HomeMy WebLinkAboutContract 60030City Secretary ContractNo. 60030
SORTWORTHO
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 Goodwin Recruiting ("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 of the 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").
3. Compensation.
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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City ofFort Worth / Goodwin Recruiting CITY SECRETARY
FT. WORTH, TX
City Secretary ContractNo.
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 fiscal period 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.
Liability 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 MISCONDUCT 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 OF ANYKIND OR CHARACTER, WHETHER REAL OR ASSERTED, FOR
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EITHER PROPERTYDAMAGE OR L OSS (INCL UDING ALLEGED DAMAGE OR L OSS TO
VENDOR'S BUSINESS AND ANY RESULTING LOST PROFITS) AND/OR PERSONAL
INJURY, INCL UDING DEATH, TO ANY AND ALL PERSONS, ARBLVG 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.
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 ofthe following types and minimum coverage limits that are to be in effectpriorto commencement
of any Services pursuant to this Agreement:
l 0. l Coverage and Limits
(a) Commercial General Liability:
$1,000,000 - Each Occurrence
$2,000,000 - Aggregate
Professional Liability coverage may be provided through an endorsement to the
Commercial General Liability (CGL) policy, or a separate policy specific to
ProfessionalE&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
(a) The commercial general 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) 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.
(c) 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.
(d) Any failure on the part of City to request required insurance
documentation will not constitute a waiver of the insurance requirement.
(e) 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.
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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:
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:
Goodwin Recruiting
Gary Rumpp
Vice President of Recruiting
4 Center Street
Exeter, NH 03833
(603)223-0303
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.
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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 Majeure. 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
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. Goodwin Recruiting guarantees that if a placed
candidate leaves employment of the Company, either voluntarily or through termination, for any reason
other than reduction of workforce, within 60 calendar days from the candidate's start date, Goodwin
Recruiting will provide a one-time replacement candidate at no cost to the Company. There is no cash back
Company agrees to provide ample opportunity for the replacement to be fulfilled as soon as possible. If
company does not provide Goodwin Recruiting an opportunity to replace the candidate for a period of 1
year, it will be understood that the replacement is no longer needed. Company agrees that the guarantee
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portion of the agreement becomes null and void if full payment is not received by the due date, if payments
are made in installments or if the company fails to notify Goodwin Recruiting within 10 days of the
separation and/or prior to the expiration of the guarantee period.
25. Immigration Nationality Act. To the extent required under the law, Vendor must verify
the identity and employment eligibility of its employees who perform work under this Agreement, including
completing theEmployment Eligibility Verification Form(I-9). Upon request by City, Vendor willprovide
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 willbe 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,
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 of the contract. The terms "boycottlsraef'
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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 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 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, 87thLeg., 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
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 scannedand 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 oral or written agreement is hereby declared null and void to the extent in conflict
with any provision of this Agreement.
(signature page follows)
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ACCEPTED AND AGREED:
CITY OF FORT WORTH:
Tic 3 Dana Burghdoff(Aug 2023 6 CDT)
Name: Dana Burghdoff
Title: Assistant City Manager
Date: Aug 31, 2023
APPROVAL RECOMMENDED:
B; DJ Harrell (Aug 29, 202314:39 CDT)
Name: D.J. Harrell
Title: Development Services Director
ATTEST:
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By:
Name: Jannette Goodall
Title: City Secretary
VENDOR:
Goodwin Recruiting
By; Gary Rumpp (Aug 26, 2 2r316:56 CDT)
Name: Gary Rumpp
Title: Vice President of Recruiting
Date: Aug 25, 2023 20
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City ofFort Worth/ / Goodwin Recruiting
CONTRACT COMPLIANCE MANAGER:
By signing I acknowledge that I amthe person
responsible forthe monitoring and administration of
this contract, including ensuring allperfor ance and
reporting requirements.
Javier Valencia
By: Javier Valencia (Aug 29,202309:19 CDT)
Name: Javier Valencia
Title: Human Resources Manager
APPROVED AS TO FORM AND LEGALITY:
By:9.A. a)
Name: Jessika J. Williams
Title: Assistant City Attorney
CONTRACT AUTHORIZATION:
M&C:
Form 1295:
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
Page 10 of 16
City Secretary ContractNo.
EXHIBIT A
SCOPE OF SERVICES
:
e
At Goodwin Recruiting, we are committed to delivering
candidates who match your specific needs. Our sourcing
process is designed to ensure no viable candidates slip
through the cracks. For every single candidate we
submit, hundreds of resumes have been reviewed,
dozens of prescreens have been conducted, and the best
matches have received full, live interviews by a
recruiter who is an expert in your industry.
The Goodwin Process
Here's how we make ithappe.,: 05 Submit Candidates
Coordinate
01 Get in Sync 06 Interviews
02 Clarify Process
07
Expedite
Hiring Process
D3 Begin Searches
08
Exchange
Transparent Feedback
04 Vet Candidates
09
Foster A Congruent
Partnership
Vendor Services Agreement Page I of16
City ofFort Worth / Goodwin Recruiting
City Secretary ContractNo.
LeeAnn Hamon
DEI Certified Recruiter with 25+years HR &
Talent Acquisition experience. Hospitality,
Engineering, Aerospace, Manufacturing,
Finance, & Professional Services Industries.
LeeAnn focuses on providing exceptional
service and building meaningful relationships.
Cassandra Foster
DEI Certified Recruiter with extensive hotel &
restaurant operations experience. Has helped
many organizations create profitable businesses
by getting the right people on their teams.
Cassandra has a passion for providing superior
service and keeping teams more engaged.
Jeremy Haman
DEI Certified Recruiter with 25+years Finance,
Accounting, and Hospitality experience.
Integrity, transparency, and honesty are three
key values that set him apart from other
recruiters and allow him to build successful
relationships for the long-term.
Vendor Services Agreement
City of Fort Worth// Goodwin Recruiting Page 12 of16
City Secretary ContractNo.
AMERICA'S BEST Forbes AMERICA'S BEST Forbes
EXECUTIVE r i PROFESSIONAL r_
RECRUITING FIRMS RECRUITING FIRMS 9Y 5TA 7
A'FORBES BEST'
RECRUITING FIRM
4 YEARS IN A ROW!
AMERICA'S BEST Forbes AMERICA'S BEST Forbes
EXECUTIVE PROFESSIONAL '.
RECRUITING FIRMS RECRUITING FIRMS P�YEREBV STA 5TA
Goodwin Recruiting„
#1! Best Small & Medium
Places to Work 2023
glassdoor
BEST PLACES
-WORK
Vendor Services Agreement
City of Fort Worth// Goodwin Recruiting Page 13 of16
City Secretary ContractNo.
Vr
y
II
-Rmqi it
Dedicated to Diversity, Equity & Inclusion is one of our
Core Values. We promise to deliver the best possible
' candidates, and to do so under the laws of equal
employment opportunities for all. We genuinely believe
each organization is at its best when the selection
process is free from any biases and people are hired for
their skills. Learn more at: Goodwin is Dedicated to DEI
Vendor Services Agreement
City of Fort Worth// Goodwin Recruiting Page 14 of16
City Secretary ContractNo.
• Replacement Guarantee with every placed candidate.
• Client Business Reviews - we are happy to review account
stats with your team at any time, to make sure the
relationship is in a positive place on an ongoing basis.
• We can feature you on social media, if there's ever an
interest. We have--100,000 followers on Linkedln and are
always happy to help get your name in front of our network.
• We can provide industry insight, salary comparisons by
market, and more.
Vendor Services Agreement Page 15 of16
City ofFort Worth / Goodwin Recruiting
City Secretary ContractNo.
EXHIBIT B
PAYMENT SCHEDULE
Contingency
Goodwin Recruiting Fee Agreement
This agreement is made between Goodwin Recruiting and City of Fart Worth Registered Agent. LLC (Hereinaller
Company). Whereas Goodwin Recruiting is in the business of recruitment of candidates for _ . _ ., Whereas
Company is seeking candidates th fil positian(s). The parties therefore agree to the following:
Candidates Presented
Goodwin Recruiting will seek candidates for position(s) as requested byCompany. Fees shall be due and payable
directly to Goodwin Recruiting for such services if a Goodwin Recruiting referred candidate is hired by Company or
any of its affiliates for any position within one year from last documented communication about the specific candidate
between the Corn panyand Goodwin Recruiting. All candidates presented to the company through Goodwin
Recruiting shall be considered =" _ _ : _ J by Goodwin Recruiting unless the company received the candidate from
another source within the last year and they are actively working with the candidate. If the company received a
candidate through another means and is actively working the candidate, it is the Compan yrs responsibility to notify
and provide proof, as requested, to the Goodwin Recruiting _ _ ,_ _ _ upon submission. If the company fails to
notify Goodwin Recruiting and its representative does any work at request of City of Fort Worth Registered Agent, LLC,
it is agreed upon that all fees will be due if the candidate is hired by Company_ Once a search is started, if a
candidate is presented for the position and that candidate is hired in any capacity. including as a oonsultard, the full
fee will be applied according to the position and salary they were submitted for.
- Goodwin Recruiting will referallqualitycandidatesinaccordancewithfederal,state. and local EEOClaws.
Companywill makethedecisionto hire. ornothire, a candidate presented by Goodwin Recruiting independent of
Gcodwin Recruiting_ Goodwin Recruiting isnotliable in any wayforthe independent hiring decisions of Company.
Fees
General Placement
Guarantee f Payment Terms
Goodwin Recruiting guarantees that if a placed candidate leaves employment ofti a Company, eithervoluntarily orthrough
termination, far any reason other than reduction of workforce, within Bd calendar days from the candidate's start date,
Goodxdn Recruiting will provide a one-time replacement candidate at no cast to the Company. There is no rash back_
Company agrees to provide ample opportunity for the replacement to be fulfilled as soon as posside. If company does not
provide Goodwin Recruiting an opportunity to replace the candidate for a period of 1 year, d will be understhod that the
replacement is no longer rweded. Company agrees that the guarantee portion of the agreement becomes null and void if full
payment is not received by the due date. if payments are made in installmrents or if the company fails to notify G,codrrin
Recruiting within 10 days of the separation andlor pi iorto the expiration of the guarantee period
The placement fee becomes due in full once the candidate begins _ _ . Company agrees to pay invoice within 20
days of the hired Candidate's start date. Unpaid fees shall be subject to a 5% late oharge. Company agrees to pay Goodwin
Recruiting any and all expenses associated with failure to pay under the terms of this Fee Agreement, including but not limited
to reasonable attorney and collection fees.
Details
This:, __ llremaininfomeunless einerpartysubmits and has ratified any changesasdesaibedL to
terminate the agreement at anytime providing written notice to the other party.
Percentage placementfees above are cal culated based on 1 st year projected annual base salary multi plied bythe percentage
rate.
This Fee Agreement shal I be subject to theju risdiction and laws of the State of New Ha mpshire.
Company agrees not to contract, pay or independently cornract any Goodwin Recruiting _ ... _ without the express
permission of Goodwin Recruiting_ If Company hires any Goodwin Recruiting representative within 1 year of contractual
partnership with Goodwin Recruiting, Company agrees to pay a fee to Goodwin Recruiting that is equal to 25% ofthe 1st year
projected annual basesalary_
Signature: Wfsize":'small" %
Title=ltll
Date: W1l
Vendor Services Agreement
City of Fort Worth// Goodwin Recruiting
Signature: ls2 {'size': 'small')l
Date: id21
Page 16 of16