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HomeMy WebLinkAboutContract 32628 CITY SECRETARY CONTRACT NO. SERVICES AGREEMENT This Service Agreement (this "Agreement") is entered into as of the 1 ST day of October, 2005, between the City of Fort Worth (the "City"), a home-rule municipal corporation acting by and through Richard Zavala, it duly authorized Interim Assistant City Manager, and the BOLD Initiative ("Contractor'), a New York not- for-profit corporation doing business in Texas, and acting by and through its duly authorized representative. WHEREAS, Contractor, acting through its local subsidiary, the North Texas BOLD Initiative (Business Opportunities for Leadership Diversity), provides business leadership recruitment and diversity enrichment in Fort Worth companies; and WHEREAS, the City desires to contract with Contractor to implement a business leadership recruitment and development program; and WHEREAS, the North Texas BOLD Initiative has offered to provide such services to citizens of the City; NOW, THEREFORE, in consideration of the mutual covenants, promises and agreements set forth in this agreement, the parties hereby agree as follows: 1. Services. a. Contractor agrees to provide assistance in identifying, attracting, and retaining the best talent for senior leadership positions in Fort Worth through special outreach efforts to those candidates who are under-represented in the targeted positions in the Fort Worth and Tarrant County area, such services to be provided for a period beginning October 1, 2005 and ending September 30, 2006. The specifics of these services are contained in Exhibit A, attached hereto and made a part of this Agreement for all purposes. b. At the end of each of the three-month quarter during the term hereof, Contractor shall submit a report substantially in the form of the attached Exhibit B of services rendered during each quarter and be subject to a review of the City its services and activities in performance of this Agreement. 2. Compensation. In consideration of the services to be performed hereunder by Contractor, City promises and agrees to pay Contractor, the sum of Twenty-five Thousand Dollars ($25,000) in one lump sum, subject to Council approval during the annual budgetary process. WCL, 3. Termination. a. Either party may cancel this Agreement by giving a written notice to the other party of its intent to terminate this Agreement as of a specified date (the "Termination Date"). Such written notice must be given at least sixty (60) days prior to the Termination Date. In the event of such termination, City shall be obligated to Contractor only for the services performed up to the Termination Date, and Contractor agrees to reimburse City for any portion of the funds not utilized for performance of services under this agreement. b. In the event no funds or insufficient funds are appropriated by the City in any fiscal period for any payment hereunder, City will notify Contractor 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 shall have been appropriated. 4. Independent Contractor. Contractor shall operate hereunder as an independent contractor and not as an officer, agent, servant, or employee of the City. Contractor shall have exclusive control of and the exclusive right to control the details of the services performed hereunder, and all persons performing same, and shall be solely responsible for the acts and omissions of its officers, agents, servants, employees, subcontractors, and program participants. The doctrine of respondeat superior shall not apply as between the City and Contractor, it officers, agents, servants, employees, subcontractors, or program participants, and nothing herein shall be construed as creating a partnership or joint enterprise between the City and Contractor. It is expressly understood and agreed that no officer, agent, employee, or subcontractor of the Contractor is in the paid service of the City. 5. Assignment. Neither party to this Agreement may assign, pledge, subcontract, lease, hypothecate, mortgage, or otherwise transfer (collectively, "Assign") this agreement or any of such party's rights or obligations hereunder, to a third party without written consent of the other party. Any attempted Assignment by either party without such prior written approval shall be void and constitute a breach of this Agreement. 6. Compliance with Law. Contractor, it officers, agents, employees, and subcontractors, shall abide by and comply with all laws, federal, state, and local, including all ordinances, rules and regulations of the City. It is agreed and understood, that if City calls to the attention of Contractor any such violation on the part of the Contractor or any of its officers, agents, employees and subcontractors, then Contractor shall immediately desist from and correct such violation. The City herby represents and warrants that the services to be performed by BOLD pursuant to this Agreement do 2 not violate the Discrimination in Employment Practices, as defined in Paragraph 7 herein. 7. Non-discrimination. Contractor, in the execution, performance or attempted performance of this Agreement, will not unlawfully discriminate against any person or persons because of sex, race, religion, color or national origin, nor will Contractor permit its officers, agents, employees or subcontractors to engage in such unlawful discrimination. This Agreement is made and entered into with reference specifically to Chapter 17, Article III, Division 3, of the City Code of the City of Fort Worth ("Discrimination in Employment Practices"), and Contractor herby agrees that Contractor, it agents, employees, and subcontractors have fully complied with all provisions of same and that no employees or employee-applicants have been unlawfully discriminated against by contractor, its agents, employees or subcontractor. 8. Indemnification. a. Contractor agrees to indemnify and hold harmless the City, its officers, agents, servants, employees, and subcontractors (collectively "City Indemnitee"), as the case may be, from and against any and all liabilities, losses, costs, expenses and/or damages, including, without limitation, reasonable attorney's fees, incurred or suffered by any of the Contractor Indemnitee as a result of or in connection with (i) any breach by Contractor of this Agreement, and (ii) any misrepresentation of Contractor contained in this Agreement. b. To the extent allowed by law, City agrees to indemnify and hold harmless Contractor, it officers, agents, servants, employees and subcontractors (collectively, "Contractor Indemnitee"), as the case may be, from and against any and all liabilities, losses, costs, expenses, and/or damages, including, without limitation, reasonable attorney's fees, incurred or suffered by any of the Contractor Indemnitee as a result of or in connection with (i) any breach by City of this Agreement, and (ii) any misrepresentation of City contained in this Agreement. 9. Amendment and Modification. No amendment, modification or waiver or any provision in this Agreement shall be effective unless made in a writing signed by party against whom enforcement is sought. 10. Notices. All notices, requests, demands and other communications required or performed under this Agreement shall be in writing, shall refer to this Agreement, and unless otherwise provided herein may be delivered personally or sent by facsimile transmission or sent by certified, registered or express mail, postage prepaid, to the address or facsimile number for each party set forth below (or to other such address or facsimile number as may be designated by notice given in accordance 3 with this paragraph). Such notice, request, demand or other communication shall be deemed delivered upon actual receipt thereof by such party, or upon confirmation of facsimile transmission, or two business days after mailing if be certified, registered or express mail. Send to: The BOLD Initiative 230 Park Avenue, Suite 2200 New York, New York 10169 Attention: Bea Fitzpatrick Facsimile No.: (212) 557-0606 With a copy to: North Texas BOLD Initiative, at: 3017 Lou Menk Drive Fort Worth, Texas 76131 Attention: Ellen Silva Wilson Facsimile No.: (817) 352-3664 If to the City of Fort Worth: City of Fort Worth Budget & Management Services Department Attention: Bridgett Garrett, Budget & Mgmt. Services Director 1000 Throckmorton Street Fort Worth, Texas 76102 11. Severability. If one or more of the provisions contained in the Agreement shall be invalid, illegal or unenforceable in any respect under any applicable laws, statutes, regulations, ordinances and the like of any territory or jurisdiction, the validity, legality and enforceability of the remaining provisions of this Agreement shall not in any way be affected or impaired. 12. Entire Agreement. This written instrument, including Exhibits A and B hereto, constitutes the entire agreement by the parties hereto concerning the work and services to be performed hereunder, and any prior or contemporaneous, oral or written agreement which purports to vary from the terms hereof shall be void. 13. Headings. The paragraph and other heading contained in the Agreement are for reference purposes only and shall not affect the meaning or interpretation of this Agreement. 14. Venue. Should any action, whether real or asserted, at law or in equity, arise out of the execution, performance or attempted performance of this Agreement, venue for said action shall Lie in Tarrant County, Texas. 15. Counterparts. This Agreement may be executed in two or more counterparts, each of which shall be deemed an original, but all of which shall be considered one and the same Agreement. 4 [remainder of page intentionally left blank] 5 IN WITNESS WHEREOF, the parties hereto have executed this Ag eemen in multiples in Fort Worth, Tarrant County, Texas, this , "day of 2005. ATTEST: CITY OF FORT WORTH V-\/\ r��: Marty Hendrix FNchard Zavala City Secretary Interim Assistant City Manager 0-:�s I L44- —J APPROVED AS TO FORM AND LEGALITY: contract a th iz tion. I L Date 3 Assistant City Attorney Date: 10 l ATTEST: THE BOLD INITIATIVE 0 STATE OF TEXAS § COUNTY OF TARRANT § BEFORE ME, the undersigned authority, a Notary Public in and for the State of Texas, on this day personally appeared Beatrice Fitzpatrick, known to me to be the person whose name is subscribed to the foregoing rostrum acknowledged to me that the same was the act of the North Texas BOLD Initiative and that she executed the same as the act of said North Texas BOLD Initiative for the purpose and consideration therein expressed and in the capacity therein stated. GIVEN UNDER MY HAND AND SEAL OF OFFICE this day of C Vv6C A.D. 2005. r' REBECCA A OWNBYKLak A4YCOMMfSSIONEXpIqEg CCS• Apav,M Notary Public in and for the State of Texas STATE OF TEXAS § COUNTY OF TARRANT § BEFORE ME, the undersigned authority, a Notary Public in and for the State of Texas, on this day personally appeared Richard Zavala, known to me to be the person whose name is subscribed to the foregoing instrument and acknowledged to me that the same was the act of the City of Fort Worth for the purpose and consideration therein expressed and in the capacity therein stated. G VEN UNDER MY HAND AND SEAL OF OFFICE this day of ? I A.D. 2005. -0-000100% PCLINTON SPR III Notary-Public in and for NOTARY MM STATE OF TEXAS the State of Texas COMMISSION EXPIRES: -twSEPTEMBER 15,2 7 EXHIBIT A BOLD's Purpose: The mission of the BOLD Initiative is to create a forum that will enable companies to develop and implement strategies for diversifying their corporate leadership, and achieve bottom-line business objectives. Participating companies and entities will identify their unique business opportunities for leadership diversity, the contributions that all employees can bring to the business, and the barriers that stand in the way of realizing this goal. Participants will then devise and implement strategies for overcoming these barriers to leadership diversity and engaging high-potential managers. The first project of the North Texas BOLD Initiative will be to conduct a Community- Wide Talent Search, which will identify and recruit a diverse pool of candidates with the skills and experiences needed to fill senior management positions. This ongoing search will result in a direct benefit to the Fort Worth and Tarrant County communities and to the participating BOLD Companies. The Community-Wide Talent Search to be performed by BOLD will include the following efforts: 1. BOLD will assist in identifying, attracting and retaining the best talent for senior leadership positions, with special outreach efforts to those candidates who are under-represented in the targeted positions. 2. Attract and retain a highly skilled and talented workforce, which positively impacts many aspects of the community, including the educational system and the eventual employment talent pool. 3. The current workforce is changing and reflects a more diverse talent pool. BOLD will partner with other organizations in the City to develop an inclusive talent pool for the City's workforce. 4. Through the BOLD Initiative, an environment will be created in Fort Worth that is attractive to people of all groups. These talented people could eventually migrate to Fort Worth as they view our City as fair, progressive and a good place to work. 5. The BOLD Initiative and its participating companies will serve at least 50% of Tarrant County's residents directly and indirectly. The goal of such efforts is to increase opportunities for senior leadership positions in major Fort Worth corporations. Probable Outcomes: Through participation in the BOLD Initiative, the City of Fort Worth is providing an additional economic development tool for the entire City. This country's top professionals and business leaders will recognize a positive climate of diversity and inclusion in Fort Worth. They will also realize the opportunity to reach their full potential in Corporate America, prompting them to eventually migrate to this area. Having a well-trained and qualified workforce relocate or remain in the Fort Worth area has a direct and long-term economic impact on the entire community. Such a development of the workforce could improve the quality of the educational system and the eventual talent pool of available employees. 8 EXHIBIT B Three-Month (Quarterly) Report to the City of Fort Worth. Qtr 2005 (Period Covered) Number of Companies Participating in North Texas Bold Initiative. 5 Number of Candidates in BOLD Initiative. 150 Number of Candidates Interviewed for Positions in Fort Worth Companies, 10 Number of Positions Filled at Participating Companies with BOLD Candidates 5 Comments/Additional Information: For this report, "Number of Candidates interviewed for positions in Fort Worth Companies" has reference to candidates' interviews by participating companies. The number of candidates interviewed in the pre-screen process by a BOLD Interview Team is significantly higher. Signed: North Texas BOLD Initiative Date: 9 City of Fort Worth, Texas Mayor and Council Communication COUNCIL ACTION: Approved on 10/4/2005 DATE: Tuesday, October 04, 2005 LOG NAME: 032005BOLD REFERENCE NO.: **C-21044 SUBJECT: Authorize the Contract Renewal with the North Texas Business Opportunities for Leadership Diversity Initiative to Develop and Promote Minority and Women Managers in Fort Worth RECOMMENDATION: It is recommended that the City Council authorize the City Manager to renew the contract with the BOLD Initiative at the cost of$25,000, for the development and promotion of minorities and women in Fort Worth's corporate workforce. DISCUSSION: The BOLD Initiative in North Texas was made possible through the leadership of Rob Krebs, of Burlington Northern Santa Fe, and Don Carty, of American Airlines. Since February 2000, at the request of the business community, BOLD staff facilitated several meetings with African-American senior managers, Hispanic and women leaders of Fort Worth corporations and non-profit organizations. Additionally, nine CEOs participated in a separate group called the North Texas CEO Action Learning Group. These groups were given an overview of the BOLD Initiative followed by discussions on strategies and actions for successfully identifying, developing and promoting minority talent for a diverse corporate workforce in Fort Worth. In August 2001, the North Texas BOLD Initiative Office was opened on the Campus of Burlington Northern Santa Fe. This office was charged with establishment of the Corporate/Community Partnership that will provide a place where corporate and community leaders can interact on issues of common concern. The partnership is focusing on recruitment, retention and advancement of ethnic minority and women managers in Fort Worth corporations. An advisory council, comprised of representatives of the North Texas BOLD Initiative team and members of working groups that included members of all minority groups and women leaders, was established. During the FY2005-06 budget process, the City Council approved financial support in the amount of $25,000 for the BOLD Initiative. It is proposed the contract be renewed between the City of Fort Worth and the BOLD initiative for the FY2005-06 year. The renewal period of the contract is October 1, 2005 through September 30, 2006. FISCAL INFORMATION/CERTIFICATION: The Finance Director certifies that funds have been budgeted in the FY2005-2006 adup, d budget for this expenditure. Logname: 032005BOLD Page 1 of 2 TO Fund/Account/Centers FROM Fund/Account/Centers GG01 539120 0906200 $25.000.00 Submitted for City Manager's Office by: Richard Zavala (Acting) (6222) Originating Department Head: Bridgette Garrett (8518) Additional Information Contact: Jose Moreno (8518) Loename: 032005BOLD Page 2 of 2