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HomeMy WebLinkAboutPublic Sector Search and Consulting - Police Chief SearchProfessional Services Agreement Executive Search Services This >Aarcemcnt is made by and between the City of Yakima ("City), and Public Sector Search & Consulting; Inc. (`-rhe Consultant'). Search Enoagement_ The Cite agrees to engage the Consultant to perforin those services described below, for completion of the project described as follcros: Executive Search Police Chief ('`the Search"). 2. Sen iees. The Consultant agrees to perform certain services necessary for completion of the Search. the services specifically described in this Agreement together with those included in Consultant's Proposal for Executive Search Services Police Chief: which services shall include, without limitation. the tollowuz+o: a) Position analysis b) Complete l3I•ochure 0 Community Fngagement d) Department Survey e) Advertising Campaign f) Candidate Identification and Recruitment ,j Screening and Vetting h) interview and Selection Process i) Final Interview A complete description of the services to be provided is contained in a proposal from the Consultant to the City_ dated November 14. 2018, which is incorporated herein by reference. Cunsultdnt s11211 perform its services hereLlndel' in accordance vv ith the professional standard of care. skill and diligence -customarily fo€lowed by consultants performing similar professional services or projects of comparable scope and quality. Ihhe City shall be entitled to rely upon the accuracy and completeness of any inforination, background checks and investigation supplied by the Consultant or bti- others authorized by the Citi and the Consultant. Additional Work, Deletion of Work: Consultant shall not perform any additional or extra wort: or incur any additional expenses beyond that set forth hereunder without the express written approval of City. Modifications or additions to the services perfc)rmed by Consultant not approved in writing by City shall be considered null and void and shall not be compensated. City shall also have the right to delete any portion of the work or services to be performed by Consultant described hereunder. In such event, Consultant's compensation shall be reduced in proportion to the percentage of work or sere ices completed. Pr-ufessiotxel .Services .4recinent Executive .Search Services Pgge Z Performance Guarantee. Consultant offers a one-year Guarantee on our full police chief search process. If the City is not satisfied with the candidates: identified in the recommended list of finalists, the Consultant will continue recruitment efforts until theCity makes aselection. if the selected Chief of Police leaves the Citv within the first year of employment for any reason, Consultant shall repeat the search at no charbe to the Cit}' except the reasonable direct expenses of such search. Consultant a,rces that it shall not approach any City staff for two years from the date of placement without the specific perntission of the City. This guarantee shall survive the term of this Agreement. Relationship. The Consultant is an independent contractor and is not to be considered an a lent,or employee of the Cit;,. It is further understood and agreed by the parties hereto that Consultant. in the performance of his obligations hereunder, is subject to the control and direction of the City as to the designation of tasks to be performed and the results to be accomplished by the services agreed to be rendered and performed under this Agreement, but not as to the means. methods, or sequence used by Consultant for accomplishing such results_ To the extent that, Consultant obtains permission to. and does. use the City facilities, space, equipment or support services in the performance of This Agreement, this use shall be at the Consultant's sole discretion based on the Consultant's determination that such use will promote Consultant's efficiency and effectiveness. Except as may be specifically provided elsewhere in this Agreement, the City does not require that Consultant use the City facilities_ equipment or support services or work in the City locations in the performance of this Agreement. Except as the City may specitj in writing.. Consultant shall have no authority, express or implied, to act on behalf of the Civ,, in any rapacity whatsoever as an agent or to bind the City to any obligation,,. 5. Compensation. As full compensation for the Consultant's professional services perfi)rrned hereunder. the Cit} shall pay the Consultant $27,500 ("fee"), plus expenses not to exceed $5500. Fee includes 4 trips to the City and 8 working days in the City. G. Expenses. Include are items such as advertising, consultant travel, brochure, clerical. ;graphics_ research, printing and binding; postage and delivery. verifications and long-distance telephone char,es. 'The City will be responsible for all Candidate expenses related to onsite interviews. Any consultant travel outside the scope of this Agreement will he billed to the City at $1500 per day plus actual expenses. *Additional do,w; ii,orkin onsite hc�yon N dii'vs asOzalincd above avill he billed it liS15UO per dery o,lsile. phrs Iravel expenses. 7. Compensation for Additional 5emiices. In the event the City requires services in addition to those described in Paragraph 2, the C;onsuitant shall be compensated at the Consultant's standard hourly rates for professional services plus reimbursement of expenses described above. Additional days of stakeholder meetings -are supplemental to this AYureement and will be billed at therate of $1J00 (One Thousand Five Hundred Dollars) per day plus travel expenses. 8. Community Engagement (included) Two community, forums are included in the overall costo# the search. Additional community forums in conjunction with a trip to the City would be $1500 a clay (unless same day). If the additional forum is not in conjunction with a trip, the City would also be billed travel expenses associated there,. ith. Professional Services greemew Execuiive Search :Services Page 3 1). Department Survey. (Additional 51500) The Project Consultant will develop and host a customized online survey to provide Police Department employees with an opportunity to participate in the search process: Survey results will be captured in a summary report and provided to the City Manager and others: as may be desired. The City will be billed $1500 when the Engagement Report is completed and accepted by the Cite. 10. Method of Payment. The City will be invoiced in five (5) milestone payments. Invoices will be due upon receipt. Search expenses and the Department Survey Fee will be biiled one of the milestone payments as follow s: a) After the project managelnerii meeting-g5.5Q0 b) After the community forums-- $5:500 c) After the closing dale - $5,500 d} After the onsite selection process -. $5,500 e) Final payment after candidate acceptsoffer-55.500 1 1. Exceptions. The City will be responsible for all candidate expenses related to on-site interviews. 12. Exclusions. tied Police Officer Background or any other investiLative background (including polygraph) required by la« for the position of Police Chief vvi'll be the responsibilit}of' the Clty: However. consultant provide not less than two (2) sources for background investigations. 13: Term. The term of this agreement shail commence upon execution of this Agreement by both parties. at which time the Consultant shall begin work on the Search and shall continue until a Chief of Police i selected by the City or is otherkvise terminated by the parties pursuant to Paragraph 13, �ihichev'er occurs iirsi, unless otherwise extended by (lie specific Warranty provisions of Paragraph 3. 14. "Termination. This agreement may be terminated: (a) by either party at any time for failure of the other party to comply with the terms aria conditions of this Agreement-, (b) by either party upon 10 da,: s prior written notice to the other party: or (c) upon mutual written agreement of both parties. In the event of termination, the C.on.,riltant shall stip v- irk immediately and Shall be entitled to compensation for proietisional service fees and for expense renrnbursentent io'the date of termination, 15. insurance. It is understood the City dries riot maintain liability insurance #or Contiultant or its officers. agent and employees. a) Professional Liability Insurance. Or. or before the date this Agreement is fully executed by the parties, the Consultant shall provide the City with a certificate of insurance as evidence of professional liability coverage with a limit of at least One Million Dollars ($1,000,000.00) for each claim and an annual aggregate limit of at least Two Million Dollars ($2,000,000.00), 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. The insurance shall be with art insurance company rated A -VII or higher in Best's Guide. if the policy is on a claim made basis: the retroactive date of the insurance policy shall he on or beiore the date this contract is executed by both parties hereto; or shall protide frill prier acts covera�lT The insurance coverage or substantially identical coverage sufficient to fully satish° these requirements shall remain in effect during theterm of'this Agreement. and for a min murn of three_(}) years following t€te,termination of this Agreement. Professional Sertiice.v.-M,reernew Executive Search Services Page 4 b) Commerciai Liability [nsurance. 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) per occurrenceiaggregate limit bodily injury and property damage. The certificate shall clearly state who the provider is, the ;amount of coverage, the policy number, and when (lie,polic,. and provisions provided are in effect. Said policy shall be in effect for the duration of this-Aareement. The policy shall name the City. its officials- officers. agents. and employees as additional insured as to this project only and shall contain a clause that the insurer,vill endeavor to provide the Citynotice of cancellation if one is given. The insurance shall be with an insurance company or a company rated A -VII or higher in Best's guide and admitted in the State of Washin<aton. c) 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 (S1.000,000.00) per occurrence/aggregate limit bodily injury and properly damage. The certificate shall clearly state who the provider is, the amount of coverage, the police number, and ,viten the policy and provisions provided are in effect. Said policy .shall he in effect for the duration of this Agreement. The policy shall name the City, its officials. officers, agents, and employees as additional insured as to this project only and shall contain a clause that the insurer will endeavor to provide the City notice of cancellation if one is ,7 ven. The insurance shall be with an 'insurance company oi- a company rated A -Vii or higher in Best -s Guide and admitted in the State of Washington. d) Insr.rrance Provided by Subcontractors. The Consultant shall ensure that all subcontractors it utilizes for work/services required under this Agreement, hall comply with all of the above insurance requirements. lb. Hold Harmless. Each party shall defend, indemnify, and hold harmless the other party (including their trustees, officers, agents, servants. members, and employees), and each ot'them; of and from any and all claims, demands, suits, causes of action, damages. costs, expenses; attorneys' fees, losses. or liability, in law or in equity, of every kind and nature whatsoever related to. arising out of. or in connection with, the indcrnnifvingparty's intentional, neglii-ent or reckless act or omission perftrrnied under this A—reement_ including, but not limited to personal injury to any person, death to any person- darna<,e to any property. penalties. failure to comply' with the provisions requiring insurance. any violation of any law, order or regulation arising out of or resulting h•om this Agreement, or, except as otherwise prescribed by applicable law. Where the intentional, negligent or reckless act or omission of both parties is involved, tate parties intend that the principles of comparative fault shall be applied to this defense, indemnityand hold harmless obligation. Such obligation to defend, indemnify and hold harmless shall include all costs, expenses and liabilities incurred in connection with any such claim. suit, action or cause of action, inOudin, the investigation thereof and the defense of any action or proceeding brought thereon and any order. judgment or decree which may be entered in any such action or proceeding as a result thereof. Consultant acknowledges and agrees that City would not enter into this ALreement without tiii indemnification of City by Consultant, ;and that City's entering_ into this At reernent shall Lonstitute Good and sufficient' consideration for this indemnification. These provisions shall survive the expiration or earlier termination of this Agreement. Nothing in this Agreement shall be construed to affect in anv wav the Cita-s rights. priviie es, and immunities as set forth in Washington Statutes. Pro%es.sional Services .4e recrnreni E.xeculive Search ;,S n ices Page 17. The obligations set forth in this section shall not be limited by the insurance requirements set forth herein Miscellaneous. a) This .Agreement, together with tte attached and incorporated Exhibit -A- -,contains all of the terms cc}nsiderations. understands and promises of the parties. It is the entire agreement between the parties with respect to the subject matter hereunder is contained in this agreement. b) Neither this agreement nor any rightsorobligations hereunder shall he assigned or delegated by the Cc nsultart without the prior written consent of the City. Aniattempt or purposed assignment ol' any right or obligation pursuant to this Agreement shall be void and of no effect. C) '['his agreement snail be modified only by a written agreement duiy executed by the City and the Consultant. d) Should any of the provisions hereunder be found to be invalid, void or voidable by a court. the remaining provisions shall remain in full force and effect. e) This agreement shall be governed b.- and construed in accordance ,vith the laws of the State of Washington exciuding its choice of law rules. Consultant shall comply with all federal, state and local laws acid ordinances as may be applicable to the performance of Werk under this =Agreement. Venue shall be in Yakima Countv. fi Liability of City. Citv's obligations under this Agreement shall be limited to the pavment of the compensation as provided in this Agreement. Notwithstanding any other provision of this A,_Yreement, in no event shall City be liable, regardless of whether any claim is based on contract or tort. for any special, consequential. indirect or incidental damages, including but not limited to, lost profits, arising out of or in connection with this Agreement or the services performed in connection with this Agreement. g) Equal Opportunity. Consultant shall comply with the Executive Order 11246 as currently amended and as supplemented in Department of Labor regulations (41 CFR Chapter 60): hereinafter collecdvei} referred to as the Regulations,Consultant, with regards to the work perfiornted by it after award and prior to completion of the work pursuant to this Agreement. shall not unlawfully discriminate on the grounds of ethnic group identification; race, color. gender, gender identity, gender expression, sex, sexual orientation, ;sexual identit} pregnancy, childbirth or related medical condition, religion or relioious creed, age (over forty), national origin: ancestry. pitvsicat or mental disability, medical condition, political affiliation or belief, military and veteran status, or marital status as defined in Section 12926 of the California Government Code. Consultant shall not participate either directly or indirectly in discrimination prohibited by the Regulations: h) Notices All notices required in this Agreement shall he sent by certified mail. return receipt requested, and shall be availed to: CITY CONSl_f L-rANT City tilanager Gary Peterson Citv of Yakima CEO/President 200 South Third Street 65-20 Lonetree Blvd_ Suite 1040 Yakima, NVA 98901-2830 Rocklin, CiA95765 Professional Ser•vices.4gr•eement Executive, Search Services Page 0 Notice shall be considered" issued and effective upon receipt thereof by the addressee -party. or seventy-two (72) hours .after mailing by certified bail to the place of business set fortis above, whichever is earlier. 18. Confidentiality. a) All information communicated to Consultant by the City during the terns of this Agreement and the material created by Consultant for the City under this Agreement shall be received and maintained in confidence by Consultant and will be used only to provide services to the City under this Agreement. Vo such information or material may be disclosed by Consultant without the prior written consent of the City. The provisions of this Section kvill. not apply to information or material which is (a) considered apart of the public record and is not exempt Froin disclosure under established law: (�) is authorized in kvriting to be disclosed by the City; (c) generally is available as part of the public doTnain prior to disclosure by the City, or becomes so available through no fault of Consultant; or (d) is independently developed by Consultant or is received by Consultant from a third party with no breach of any duty owed b-,, the third party to the City. b) Crrttain information arid: or data =gathered iffy C:'011sultant may be provided by identifiable individual employees of the Citi' or by other identifiable individuals. In the interest of infonnation accuracy and ;data quality, such individual information and the identities of those persons providing the sarne shall be held confidential and %vill not be provided to any parties outside ofthe Consultant, including to City. APPROVED: PI BLIC SECS ' i Sa CONSl LTING By: N, arrte Prifited: Gary D. Peterson Title: PresidentlICED Bate: 6520 Lonetree Blvd. Suite 1(40. Pocklin. Califbtwia 95 165 Phone: 9101-89-9990 Fax: 916,290-0201 Website: 1-t'i-riti. puhliC,ccitrrr �Scur c12. cn►tr CITYOF A" jF"t Name Prinied:a °° i �4� ft y)f ff ", Title: Datc: t 4- do t Lq - G ) CITY CONTRACT NO: • X � � RESOLUTION NO.-- i� /C.r-