HomeMy WebLinkAboutContract 60543City Secretary ContractNo. 60543
SORTWORTHO
VENDOR SERVICES AGREEMENT
This VENDOR SERVICES AGREEMENT ("Agreement") is made and entered into by and
betweenthe CITY OFFORT WORTH ("City"), a Texas homerule municipal corporation, andJorgenson
Consulting, Inc. ("Vendor"), each individually referred to as a "party" and collectively referred to as the
"parties."
1. Scope of Services. Vendor will, with good faith and due diligence, assist the City in the
process of conducting a professional search to select a new Economic Development Assistant Director
("Services"), as set forth in more detail in Exhibit "A," attached hereto and incorporated herein for all
purposes.
2. Term. This Agreement begins on November 27, 2023 ("Effective Date") and expires on
June 30, 2024 ("Expiration Date"), unless terminated earlier in accordance with this Agreement ("Initial
Term").
3. Compensation. City will pay Vendor in accordance with the provisions of this Agreement,
including Exhibit "B," which is attached hereto and incorporated herein for all purposes. Total
compensation under this Agreement will not exceed Thirty -Fight Thousand Dollars ($38,000.00).
Vendor will not perform any additional services or bill for expenses incurred for City not specified by this
Agreement unless City requests and approves in writing the additional costs for such services. City will not
be liable for any additional expenses of Vendor not specified by this Agreement unless City first approves
such expenses in writing.
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,
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FT. WORTH, TX
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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 promptlynotify Vendor. Itwill be the responsibility of Vendor to submitreasons objecting
to disclosure. A determination on whether such reasons are sufficient will not be decided by City,
but by the Office of the Attorney General of the State of Texas or by a court of competent
jurisdiction.
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
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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.
8. 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
EITHER PROPERTYDAMAGE OR LOSS (INCLUDING ALLEGED DAMAGE OR LOSS TO
VENDOR'S BUSINESS AND ANY RESULTING LOST PROFITS) AND/OR PERSONAL
INJURY, INCL UDING DEATH, TO ANY AND ALL PERSONS, AREING OUT OF OR IN
CONNECTION WITH THIS 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
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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.
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 areto be in effectpriorto 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
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$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
(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 A.M. Best Key Rating Guide, or have reasonably equivalent financial
strength and solvency to the satisfaction of Risk Management. If the rating is
below that required, written approval of Risk Management is required.
(e) Any failure on the part of City to request required insurance
documentation 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
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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 Jorgenson Consulting, Inc.
Attn: William Johnson, Assistant City Manager Todd W.S. Jorgenson
200 Texas Street Managing Director and Principal
Fort Worth, TX 76102-6314 2618A Battleground Ave, #149
Facsimile: (817) 392-8654 Greensboro, NC 27408
With copy to Fort Worth City Attorney's Office at Facsimile: 336-370-6360
same address
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 lie in state courts located in Tarrant County, Texas or the United
States District Court for the Northern District of Texas, Fort Worth Division.
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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 and B.
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 1-9
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
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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,
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 Authoritv. 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 Companv 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 Bovcott 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 "boycottIsraer'
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
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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 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 conflict
with any provision of this Agreement.
(signature page follows)
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ACCEPTED AND AGREED:
CITY OF FORT WORTH:
B7:
William Johnson (N v 30, 202316:57 CST)
Name:
William Johnson
Title:
Assistant City Manager
Date:
Nov 30, 2023
APPROVAL RECOMMENDED:
By: Robert Sturns (Nov 30, 202315:53 CST)
Name: Robert Sturns
Title: Economic Development Director
ATTEST: nn°
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By:
Name: Jannette Goodall
Title: City Secretary
VENDOR:
JORGENSON CONSULTING, INC.
1"rrr7d laraEY cw,
By: Todd Joreenson (reov 30. 2023 07:57 EST)
Name: Todd W. S. Jorgenson
Title: Managing Director and Principal
Nov 30, 2023
Date: , 20
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.
Vanessa lfof rnan
By: Vanessa Hottman (Nov 30, 2023 12:17 CST)
Name: VanessaHottman
Title: Interim Human Resources Manager
APPROVED AS TO FORM AND LEGALITY:
By.
cvti
Name:
Jessika Williams
Title:
Assistant City Attorney
CONTRACT AUTHORIZATION:
M&C: N/A Professional Service Exemption
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
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EXHIBIT A
SCOPE OF SERVICES
2. RECRUITMENT APPROACH AND METHODOLOGY
RECRUITMENT KICK-OFF
PHASE 1
Once the Search Committee agrees to retain JORGENSON CONSULTING to conduct the executive search
for the Assistant Director of Economic Developme nt of the CITY, the following process will begi n-
Meet with the Search Committee and Stakeholders via video conference to understand the CITY's
strategic vision and objectives, metncs used to evaluate the Assistant Director of Economic
Development's required perfomyance, current challenges, opportunities in the local business and
community environment, and expectations of the position -
Work with the CITY and others to determine the logistical and media steps to launch the search
proactively_
Develop a detailed recruitment strategy that includes candidate sources, geographic targets, and
peer program models, utilizing JORGENSON OONSULTINO's proprietary database of over 10,000
professional contacts and resources.
CANDIDATE RESEARCH, RESOURCES, AND RECRUITMENT
PHASE 2
Our primary objective is to identify a diverse slate of candidates with the fight mix of technical krxrwledge,
successful experience, and appropriate leadership style that meets the requirements specified by the
recruitment profile. To guarantee a broad pod of qualified candidates, we recommend the following
proactive networking process:
Networking and Research - At the core of recruitment is networking and research to identify high-
performance economic and community development organizations, industrial development
authorities, top -performing municipalities, private sector enterprises, and other organizations that
strongly fit the position opportunity- We contact our extensive network of resources, including
professionals vrorking for and with economic and community development organizations, chambers
of commerce, state and local governments, site consultants, associations, utilities, and other private -
sector enterprises, to share thre opportunity. It is through this open dialog that we build our initial
candidate pool- The resources shave the names of communities and leaders they have been
impressed by in their business connections- If we are unfamiliar with the community or leader, we
will proactively contact them and market the position-
* Proactive Recruitment - Proactively contact potential candidates achieving a high level of success
in their current position. Ideal candidates need to be identified and recruited, which is why
JORGENSON CONSULTING is positioned to confidlentty promote the position to prospective
candidates. We spend most of our time (proactively contacting professionals who are not looking but
are open to exploring career opportunities-
. Advertising - Utilizing various recruitment channels, including social media resources such as
Linkedln and online job posting boards of national_ regional, and state chambers and economic
development organizations to promote active searches- A blast e-mail announcement is also
dis0buted to our professional database network announcing the executive search-
. Internal Candidates — Interview any employees interested in consideration- Recognizing the
presence of internal candidates is critical, and providing an unbiased perspective isessential-
Vendor Services Agreement Page 11 of15
City Secretary ContractNo.
Unsolicited Applicants — All resumes sent to the CITY, or members of the Search Committee are
handled by our firm and given full and fair consideration_ JORGENSON CONSULTING will also
manage the unsolicited applicant interest_
Artificial Intelligence Tools — Recruifing and sourcing technology tools and databases can locate
strong candidates using automation. These tools assist us in finding candidates with professional
profiles or resumes that fit the requirements of the role available. Automation also provides stronger
matches for the position and can give us a more significant number of talented candidates not
looking for a new job.
CANDIDATE INTERVIEW AND SELECTION
Once JORGENSON CONSULTING has identified an extensive list of potential candidates who meet the
threshold requirements for the position, we will narrow the list by personally conducting interviews, either in
person or via video conference, to evaluate their interests, qualifications, and frt with the organization. A
social media background check is done on the candidates presented. This includes popular social media
sites (Facebook, Twitter, YouTube, Tik Tok, Linkedln, etc.) and other webinews posts for objectionable
material, such as drug-felated, explicitfracy, hate speech, insults and bullying_ narcotics, political speech,
sexual impropriety, terrorismlextremism, violence, toxic language and violent images.
e prepare a Candidate Slate of the top -qualified candidates for the Search Committee to review. The
candidate slate includes the candidate's career history, cover letter, and resume. We review the Candidate
Slate via conference call with the Search Committee and provide an oral brief of each candidate_ During
the conference call, we work with the Search Committee to select individuals invited for personal interviews.
CANDIDATE INTERVIEWSWITH SEARCH COMMITTEE AND CLOSING
PHASE 3
JORGENSON CONSULTING works with the Search Committee to prepare for finalist interviews and
recommends the followinq_
First Round Interview via Zoom_ The Search Committee interViews four to six candidates selected from
the Candidate Slate_ Our team works with you to develop candidate interview questions and will facilitate
the interviews and a wrap--up session to choose the candidates nia inq foryvard to the final interview round_
The Search Committee can also decide to conduct the interviews in person. If that is the case, we will
provide a suggested in person schedule_
Final Round Interviews in person, The Search Committee narrows the first round of interviews to two to
three finalists, who return to meet with Search Committee representatives, stakeholders, and in some cases
staff. If a finalist has a trailing significant other or spouse, they often accompany the candidate to ensure a
good frt. Family needs are a critical aspect of this step and are often overlooked by other firms. We will work
with you to plan prelirninary house -hunting activities, school visits, etc_ This visit usually takes place over a
weekend.
JORGENSON CONSULTING handles all travel logistics for the candidates and works with the Search
Committee on all details and interview schedules_
QUALIFYING REFERENCES, BACKGROUND CHECKS, AND CONTRACT NEGOTIATIONS
JORGENSON CONSULTING conducts in-depth interviews vrith references (e.g._ peens, board members,
prior employers, subordinates) that can provide insights into the candidate's professional skills, experience,
management style, personality traits, and integrity_ The importance of references cannot be overstated_
Page 12 of 15
City Secretary ContractNo.
Once a final candidate is identified, JORGENSON CONSULTING utilizes the service of an outside firm to
conduct a comprehensive background profile on the selected candidate, including credit history, criminal,
liensffudgments, civil, bankruptcies_ sexual offenses, motor vehicle, and verification of education.
JORGENSON CONSULTING works with the Search Committee to hire the preferred candidate and
oontract negotiations. We maintain continuous contact and communication with the top candidates- If this
candidate is not local, we communicate with their spouse and family to ensure their specific needs and
concerns are identified, and we work with the Search Committee to develop a strategy to address the
family's needs- JORGENSON CONSULTING conducts numerous compensation and benefits studies for
chambers of commerce, economic and community development organizations annually- We utilize this
knowledge and negotiation experience to establish a reasonable employment offer. Once the temps and
conditions of employment are negotiated, JORGENSON CONSULTING will prepare an employment
agreement.
FOLLOW-UP
JORGENSON CONSULTING continues our engagement once the finalist is hired. We maintain regular
communications -Mth the finalist and the Search Committee Chair after employment begins at three, six,
and twelve months to ensure a smooth traroifion.
COMMUNICATION WITH THE SEARCH COMMITTEE
With any consulting assignment, particularly an executive recruitment project, reliable and timely
communication is fundamental to project success- JORGENSON CONSULTING will communicate with the
Search Committee Chair weekly -with email updates on the progress of the search- Additionally, it is typical
for the consultant and Search Committee Chair to have regular phone and e-mail communication as
questions arise-
3. PROJECT TIMELINE
Meek wikh -he CrY leadership to
understard organization and job
requirements
Discussian of search details
DeveLap a jab descriptian and ad
P lace ad in agreed publications
Develap remitment strategy and
candidate sources
- Geagraphic targets
- Program modeLs
- Cowulting and associatian sources
- JCl databwe
Recruit and screen candidates
submit a written slate of candidates
Page 13 of 15
Week i
Week i
Week i
Week 2
Weeks Z-8
designated Leadership ~~R
Search C€Inmitxee to develop and sdheduLe
Jorgenson CDnsuking; Inc. (J€I)
interviews with appropriate participants
Identify names of Local candidates
Develop a media response strategy
search CammtLee
Disc.ss advertising placement
]CI
Disc ss update process
Disc..ss interview pracess and Logiskies, Le-,
all i cterviews on the same day ar on separate
days
JCI
JCI tD prepare aft documents. Search
Committee to apprme.
JCI
JCI tD place
Search Carnmitkee Chair
JCI
WeeksZ-8 JCI
Search Cammiktee
WeekI JCI
Manage candidate flow
Respand tD and monitar ad resp- -: a:
PrDackiveLy identify and recruik ...a, = ed
candidates
JCI will a -mail the slate for review
City Secretary ContractNo.
Conference caLL to review candidates wLl ek 9
Notify candidates to be interviewed;
dismm interview process and any media
impLicauNK.
��edhhle interviews
Pravideinterview questians
Search committee cuhducts an -site
interviews with seLected candidates
Debrief with search camrnitwe
faU.awing each interview
SeLe€t tap candidate�sj
Final candidate interviews (second
round)
Initiate background checks f seLe€ted
interviewees.
offer
Page 14 of 15
Re'-;�� ca"-IdaW 0=2
Search Committee Select cardidates to be interviewed
JCI Review interview and media process
Determine interview dates
Week 4
JCI
JCI
Week 10
Search Committee
Week 10
JCI
Week 1a-11
Search committee
JCI
Week 1a-11
Search cammit-tee
JCI
Week 10-11
Search committee
JCI
Week 12-13
Search committee + others TBD
JCI
Week 13 JCI
pVeek 1+15 Search committee Chair
JCI
JC I scheduLes traveL ac€ordinq to Search
committee availability and interview prace�,-
desi red
Informatianprvuided prior to interview
JCI works vnth search Committee Chair to
arrange interview schedule
Determine viabiLity of each candidate
JC I natifies successfuL €andida*s)
Schedule interviews
Debrief with Search committee to
determine top candidate
Ad litionaL interviews TBD
Work with Search Committee Chair
on appropriate compensatian
City Secretary ContractNo.
EXHIBIT B
PAYMENT SCHEDULE
7. COST AND GUARANTEE
The executive search fee is $30,000 (thirty thousand dollars). The executive search fee does not include
the following consulting expenses and communication costs. JORGENSON CONSULTING does not charge
handling fees for expenses; we bill at cost.
Consulting Expenses include:
Communication and administrative expenses (phone, mail, research, printing, document
preparation, etc.) Fixed fee billed at 4r.,-0 with each invoice_ (not to exceed $1,350)
Adverbsina IEDC and Linkedln_ The estimated cost is $1,600.
Background Check Credit, Civil', Criminal, driving, and Education on tno final candidates_ The cost
is $350 per candidate_
Social Mader Background Check Cost is $95 per candidate_
Consultant Travel Airline flights and related expenses to interview candidates and travel tD the client
are billed at cost.
Candidate TravelfExDenses to Fort Worth This amount is variable based on the number of
candidates you select to interview and where they will be traveling from and is billed at cost_
Fee Schedule - net thirty (30) calendar days from the receipt of the invoice.
• One-third of the executive search fee is Nkd upon execution of the executive search contract_
• A second one-third of the executive search fee and expenses are billed after the candidate slate is
presented and approved by the Search Committee.
• The finaJ one-third of the executive search fee and expenses are billed after the candidate is hired_
In the process of introducing candidates to a community, we have had occasions when more than one of
the candidates we present is hired. If the CITY hires a second candidate, the CITY will be billed 20
(twenty percent) cif the candidate's first year's total expected compensation_ If another organization in your
community hires one of the presented candidates, the CITY shall assume no liability for a second search
fee. JORGENSON CONSULTING will handle invoicing and collecting the 20% (twenty percent) fee from
the hiring organization_
GUARANTEE
If the hired candidate resigns or is terminated, for any reason, during the first twelve (12) months of
employment, JORGENSON CONSULTING will conduct a nevi search on the same temys as the original
search at no additional executive search consulting fee. JORGENSON CONSULTING must be notified, in
writing, within seven (7) days of resignation or termination_ The CITY will be responsible for paying for all
out-of-pocket expenses associated with the search, including advertising, background check, consultant
and candidate travel_ Exception: This guarantee does not apply if any one of the exceptions occurs; (1) the
candidate is promoted or transferred within the CITY, (2) if an unanticipated reorganization modifies the
position in any material respect from the role outlined in the job description, (3) 6 the position is transferred
to another organization or entity, (4) or the position is eliminated or consolidated into a separate
organization_
Vendor Services Agreement Page 15 of15