HomeMy WebLinkAboutContract 63672CSC No. 63672
PROFESSIONAL SERVICES AGREEMENT
International Association of Fire Fighters
This PROFESSIONAL SERVICES AGREEMENT ("Agreement") is made and entered into by
and between the CITY OF FORT WORTH ("City"), a Texas home rule municipal corporation, acting by
and through William Johnson, its duly authorized Assistant City Manager, and INTERNATIONAL
ASSOCIATION OF FIRE FIGHTERS (IAFF), a nonprofit organization ("Vendor"), each may be
individually referred to as a "party" and collectively referred to as the "parties."
AGREEMENT DOCUMENTS:
The Agreement documents shall include the following:
1. This Professional Services Agreement;
2. Exhibit A — Scope of Services;
3. Exhibit B — Price Schedule; and
4. Exhibit C — Verification of Signature Authority Form.
Exhibits A, B and C, which are attached hereto and incorporated herein, are made a part of this Agreement
for all purposes. In the event of any conflict between the terms and conditions of Exhibits A, B or C and
the terms and conditions set forth in the body of this Agreement, the terms and conditions of this Agreement
shall control.
1. SCOPE OF SERVICES.
All day training for all firefighters on building an inclusive workforce reflecting the communities
we serve, in person training and education on Team collaboration, communication breakdowns and peer
feedback circle. Exhibit "A," - Scope of Services more specifically describes the services to be provided
hereunder.
Summary
IAFF Professional Development Training Summary
1. This training, provided by the International Association of Fire Fighters (IAFF), focuses on building an
inclusive workforce and strengthening teamwork within the fire service. The program consists of two
interactive modules, each 2 hours long:
2. Building an Inclusive Workforce — Emphasizes the importance of reflecting the communities we serve,
understanding bias, improving recruitment and retention of diverse candidates, and delivering culturally
competent service.
3. Teamwork and Inclusion — Highlights how inclusive practices enhance team performance, trust, and
communication. It covers psychological safety, conflict resolution, and effective collaboration in diverse
teams.
4. To ensure full participation, sessions will be offered twice daily (morning and afternoon) across a three-
week period, Monday through Friday.
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
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This Agreement shall begin on July 16, 2025(" Effective Date") and shall expire on July 15, 2026,
("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 one (1) one-year renewal options, at City's sole discretion.
3. COMPENSATION.
City shall pay Vendor in accordance with the fee schedule of Vendor personnel who perform
services under this Agreement in accordance with the provisions of this Agreement and Exhibit `B," — Price
Schedule. Total payment made under this Agreement for the first year by City shall be in the amount of
Seventy Thousand Dollars ($70,00.00). Vendor shall 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 shall not be liable for any additional expenses of Vendor not
specified by this Agreement unless City first approves such expenses in writing.
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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-annromiation 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 shall terminate on the last day of the fiscal period for which appropriations were
received without penalty or expense to City of any kind whatsoever, except as to the portions of the
payments herein agreed upon for which funds have been appropriated.
4.3 Duties and Obligations of the Parties. In the event that this Agreement is terminated prior
to the Expiration Date, City shall pay Vendor for services actually rendered up to the effective date of
termination and Vendor shall continue to provide City with services requested by City and in accordance
with this Agreement up to the effective date of termination. Upon termination of this Agreement for any
reason, Vendor shall 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 shall return all City provided data to City in a machine readable
format or other format deemed acceptable to City.
5. DISCLOSURE OF CONFLICTS AND CONFIDENTIAL INFORMATION.
5.1 Disclosure of Conflicts. 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 shall treat all information provided to it by City ("City Information") as confidential and shall not
disclose any such information to a third party without the prior written approval of City.
5.3 Unauthorized Access. Vendor shall store and maintain City Information in a secure manner
and shall not allow unauthorized users to access, modify, delete or otherwise corrupt City Information in
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any way. Vendor shall notify City immediately if the security or integrity of any City Information has been
compromised or is believed to have been compromised, in which event, Vendor shall, in good faith, use all
commercially reasonable efforts to cooperate with City in identifying what information has been accessed
by unauthorized means and shall fully cooperate with City to protect such City Information from further
unauthorized disclosure.
6. RIGHT TO AUDIT.
Vendor agrees that City shall, until the expiration of three (3) years after final payment under this
contract, or the final conclusion of any audit commenced during the said three years, have access to and the
right to examine at reasonable times any directly pertinent books, documents, papers and records, including,
but not limited to, all electronic records, of Vendor involving transactions relating to this Agreement at no
additional cost to City. Vendor agrees that City shall have access during normal working hours to all
necessary Vendor facilities and shall be provided adequate and appropriate work space in order to conduct
audits in compliance with the provisions of this section. City shall give Vendor reasonable advance notice
of intended audits.
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It is expressly understood and agreed that Vendor shall operate as an independent Vendor 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 shall have the exclusive right to control the details of its operations and activities and be solely
responsible for the acts and omissions of its officers, agents, servants, employees, consultants and
subVendors. Vendor acknowledges that the doctrine of respondeat superior shall not apply as between
City, its officers, agents, servants and employees, and Vendor, its officers, agents, employees, servants,
Vendors and subVendors. Vendor further agrees that nothing herein shall be construed as the creation of a
partnership or joint enterprise between City and Vendor. It is further understood that City shall in no way
be considered a Co -employer or a Joint employer of Vendor or any officers, agents, servants, employees or
subVendor of Vendor. Neither Vendor, nor any officers, agents, servants, employees or subVendor of
Vendor shall be entitled to any employment benefits from City. Vendor shall be responsible and liable for
any and all payment and reporting of taxes on behalf of itself, and any of its officers, agents, servants,
employees or subVendor.
8. LIABILITY AND INDEMNIFICATION.
8.1 LIABILITY - VENDOR SHALL BE LIABLE AND RESPONSIBLE FOR ANY AND
ALL PROPERTY LOSS, PROPERTY DAMAGE AND/OR PERSONAL INJURY, INCLUDING
DEATH, TO ANY AND ALL PERSONS, OF ANY KIND OR CHARACTER, WHETHER REAL OR
ASSERTED, TO THE EXTENT CAUSED BY THE NEGLIGENT ACT(S) OR OMISSION(S),
MALFEASANCE OR INTENTIONAL MISCONDUCT OF VENDOR, ITS OFFICERS, AGENTS,
SERVANTS OR EMPLOYEES.
8.2 GENERAL INDEMNIFICATION- VENDOR HEREBY COVENANTSANDAGREES
TO INDEMNIFY, HOLD HARMLESS AND DEFEND CITY, ITS OFFICERS, AGENTS, SERVANTS
AND EMPLOYEES, FROMAND AGAINST ANYAND ALL CLAIMS OR LAWSUITS OFANYKIND
OR CHARACTER, WHETHER REAL OR ASSERTED, FOR EITHER PROPERTY DAMAGE OR
LOSS (INCLUDING ALLEGED DAMAGE OR LOSS TO VENDOR'S BUSINESS AND ANY
RESULTING LOST PROFITS) AND/OR PERSONAL INJURY, INCLUDING DEATH, TO ANYAND
ALL PERSONS, ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, TO THE
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EXTENT CAUSED BY THE NEGLIGENT ACTS OR OMISSIONS OR MALFEASANCE OF
VENDOR, ITS OFFICERS, AGENTS, SERVANTS OR EMPLOYEES.
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 shall 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 shall have the right to conduct the defense of any such claim or
action and all negotiations for its settlement or compromise and to settle or compromise any such
claim; however, City shall have the right to fully participate in any and all such settlement,
negotiations, or lawsuit as necessary to protect City's interest, and City agrees to cooperate with
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 shall have the sole right to conduct the defense of any such claim or action and all
negotiations for its settlement or compromise and to settle or compromise any such claim; however,
Vendor shall 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 shall 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 shall, at its own expense and as City's sole remedy, either: (a) procure for City the right to
continue to use the software and/or documentation; or (b) modify the software and/or documentation
to make it non -infringing, provided that such modification does not materially adversely affect
City's authorized use of the software and/or documentation; or (c) replace the software and/or
documentation with equally suitable, compatible, and functionally equivalent non -infringing
software and/or documentation at no additional charge to City; or (d) if none of the foregoing
alternatives is reasonably available to 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 shall not assign or subcontract any of its duties, obligations or rights
under this Agreement without the prior written consent of City. If City grants consent to an assignment, the
assignee shall execute a written agreement with City and Vendor under which the assignee agrees to be
bound by the duties and obligations of Vendor under this Agreement. Vendor and Assignee shall be jointly
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, sub Vendor shall execute a written
agreement with Vendor referencing this Agreement under which sub Vendor shall agree to be bound by the
duties and obligations of Vendor under this Agreement as such duties and obligations may apply. Vendor
shall provide City with a fully executed copy of any such subcontract.
10. INSURANCE.
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Vendor shall provide City with certificate(s) of insurance documenting policies of the following
types and minimum coverage limits that are to be in effect prior to commencement of any work pursuant
to this Agreement:
10.1 Coverage and Limits
(a) Commercial General Liability:
$1,000,000 - Each Occurrence
$2,000,000 - Aggregate
(b) Automobile Liability:
$1,000,000 - Each occurrence on a combined single limit basis
Coverage shall be on any vehicle used by Vendor, its employees, agents,
representatives in the course of providing services under this Agreement. "Any
vehicle" shall be any vehicle owned, hired and non -owned.
(c) Worker's Compensation:
Statutory limits according to the Texas Workers' Compensation Act or any other
state workers' compensation laws where the work is being performed
Employers' liability
$100,000 -
Bodily Injury by accident; each accident/occurrence
$100,000 -
Bodily Injury by disease; each employee
$500,000 -
Bodily Injury by disease; policy limit
(d) Professional Liability (Errors & Omissions):
$1,000,000 - Each Claim Limit
$1,000,000 - Aggregate Limit
Professional Liability coverage may be provided through an endorsement to the
Commercial General Liability (CGL) policy, or a separate policy specific to
Professional E&O. Either is acceptable if coverage meets all other requirements.
Coverage shall be claims -made, and maintained for the duration of the contractual
agreement and for two (2) years following completion of services provided. An
annual certificate of insurance shall be submitted to City to evidence coverage.
10.2 General Requirements
(a) The commercial general liability and automobile liability policies shall name City
as an additional insured thereon, as its interests may appear. The term City shall
include its employees, officers, officials, agents, and volunteers in respect to the
contracted services.
(b) The workers' compensation policy shall include a Waiver of Subrogation (Right
of Recovery) in favor of City.
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(c) A minimum of Thirty (30) days' notice of cancellation or reduction in limits of
coverage shall be provided to City. Ten (10) days' notice shall be acceptable in the
event of non-payment of premium. Notice shall be sent to the Risk Manager, City
of Fort Worth, 100 Texas Street, Fort Worth, Texas 76102, with copies to the Fort
Worth City Attorney at the same address.
(d) The insurers for all policies must be licensed and/or approved to do business in the
State of Texas. All insurers must have a minimum rating of A- VII in the current
A.M. Best Key Rating Guide, or have reasonably equivalent financial strength and
solvency to the satisfaction of Risk Management. If the rating is below that
required, written approval of Risk Management is required.
(e) Any failure on the part of City to request required insurance documentation shall
not constitute a waiver of the insurance requirement.
(f) Certificates of Insurance evidencing that Vendor has obtained all required
insurance shall 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 shall comply with all
applicable federal, state and local laws, ordinances, rules and regulations and that any work it produces in
connection with this Agreement will also comply with all applicable federal, state and local laws,
ordinances, rules and regulations. If City notifies Vendor of any violation of such laws, ordinances, rules
or regulations, Vendor shall immediately desist from and correct the violation.
12. NON-DISCRIMINATION COVENANT.
Vendor, for itself, its personal representatives, assigns, subVendors and successors in interest, as
part of the consideration herein, agrees that in the performance of Vendor's duties and obligations
hereunder, it shall not discriminate in the treatment or employment of any individual or group of individuals
on any basis prohibited by law. IF ANY CLAIM ARISES FROM AN ALLEGED VIOLATION OF
THIS NON-DISCRIMINATION COVENANT BY VENDOR, ITS PERSONAL
REPRESENTATIVES, ASSIGNS, SUBVENDORSS 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 shall be conclusively determined to
have been delivered when (1) hand -delivered to the other party, its agents, employees, servants or
representatives, (2) delivered by facsimile with electronic confirmation of the transmission, or (3) received
by the other party by United States Mail, registered, return receipt requested, addressed as follows:
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To CITY:
City of Fort Worth
Attn: William Johnson, Assistant City Manager
100 Texas Street
Fort Worth, TX 76102-6314
With copy to Fort Worth City Attorney's Office at
same address
14. SOLICITATION OF EMPLOYEES.
To VENDOR:
International Association of Fire fighters
Will Newton I Director of Education,
Training and Human Relations
1750 New York Avenue, NW
Washington, DC 20006
Office 202.824.1560
Mobile 202.215.3258
Neither City nor Vendor shall, during the term of this Agreement and additionally for a period of
one year after its termination, solicit for employment or employ, whether as employee or independent
Vendor, any person who is or has been employed by the other during the term of this Agreement, without
the prior written consent of the person's employer. Notwithstanding the foregoing, this provision shall not
apply to an employee of either party who responds to a general solicitation of advertisement of employment
by either party.
15. GOVERNMENTAL POWERS.
It is understood and agreed that by execution of this Agreement, City does not waive or surrender
any of its governmental powers or immunities.
16. NO WAIVER.
The failure of City or Vendor to insist upon the performance of any term or provision of this
Agreement or to exercise any right granted herein shall not constitute a waiver of City's or 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 shall be construed in accordance with the laws of the State of Texas. If any action,
whether real or asserted, at law or in equity, is brought pursuant to this Agreement, venue for such action
shall lie in state courts located in Tarrant County, Texas or the United States District Court for the Northern
District of Texas, Fort Worth Division.
18. SEVERABILITY.
If any provision of this Agreement is held to be invalid, illegal or unenforceable, the validity,
legality and enforceability of the remaining provisions shall not in any way be affected or impaired.
19. FORCE MAJEURE.
City and Vendor shall exercise their best efforts to meet their respective duties and obligations as
set forth in this Agreement, but shall not be held liable for any delay or omission in performance due to
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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, material or labor restrictions by any governmental authority,
transportation problems and/or any other similar causes.
20. HEADINGS NOT CONTROLLING.
Headings and titles used in this Agreement are for reference purposes only, shall not be deemed a
part of this Agreement, and are not intended to define or limit the scope of any provision of this Agreement.
21. REVIEW OF COUNSEL.
The parties acknowledge that each party and its counsel have reviewed and revised this Agreement
and that the normal rules of construction to the effect that any ambiguities are to be resolved against the
drafting parry shall not be employed in the interpretation of this Agreement or Exhibits A, B, and C.
22. AMENDMENTS/ MODIFICATIONS/ EXTENSIONS.
No amendment, modification, or extension of this Agreement shall be binding upon a parry hereto
unless set forth in a written instrument, which is executed by an authorized representative of each party.
23. ENTIRETY OF AGREEMENT.
This Agreement, including Exhibits A, B and C, contains the entire understanding and agreement
between City and 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.
24. COUNTERPARTS.
This Agreement may be executed in one or more counterparts and each counterpart shall, for all
purposes, be deemed an original, but all such counterparts shall together constitute one and the same
instrument.
25. WARRANTY OF SERVICES.
Vendor warrants that its services will be of a professional 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 shall either
(a) use commercially reasonable efforts to re -perform the services in a manner that conforms to the
warranty, or (b) refund the fees paid by City to Vendor for the nonconforming services.
26. IMMIGRATION NATIONALITY ACT.
Vendor shall verify the identity and employment eligibility of its employees who perform work
under this Agreement, including completing the Employment Eligibility Verification Form (I-9). Upon
request by City, Vendor shall provide City with copies of all 1-9 forms and supporting eligibility
documentation for each employee who performs work under this Agreement. Vendor shall adhere to all
Federal and State laws as well as establish appropriate procedures and controls so that no services will be
performed by any Vendor employee who is not legally eligible to perform such services. VENDOR
SHALL INDEMNIFY CITY AND HOLD CITY HARMLESS FROM ANY PENALTIES,
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LIABILITIES, OR LOSSES DUE TO VIOLATIONS OF THIS PARAGRAPH BY VENDOR,
VENDOR'S EMPLOYEES, SUBCONTRACTORS, AGENTS, OR LICENSEES. City, upon written
notice to Vendor, shall have the right to immediately terminate this Agreement for violations of this
provision by Vendor.
27. OWNERSHIP OF WORK PRODUCT.
City shall be the sole and exclusive owner of all reports, work papers, procedures, guides, and
documentation, created, published, displayed, and/or produced in conjunction with the services provided
under this Agreement (collectively, "Work Product"). Further, City shall be the sole and exclusive owner
of all copyright, patent, trademark, trade secret and other proprietary rights in and to the Work Product.
Ownership of the Work Product shall inure to the benefit of City from the date of conception, creation or
fixation of the Work Product in a tangible medium of expression (whichever occurs first). Each
copyrightable aspect of the Work Product shall be considered a "work -made -for -hire" within the meaning
of the Copyright Act of 1976, as amended. If and to the extent such Work Product, or any part thereof, is
not considered a "work -made -for -hire" within the meaning of the Copyright Act of 1976, as amended,
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.
28. SIGNATURE AUTHORITY.
The person signing this Agreement hereby warrants that he/she has the legal authority to execute
this Agreement on behalf of the respective party, and that such binding 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 whose name, title and signature is affixed on
the Verification of Signature Authority Form, which is attached hereto as Exhibit "C". Each party is fully
entitled to rely on these warranties and representations in entering into this Agreement or any amendment
hereto.
29. CHANGE IN COMPANY NAME OR OWNERSHIP
Vendor shall notify City's Purchasing Manager, in writing, of a company name, ownership, or
address change for the purpose of maintaining updated City records. The president of 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.
30. PROHIBITION ON CONTRACTING WITH COMPANIES THAT BOYCOTT ISRAEL
Vendor acknowledges that in accordance with Chapter 2270 of the Texas Government Code, the
City is prohibited from entering into a contract with a company for goods or services unless the contract
contains a written verification from the company that it: (1) does not boycott Israel; and (2) will not boycott
Israel during the term of the contract. The terms "boycott Israel" and "company" shall have the meanings
ascribed to those terms in Section 808.001 of the Texas Government Code. By signing this contract,
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 contract.
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31 PROHIBITION ON BOYCOTTING ENERGY COMPANIES.
Vendor acknowledges that in accordance with Chapter 2276 of the Texas Government Code, the
City is prohibited from entering into a contract for goods or services that has a value of $100,000 or more
that is to be paid wholly or partly from public funds of the City with a company with 10 or more full-time
employees unless the contract contains a written verification from the company that it: (1) does not boycott
energy companies; and (2) will not boycott energy companies during the term of the contract. The terms
"boycott energy company" and "company" have the meaning ascribed to those terms by Chapter 2276 of
the Texas Government Code. To the extent that Chapter 2276 of the Government Code is applicable to this
Agreement, by signing this Agreement, Vendor certifies that Contractor's signature provides written
verification to the City that Contractor: (1) does not boycott energy companies; and (2) will not boycott
energy companies during the term of this Agreement.
32. PROHIBITION ON DISCRIMINATION AGAINST FIREARM AND AMMUNITION
INDUSTRIES.
Vendor acknowledges that except as otherwise provided by Chapter 2274 of the Texas Government
Code, the City is prohibited from entering into a contract for goods or services that has a value of $100,000
or more that is to be paid wholly or partly from public funds of the City with a company with 10 or more
full-time employees unless the contract contains a written verification from the company that it: (1) does
not have a practice, policy, guidance, or directive that discriminates against a firearm entity or firearm trade
association; and (2) will not discriminate during the term of the contract against a firearm entity or firearm
trade association. The terms "discriminate," "firearm entity" and "firearm trade association" have the
meaning ascribed to those terms by Chapter 2274 of the Texas Government Code. To the extent that
Chapter 2274 of the Government Code is applicable to this Agreement, by signing this Agreement, Vendor
certifies that Contractor's signature provides written verification to the City that Contractor: (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.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement in multiples this
17th day of July , 2025.
(signature page follows)
Professional Services Agreement Page 10 of 21
ACCEPTED AND AGREED:
CITY OF FORT WORTH:
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By:
Name: William Johnson
Title: Assistant City Manager
Date: 07/17/2025
APPROVAL RECOMMENDED:
CONTRACT COMPLIANCE MANAGER:
By signing I acknowledge that I am the person
responsible for the monitoring and administration of
this contract, including ensuring all performance and
reporting requirements.
A111—
By: Brenda Ray (Jul 17, 2gS 07:50 CDT)
Name: Brenda Ray
Title: Fire Purchasing Manager
APPROVED AS TO FORM AND LEGALITY:
By:
James Davis (Jul 17, 2025 09:01 CDT)
Name: James Davis
Title: Fire Chief
By:
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Name: Taylor Paris
ATTEST: c� F°°Rreooa Title: Sr. Assistant City Attorney
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By:
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Name: Jannette Goodall
Title: City Secretary
VENDOR:
International Association of Fire Fighters
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Title: Director of Education,
Training and Human Relations
Date: 07/17/2025
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
Professional Services Agreement Page 11 of 21
EXHIBIT A
SCOPE OF SERVICES
Scope of Services
The City of Fort Worth, by and through the Fort Worth Fire Department, will partner with the
International Association of Fire Fighters (IAFF) to deliver a structured, two-part professional
development training focused on inclusion, diversity, and teamwork. This program aims to strengthen
the department's workplace culture, improve operational performance, and align internal practices with
the values of the diverse communities we serve.
Training will be delivered over a three-week period, with two sessions per day (morning and
afternoon), Monday through Friday, to ensure all fire and EMS personnel have the opportunity to
participate without disrupting essential services.
Professional Development Training with the International Association of Fire Fighters (IAFF)
Overview:
The International Association of Fire Fighters (IAFF) will provide professional development training focused on
building an inclusive workforce and strengthening teamwork within the fire service. The training is designed to
support the department's ongoing efforts to foster a culture of inclusion, trust, and operational excellence.
Training Format & Delivery:
• Duration: Three-week period
• Schedule: Monday through Friday, with two sessions per day (morning and afternoon)
• Session Length: 2 hours per session
• Delivery Mode: In -person or virtual (as coordinated with the department)
• Intended Audience: Fire and EMS personnel of all ranks
Training Modules:
Module 1: Building an Inclusive Workforce: Reflecting the Communities We Serve
Duration: 2 Hours
Objective:
Equip participants with an understanding of what it means to have an inclusive workforce in the fire service and
why it is essential to reflect the demographics of the communities served.
Key Topics Covered:
• The importance and case for inclusion in the fire service
• Understanding community demographics and perspectives
• Identifying and addressing implicit bias and stereotypes
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• Recruitment and retention strategies for diverse candidates
• Delivering culturally competent and inclusive services
Interactive Activities:
• Scenario -based group discussions
• Implicit bias reflection exercises
• "Walking in Their Shoes" community impact activity
Module 2: Teamwork and Inclusion
Duration: 2 Hours
Objective:
Demonstrate how inclusive practices directly improve team dynamics, communication, trust, and performance in
high-pressure fire and EMS environments.
Key Topics Covered:
• Traits of high -performing and inclusive teams
• Psychological safety and open communication in firehouses
• Embracing different working styles and backgrounds
• Effective conflict resolution within diverse teams
• Promoting accountability, respect, and team cohesion
Interactive Activities:
• Real -world teamwork scenarios
• Small group discussion and reflection
• Communication and conflict resolution practice
Outcomes & Benefits:
• Increased awareness of diversity and inclusion issues in fire service
• Enhanced team collaboration and performance
• Tools and strategies for building a more inclusive and effective workplace
• Support for long-term cultural and organizational growth
Professional Services Agreement Page 13 of 21
EXHIBIT B
PRICE SCHEDULE
Professional Services Agreement — Exhibit C Page 14 of 21
QUOTE# 716
PROFESSIONAL DEVELOPMENT
TRAINING
International Association of Fire Fighters
1750 New York Ave NW I Washington, DC 20005
www.iafforg I Will Newton, Director of Education I M; 202.215.3258
70: City of Fort Worth - Fire Department
FROM: Will Newton, Director of Education
DATE: July 15, 2025
RE: Partnership Education Program [PEP] - Leadership & Inclusion Training
Scope of Work
The Partnership Education Program [PEP} provides an interactive, peer -to -peer learning
environment designed to develop leadership competencies and promote operational
effectiveness, teamwork and inclusion within fire service organizations. Led by experienced
IAFF instructors, each session combines practical exercises, real -world scenarios, and open
discussion.
Workshop Titles & Duration:
1. Teamwork and Inc€usion - 2 hours
2. Building an Inclusive Workforce: Reflecting the Communities We Serve - 2 hours
Program Structure:
Total Program Length: 21 days [15 days of in -person instruction, 5 days of travel}
Instructional Team: 3 instructors per day, 8 hours per day
Schedule:
* Week 1: 5 days instruction, 2 travel
* Week 2: 5 days instruction, 2 travel
* Week 3: 5 days instruction, 2 travel
Professional Services Agreement Page 15 of 21
Cost Breakdown
Description
Quantity
Rate
Total
Instrurtdr Fees &
9 instructors x 7
$500/day
$31,500
Per Diem (Includes
days
mileage)
Airfare [Round-trip]
9 instructors
$650
$5,850
Hotel
4 rooms x 72 nights
$2501night
$18,000
Accommodations
Curriculum
Flat rate
-
$13,200
Development,
Materials, Shipping
Total Estimated
$68,550
Cost
Not to Exceed
$70,000
Payment Terms
Payment terms and invoicing schedule to he determined upon contract agreement.
Pricing includes all instruction, materials, travel, and accommodations.
Sincerely,
Will Newton
Director, Education
International Association of Fire Fighters
M: 202.215.325B
will.newtoniaff.org
Professional Services Agreement Page 16 of 21
EXHIBIT C
VERIFICATION OF SIGNATURE AUTHORITY
International Association of Fire fighters
Will Newton I Director of Education,
Training and Human Relations
1750 New York Avenue, NW
Washington, DC 20006
Vendor hereby agrees to provide City with independent audit basic financial statements, but also the fair
presentation of the financial statements of individual funds.
Execution of this Signature Verification Form ("Form") hereby certifies that the following individuals
and/or positions have the authority to legally bind Vendor and to execute any agreement, amendment or
change order on behalf of Vendor. Such binding authority has been granted by proper order, resolution,
ordinance or other authorization of Vendor. City is fully entitled to rely on the warranty and representation
set forth in this Form in entering into any agreement or amendment with Vendor. Vendor will submit an
updated Form within ten (10) business days if there are any changes to the signatory authority. City is
entitled to rely on any current executed Form until it receives a revised Form that has been properly executed
by Vendor.
1. Name:
Position:
Signature
2. Name:
Position:
Signature
3. Name:
Position:
Signature
Name:
Signature of President / CEO
Other Title:
Professional Services Agreement
Page 17 of 21
FORT WORTH.
CITY OF FORT WORTH
CHAPTER 252 EXEMPTION FORM
Instructions: Fill out the entire form with detailed information. Once you have completed this form,
provide it to the Purchasing attorneys for review. The attorneys will review the information you
have provided to determine whether an exemption to Chapter 252's bidding requirements is
defensible. Failure to provide sufficient information may result in fallow up questions and cause a
delay in the attorney's determination.
Section I: General Information
Requesting Department: [FIRE DEPARTMENT]
Name of Contract Manager: [LAMES HORTON]
Departmental Attorney: [TAYLOR PARIS]
Item or Service sought: [IAFF IntemTRAINING FOR FIRE]
Goods: ❑
Service:
Anticipated Amount: [70,000,001
Vendor: [International Association of Fire Fighters]
Current/PriorAgreement for itenilservice: Yes ❑ No
CSC or Purchase Order 0: [NIA]
Amount: [NIA]
Projected M&C Date: [NIA]
How will this item or service be used? This training focuses on cultivating a fire
department workforce that mirrors the diversity of the community it protects and serves. It
addresses the importance of understanding cultural differences, dismantling biases, and creating
an environment where ail individuals — regardless of race, gender, ethnicity, background, or
belief system — feel respected and valued
Has your department started a requisition or otherwise contacted the Purchasing Division related
to obtaining this good/service? Yes ❑ No
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Professional Services Agreement Page 18 of 21
If yes, please provide requisition number or brief expIanal [on of contact with
Purchasing Division: Click or tap here to enter text.
Section 2: Claimed Exemption and Justification (Other than sole source(
NOTE: For sale -source exemption requests, complete Section 3.
Please indicate the non -sole -source exemption you believe applies to the purchase and provide
information to support its applicability. Please refer to the Exemption Primer (starting an page 5)
for detailed information about common exemptions:
❑ A procurement necessary to preserve or protect The public health or safety of the City
of Fort Worth's residents;
❑ A procurement necessary because of unforeseen damage to public machinery,
equipment, or other property;
14 A procurement for personal, professional, or planning services;
❑ A procurement for work that is performed and paid For by the day as the work
progresses;
❑ A purchase of land or a right -of -gray;
❑ Paving drainage, scree( widening, and other public improvements, or related matters, if
al least one-third of the cost is to be paid by or through special assessments levied an
property that will benefit from the improvements;
❑ A public improvement project, already in progress, authorized by the voters of the
municipality, for which (here is a deficiency of funds for completing the project in
accordance with the plans and purposes authorized by the voters;
❑ A payment under a contract by which a developer participates in the construction of a
public improvement as provided by Subchapter C, Chapter 212;
❑ Personal property sold:
+ at an auction by a state licensed auctioneer;
+ at a going out of business sale held in compliance with Subchapter F,
Chapter 17, Business & Commerce Code;
+ by a political subdivision of this state, a state agency of this state, or an
entity of the federal government; or
+ under an interlocal contract for cooperative purchasing administered by a
regional planning commission established under Chapter 391;
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Professional Services Agreement Page 19 of 21
❑ Services performed by blind or severely disabled persons, -
El Goods purchased by a municipality for subsequent retail sale by the municipality;
❑ Electricity; or
❑ Advertising, other than legal notices.
Please provide details and facts to explain why you believe the exemption applies to the
purchase. You may also attach documentation to this form. 1) Nature of the work and why it
Requires Specialized Tra in ing/Skil I s: Building an inclusive workforce that reflects the communities
served by fire departments. Addressing implicit bias, cultural competency, and communication
across diverse learns. Strengthening psychological safety, conflict resolution, and collaborative
decision -awing in emergency -response contexts. These topics are professional in nature
because they go beyond general workplace training. They require: A deep understanding of fire
service culture and its operational demands. Expertise in equity, diversity, inclusion (EDI)
practices tailored specifically for first responders. The ability to lead interactive, reflective, and
scenario -based learning exercises that simulate real fireground and station situations. 2)
WhylHow the Selected Vendor Meets These Professional Standards: International Association
of Fire Fighters (IAFF) — is uniquely qualified to provide this type of training for the fallowing
reasons: Expertise in Fire Service Training: The IAFF is a nationally recognized organization
with decades of experience developing educational content and standards specifically for fire
service personnel. Culturally Relevant Curriculum: Their training modules are tailored to real -
world fire service contexts, including emergency response, station dynamics, and community
interaction. Specialized Facilitators: IAFF uses instructors who are either experienced
Firefighters or have worked extensively within fire service environments, ensuring a high level of
credibility and relevance. Evidence -Based, Interactive Methods: The training incorporates
scenario -based discussions, implicit bias reflection, role-playing, and group exercises —
methods that require skilled facilitation and deep subject matter knowledge. Given the
complexity and sensitivity of the topics — especially as they relate to public -facing emergency
services — it is imperative that this training be delivered by professionals with direct experience
in the fire service. LAFF meets the needs and stardards.
Section 3: Claimed Soie-Source Exemption and .lusFtifcation
NOTE: For all non -sale -source exemption requests, complete Section 2.
Please indicate the sole -source exemption you believe applies to the purchase and provide
information to support its applicability. Please refer to the Exemption Primer (starting on page 5)
for detailed information about common exemptions:
items that are available from only one source because of patents, copyrights, secret
processes, or natural monopolies;
= films, manuscripts, or books;
gas, water, and other utility services;
captive replacement parts or components for equipment;
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Professional Services Agreement Page 20 of 21
books, papers, and other library materials for a public library that are available only from
the persons holding exclusive distribution rights to the materials; and
management services provided by a nonprofit organization to a municipal museum, park,
zoo, or other facility to which the organization has provided significant financial or other
benefits;
How did you deterrnine that the item or service is only available From one source?
Click or tap hereto enter text.
Attach screenshots and provide an explanation of any independent research you conducted,
through internet searches, searching cooperatives, or discussions with others knowledgeable on
the subject matter that corroborate that the item is available only from a single source.
Click or tap here to enter text.
Did you attach a sole source justification letter? ❑ Yes ❑ No
Describe the uniqueness of the item or service {e.g. compatibility or patent issues, etc.}. Click or
tap here to enter text.
Section 4: Attornev Determination
With the facts provided by the department, is the use of the claimed exemption defensible if the
City were to be challenged on this purchase? ®Yes ❑No.
Was there anything attached to this form that was relied on in making this determination?
El Yes ®No.
If yes, please explain:Click or tap here to enter text.
Was there anything not included on this form or attached hereto that was relied on in making this
determination? El Yes ®No.
If yes, please explain:Click or tap here to enter text.
Approved By:
Date: 7/15125
Brea Phillips 1 Jessika Williams
Assistant City Attorney
Page 4 of b
Professional Services Agreement Page 21 of 21