Loading...
HomeMy WebLinkAboutR-2001-147 RHW Consulting Services Professional Services AgreementRESOLUTION NO, R 2001- 147 A RESOLUTION authorizing and directing the City Manager to execute an agreement for professional services between the City of Yakima and RHW Consulting Services for transit manager recruitment services. WHEREAS, the City desires to hire a transit manager to oversee and manage the Transit Division; and WHEREAS, to date the City has been unable to recruit a qualified candidate for the position; and WHEREAS, RHW Consulting Services, has the experience and expertise to provide the necessary assistance in the recruitment of a professional transit manager and is willing to do so in accordance with the terms and conditions of the attached consulting services agreement; and WHEREAS, the City Council deems it to be in the best interest of the City of Yakima to enter into the attached agreement with RHW Consulting Services for professional recruiluient services, now, therefore, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF YAKIMA: The City Manager is hereby authorized and directed to execute the attached and incorporated agreement by RHW Consulting Services for transit manager recruitment services. ADOPTED BY THE CITY COUNCIL this 6th day of November, 2001. f ATTEST: teary Place, Mayor City Clerk (1k)res/RHW consulting services CONSULTING SERVICES AGREEMENT THIS CONSULTING SERVICES AGREEMENT, hereinafter the "Agreement", is made and entered by and between the City of Yakima, a Washington municipal corporation, hereinafter the "City", and RHW Consulting Services, a Washington limited liability corporation, hereinafter the "Consultant." WHEREAS, the City desires to hire a professional transit manager to manage, oversee and operate the Transit Division; and WHEREAS, to date the City has been unable to recruit a qualified candidate for said position; and WHEREAS, the City desires to utilize a professional consultant to assist in the recruitment of a Transit Manager; and WHEREAS, Consultant is willing to provide recruitment services in accordance with the terms and conditions of this Agreement. NOW, THEREFORE, in consideration of the mutual covenants, promises, and conditions set forth herein, it is agreed by and between the City and Consultant as follows: 1. Professional Services. Consultant shall provide the City with the transit manager recruitment services described in the Consultant's Proposal, a copy of which is attached hereto as Exhibit "A" and incorporated herein by this reference. 2. Resolution of Conflicting Language. Any inconsistencies or conflicts between the language of this Agreement and the Proposal shall be resolved in the following order: the language of the Agreement shall prevail over the language of the Proposal. 3. Term. The term of this Agreement shall commence upon full execution of this Agreement by the parties and shall continue until the Consultant has completed the recruitment services described in Exhibit A, unless sooner terminated by either party in accordance with Section 21 of this Agreement. The Consultant shall proceed in a timely and diligent manner, and shall complete said services no later than ninety (90) calendar days after full execution of this Agreement. Page 1 of 7 (lk)agr/public works transit manager rbw oct. O1 -pm 4. Compensation. a. Compensation for Services. As consideration for the professional services performed pursuant to this Agreement, the City agrees to compensate the Consultant the flat rate of Three Thousand Dollars ($3000.00) for satisfactory completion of the recruitment services described in Exhibit A, including all taxes, insurance, costs and expenses. b. Payment for Compensation. The City shall make payment to the Consultant within thirty (30) calendar days upon completion of the recruitment services described in Exhibit A. Said payment is expressly conditioned upon the Consultant providing recruitment services hereunder which are satisfactory to the City. c. Payment in the Event of Termination. In the event that either party terminates this Agreement under Section 20, the Consultant shall be compensated on a pro -rata basis for all satisfactory services provided to the City under this Agreement up to the effective termination date. d. Maintenance of Financial Records/Documents. When requested to do so by City representatives, the Consultant shall make the cost records, accounts and related financial documents pertaining to this Agreement available for inspection by City representatives during the term of this Agreement and for a period of three (3) years following the final payment to the Consultant by the City. In the event that any audit or inspection identifies any discrepancy in such financial records, the Consultant shall provide the City with appropriate clarification and/ or financial adjustments within thirty (30) calendar days of notification of the discrepancy. 5. Additional Services. The City may request additional recruitment services beyond those described in Exhibit A. In such event, the City Manager (or his designee) is authorized to negotiate a mutually agreeable sum for such additional services, provided, however, that said sum shall not exceed Three Thousand Dollars ($3,000.00). A description of the additional services and consideration shall be reduced to writing in a document signed by the parties. This document shall be made an addendum to this Agreement. 6. Status of Consultant. Consultant and the City understand and expressly agree that Consultant is an independent Consultant in the performance of each and every part of this Agreement. Consultant, as an independent contractor, assumes the entire responsibility for carrying out and accomplishing the services required under this Agreement. Consultant shall make no claim of City employment nor shall claim against the City any related employment benefits, social security, and/or retirement benefits. Page 2 of 7 (Ik)agr/public works transit manager rhw oct. O1 -pm Nothing contained herein shall be interpreted as creating a relationship of servant, employee, partnership or agency between Consultant and the City. 7. Taxes and Assessments. Consultant shall be solely responsible for compensating its employees and for paying all related taxes, deductions, and assessments, including but not limited to, federal income tax, FICA, social security tax, assessments for unemployment and industrial injury, and other deductions from income which may be required by law or assessed against either party as a result of this Agreement. In the event the City is assessed a tax or assessment as a result of this Agreement, Consultant shall pay the same before it becomes due. 8. Nondiscrimination. During the performance of this Agreement, Consultant shall not discriminate on the basis of race, color, sex, religion, national origin, creed, marital status, political affiliation, or the presence of any sensory, mental or physical handicap in violation of any applicable federal, state and/ or local law and/ or regulation. This provision shall include but not be limited to the following: employment, upgrading, demotion, transfer, recruitment, advertising, layoff or termination, rates of pay or other forms of compensation, selection for training, and the provision of services under this Agreement. 9. The Americans with Disabilities Act. The Consultant shall comply with the Americans with Disabilities Act of 1990, 42 U.S.C. § 12101 et seq. (ADA), and its implementing regulations, and Washington State's anti -discrimination law as contained in RCW Chapter 49.60 and its implementing regulations, with regard to the activities and services provided pursuant to this Agreement. The ADA provides comprehensive civil rights to individuals with disabilities in the area of employment, public accommodations, public transportation, state and local government services, and telecommunications. 10. Compliance with Law. Consultant agrees to perform all services under and pursuant to this Agreement in full compliance with any and all applicable laws, rules, and regulations adopted or promulgated by any governmental agency or regulatory body, whether federal, state, local, or otherwise. 11. No Conflict of Interest. Consultant represents that it does not have any interest and shall not hereafter acquire any interest, direct or indirect, which would conflict in any manner or degree with the performance of this Agreement. Consultant further covenants that it will not hire anyone or any entity having such a conflict of interest during the performance of this Agreement. Page 3 of 7 (Ik)agr/public works transit manager rhw oct. 01 -pm 12. No Insurance. It is understood that the City does not maintain liability insurance for Consultant. 13. Hold Harmless and Indemnity. a. Consultant agrees to protect, defend, indemnify, and hold harmless the City, its elected officials, officers, employees and agents from any and all claims, demands, losses, liens, liabilities, penalties, fines, lawsuits, and other proceedings and all judgments, awards, costs and expenses (including reasonable attorneys' fees and disbursements) caused by or occurring by reason of any negligent act, error and/or omission of the Consultant arising out of or in connection with the performance or non- performance of the services, duties, and obligations required of the Consultant under this Agreement. b. In the event that the Consultant and the City are both negligent, the Consultant's liability for indemnification of the City shall be limited to the contributory negligence for any resulting suits, actions, claims, liability, damages, judgments, costs and expenses (including reasonable attorney's fees and disbursements) that can be apportioned to the Consultant. c. Nothing contained in this Section or this Agreement shall be construed to create a liability or a right of indemnification in any third party. 14. Insurance provided by Consultant. a. Commercial Liability Insurance. On or before the date this Agreement is fully executed by the parties, the Consultant shall provide the City with a certificate of insurance as proof of commercial liability insurance with a minimum liability limit of One Million Dollars ($1,000,000.00) combined single limit bodily injury and property damage. The certificate shall clearly state who the provider is, the amount of coverage, the policy number, and when the policy and provisions provided are in effect (any statement in the certificate to the effect of "this certificate is issued as a matter of information only and confers no right upon the certificate holder" shall be deleted). Said policy shall be in effect for the duration of this Agreement. The policy shall name the City, its elected officials, officers, agents, and employees as additional insureds, and shall contain a clause that the insurer will not cancel or change the insurance without first giving the City thirty (30) calendar days prior written notice (any language in the clause to the effect of "but failure to mail such notice shall impose no obligation or liability of any kind upon the company" shall be crossed out and initialed by the insurance agent). The insurance shall be with an insurance company or companies rated A -VII or higher in Best's Guide and admitted in the State of Washington. Page 4 of 7 (1k)agr/public works transit manager rhw oct. 01 -pm b. Commercial Automobile Liability Insurance. On or before the date this Agreement is fully executed by the parties, the Consultant shall provide the City with a certificate of insurance as proof of commercial automobile liability insurance with a minimum liability limit of One Million Dollars ($1,000,000.00) combined single limit bodily injury and property damage. The certificate shall clearly state who the provider is, the amount of coverage, the policy number, and when the policy and provisions provided are in effect (any statement in the certificate to the effect of "this certificate is issued as a matter of information only and confers no right upon the certificate holder" shall be deleted). Said policy shall be in effect for the duration of this Agreement. The policy shall name the City, its elected officials, officers, agents, and employees as additional insureds, and shall contain a clause that the insurer will not cancel or change the insurance without first giving the City thirty (30) calendar days prior written notice (any language in the clause to the effect of "but failure to mail such notice shall impose no obligation or liability of any kind upon the company" shall be crossed out and initialed by the insurance agent). The insurance shall be with an insurance company or companies rated A -VII or higher in Best's Guide and admitted in the State of Washington. c. Insurance provided by Subcontractors. The Consultant shall ensure that all subcontractors it utilizes for work/ services required under this Agreement shall comply with all of the above insurance requirements. 15. Delegation of Professional Services. The services provided for herein shall be performed by Consultant, and no person other than regular associates or employees of Consultant shall be engaged upon such work or services except upon written approval of the City. 16. No Assignment. This Agreement, or any interest herein, or claim hereunder, shall not be assigned or transferred in whole or in part by Consultant to any other person or entity without the prior written consent of the City. In the event that such prior written consent to an assignment is granted, then the assignee shall assume all duties, obligations, and liabilities of Consultant stated herein. 17. Damages. If for any reason Consultant fails to provide the services specified in this Agreement and the City is forced to secure such services from another person or entity, Consultant shall be liable for any and all additional expenses to fulfill their obligation to the City under this Agreement. This provision shall not serve as a limitation upon other damages that may be available to the City pursuant to statutory and/or common law. Page 5 of 7 (tk)agr/public works transit manager rhw act. 01 -pm 18. Integration and Modification. This Agreement sets forth all of the terms, conditions, and agreements of the parties relative to the subject matter hereof and supersedes any and all such former agreements which are hereby declared terminated and of no further force and effect upon the execution and delivery hereof. No changes or additions to this Agreement shall be valid or binding upon either party unless such change or addition be in writing and executed by both parties. 19. Severability. If any portion of this Agreement is changed per mutual agreement or any portion is held invalid, the remainder of the Agreement shall remain in full force and effect. 20. Non -Waiver. The waiver of either the City or Consultant of the breach of any provision of this Agreement by the other party shall not operate and/or be construed as a waiver of any subsequent breach by either party or prevent either party thereafter enforcing such provision. 21. Termination. Either party may terminate this Agreement, with or without cause, by giving the other party ten (10) calendar days prior written notice of termination. In the event of termination, the City shall compensate Consultant for the services rendered through the termination date. 22. Notices. Unless stated otherwise herein, all notices and demands shall be in writing and sent or hand delivered to the parties to their addresses as follows: TO CITY: TO CONSULTANT: Chris Waarvick Director of Public Works City of Yakima 2301 Fruitvale Boulevard Yakima, WA 98902 Robert H. Weaver RHW Consulting Services 7005 Perry Court Yakima, WA 98908 or to such other addresses as the parties may hereafter designate in writing. Notices and/or demands shall be sent by registered or certified mail, postage prepaid, or hand delivered. Such notices shall be deemed effective when mailed or hand delivered at the addresses specified above. Page 6 of 7 (1k)agr/public works transit manager rhw oct. O1 -pm 23. Survival. Any provision of this Agreement which imposes an obligation after termination or expiration of this Agreement shall survive the term or expiration of this agreement and shall be binding on the parties to this Agreement. 24. Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of Washington. 25. Venue. The venue for any action to enforce or interpret this Agreement shall lie in the Superior Court of Washington for Yakima County, Washington. CITY OF YAKIMA By: Dated: Dick Zais, City Manager ��-9—o( ATTEST: Dated: (- 9 RHW CONSVLTIN SERVICES By: Dated: City Contract No. 2001-120 Resolution No. R-2001-147 Page 7 of 7 (lk)agr/public works transit manager rhw o t. O1•pm Robert H. Weaver 11 /Y/s EXHIBIT A PROPOSAL Pursuant to our discussion of October 8, 2001, I propose to assist the City of Yakima in its recruitment for a Transit Manager. My services would include: • Develop, issue and manage a targeted recruitment of selected transit agencies as possible within the City's recruitment date limitations. • Acknowledge receipt of applications, prepare appropriate letters and advise all applicants of their status during each phase of the recruitment process. • Conduct initial application screening. Screen to proposed candidates for phase 2 including a one -paragraph commentary on each applicant. • Review supplemental questions and recommend additions as deemed appropriate. • Invite selected applicants to continue into the Phase 2 supplemental process. • Screen Phase 2 responses and recommend candidates for final interview with written commentary on each respondent. • Schedule applicants for final interviews. • Attend interview panel and facilitate panel's consensus recommendation to the Director of Public Works. • Attend employee review and facilitate consensus recommendation. • Meet with Public Works Director as requested for debriefing at project conclusion. The City of Yakima would: • Print and publish all recruitment announcements, applications and other materials bearing the City's logo. • Set up, organize and schedule all interview committee meetings. • Provide any technical information requested by applicants. • Conduct background investigations and reference checks and make any and all employment offers. • Retain ownership in all employment applications and correspondence with applicants. Fee Structure: The cost for these services would be a flat rate of $3,000.00 and include any and all taxes, insurance and incidental administrative costs. If a candidate cannot be selected requiring an additional recruitment effort, an additional fee would be negotiated. 4,4ed,dere--&) Robert H. Weaver RHW Consulting Services ) BUSINESS OF THE CITY COUNCIL YAKIMA, WASHINGTON AGENDA STATEMENT Item No. For Meeting Of 11/6/01 ITEM TITLE: Consideration of Professional Services Agreement for Transit Manager Recruitment SUBMITTED BY: Chris Waarvick, Public Works Director CONTACT PERSON/TELEPHONE: Chris Waarvick/576-6411 SUMMARY EXPLANATION: The Transit Manager position has been vacant for over 24 months. The initial recruitment effort was stopped due to uncertainties surrounding the potential impacts of Initiative 745 — if passed by the voters, funding for transit services statewide appeared to be in serious jeopardy. The Initiative did not pass and the next attempt at recruitment was initiated. The individual offered the position declined the offer. The remaining two candidates were deemed not to be an appropriate "fit" for the Yakima system. During all this time, John Haddix has been in the Acting Transit Manager role in addition to his other two traditional roles. This has created a significant challenge to accomplish all that these three roles normally obligate the employees involved — Mr. Haddix has stepped up to this challenge and made sure that at a minimum the necessary obligations of the Division have been met. Mr. Haddix plans on retiring in early 2002. A replacement Manager is deemed very critical to the future operational success of the Division. Staff recommends that Bob Weaver, RHW Consulting Services, Yakima, Washington, be retained to assist in the recruitment effort to ensure the timely completion of recruitment tasks which are critical to securing a solid register of applicants. Staff has begun the recruitment process with a "wide net" announcement. Bob Weaver would assist the City in targeting the recruitment effort to specific appropriate agencies and pools of potential applicants. This effort is estimated not to exceed $3,000. Mr. Weaver has served as special consultant to the Civil Service Examiner over the past year and performed very well in that capacity. Inquiries into mainstream professional recruitment firms have elicited estimates of up to $20,000 for this work. Resolution X Ordinance _Contract X Other (Specify) Proposal and Scope Funding Source Transit Operating Fund — Not to exceed $3,000 APPROVED FOR SUBMITTAL: Cit Manager STAFF RECOMMENDATION: Approve attached resolution authorizing the City Manager and City Clerk to execute the attached agreement for professional consulting services BOARD/COMMISSION RECOMMENDATION: COUNCIL ACTION: Resolution adopted. RESOLUTION NO. R-2001-147 Transit manager recruitment 10/31/01 cw