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HomeMy WebLinkAbout065307 - General - Contract - Franklin CoveyDocusign Envelope ID: 28363C0E-9725-8DB2-82A6-27643C9A65ED 65307 City Secretary Contract No. FORT WORTH VENDOR SERVICES AGREEMENT This 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 FRANKLIN COVEY CLIENT SALES, INC. ("Vendor"), a Utah Company and acting by and through its duly authorized representative, each individually referred to as a "party" and collectively referred to as the "parties." AGREEMENT DOCUMENTS: OFFICIAL RECORD CITY SECRETARY The Agreement documents shall include the following: FT. WORTH, TX 1. This Vendor Services Agreement 2. Exhibit A — Scope of Services 3. Exhibit B - Guidelines for All Access Passholders for Creating Compilations 4. Exhibit C - Payment Schedule 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 the Exhibits shall control. 5. Scope of Services. Vendor will provide all access passes to their software and supplemental training kits on as -needed basis ("Services"), as set forth in more detail in Exhibit "A," attached hereto and incorporated herein for all purposes. 6. Term. This Agreement begins on August 31, 2026 ("Effective Date") and expires on August 30, 2027 ("Expiration Date"), unless terminated earlier in accordance with this Agreement ("Initial Term"). The City may, at its sole discretion, renew this Agreement under the same terms and conditions, including pricing, for up to four (4) additional one-year auto renewals terms (each, a "Renewal Term"). 7. Compensation. City will pay Vendor in accordance with the provisions of this Agreement, including Exhibit "C," which is attached hereto and incorporated herein for all purposes. Total compensation under this Agreement will not exceed Sixty -Five Thousand Dollars ($65,000.00). 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. 8. Termination. 8.1. 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 Vendor Services Agreement — Franklin Covey Co. Page 1 of 15 Docusign Envelope ID: 28363C0E-9725-8DB2-82A6-27643C9A65ED City Secretary Contract No. 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. 9. 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 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. 10. 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. 11. 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 emnlovee of City. Subject to and in accordance with the conditions and Vendor Services Agreement — Franklin Covey Co. Page 2 of 15 Docusign Envelope ID: 28363C0E-9725-8DB2-82A6-27643C9A65ED City Secretary Contract No. 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. 12. Liability and Indemnification. 8.1 LIABILITY - VENDOR WILL 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, 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, FROM AND AGAINST ANYAND ALL CLAIMS OR LAWSUITS OF ANY KIND 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, INCLUDING DEA TH, TO ANY AND ALL PERSONS, ARISING 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 Vendor Services Agreement — Franklin Covey Co. Page 3 of 15 Docusign Envelope ID: 28363C0E-9725-8DB2-82A6-27643C9A65ED City Secretary Contract No. 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. 13. 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. 14. Insurance. Vendor must provide City with certificate(s) of insurance documenting policies of the following types and minimum coverage limits that are to be in effect prior to commencement of any Services pursuant to this Agreement: 10.1 Coverage and Limits (a) Commercial General Liability: $1,000,000 - Each Occurrence $2,000,000 - Aggregate (b) Automobile Liability: $1,000,000 - Each occurrence on a combined single limit basis Coverage will be on any vehicle used by Vendor, or its employees, agents, or representatives in the course of providing Services under this Agreement. "Any vehicle" will be any vehicle owned, hired and non -owned. (c) Worker's Compensation: Statutory limits according to the Texas Workers' Compensation Act or any other state workers' compensation laws where the Services are being performed Employers' liability Vendor Services Agreement — Franklin Covey Co. Page 4 of 15 Docusign Envelope ID: 28363C0E-9725-8DB2-82A6-27643C9A65ED City Secretary Contract No. $100,000 - $100,000 - $500,000 - Bodily Injury by accident; each accidentloccurrence Bodily Injury by disease; each employee 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. 15. 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 Services Agreement — Franklin Covey Co. Page 5 of 15 Docusign Envelope ID: 28363C0E-9725-8DB2-82A6-27643C9A65ED City Secretary Contract No. Vendor of any violation of such laws, ordinances, rules or regulations, Vendor must immediately desist from and correct the violation. 16. 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 I�ZI 1] 111I1M LESJ P W 11 17. 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 or (2) received by the other party by United States Mail, registered, return receipt requested, addressed as follows: To CITY: To VENDOR: City of Fort Worth I Franklin Covey Client Sales, Attn: Assistant City Manager Inc. 100 Fort Worth Trail Attention: Legal Department Fort Worth, TX 76102 Director of Legal Services Facsimile: (817) 392-8654 2200 West Parkway Blvd. Salt Lake City, UT 84119-2099 With copy to Fort Worth City Attorney's Office at same address 18. 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. 19. 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. 20. 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. 21. 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. Vendor Services Agreement — Franklin Covey Co. Page 6 of 15 Docusign Envelope ID: 28363C0E-9725-8DB2-82A6-27643C9A65ED City Secretary Contract No. 22. 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. 23. 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. 24. 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. 25. 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 its Exhibits. 26. 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. 27. 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. 28. 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. 29. 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 and controls so that no services will be performed by any Vendor employee who is not legally eligible to Vendor Services Agreement — Franklin Covey Co. Page 7 of 15 Docusign Envelope ID: 28363C0E-9725-8DB2-82A6-27643C9A65ED City Secretary Contract No. 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. 30. 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. 31. 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. 32. 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. 33. 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 "boycott Israel" 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. 34. Prohibition on Boycotting Energy Companies. Vendor acknowledges that in accordance with Chapter 2276 of the Texas Government Code, 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 Vendor Services Agreement — Franklin Covey Co. Page 8 of 15 Docusign Envelope ID: 28363C0E-9725-8DB2-82A6-27643C9A65ED City Secretary Contract No. boycott energy companies during the term of the contract. To the extent that Chapter 2276 of the Government Code is applicable to this Agreement, by signing this Agreement, Vendor certifies that Vendor's signature provides written verification to City that Vendor: (1) does not boycott energy companies; and (2) will not boycott energy companies during the term of this Agreement. 35. Prohibition on Discrimination Against Firearm and Ammunition Industries. Vendor acknowledges that except as otherwise provided by Chapter 2274 of the Texas Government Code, 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. 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 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. 36. 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. 37. Entirety of Agreement. This Agreement and all Exhibits contain 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) Vendor Services Agreement — Franklin Covey Co. Page 9 of 15 Docusign Envelope ID: 28363C0E-9725-8DB2-82A6-27643C9A65ED City Secretary Contract No. CITY OF FORT WORTH: CONTRACT COMPLIANCE MANAGER: By W% canna Giordano(Jun 8, 2026 I Name: Dianna Giordano Title: Assistant City Manager 06/08/2026 Date: AL RECOMMENDED: ame: Kristen Smith 4o�vvan�n itle: Human Resources Director c F FORT�49dd TTEST: pow yid o QaaIlbn<n06 444' Y: A� ame: Jannette Goodall itle: City Secretary VENDOR: Franklin Covey Client Sales Inc. 5/18/2026 Date: �Signed by: -h,... t/i1_ 1. pow vvawvw Name:Tyson e ac&e s... Name: Title: Director of Legal Services 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. Y: ame: Kayla Scott itle: Human Resources Manager, Organizational Development APPROVED AS TO FORM AND LEGALITY: By: taz .4a Name: Jordan P. Alvarez Title: Assistant City Attorney II CONTRACT AUTHORIZATION: M&C: N/A Form 1295: N/A OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX Vendor Services Agreement — Franklin Covey Co. Page 10 of 15 Docusign Envelope ID: 28363C0E-9725-8DB2-82A6-27643C9A65ED EXHBIIT A SCOPE OF SERVICES \' FranklinCovey AMENDMENT TO THE ALL ACCESS PASS® LICENSE AGREEMENT This Amendment (the "Amendment") is made and entered into between Franklin Covey Client Sales, Inc. and the following organization ("Client"), and amends that certain All Access Pass License Agreement (the "Agreement") previously entered into between the parties dated 8/25/2022. Client Organization: City of Fort Worth, TX Contact Person: Shannon Luce Address: 900 Monroe Street Fort Worth, Texas 76102 Telephone: 8173928563 Email: shannon.Iuce@fortworthtexas.gov License Information.* Client wishes to add the following to the Agreement per the table below: All Access Pass 8/31/2026 8/30/2027 100 .- '- $289.00 $28,900.00 'H All Access Pass Expansion 8/31/2026 8/30/2027 200 $80.00 $16,000.00 All Access Pass OPTION YEAR 1 8/31/2027 8/30/2028 100 $309.00 $30,900.00 All Access Pass Expansion OPTION YEAR 1 8/31/2027 8/30/2028 200 $86.00 $17,200.00 All Access Pass OPTION YEAR 2 8/31/2028 8/30/2029 100 $331.00 $33,100.00 All Access Pass Expansion OPTION YEAR 2 8/31/2028 8/30/2029 200 $92.00 $18,400.00 All Access Pass OPTION YEAR 3 8/31/2029 8/30/2030 100 $354.00 $35,400.00 All Access Pass Expansion OPTION YEAR 3 8/31/2029 8/30/2030 200 $98.00 $19,600.00 All Access Pass OPTION YEAR 4 8/31/2030 8/30/2031 100 $379.00 $37,900.00 All Access Pass Expansion OPTION YEAR 4 8/31/2030 8/30/2031 200 $105.00 $21,000.00 * Pricing for License Fees is fixed during the license term and is subject to an increase annually thereafter. Pricing for Services and Products is subject to an increase upon sixty (60) days' notice. Pricing does not include applicable sales, use, and/or GST taxes, shipping & handling fees, or travel expenses, which are the responsibility of the Client. FranklinCovey Solutions All Access Pass: Building Business Acumen Change: How to Turn Uncertainty Into Opportunity® Disrupt Everything: Innovate for Impact FranklinCovey Microcourses Fundamental Beliefs of Trusts Inspire Leaders Inclusive Hiring and Advancement Inclusive Leadership: Practical Ways to Cultivate Inclusion and Build a Better Team Leading Al Adoption: Accelerate Al Impact Through Empathy and Multipliers®: How the Best Leaders Ignite Everyone's Intelligence Navigating Difficult Conversations Presentation Advantage® Project Management for the Unofficial Project Manager® The 4 Essential Roles Leadership® The 4 Essential Roles of Leadership® Series The 5 Choices to Extraordinary Productivity® The 6 Critical Practices for Leading a Team® The 7 Habits of Highly Effective People® 11 AAP Seat Expansion/Revised 11-2025 Docusign Envelope ID: 28363C0E-9725-8DB2-82A6-27643C9A65ED Action Leading at the Speed of Trust® Leading Customer Loyalty® Meeting Advantage Unconscious Bias: Understanding Bias to Unleash Potential® Working at the Speed of Trust Working with Al: Essentials for Working Smarter Together Writing for Results If this Agreement is executed by Client after the License Start Date above, FranklinCovey may adjust the License Start and End Date based on the date FranklinCovey activates the License and provided the License Term does not change. Such change shall not affect the License Fee. A. Grant of Rights. FranklinCovey grants Client, including its Affiliates (meaning an entity that controls, is controlled by, or is under common control with the Client where "control" means ownership of 50% or greater of the equity of that entity or the ability to direct the management of that entity), a limited, non-exclusive, non -transferable, revocable license for the Passholders, for whom fees have been paid, to (a) print or download from FranklinCovey's web -based platforms, the participant and facilitator Materials as they exist (collectively "Materials"); and (b) create "Compilations," which means a Passholder's right to take portions of the downloadable Materials and use them in accordance with the terms of this Agreement and specifically in accordance with the Guidelines attached hereto as Attachment A. B. Limitations to Grant of Rights. Client agrees not to make, or allow its employees to make, Derivative Works (defined by U.S. Copyright Law, 17 U.S.C. §101, as amended). Client will effectively communicate to its Passholders that the Materials are copyright -protected and the proprietary property of FranklinCovey, and that neither Client nor its employees shall file share, distribute to a third party, or publicly post (Slide Share, YouTube, etc.) any of the Materials except as provided for herein. Client acknowledges and agrees that it will take commercially practicable means as technologically feasible, to prevent the Materials from being used or accessed without proper authorization. Materials designated as "Facilitator Materials" are intended for use by Passholders certified to deliver the FranklinCovey Solutions. Non-Passholders are not eligible for Passholder pricing. C. P or tap here to enter text. D. Taxes and Expenses. The pricing stated in the tables above does not include applicable sales and use taxes, GST taxes, or VAT taxes, shipping & handling fees, or travel expenses, which are the responsibility of the Client. These items, if applicable, will be invoiced monthly. E. Consultant Rescheduling Policy. Client shall contact FranklinCovey via email thirty (30) days in advance to schedule a FranklinCovey consultant. Fifteen (15) calendar days' notice is required to reschedule the services in the U.S. or Canada; for services outside the U.S. and Canada, thirty (30) calendar days' notice is required. If less notice is given, Client will be billed a rescheduling fee of 25% of the consulting day fee or session fee to cover costs incurred by FranklinCovey, along with any travel costs imposed on FranklinCovey as a result of such rescheduling. Any rescheduling fees or costs will be invoiced monthly. All products and services must be scheduled and delivered within the designated license year set forth in the table above. If any products or scheduled consulting services are not delivered within the license year, Client shall forfeit those services and any prepaid fees. Substitution of Instructor. If for any reason the scheduled FranklinCovey consultant is unable to perform the services, FranklinCovey will provide a substitute consultant or, at Client's option, reschedule the services. In the case of rescheduling by FranklinCovey, Client will not be charged a rescheduling fee. G. Facilities. Client shall be responsible for providing an appropriate room for onsite Services and to furnish the room with audio/visual equipment required by FranklinCovey, and all costs associated therewith. H. Recordings. Client shall not make or allow to be made any audio and/or video recordings of the Services. Client shall inform the audience and otherwise take reasonable actions to ensure that no recordings are made. FranklinCovey may record live online sessions for internal quality assurance purposes. I. Single Sign On (SSO). In the event Client utilizes SSO integration, FranklinCovey shall provide Passholders with SSO access to the platform utilizing SAML 2.0 technology. Activation is contingent on successful compatibility and testing. User authentication is controlled by Client's SSO system and responsibility for password complexity and length are the sole responsibility of Client's SSO system following activation. J. Copyright. Client acknowledges that FranklinCovey or its licensors exclusively own all proprietary rights and copyrights to the FranklinCovey Solutions, Materials, and training sessions, including, but not limited to, any related documentation, images, animation, sound, music, and text, and Client shall communicate the same to Participants. Any unauthorized use, reuse, copying, reproduction, recording, transmittal, modification, or revision of the FranklinCovey Solutions, Materials, or training sessions is expressly prohibited and will constitute a breach of this Agreement and/or copyright laws. 12 AAP Seat Expansion/Revised 11-2025 Docusign Envelope ID: 28363C0E-9725-8DB2-82A6-27643C9A65ED K. Data Privacy. During the course of this Agreement, FranklinCovey will process Personal Data (defined herein) on behalf of Client. FranklinCovey agrees to comply with all laws and regulations as prescribed by the European Union GDPR, California Consumer Privacy Act (CPPA), and the Freedom of Information and Protection of Privacy Act (FIPPA). If Client requires the parties enter into a Data Processing Addendum, FranklinCovey will send such addendum for Client to fill in and sign. As used in this Agreement "Personal Data" means all data that is defined as 'personal data' under EU Data Protection Laws and to which EU Data Protection Laws apply, and to which CCPA and FIPPA laws apply, and which is provided by Client to FranklinCovey, and accessed, stored or otherwise processed by FranklinCovey. L. EEOC. FranklinCovey complies with the requirements of 41 CFR 60-300.5(a) and 41 CFR 60-741.5(a), which prohibit discrimination against qualified protected veterans and qualified individuals on the basis of disability, and require affirmative action by covered prime contractors and subcontractors to employ and advance in employment qualified protected veterans and individuals with disabilities. M. Updates During Term. During the License Term, Client shall have access to the most current version of the licensed content that FranklinCovey makes generally available under the All Access Pass, including revisions, corrections, and improvements to existing modules (collectively, "Updates"). N. Exclusions. Updates do not include (a) new products or programs that are separately branded or marketed, (b) new modules or content that materially expand the scope of the original licensed Content, (c) premium add-on offerings, or (d) new versions designated by FranklinCovey as a major release or successor product. No Extension of Term. Access to Updates is conditioned upon Client's license remaining active and in good standing and shall not extend the Term of this Agreement. O. No Obligation to Develop. Nothing in this Agreement obligates FranklinCovey to create, develop, or release any Updates. Client agrees to abide by the Terms and Conditions stated above. Franklin Covey Client Sales, Inc. Signature: By: Tyson Wade Title: Staff Attorney City of Fort Worth, TX /'tsett Signature: By: Title: Email: Amendment Effective Date: 13 AAP Seat Expansion/Revised 11-2025 Docusign Envelope ID: 28363C0E-9725-8DB2-82A6-27643C9A65ED EXHIBIT B GUIDELINES FOR ALL ACCESS PASSHOLDERS FOR CREATING COMPILATIONS As a FranklinCovey Passholder, you are allowed to combine segments from the FranklinCovey content included in your pass, even with your own content, for use for the population included in your All Access Pass agreement subject to the guidelines provided herein. Consider this example: Your organization requires help with communication and trust. Using the listening skills from Habit 5 of The 7 Habits of Highly Effective People® Signature program and the 13 Trust Behaviors from Speed of Trust® Foundations, combine them to create a single training designed to improve these specific skills and behaviors. Or, perhaps you have your own internal content on effective communication skills that reinforces your company's values, and you would like to combine it with related FranklinCovey content. As long as the FranklinCovey content is properly attributed, you can do this, as well, adding your own examples or application exercises to the FranklinCovey solution. If you would like help designing custom solutions, your organization is eligible for discounted FranklinCovey Passholder pricing for our customization services. The following guidelines are provided to ensure that FranklinCovey's intellectual property, as well as the intellectual property of our partners and other third parties, is respected as you work with our content. What you can do: • You are allowed to use FranklinCovey ideas, models, or concepts in combination with other FranklinCovey content included in your pass, or your own content for the Passholder population only identified in your All Access Pass, as long as they are properly attributed. The following statement is an example of proper attribution: ©FranklinCovey Co. All rights reserved. Used herein with permission under an existing license agreement. • You are required to include specific trademark notations (® or TM') found in our content. For example, The 7 Habits of Highly Effective People® What you can't do: • You are not allowed to use FranklinCovey ideas, models, or concepts outside of the Passholder population covered by your FranklinCovey All Access Pass agreement. • You are not permitted to use FranklinCovey ideas, models or concepts without proper copyright attribution. • You are not allowed to edit or disassemble quotes, videos, or extract music, images, or other media elements for use in a way that is separate from our content. We realize they may add professional appeal, but they are licensed materials limited for use, as is, within the FranklinCovey Solutions. • You can't change the names, titles, or terminology of our content, or otherwise create "derivative works" as defined by U.S. copyright laws. For example, you aren't allowed to change, adapt, or modify the name of one of the 7 Habits® or change, adapt, or modify the shape of a model or diagram. You must use our content as it exists. • You cannot sell, relicense, repackage, or otherwise give FranklinCovey content to others. • You cannot do anything that compromises FranklinCovey's ownership of its intellectual property or its rights. • You cannot use FranklinCovey intellectual property in a way that disparages its brand or tarnishes its image. FranklinCovey is proud of its content and wants it to be presented in the best possible way. As long as you have a current FranklinCovey All Access Pass agreement, you can continue to use our content as outlined above. If, for some reason, you choose not to renew your All Access Pass license, you must discontinue use of all FranklinCovey intellectual property including content, ideas, models, videos, music, and images. For additional details, please refer to the license agreement between FranklinCovey and your organization. 14 AAP Seat Expansion/Revised 11-2025 Docusign Envelope ID: 28363C0E-9725-8DB2-82A6-27643C9A65ED City Secretary Contract No. I VuIuTT C' PAYMENT SCHEDULE Year 2026 2027 2028 2029 2030 Annual Amount $ 44,900.00 $ 48,043.00 $ 51,406.00 $ 55,004.00 $ 58,855.00 $ 258,208.00 Vendor Services Agreement — Franklin Covey Co. Page 13 of 13 FORT WORTHo 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 follow up questions and cause a delay in the attorney's determination. Section 1: General Information Requesting Department: Name of Contract Manager: Departmental Attorney: Human Resources Kayla Scott Keanan Matthews Hall Item or Service sought: organizational training and consulting company. Their services often include leadership training, productivity workshops, and strategic coaching these are intellectual and professional in nature Goods: ❑ Service: ❑X Anticipated Amount: 100,000.00 Vendor: Franklin Covey Client Sales, Inc. Current/Prior Agreement for item/service: Yes ❑X No ❑ CSC or Purchase Order # Amount: Projected M&C Date: How will this item or service be used? requests 58048, 58048-A1R, 58048-A2R2 84,000.00 All access pass to certain training as per City Has your department started a requisition or otherwise contacted the Purchasing Division related to obtaining this good/service? Yes ❑ No Page 1 of 6 If yes, please provide requisition number or brief explanation of contact with Purchasing Division: N/A Section 2: Claimed Exemption and Justification (Other than sole source) NOTE: For sole -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 on 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; ® 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-way; ❑ Paving drainage, street widening, and other public improvements, or related matters, if at least one-third of the cost is to be paid by or through special assessments levied on property that will benefit from the improvements; ❑ A public improvement project, already in progress, authorized by the voters of the municipality, for which there 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; Page 2 of 6 ❑ Services performed by blind or severely disabled persons; ❑ 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. FranklinCovey provides professional training and consulting services, including: Leadership and organizational effectiveness workshops, Sales performance training and coaching, Customized coaching and assessment programs for employees, and Facilitation and certification of client trainers. These services are predominantly intellectual and advisory in nature, requiring a high degree of expertise, skill, and specialized knowledge. As a consulting service, Franklin Covey works with organizations to identify problems, design solutions, and execute strategies that will lead to improvements in performance. This requires specialized judgment and professional expertise. Consultants must analyze a company's culture, challenges, and objectives, and then offer guidance based on their expertise in organizational behavior, change management, and leadership. Each consultation is highly tailored, and the professionals involved must possess both technical and interpersonal skills to effectively engage with client teams. FranklinCovey has national recognition in professional training, using a combination of methodology, certification, and customization. Most Franklin Covey consultants and facilitators have formal education in areas that directly support organizational training and consulting, such as: Organizational Behavior, Business Administration or Management, Human Resources Development, Adult Learning / Instructional Design, and Psychology or Behavioral Science. Many hold master's degrees (MBA, MSOD, MEd) or other advanced certifications. Franklin Covey's trainers are usually certified in well -recognized coaching and leadership disciplines, such as: Executive coaching certifications (ICF, ACC, PCC), Organizational development or change management certifications, Facilitation certifications (ATD, SHRM, etc.) These certifications require formal education, training hours, supervised practice, and adherence to professional standards and ethics. Section 3: Claimed Sole -Source Exemption and Justification NOTE: For all non -sole -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; ❑ 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 Page 3 of 6 ❑ 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 determine that the item or service is only available from one source? [EXPLAIN HOW YOU DETERMINED EXCEPTION APPLIES (RESEARCH, COMMUNICATIONS, DOCUMENTATION)1 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. [ SHOW YOUR RESEARCH/WORK THAT LEAD TO YOUR CONCLUSION) 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.). [DESCRIBE THE UNIQUNESS OF THE ITEM/SERVICE THAT QUALIFIES IT AS A SOLE SOURCE] Section 4: Attorney 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? ❑Yes NNo. If yes, please explain: [DESCRIBE ATTACHMENTS CONSIDERED] Was there anything not included on this form or attached hereto that was relied on in making this determination? ❑Yes No. If yes, please explain: [EXPLAIN OUTSIDE SOURCE OF INFORMATION] Approved By: ,c _____1 Date: 11/24/25 Amarna Muhammad / Jessika Williams Assistant City Attorney Page 4 of 6 EXEMPTION FORM PRIMER Below are explanations and examples of common exemptions that could apply to City purchases. If you have questions about the information provided or need additional information, please contact your department's assigned attorney or the appropriate purchasing attorney. • PUBLIC HEALTH & SAFETY - A procurement necessary to preserve or protect the public health or safety of the municipality's residents; Examples of activities that have been found to fall within this exception include ambulance services; solid waste collection and disposal; and first -responder safety equipment such as breathing apparatus for firefighters and bullet-proof vests for police officers. • UNFORESEEN DAMAGES - A procurement necessary because of unforeseen damage to public machinery, equipment, or other property; Examples of this type of procurement would include repairing or replacing roofs and windows damaged by hail or a tornado. But parts and services for routine maintenance or replacement of old, worn out roofs or windows would not meet this exception. • PERSONAL, PROFESSIONAL, OR PLANNING SERVICES Personal services are ones that are unique to the individual providing them. Therefore, personal services contract cannot generally be subcontracted or assigned. Professional services are not defined under Chapter 252, so there is no precise definition to follow. While there is no universal definition of this term, "several cases suggest that [these types of services are] `predominately mental or intellectual, rather than physical or manual." Tex. Atty Gen Op. JM-940 (1988) (quoting Maryland Casualty Co. v. Cray Water Co., 160 S.W. 2d 102 (Tex. Civ. App. —Eastland 1942, no writ). The Texas Attorney General has also opined that "professional services" no longer includes only the services of lawyers, physicians, or theologians, but also those members of disciplines requiring special knowledge or attainment and a high order of learning, skill, and intelligence. Id. Facts needed to support a professional service exemption include the specialized requirements of that profession and the mental and intellectual skill required by the person while performing the service. Purchases of goods are not professional services. • SOLE SOURCE — A procurement for items available only from one source This exemption is commonly referred to as the sole source exemption. The fact that the vendor in question has the best price or can meet our timing needs does not make a purchase of a good or service available from only one source. A sole source does not exist solely on the basis of personal or departmental preference or a desire to keep all units the same brand or make. The information needed to support this exemption is documentation showing that Page 5 of 6 no other provider can provide the service or category of good except for the vendor you are proposing. Some examples of sole source purchases include (i) service agreements when only one vendor is authorized to work on the equipment by the manufacturer and allowing another vendor would void the warranty and (ii) purchase of a good that is copyrighted or trademarked and only provided by one vendor. Page 6 of 6 FORT WORTH. City Secretary's Office Contract Routing & Transmittal Slip Contractor's Name: Franklin Covey Subject of the Agreement: To provide all access to their software and supplemental supplemental training kits on a as -needed basis . N/A N/A M&C Approved by the Council? * Yes El No 0 If so, the M&C must be attached to the contract. Is this an Amendment to an Existing contract? Yes El No 0 N/A If so, provide the original contract number and the amendment number. Is the Contract "Permanent"? *Yes ❑ No 0 If unsure, see back page for permanent contract listing. Is this entire contract Confidential? *Yes El No ❑✓ If only specific information is Confidential, please list what information is Confidential and the page it is located. N/A N/A Effective Date: September 01, 2026 If different from the approval date. Expiration Date: August 31, 2027 If applicable. Is a 1295 Form required? * Yes El No 0 *If so, please ensure it is attached to the approving M&C or attached to the contract. Project Number: If applicable. N/A *Did you include a Text field on the contract to add the City Secretary Contract (CSC) number? Yes ❑✓ No ❑ Contracts need to be routed for CSO processing in the following order: 1. Katherine Cenicola (Approver) 2. Jannette S. Goodall (Signer) 3. Allison Tidwell (Form Filler) *Indicates the information is required and if the information is not provided, the contract will be returned to the department.