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SETTLEMENT AND RELEASE AGREEMENT AND CONTRACT
' FOR SERVICES BETWEEN
THE CITY OF FORT WORTH AND JUDY L. PEREZ
his SETTLEMENT AND RELEASE AGREEMENT AND CONTRACT FOR SERVICES is
f P ae and entered into by and between the CITY OF FORT WORTH ("City"), a home-rule municipal
corporation of the State Texas, acting by and through its duly authorized Assistant City Manager, and JUDY L.
PEREZ("Consultant"), an individual.
WHEREAS, in March 2012,the City applied for and received a grant from the Wallace Foundation, which
is a philanthropic organization whose mission is to improve learning and enrichment opportunities for children,
particularly those living in distressed urban areas;
WHEREAS, the City and The Wallace Foundation entered into a contract (City Secretary Contract
Number 43490) ("Grant") for the City to use the Grant funds to create a systemic approach for ensuring high
quality,accessible year-round out-of-school time programs for Fort Worth youth, said initiative otherwise known as
Strengthening, Programs through Advocacy, Resources and Collaboration("SPARC");
WHEREAS, on September 19, 2014, the City hired Consultant as a temporary employee (SO1 Key Code)
to serve as the program director for the City's SPARC initiative;
WHEREAS, as the program director for the SPARC initiative, Consultant's primary tasks include quality
assurance, community engagement, data assistance, and marketing;
WHEREAS, to carry out the above-stated tasks, the Consultant is charged with, among other things, the
following duties and responsibilities: promoting the SPARC initiative; planning and implementing out-of-school
time training and professional development programs; determining ongoing training needs; developing and
implementing web-based training system pilots; developing marketing tools to promote training; attending local
training and conferences to network and provide the SPARC initiative with resources; assist in community
education and outreach activities;maintain and update online contact lists;plan, coordinate, and implement monthly
e-newsletters; assist with the data pilot; and assist with marketing plans;
WHEREAS, except with regard to the results of any work performed in her capacity as the program
director,the Consultant has retained the right to control and direct her own activities, including, among other things,
how, when and where to perform her duties and responsibilities and the types of tools and equipment to use;
WHEREAS, based on the above-stated working relationship between the City and Consultant, the
Consultant may have been misclassified as a temporary employee(SO1 Key Code)when, in fact, Consultant should
have been an independent contractor;
WHEREAS, the City and Consultant now wish to enter into a contract for services to memorialize the
proper working relationship between the parties;
WHEREAS, in addition, the City and Consultant desire to avoid the hazard, inconvenience, uncertainty,
and expense of any potential litigation arising from Consultant's alleged misclassification as a temporary employee
(SO1 Key Code), and to compromise and settle all claims related thereto;
WHEREAS, Section I of this Agreement sets forth the terms and conditions of the Settlement Agreement
and Release between the parties and shall be referred to as the "Settlement Agreement"; Section II of the
Agreement sets forth the terms and conditions of the services to be provided by Consultant to the City and shall be
" includes miscellaneous terms that are applicable to
referred to as the Contract"; and Section III of this Agreement mcl
both the Settlement Agreement and the Contract; and
CITY��,`MCRETARY
Settlement and Release Agreement and Contract for Services with Judy L.Perez I of 17
NOW, THEREFORE,for and in consideration of the mutual covenants and agreements herein expressed,
the parties agree as follows:
L
SETTLEMENT AGREEMENT AND RELEASE
1.
Payment
In consideration for Consultant's promises and covenants herein, unless Consultant revokes the Settlement
Agreement as provided in Section I.3 herein ("the Revocation Period"), the City agrees to pay to Consultant the
sum of EIGHT THOUSAND TWO HUNDRED FOURTEEN AND 22/100 DOLLARS ($8,214.22), as
remuneration related to medical care costs ("Settlement Payment"). The parties acknowledge that the Settlement
Payment will not be treated as earnings for income tax, retirement, and reporting purposes. The City shall deliver
the Settlement Payment to Consultant within ten (10) business days after the expiration of the Revocation Period.
Consultant agrees that this Settlement Payment is sufficient consideration for the promises and covenants made by
her in Section I of this Settlement Agreement and that, except as provided by this Settlement Agreement, she has no
contractual right or claim to the Settlement Payment. Further, Consultant acknowledges that this is a complete and
final release and that, except with regard to the consideration recited herein, no additional money or benefit is to be
paid or provided to her on account of any cause of action or claim she may have against the City. The payments
and settlement terms referred to herein are not to be construed as an admission of liability on the part of the City, all
of which is expressly denied.
2.
Release of All Claims and Disputes
2.1 Consultant, for herself and on behalf of her attorneys, heirs, assigns, successors, executors, and
administrators, IRREVOCABLY AND UNCONDITIONALLY RELEASES, ACQUITS, AND FOREVER
DISCHARGES the City and its employees, agents, attorneys, insurers, representatives, and council members, in
their official and individual capacities, including their successors and assigns, and any other person or entity who or
which may be liable through or on behalf of the City, from any and all claims, complaints, obligations, promises,
agreements, causes of action, debts, demands, costs, losses, damages, and expenses (including, without limitation,
attorneys' fees) whatsoever, pled or unpled, other than any arising from a breach of this Settlement Agreement,
under any municipal, local, state, or federal law, common or statutory, for any actions or omissions whatsoever,
whether known or unknown, fixed or contingent, liquidated or unliquidated, specifically including, but not limited
to, any claim arising from the employment of Consultant by the City, which existed or may or could have existed
prior to, or contemporaneously with, the execution of this Settlement Agreement and Contract, including, but in
no way limited to, claims brought pursuant to the United States and Texas Constitutions, the Texas
Government Code, the Texas Labor Code, the Texas Commission on Human Rights Act, Title VII of the
Civil Rights Act of 1964, the Age Discrimination in Employment Act of 1967, as amended, the Patient
Protection and Affordable Care Act, the Americans With Disabilities Act, as amended, and the Older
Workers Benefit Protection Act.
2.2 Consultant represents and warrants that she is the sole owner of the claims, causes of action, and
rights-in-action being released herein, and she has not transferred, assigned, or otherwise encumbered said claims
or any part thereto.
3.
Revocation Period
Consultant acknowledges that she has been given at least twenty-one (21) calendar days to consider this
Settlement Agreement, if she desires, and that she may revoke this Settlement Agreement within seven(7) calendar
days after its final execution by providing written notice of the revocation to Brian Dickerson, Human Resources
Director, City of Fort Worth, 1000 Throckmorton, Fort Worth, Texas 76102 and Richard Zavala, Parks and
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Community Services Director, City of Fort Worth, 4200 South Freeway, Suite 2200, Fort Worth, Texas 76115.
The parties agree and acknowledge that this Settlement Agreement shall not become effective or enforceable until
the expiration of the Revocation Period.
II.
SERVICES AGREEMENT
1.
Scope of Services
1.1. Consultant shall, with good faith and due diligence, use her experience and expertise to assist in the
management, leadership, oversight, development, and growth of the SPARC initiative for Year 4 (2015 -2016)
of the Grant in accordance with the action plan set forth in Exhibit A (up to expiration of the Term), the list of
tasks with corresponding roles and responsibilities set forth in Exhibit B, and the terms and conditions of the
Grant ("Services"). The City will provide a copy of the Grant to the Consultant. The Consultant shall perform
the Services in compliance with the budget set forth in Exhibit C. Exhibits A, B, and C are attached hereto and
incorporated herein by reference. Consultant agrees to perform all Services in accordance with the highest
professional industry standards.
1.2. Consultant shall not engage in the performance of any Services set forth herein until the expiration
of the Revocation Period set forth in Section I.
1.3. All Services performed by the Consultant shall meet the standards and specifications set forth
in the Grant.
1.4. The Consultant will not be provided any tools, materials, or equipment, including, but not limited
to, City workspace or a computer,to perform the Services.
Compensation and Payment Schedule
2.1. The City shall pay Consultant an amount not to exceed Forty-One Thousand Seven Hundred
Eight-Five and 78/100 Dollars ($41,785.78) over the life of the Contract for the Services set forth in this
Section 11. Consultant shall be compensated at a rate of Twenty-Five Dollars ($25.00) per hour plus
reimbursement for all reasonable travel expenses and program and meeting expenses. To receive payment, the
Consultant shall issue monthly invoices that contain the City's contract number, total amount due, written
progress updates concerning the tasks or deliverables completed, and the date provided for the billing period. If
the City requires additional reasonable documentation, it shall request the same promptly after receiving the
above-described information, and the Consultant shall provide such additional reasonable documentation to the
extent the same is available.
2.2 Invoices shall be submitted no later than the I& day following the end of each month of this
Contract and sent to Sheri Endsley, Parks and Community Services Department, 4200 South Freeway, Suite 2200,
Fort Worth, Texas 76115.
2.3 The City shall pay all amounts due within thirty (30) calendar days after receipt of an invoice from
the Consultant unless there is a dispute as to the information provided in the invoice or Services performed. In the
event of a disputed or contested billing, the City shall notify the Consultant not later than the 21' calendar day
after the City receives the invoice. Only that portion so contested may be withheld from payment, and the
undisputed portion will be paid. If any dispute is resolved in favor of the City, then the Consultant shall submit a
corrected invoice to the City, which shall be paid within(30) calendar days after the City receives said invoice.
2.4 Consultant shall not perform any additional services for the City not specified by this
Contract unless the City requests and approves in writing the additional services and costs for such
services. The City shall not be liable for any additional expenses of Consultant not specified by this Contract
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unless the City first duly approves such expenses in writing.
3.
Term and Termination
3.1 Unless terminated earlier pursuant to the terms herein, this Contract shall take effect on the day
after the expiration of the Revocation Period set forth in Section I and shall expire on March 9, 2016,
3.2 Termination for Convenience
3.2.1 The City may terminate this Contract for its convenience upon thirty (30) days' written
notice to the Consultant. Upon receipt of such notice, Consultant shall immediately discontinue all
Services and work. If the City terminates this Contract under this Section, the City shall pay
Consultant for Services actually performed in accordance herewith prior to such termination, less
such payments as have been previously made, in accordance with a final statement submitted by
Consultant documenting the performance of such work.
3.2.2 Consultant may, for any reason, terminate this Contract upon thirty (30) days' written
notice to the City. Consultant shall provide the City with originals and copies of all completed or
partially completed documents prepared under this Contract on or before the effective date of
termination. If the Consultant terminates this Agreement under this section, the City shall pay
Consultant for Services actually performed in accordance herewith prior to such termination, less
such payments as have been previously made, in accordance with a final statement submitted by
Consultant documenting the performance of such Services
3.3 Termination for Cause. The City may terminate this Contract for cause in the event Consultant fails
to perform in accordance with the terms and conditions contained herein. In such event, City shall give
Consultant written notice of Consultant's failure to perform, giving Consultant fourteen (14) calendar days to
come into compliance with the Contract requirements. If the Consultant fails to come into compliance with this
Contract, City shall notify Consultant, in writing, and this Contract may be terminated as of the date of such
notification. In such event, Consultant shall not be entitled to any additional compensation.
3.4 Termination upon Employment with Fort Worth SPARC. The parties acknowledge that Fort Worth
SPARC, a Texas nonprofit corporation, may eventually serve as the primary coordinating entity for the SPARC
initiative. Should Fort Worth SPARC decide to hire the Consultant, then the Consultant shall provide the City
with at least thirty (30) days' prior written notice of her start date for employment with Fort Worth SPARC.
Notwithstanding anything to the contrary, this Contract shall terminate on the date upon which the Consultant
becomes an employee of Fort Worth SPARC with payment to Consultant for Services actually rendered in
accordance herewith prior to such termination, less such payments as have been previously made, in accordance
with a final statement submitted by Consultant documenting the performance of such Services.
3.5 Termination Upon Revocation of the Settlement Agreement. If the Consultant exercises her right to
revoke the Settlement Agreement, as set forth in Section I, then this Contract shall automatically terminate
without any liability to the City.
3.6 Non-appropriation of Funds. In the event no funds or insufficient funds are appropriated by the City
in any fiscal period for any payment due hereunder, City will notify Consultant of such occurrence and this
Contract shall terminate on the last day of the fiscal period for which appropriations were received without
penalty or expense to the City of any kind whatsoever, except as to the portions of the payments herein agreed
upon for which funds shall have been appropriated.
3.7 Upon termination of the Contract for any reason(except for revocation of the Settlement Agreement),
Consultant shall provide the City with all originals and copies of all completed or partially completed documents
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prepared under this Contract within thirty(30)days after the effective date of termination.
3.8 The City's obligations under this Contract are contingent upon the actual receipt of grant funds from
the Wallace Foundation. If sufficient funds are not available to make payments under this Contract or if the
City's allocation of the Wallace Foundation funds changes, the City reserves the right to amend or terminate this
Contract without penalty to the City.
4
Ownership and Intellectual Property Rights
4.1 City shall own all right, title, and interest in the work produced by Consultant under this Contract
(collectively "Work Product") at all times throughout the world. 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 the 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, and City will be considered the author of the Work Product, with all rights appurtenant
thereto. If, and to the extent such Work Product, or any part thereof, is not considered a "work-made-to-hire"
within the meaning of the Copyright Act of 1976, as amended, Consultant hereby expressly assigns, sells and
transfers, and to the extent any such assignment, sale or transfer cannot be made at the present time to City, agrees
to assign, sale and transfer, all exclusive right,title and interest in and to the Work Product, all copies thereof, and
in and to the copyright, patent, trademark, trade secret and all other proprietary rights therein, that the City may
have or obtain, without further consideration, free from claim, lien for balance due, or rights of retention thereto
on the part of the City. Consultant shall have no copyright to or other intellectual property interest in the Work
Product.
4.2 The City shall have access to and be entitled to review and copy any portion of the Work Product at
any time.
5.
Liability and Indemnification
5.1 LIABILITY.CONSULTANT SHALL BE LIABLE AND RESPONSIBLE FOR ANY AND ALL
PROPERTY LOSS, PROPERTY DAMAGE AND PERSONAL INJURY, INCLUDING, BUT NOT
LIMITED TO,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 CONSULTANT,HER OFFICERS,AGENTS,
SERVANTS OR EMPLOYEES.
5.2 INDEMNIFICATION. CONSULTANT COVENANTS AND AGREES TO AND DOES
HEREBY INDEMNIFY, HOLD HARMLESS AND DEFEND, AT HER OWN EXPENSE, CITY FROM
AND AGAINST ANY AND ALL CLAIMS, LAWSUITS, JUDGMENTS, ACTIONS, CAUSES OF
ACTION, LIENS, LOSSES, EXPENSES, COSTS, FEES (INCLUDING, BUT NOT LIMITED TO,
ATTORNEYS' FEES AND COST OF DEFENSE), PROCEEDINGS, DEMANDS, DAMAGES,
LIABILITIES, AND SUITS OF ANY KIND OR NATURE, INCLUDING, BUT NOT LIMITED TO,
THOSE FOR PROPERTY LOSS AND PERSONAL INJURY (INCLUDING, BUT NOT LIMITED TO,
DEATH) TO ANY AND ALL PERSONS, OR OTHER HARM FOR WHICH RECOVERY OF
DAMAGES IS SOUGHT, OF WHATSOEVER KIND OR CHARACTER, WHETHER REAL OR
ASSERTED, ARISING OUT OF OR RESULTING FROM ANY ACT(S), ERROR(S), OR OMISSION(S)
OF CONSULTANT OR CONSULTANT'S CONTRACTORS AND THEIR RESPECTIVE OFFICERS,
AGENTS, EMPLOYEES, DIRECTORS, MEMBERS, PARTNERS, AND REPRESENTATIVES IN
CONNECTION WITH THE EXECUTION, PERFORMANCE, ATTEMPTED PERFORMANCE, OR
NONPERFORMANCE OF THIS CONTRACT, EXCEPT THAT THE INDEMNITY PROVIDED FOR
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IN THIS PARAGRAPH SHALL NOT APPLY TO ANY LIABILITY RESULTING FROM THE
MALFEASANCE OR WILFULL MISCONDUCT OF THE CITY.
5.3 IF ANY ACTION OR PROCEEDING SHALL BE BROUGHT BY OR AGAINST THE CITY
IN CONNECTION WITH ANY SUCH LIABILITY OR CLAIM, CONSULTANT, ON NOTICE FROM
CITY, SHALL DEFEND SUCH ACTION OR PROCEEDING, AT CONSULTANT'S EXPENSE, BY OR
THROUGH ATTORNEYS REASONABLY SATISFACTORY TO CITY.
5.4 THIS SECTION SHALL SURVIVE THE EXPIRATION OR EARLIER TERMINATION OF
THIS CONTRACT.
6.
Independent Contractor
6.1 Consultant shall perform all work and services hereunder as an independent contractor and not an
officer, agent or employee of the City. Consultant shall have exclusive control of and exclusive right to control
the details of the work performed hereunder and all persons performing same and shall be solely responsible for
the acts and omissions of her officers, agent, employees and subcontractors. Consultant shall not direct or
supervise the work of anyone that is not directly under the Consultant's control. Nothing herein shall be
construed as the creation of a partnership or joint enterprise between the City and Consultant,her officers, agents,
servants, employees or subcontractors; and the doctrine of respondent superior shall have no application between
the City and Consultant. It is further understood that the City shall in no way be considered a co-employer or
joint employer of Consultant, or any officers, agents, servants, and employees or subcontractors of Consultant.
Neither Consultant, nor any of her officers, agents, employees, servants, contractors and subcontractors shall be
entitled to any employment benefits from the City. Consultant shall be responsible and liable for any and all
payment and reporting of taxes on behalf of herself,her officers, agents, servants, employees or subcontractors.
6.2 Consultant is free to set her own work hours and perform work for other persons or entities outside of
this Contract; however, the Consultant agrees that, at all times, she must avoid any activity that conflicts with the
interests and mission of the SPARC initiative.
7.
Disclosure of Conflicts and Confidentiality
7.1 Consultant warrants to the City that she has made full disclosure in writing of any existing or
potential conflicts of interest related to services to be performed hereunder. Consultant further warrants that she
will make prompt disclosure in writing of any conflict of interest that develops subsequent to the signing of this
Contract.
7.2 Consultant further agrees that she shall treat all information provided to her by the City as
confidential and shall not disclose any such information to a third party without the prior written approval of the
City, unless such information is known by Consultant prior to receipt from the City, becomes in the public
domain through no fault of Consultant, is legally received from a third party, or is independently acquired by
Consultant. The exception to this rule is that information designed to be shared as part of this collaborative effort
among the City, the Fort Worth Independent School District and other participants involved in the SPARC
initiative may be distributed as needed. Consultant shall store and maintain the City information in a secure
manner and shall not allow unauthorized user to access, modify, delete or otherwise corrupt the City information
in any way. Consultant shall notify the City immediately if the security or integrity of any City information has
been compromised or is believed to have been compromised.
8.
Rieht to Audit
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8.1 Consultant agrees that the City shall, until the expiration of three (3) years after final payment
under this Contract, have access to and the right to examine at reasonable times any directly pertinent books,
documents, papers and records of the Consultant involving transactions relating to this Contract at no additional
cost to the City. Consultant agrees that the City shall have access during normal working business hours to all
necessary Consultant facilities and shall be provided adequate and appropriate work space in order to conduct
audits in compliance with the provisions of this section. The City shall give Consultant reasonable advance notice
of intended audits. This section shall survive the expiration or earlier termination of this Contract.
9.
Notices
9.1 Notices required pursuant to the provisions of this Contract shall 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 CONSULTANT:
City of Fort Worth Judy L. Perez
Parks and Community Services Department 7252 Yolanda Drive
Attn: Director Fort Worth, Texas 76112
4200 South Freeway, Suite 2200
Fort Worth, Texas 76115-1499
With copies to:
City Attorney
City of Fort Worth
1000 Throckmorton Street, 3rd Floor
Fort Worth,Texas 76102
10.
Insurance
10.1 Generally. Consultant shall provide the City with certificate(s) of insurance documenting polices
of the following minimum coverage limits that are to be in effect prior to commencement of any work pursuant to
this Contract. Consultant has an ongoing duty to provide the City with an annual certificate of insurance to
evidence coverage. Such insurance shall cover all insurable risks incident to or in connection with the execution,
performance, attempted performance or nonperformance of this Contract. Consultant shall maintain the following
coverage(s)and limits thereof:
10.1.1 Professional Liability—Errors& Omissions
i. $1,000,000 Each Occurrence
ii. $1,000,000 Annual Aggregate Limit
iii. This coverage shall protect the insured against claims arising out of alleged errors
in judgment, breaches of duty and wrongful acts arising out of their management
duties.
10.2 Additional Requirements
10.2.1 Insurers of Consultant's insurance policies shall be licensed to do business in the state of
Texas by the Department of Insurance or be otherwise eligible and authorized to do
business in the state of Texas. Insurers shall be acceptable to City insofar as their
financial strength and solvency and each such company shall have a current minimum
A.M. Best Key Rating Guide rating of A-:VII, or other equivalent insurance industry
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standards rating otherwise approved by City.
10.2.2 Coverage shall be claims-made, and maintained for the duration of the contractual
agreement and for two (2)years following completion of services provided. The certificate
of insurance shall state the coverage is claims made and include the retroactive date. The
City and its employees, officers, agents, and representative shall be named as additional
insureds on insurance policy. The insurance shall include a waiver of rights of recovery
(subrogation)in favor of the City of Fort Worth.
11.
Non-Discrimination
11.1 Consultant, for herself, her personal representatives, assigns, subcontractors and successors in
interest, as part of the consideration herein, agrees that in the performance of Consultant's duties and obligations
hereunder, she 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
Consultant, her personal representatives, assigns, subcontractors or successors in interest, Consultant agrees to
assume such liability and TO INDEMNIFY AND DEFEND THE CITY AND HOLD THE CITY
HARMLESS FROM SUCH CLAIM.
12.
Force Maieure
12.1 The City and Consultant shall exercise their best efforts to meet their respective duties and
obligations as set forth in this Contract,but shall not be held liable for any delay or omission in performance due
to force majeure or other causes beyond their reasonable control (force majeure), including, but not limited to,
compliance with any governmental law, ordinance or regulations, acts of God, acts of the public enemy, fires,
strikes, lockouts, natural disasters, war, riots, material or labor restrictions by any governmental authority,
transportation problems and/or other similar causes.
13.
Compliance with Laws,Ordinances,and Grant Agreement
13.1 Consultant agrees to comply with all federal, state and local laws, ordinances, rules and regulations.
Consultant also agrees to abide by all applicable terms of the City's Grant agreement with The Wallace
Foundation and any requirements set forth by the City's Crime Control and Prevention District, when applicable.
If the City notifies Consultant of any violation of such laws, ordinances, rules or regulations, Consultant shall
immediately desist from and correct the violation.
14.
Licensed and Permits
14.1 Consultant shall, at her sole expense, obtain and keep in effect all licenses and permits necessary
for her to carry out her duties and obligations hereunder.
15.
Prohibition of Asshmment
15.1 Consultant shall not assign or subcontract any of her duties, obligations or rights under this
Contract without the prior written consent of the City.
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7.1 No extension, modification or amendment of this Contract shall be binding upon a party hereto
unless such extension, modification or amendment is set forth in a written instrument, which is executed by an
authorized representative and delivered on behalf of such party.
8.
Multiple Counterparts
8.1 This Settlement Agreement and Contract may be executed in several counterparts, each of which
will be deemed an original, but all of which together will constitute one and the same instrument. A signature
received via facsimile or electronically via email shall be as legally binding for all purposes as an original signature.
9.
Total Amount of this Agreement
9.1 Under no circumstances shall the total amount paid by the City to the Consultant pursuant to the
terms of this agreement, including any amounts set forth in the Settlement Agreement and Contract (inclusive of
reimbursable and hourly expenses), exceed the sum of$50,000.00 without prior approval from the Fort Worth City
Council.
10.
Entirety of the Agreement
10.1 This Settlement Agreement and Contract contains the entire understanding and agreement between
the City and Consultant, their assigns and successors in interest, as to 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 Settlement Agreement and Contract.
�C
IN WITNESS WHEREOF, the parties hereto have executed this Contract in multiples this day of
2015.
CITY OF FORT WORTH JUDY L.PEREZ
}y
Alanis an
Sus
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Assistant City Manager
APPROVED AS TO/FORM AND LEGALITY:
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Settlement and Release Agreement and Contract for Services with Judy L.Perez 10 of 17
M.
MISCELLANEOUS PROVISIONS APPLICABLE TO BOTH THE SETTLEMENT AGREEMENT
AND RELEASE AND THE SERVICES AGREEMENT
1.
Severability
1.1 If any provision of this Settlement Agreement or Contract 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.
2.
Choice of Law and Venue
2.1 This Settlement Agreement and Contract shall be construed in accordance with the internal laws of
the State of Texas. If any action, whether real or asserted, at law or in equity, is brought on the basis of this
Settlement Agreement and Contract, 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.
3.
Governmental Powers and Immunities
3.1 It is understood and agreed that by execution of this Settlement Agreement and Contract, the City
does not waive or surrender any of its governmental powers.
4.
No Waiver
4.1 The failure of the City or Consultant to insist"upon the performance of any term or provision of this
Settlement Agreement and Contract or to exercise any right granted herein shall not constitute a waiver of the
City's or Consultant's respective right to insist upon appropriate performance or to assert any such right on any
future occasion.
5.
Headings Not Controlling
5.1 Headings and titles used in the Settlement Agreement and Contract are for reference purposes only
and shall not be deemed a part hereof.
6.
Interpretation and Review of Counsel
6.1 The normal rules of construction to the effect that any ambiguities are to be resolved against the
drafting party shall not be employed in the interpretation of this Settlement Agreement or Contract or any exhibits
hereto.
6.2 Consultant represents that she has consulted, or had the opportunity to consult, an attorney to seek
legal counsel regarding the contents and effects of this Settlement Agreement and Contract. Consultant further
represents that she has been informed of the contents and effects of this instrument and the instruments is
executed as her act and deed and of her own free will.
7.
Amendments.Modifications.and Extensions
Settlement and Release Agreement and Contract for Services with Judy L.Perez 9 of 17
Exhibit A
Action Plan
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Settlement and Release Agreement and Contract for Services with Judy L.Perez 11 of 17
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Exhibit B
Tasks,Roles,and Responsibilities
The following table represents the Consultant's primary-roles and responsibilities.
Task l: Quality
Promotes the SPARC Initiative, including its mission,vision, and values at all times.
Plans and implements Out-of-School Time (OST)training and professional development
program including facilitation of Youth Work Methods training.
Determines ongoing training needs including review of online and webinar option.
Co-develops and implements the E-Learning web-based training system pilot.
Plans and develops training schedule for year, engages training contractors and secures
locations.
Develops marketing tools to promote training.
Attends local trainings and conferences to network and provide SPARC network with resources.
Assists SPARC Director in coordinating quality assessment and improvement process.
Task 2: Engagement
Assists in community education and outreach activities a minimum of two times per month.
Maintains and updates online contact lists as needed.
Plans, coordinates and implements monthly e-newsletter.
Plans and facilitates annual SPARC resource fair.
Coordinates all social media including face book and twitter to promote SPARC's work.
Plans and coordinates 2016 GradNation Summit.
Assists in identifying and participating in resource fairs a minimum of five times per year.
Task 3: Data
Assists with Data Pilot as needed.
Participates in selection of data consultant
Task 4: Marketing
Assists in marketing plans.
Settlement and Release Agreement and Contract for Services with Judy L.Perez 14 of 17
Exhibit C
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