORD
3. Compensation. CITY SECRETARY
FT. WORTH, TX
3.1 General Provisions. City will pay Vendor in accordance with the provisions of this
Agreement. City will pay Vendor an annual amount not to exceed $100,000.00 in
accordance with the provisions of this Agreement and Exhibit "B," Payment Schedule,
which is attached hereto and incorporated herein for all purposes. The Parties
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acknowledge that this is a non-exclusive agreement to provide City with direct
hire placements and there is no guarantee of any specific amount of work.
Further, Vendor recognizes that the not to exceed amount mentioned above is the
total amount of funds available, collectively, for any vendor that enters into an
agreement with the City to provide this Service and that once the collective not to
exceed amount of $100,000.00 has been exhausted, funds have therefore been
exhausted under this Agreement as well.
3.2 Invoice. Vendor shall submit invoices to the individual identified as the requesting
City department's point of contact and also submit a copy to the Talent Acquisition
Manager in the Human Resources Department, 200 Texas Street, Fort Worth, Texas
76102.
4. Termination.
4.1. Written Notice. City or Vendor 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. In the event no funds or insufficient funds are
appropriated by City in any fiscalperiod for any payments due hereunder, City will notify Vendor
of such occurrence and this Agreement will 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 will pay Vendor for services actually rendered up to
the effective date of termination and Vendor will 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, Vendor will provide City with copies of all
completed or partially completed documents prepared under this Agreement. In the event Vendor
has received access to City Information or data as a requirement to perform services hereunder,
Vendor will 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. Vendor hereby warrants to City that Vendor has made full
disclosure in writing of any existing or potential conflicts of interest related to Vendor's services
under this Agreement. In the event that any conflicts of interest arise after the Effective Date of this
Agreement, Vendor hereby agrees immediately to make full disclosure to City in writing.
5.2 Confidential Information. Vendor, for itself and its officers, agents and employees,
agrees that it will treat all information provided to it by City ("City Information") as confidential
and will 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. In the event there is a request for information marked Confidential or Proprietary,
City will promptly notify Vendor. It will be the responsibility of Vendor to submit reasons objecting
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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.
5.4 Unauthorized Access. Vendor must store and maintain City Information in a secure
manner and will not allow unauthorized users to access, modify, delete or otherwise corrupt City
Information in any way. Vendor must 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,
Vendor will, in good faith, use all commercially reasonable efforts to cooperate with City in
identifying what information has been accessed by unauthorized means and will fully cooperate
with City to protect such City Information from further unauthorized disclosure.
6. Right to Audit. Vendor agrees that City will, until the expiration of three (3) years after
final payment under this Agreement, 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 Vendor involving transactions
relating to this Agreement at no additional cost to City. Vendor agrees that City will have access during
normal working hours to all necessary Vendor facilities and will be provided adequate and appropriate work
space in order to conduct audits in compliance with the provisions of this section. City will give Vendor
reasonable advance notice of intended audits.
7. Independent Contractor. It is expressly understood and agreed that Vendor will 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, Vendor will 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, Vendors, and subcontractors. Vendor acknowledges that the doctrine of respondeat superior
will not apply as between City, its officers, agents, servants and employees, and Vendor, its officers, agents,
employees, servants, contractors, and subcontractors. Vendor further agrees that nothing herein will be
construed as the creation of a partnership or joint enterprise between City and Vendor. It is further
understood that City will in no way be considered a Co -employer or a Joint employer of Vendor or any
officers, agents, servants, employees, contractors, or subcontractors. Neither Vendor, nor any officers,
agents, servants, employees, contractors, or subcontractors of Vendor will be entitled to any employment
benefits from City. Vendor will 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, contractors, or contractors.
Liabilitv and Indemnification.
8.1 LIABILITY - VENDOR WILL BE LIABLE AND RESPONSIBLE FOR ANY
AND ALL PROPERTY LOSS, PROPERTY DAMAGE AND/OR PERSONAL INJURY,
INCL UDING 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 MHCONDUCT OF
VENDOR, ITS OFFICERS, AGENTS, SERVANTS, EMPLOYEES, CONTRACTORS, OR
SUBCONTRACTORS.
8.2 GENERAL INDEMNIFICATION -VENDOR HEREBY COVENANTS AND
AGREES TO INDEMNIFY, HOLD HARMLESS AND DEFEND CITY, ITS OFFICERS,
AGENTS, SERVANTS AND EMPLOYEES, FROMAND AGAINST ANYAND ALL CLAIMS
OR LAWSUITS OFANYKIND OR CHARACTER, WHETHERREAL ORASSERTED, FOR
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EITHER PROPERTYDAMAGE OR LOSS (INCLUDING ALLEGED DAMAGE OR LOSS TO
VENDOR'S BUSINESS AND ANY RESULTING LOST PROFITS) AND/OR PERSONAL
INJURY, INCLUDING DEATH, TO ANY AND ALL PERSONS, AREING OUT OF OR IN
CONNECTION WITH THE AGREEMENT, TO THE EXTENT CAUSED BY THE
NEGLIGENT ACTS OR OMISSIONS OR MALFEASANCE OF VENDOR, ITS OFFICERS,
AGENTS, SERVANTS, EMPLOYEES, CONTRACTORS, OR SUBCONTRACTORS.
8.3 INTELLECTUAL PROPERTY INDEMNIFICATION — Vendor 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 will not apply if
City modifies or misuses the software and/or documentation. So long as Vendor bears the
cost and expense of payment for claims or actions against City pursuant to this section,
Vendor will 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 will 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 Vendor in doing so. In the event City, for whatever reason, assumes the responsibility
for payment of costs and expenses for any claim or action brought against City for
infringement arising under this Agreement, City will 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, Vendor will fully participate and cooperate
with City in defense of such claim or action. City agrees to give Vendor timely written notice
of any such claim or action, with copies of all papers City may receive relating thereto.
Notwithstanding the foregoing, City's assumption of payment of costs or expenses will not
eliminate Vendor'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, Vendor will, 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 Vendor terminate this Agreement, and refund all amounts paid to Vendor 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. Vendor will 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 will execute a written agreement with City and Vendor under which
the assignee agrees to be bound by the duties and obligations of Vendor under this Agreement.
Vendor will be liable for all obligations of Vendor under this Agreement prior to the effective date
of the assignment.
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9.2 Subcontract. If City grants consent to a subcontract, the subcontractor will execute
a written agreement with Vendor referencing this Agreement under which subcontractor agrees to
be bound by the duties and obligations of Vendor under this Agreement as such duties and
obligations may apply. Vendor must provide City with a fully executed copy of any such
subcontract
10. Insurance. Vendor must 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 Services 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 will be on any vehicle used by Vendor, or its employees, agents, or
representatives in the course of providing Services under this Agreement. "Any
vehicle" will 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 Services are 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 must 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 must be submitted to City to evidence coverage.
10.2 General Requirements
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(a) The commercial general liability and automobile liability policies must
name City as an additional insured thereon, as its interests may appear. The term
City includes its employees, officers, officials, agents, and volunteers in respect to
the contracted services.
(b) The workers' compensation policy must include a Waiver of Subrogation
(Right of Recovery) in favor of City.
(c) A minimum of Thirty (30) days' notice of cancellation or reduction in
limits of coverage must be provided to City. Ten (10) days' notice will be
acceptable in the event of non-payment of premium. Notice must 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 AM. 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 will not constitute a waiver of the insurance requirement.
(f) Certificates of Insurance evidencing that Vendor has obtained all required
insurance will be delivered to the City prior to Vendor proceeding with any work
pursuant to this Agreement.
11. Compliance with Laws, Ordinances, Rules and Regulations. Vendor agrees that in the
performance of its obligations hereunder, it will 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
Vendor of any violation of such laws, ordinances, rules or regulations, Vendor must immediately desist
from and correct the violation.
12. Non -Discrimination Covenant. Vendor, for itself, its personal representatives, assigns,
contractors, subcontractors, and successors in interest, as part of the consideration herein, agrees that in the
performance of Vendor's duties and obligations hereunder, it will 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 VENDOR, ITS PERSONAL REPRESENTATIVES, ASSIGNS, CONTRACTORS,
SUBCONTRACTORS, OR SUCCESSORS IN INTEREST, VENDOR 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 will 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:
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To CITY:
City of Fort Worth
Attn: Dana Burghdoff,
200 Texas Street
Fort Worth, TX 76102-6314
Facsimile: (817) 392-8654
With copy to Fort Worth City Attorney's Office at
same address
To VENDOR:
Smith Temporaries, Inc. dba CornerStone Staffing
Colby Waldrop
West District Manager
1300 Summit Avenue, Suite 110
Fort Worth, Texas 76102
(817) 332-5882
14. Solicitation of Employees. Neither City nor Vendor will, 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 will 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 Vendor to insist upon the performance of any term or
provision of this Agreement or to exercise any right granted herein does not constitute a waiver of City's or
Vendor's respective right to insist upon appropriate performance or to assert any such right on any future
occasion.
17. Governing Law / Venue. This Agreement will 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 will he 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 will not in any way be
affected or impaired.
19. Force AUeure. City and Vendor 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
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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, will 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
ambiguities are to be resolved against the drafting party will 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 will be binding upon a party hereto unless set forth in a written instrument, which is
executed by an authorized representative of each party.
23. Counterparts. This Agreement may be executed in one or more counterparts and each
counterpart will, for all purposes, be deemed an original, but all such counterparts will together constitute
one and the same instrument.
24. Warranty of Services. Vendor 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 Vendor's
option, Vendor will 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 Vendor for the nonconforming
services.
25. Immigration Nationality Act. Vendor must 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, Vendor will provide City with copies of all I-9
forms and supporting eligibility documentation for each employee who performs work under this
Agreement. Vendor must adhere to all Federal and State laws as well as establish appropriate procedures
and controls so that no services will be performed by any Vendor employee who is not legally eligible to
perform such services. VENDOR WILL INDEMNIFY CITY AND HOLD CITY HARMLESS FROM
ANY PENALTIES, LIABILITIES, OR LOSSES DUE TO VIOLATIONS OF THIS PARAGRAPH
BY VENDOR, VENDOR'S EMPLOYEES, CONTRACTORS, SUBCONTRACTORS, OR
AGENTS. City, upon written notice to Vendor, will have the right to immediately terminate this Agreement
for violations of this provision by Vendor.
26. Ownership of Work Product. City will be the sole and exclusive owner of all reports,
work papers, procedures, guides, and documentation that are created, published, displayed, or produced in
conjunction with the services provided under this Agreement (collectively, "Work Product"). Further, City
will 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 will 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 will 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, Vendor 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,
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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.
27. Signature Authority. The person signing this Agreement hereby warrants that they have
the legal authority to execute this Agreement on behalf of the respective party, and that such binding
authority has been granted by proper order, resolution, ordinance or other authorization of the entity. This
Agreement and any amendment hereto, may be executed by any authorized representative of Vendor. Each
party is fully entitled to rely on these warranties and representations in entering into this Agreement or any
amendment hereto.
28. Change in Company Name or Ownership. Vendor must 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 Vendor 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.
29. No Boycott of Israel. If Vendor has fewer than 10 employees or this Agreement is for
less than $100,000, this section does not apply. Vendor acknowledges that in accordance with Chapter
2271 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 ofthe contract. The terms "boycottlsraef'
and "company" has the meanings ascribed to those terms in Section 2271 of the Texas Government Code.
By signing this Agreement, Vendor certifies that Vendor's signature provides written verification to
the City that Vendor: (1) does not boycott Israel; and (2) will not boycott Israel during the term of
the Agreement.
30. 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, which willbe 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.
31. 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 which will 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
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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 not discriminate against a firearm entity or firearm trade
association during the term of this Agreement.
32. 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.
33. Entirety of Agreement. This Agreement contains the entire understanding and agreement
between City and Vendor, their assigns and successors in interest, as to the matters contained herein. Any
prior or contemporaneous oralor written agreement is hereby declared null and void to the extent in c onflict
with any provision of this Agreement.
(signature page f)llows)
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ACCEPTED AND AGREED:
CITY OF FORT WORTH:
By: Dana Burghdoff (Aug ,2023 CDT)
Name: Dana Burghdoff
Title: Assistant City Manager
Date: Aug 15, 2023
APPROVAL RECONLMENDED:
By• DJ Harrel 202315:50 CDT)
Name: D.J. Harrell
Title: Development Services Director
ATTEST: 4g4�n°n
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By:
Name: Jannette Goodall
Title: City Secretary
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Smith Temporaries, Inc. dba CornerStone
Staffing
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Name:
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Colhv Wal roo lAue 15. 202315.47 CDT)
Colby Waldrop
Title:
West District Manager
Date: Aug 15, 2023 20
CONTRACT COMPLIANCE MANAGER:
By s igning I acknowledge that I am the pers on
responsible for the monitoring and administration of
this contract, including ensuring all performance and
reporting requirements.
Tavier Valencia
By: Javier Valencia (Aug 15, 202315:49 CDT)
Name: Javier Valencia
Title: Human Resources Manager
APPROVED AS TO FORM AND LEGALITY:
By: a)
Name: Jessika J. Williams
Title: Assistant City Attorney
CONTRACT AUTHORIZATION:
M&C:
Form 1295:
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
Vendor Services Agreement Page 11 of 16
City ofFort Worth/Smith Temporaries, Inc. dbaComerStone Staffing
City Secretary ContractNo.
EXHIBIT A
SCOPE OF SERVICES
IRS" ComerStone
Staffing
RecrultmerrtAnproach & Methodology
CornerStone's Professional Placement team is extremely proactive in our recruiting strategy and couple
that with one of the mast tenured recruitment team's in the industry[ We listen to your needs, deploy a
custom -designed marketing strategy, and execute a targeted and proactive recruitment campaign to
engage elite talent before they enter the job market_ We are hunters and n etworke rs that know how to
target elite talent for your specific needs. ComerStone has one of the largest footprints for staffing
agencies in North Texas, our tenure cannot be matched and our reputation is stellar_
The right people can drive your organization, influence your culture and inspire those around them_ This
is why your hiring needs can't be left to chance_ ComerStone's Professional Placementteam offers
specialized Executive Recruiters equipped to explore complex data mining, sourcing and networking
required to discoverselectcandi date pools -You can count on our Professional Recruitment Team to
deliver preferred talent, on time and within budget. Rapid results are achieved by our superior order
intake process that allows us to hit the ground running_ Our Recruiters are Hunters[ We use today s
most effective social media and data -mining tools coupled with our powerful networking and strategic
sourcing techniques to identify and engage industry leaders before they hit the job market.
Our team will work closely with the hiring manger to fully understand the technical and mission critical
aspectsofeach position. We understand that a, presentation to thestakeholdersorCouncil'is sometime
also necessary for these types of roles and we are prepared if that is the case. Plans and proposals have
to be solutions oriented, solve complex problems and exceed all expectations. ComerStane takes this
seriously and thoroughly vets the technical aspects of each role as well as the ability to understand both
sides of the business_ In addition to the technical aspect, we screen for the softskdisuch as likability,
relatability, ability to speak at all levels and the ability to persuade_ These soft skills are just as critical as
the technical skills in an effective leadership role. Each candidate submission is reviewed for quality and
consistency, resulting in better matches and higher satisfaction levels_ Rooted in a culture of faith,
compassion, integrity and self-discipline, your tenured recruiter will do whatever it takes to exceed
expectations
Brief Strategy:
+ Executive Navigator com pl eted with stakeholders to fully un dersta nd needs, time lines, soft
skills, culture, etc_
+ Enter order and Share details with entire team for a big recruiting and networking campaign
+ Create recruiting strategy including marketing and advertisingto saturate the market with the
job opportunity
• Utilize Social Media sites and job board tools
• Qualify candidates based ontotaljobmatch including cufturalfit, background screening and
ability to complete project
• Rescreen and selection of top candidates by Sr_ Recruiter and/or Recruiting manager
+ Submit top candidates to chentwikh executive summary
Vendor Services Agreement Page 12 of 16
City ofFort Worth/Smith Temporaries, Inc. dbaComerStone Staffing
City Secretary ContractNo.
IW' Staffing
Recruitment Time line
As soon as the agreement is executed, we will initiate the intake meeting with stakeholders to glean all
necessary information about the roles, all -encompassing of experience, soft skills, hard skills, education,
team dynamics, etc_ and deploy the strategy mentioned above. We will work through the identified
structure but our intention is to fill this role as soon as passible along with the established interview and
selection process on the Cites timeline_
Saone of Work
CornerStone isableto place qualified associates for both contingent and direct placement needs in a
wide range of positions including clerical/administrative, custo mer service, call -center, collections,
accounting/finance, HR, IT, engineering, inside and outside sales, and marketing. We also have an entire
division dedicated to high level, professional placements_ In a market where unemployment is low, our
recruiters are committed to data mining and building networks to source for the perfect candidate_ Our
goal is tD identify elite talent even before they hit the jab market!
On any gnren day, we staff for well over 200 companies while supplying 2,000+temporary employees -
We have our 10 recruiting offices continually providing -avast candidate pool to our many customers,
making us the largest regional staffingfirm herein DFVV_ With this recruiting power, CornerStone
Staffing has the personnel and the experience to getthe job filled no matter the task at hand.
As far as Municipal Engineer recruiting, you will be happyto know that over the last 36 months,
Corn erStone has placed 5 Civil Engineers at the City of Dallas alone as well as Engineer technicians for
the Dallas ISD. We have also filled a variety of Engineering positions in the private sector so we feel
cor&dent in our experience and success rate in filling these positions far the City of Fort Worth!
Proiect/Recruiting Team
At CornerStone Staffing we realize the importance of customer satisfaction. We pride ourselves in going
above and beyond the call of dutyto ensure that we develop and retain a strong partnership_ Customer
service and communication is what binds a successful and valuable partnership_
CornerStone will provide an Account Manager, CoIbyWaldrop and the listed Recruiting Ma nage rs to the
City of Fort Worth who will be your dedicated paints of contact_ The Account Manager will oversee the
candidates submitted and ensure timely service delivery as well as quality checks and on site visits as
necessary_ The Recruiting Managers will manage the internal team and recruitment processes and
communicate orderfulfillmertwiththe department manager directly. All communiration for open orders
& orderfollow-up can beaccomplished via e-mail or phone call_
Rest assured, these Program Managers have an experienced and full understanding of the Cityprocesses,
expectations, challenges and culture and lookforward to continuing our partnership and serviceto the
City of Fort Worth_
Vendor Services Agreement
City of Fort Worth/Smith Temporaries, Inc. dba ComerStone Staffing Page 13 of16
City Secretary ContractNo.
IR5,C IN
amer tan
Staffing
Colby Waldrop
West District Manager
2013-Present
Account Manager, Colby Waldrop has been with CornerStone in the Fort Worth office since 2013 and has
bee n instrume nta I in bu ild i ng the partnership with the City of Fort Wo rth since 2014_ Through his dynamic
leadership, strategic mindset and impeccable level of customer service, Colby has been a key asset in
helpi ng many to cal and globa I cam pan ies grow a nd su cceed witty i m p le menti ng th a right tal ent strategies
and resources in place. Colby s hands on service approach, ability to listen and adapt as we11 as team
oriented manageme nt style Conti n ue to p ro pe I h i m i n exceeding cl ient expectatio ns_
Megan Rodriguez
Professional Placement Recruiting Manager
2014-Present
Megan has found great success recruiting in Sales, Logistics, Engineering, Executive Management
Accountingand Industrial Management_ Since 2010, she has been building afoundation of client
relationships and a solid network of professionals that a I low her to create lasting partnerships for both
her cl ients and candidates_ Megan excels in sourringand securing top tal ent that has not yet hit the job
market_ Megan has most recently filled roles such as Business Development Managers, Revenue
Accountant, Data Integrity Specialists, HR Managers, Paralegals, Senior Procurement Specialist, C-Level
Executive AssistaK and a Financial Contracts Analyst and Deputy Chief of Disability Services.
Erica Dunlap
Assistant Recruiting Manager of Professional Placement
2014-Present
Erica immediately found a passion for professional recruiting when she joined CornerStone in March
2015_ She is eager to learn new industriesand has been successful in Engi nee ri ng, Admin istration,
Government, Accounting, Fnance and Business Operations_ Erica is a dedicated team player that is
always willing to take on new tasks to go the extra mile for her clients and associates_ Erica values
building strong relationships with her clients and is committed to exceeding your expectation. Erica has
most recently placed Senior Accountants, C-Level Executive Assistants, System Financial AccountaA
Senior Park Planners, HRIS Analysts, R&D Buyer, Facilities Maintenance Manager, Call Center Manager
and a Business Communications Professional.
Allison Harrison, CSP
Director of Professional Placement
1997-Present
Allison began her recruiting careerwith CornerStone in 1997 and progressed to the role of Operations
Manager, where she managed several successful clerical staffing offices_ She then advanced to her most
current role as the Di recto r of P rofession al Place ment_All ison'ssuccesscan be attributed to her ability
to understand the dynamics of each organization she services_ She is a true partner! Her diverse
recruitingand management background has given herthe in nate a bility to sou rcethe ideal candidatefor
her clients_ Allison is talented, resourceful and loves a challenge_ She always finds a way to come
through for our clients, even on the mast difficult positions. In addition, Allison is our go -to Recruiter for
Vendor Services Agreement
City of Fort Worth/Smith Temporaries, Inc. dba ComerStone Staffing Page 14 of16
City Secretary ContractNo.
IRS' ComerStone
Staffing
any position needing deep research and networking for passive candidates_ Allison has mast recently
filled rolessuch as Chief Financial Officers, Technology Resource Group Analyst, Tax Staff Data Analysts
II, Structural Engineer, Network Engineer, Network Administrator, Vicensed Life & Health Sales Reps, HR
Manager, HR Gen, Executive Assistants, Employee Relations Professional, Compliance Analyst, Capital
Markets Analyst, Benefit Manager,AcrountF anagerand a plethora of Mortgage roles_
Vendor Services Agreement
City of Fort Worth/Smith Temporaries, Inc. dba ComerStone Staffing Page 15 of16
City Secretary ContractNo.
EXHIBIT B
PAYMENT SCHEDULE
Cost and Guarantee
Placement Fees: Placement fees are based upon the employee's total estimated first year's annual
compensation, as agreed upon at the time of hiring_ Placement fees are 18%of total annual compensation.
Client must pay all placementfees and may not chargeemployee any portion ofsuch fee_ Thefull placement
fee for each employee becomes earned on the employees first day of employment, and is due within 60
days of, the employee's start date_ If an employee candidate accepts a position with Client or its affiliates
within twelve months of referral by Cornerstone, the full fee for that employee is due and payable to
Cornerstone_ Client's acceptance and/or interview of an employee candidate constitutes its agreement with
the above terms and conditions_
Guarantee= If an employee resigns or is terminated for cause within 120 calendar days of starting work,
Cornerstone will provide one substitute employee in the same position and location at no additional fee.
This guarantee is nulland void if the full place mentfee is not paid virthin 60 days of emp loyee's start date
Vendor Services Agreement Page 16 of16
City ofFort Worth/Smith Temporaries, Inc. dbaComerStone Staffing