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HomeMy WebLinkAboutTHE WATERS CONSULTING GROUP - CONTRACT - CONTRACT - EXECUTIVE SEARCHPROFESSIONAL SERVICES AGREEMENT THIS AGREEMENT made and entered into the day and year set forth below, by and between THE CITY OF FORT COLLINS, COLORADO, a Municipal Corporation, hereinafter referred to as the "City" and The Waters Consulting Group Inc., a corporation, hereinafter referred to as "Professional". WITNESSETH: In consideration of the mutual covenants and obligations herein expressed, it is agreed by and between the parties hereto as follows: 1. Scope of Services. The Professional agrees to provide services in accordance with the scope of services attached hereto as Exhibit "A", consisting of six (6) pages, and incorporated herein by this reference. 2. The Work Schedule. The services to be performed pursuant to this Agreement shall be performed in accordance with the Work Schedule which shall be completed by the Professional and agreed to by the City for each executive recruitment. Sample work schedule attached hereto as Exhibit "B", consisting of one (1) page, and incorporated herein by this reference. 3. Time of Commencement and Completion of Services. The services to be performed pursuant to this Agreement shall be initiated within five (5) days following execution of this Agreement. Services shall be completed no later than December 31, 2007. Time is of the essence. Any extensions of the time limit set forth above must be agreed upon in writing by the parties hereto. 4. Early Termination by City. Notwithstanding the time periods contained herein, the City may terminate this Agreement at any time without cause by providing written notice of termination to the Professional. Such notice shall be delivered at least fifteen (15) days prior to the termination date contained in said notice unless otherwise agreed in writing by the parties. All notices provided under this Agreement shall be effective when mailed, postage prepaid and sent to the following addresses: Professional Services Agreement —January, 2005 TASK IV — BACKGROUND INTERVIEWS AND REFERENCES Once the City approves the group of finalists, Professional will begin the reference checking and background process. Professional's reference and background check process is the hallmark of their successful executive search program. Professional will obtain a list of up to fifteen work -related references for each finalist. Telephone contact is then made with selected references and sometimes with others in the specific industry that may know of additional accomplishments and work experiences of the candidates. The purpose of the reference interviews is not to solicit negative comments about the candidates, although the process may generate some. The purpose is to allow Professional to complete their understanding of the actual work experience and personal characteristics of the finalists. Specific questions to be asked about the candidates will be developed from the profile approved by the City. Professional is pleased to partner with Pinkerton Investigation Services in the gathering of information about the financial history and the review of court records for each final candidate. This thorough background investigation, coupled with our reference checking techniques, helps to ensure a sound selection process. Background checks are also conducted in the areas of: Consumer Credit Records Bankruptcy Records County Criminal Records State District Superior Court Criminal Records County Civil Litigation Records State District Superior Court Civil Litigation Records Judgment/Tax Lien Records Federal District Criminal Records Motor Vehicle Records Federal District Civil Litigation Records The background investigation will be thoroughly documented and reported to the City. Professional Services Agreement —January, 2005 10 TASK V — FINALIZE SEARCH, RECOMMEND FINALISTS, WRITTEN REPORT Upon completion of Tasks I through IV, Professional will submit a Final Candidate Report recommending a group of finalists for the City to interview. Typically four to six final candidates will be identified. Professional's report will summarize the work experiences and educational backgrounds of the candidates drawn from the resumes and from the initial interviews and background checks. Professional will also summarize the results of the reference investigations. In addition, the report will include general guidelines for applicant interviewing and suggested interview questions for the City to use in conducting the interviews. A list of suggested questions can be very helpful to the interviewer by ensuring consistency and guarding against straying into potentially legally dangerous areas of inquiry. Professional will also discuss with the City the subsequent and optional steps in the total interview process and will make recommendations concerning the final evaluation of the candidates. During this phase of the search, our consulting team plays a major coordinating role_ Professional will participate in final interviews as either an observer or active panel member at the request of the City and are available to answer questions and assist the City in final section and evaluations. In addition, Professional will assist the City with the development of a compensation package with the successful candidate. Professional Services Agreement —January, 2005 11 EXHIBIT B WORK SCHEDULE CITY OF FORT COLLINS, COLORADO Executive SEARCH TENTATIVE TIMELINE The following timetable represents a tentative schedule for the Executive Search based on the start of the search effective 2007. The timetable allows for an orderly recruitment conducted during the holiday period and concluding in sufficient time to allow the selected candidate to report for work and have sufficient time to transition. Phase Activity Due Date Phase 1 • Preliminary Interviews with City of Fort Collins Key Staff and other Stakeholders • Finalization of marketing materials and position brochure • Placement of Ads • Closing Date of Recruitment Phase 11 • Semi -Final Candidates Spreadsheet and Discussions with City of Fort Collins • Semi -Final Candidate Interviews Completed Phase III • Recommendation of Finalists to the City of Fort Collins • Final materials to the City of Fort Collins • Final Interviews at City of Fort Collins Final • Offer Extended to Finalist This schedule takes into account several holidays taking place during the recruitment schedule (e.g. Martin Luther King Jr., and President's Day, etc.), which potentially could disrupt the schedule. The timetable anticipates approximately a 90 to 120-day recruitment schedule and is predicated on the availability of key personnel at the City of Fort Collins who are crucial to the success of the process. Professional Services Agreement —January, 2005 12 Exhibit"C" PROFESSIONAL FEES The professional fee to conduct each executive search is $19,500 plus out-of-pocket expenses. Expenses are not included in professional fees and will be billed separately as incurred. Project - related expenses include, but are not limited to: job posting and advertising fees on various Web sites and classified advertising fees in printed publications; consultant travel expenses; criminal h isto ry/cred it/d river's license checks; printing and the production of necessary materials such as brochures, profiles, and final reports; transportation; telephone fees; shipping and postage, profile mailing labor/services, and video conferencing fees. Travel expenses incurred by candidates are not the responsibility of Professional. The professional fee will be billed in four installments; 30% of the fee will be billed at the beginning of the search; 30% at the implementation of Phase II; 30% at the implementation of Phase III; and the final 10% upon acceptance of offer by the candidate. If candidates from this search process are selected for another position in the organization within one year of the close of the search, a fee of 50% of the above mentioned proposal amount will be due to Professional Executive Recruitment. Only professional fees have been detailed in the following section. If selected for this project, Professional will be happy to negotiate a not -to -exceed figure including expenses. PHASE DESCRIPTION OF PROFESSIONAL SERVICES Phase I Task 1 — Profile Development & Posting Task 2 — Identify Quality Candidates Phase II Task 3 — Preliminary Screening & Initial Report Task 4 — Background Interviews & References Phase III Task 5 — Finalize Search / Recommend Finalists Final Acceptance of offer by candidate Total Professional Fees Per Recruitment $19,500.00 Professional Services Agreement —January, 2005 13 OPTIONAL SERVICES FOR CONSIDERATION PROFESSION AL FEES Additional work related to the search process and as specifically Quoted upon requested by the client which is outside of the scope of this project (i.e. request additional onsite meetings) Professional Services Agreement —January, 2005 14 Professional: City: With Copy to: Stacy L. Waters Darin Atteberry, City Manager City of Fort Collins The Waters Consulting Group, Inc. City of Fort Collins Attn: Purchasing 5050 Quorum Drive, Suite 625 PO Box 580 PO Box 580 Dallas, TX 75254 Fort Collins, CO 80522 Fort Collins, CO 80522 In the event of any such early termination by the City, the Professional shall be paid for services rendered prior to the date of termination, subject only to the satisfactory performance of the Professional's obligations under this Agreement. Such payment shall be the Professional's sole right and remedy for such termination. 5. Design, Project Indemnity and Insurance Responsibility. The Professional shall be responsible for the professional quality, technical accuracy, timely completion and the coordination of all services rendered by the Professional, including but not limited to designs, plans, reports, specifications, and drawings and shall, without additional compensation, promptly remedy and correct any errors, omissions, or other deficiencies. The Professional shall indemnify, save and hold harmless the City, its officers and employees in accordance with Colorado law, from all damages whatsoever claimed by third parties against the City; and for the City's costs and reasonable attorneys fees, arising directly or indirectly out of the Professional's negligent performance of any of the services fumished under this Agreement. The Professional shall maintain commercial general liability insurance in the amount of $500,000 combined single limits, and errors and omissions insurance in the amount of $1,000,000. 6. Compensation. In consideration of the services to be performed pursuant to this Agreement, the City agrees to pay Professional a fixed fee in the amount of nineteen thousand five hundred dollars ($19,500) plus reimbursable direct costs for each executive recruitment. All such fees and costs shall not exceed twenty-nine thousand five hundred dollars ($29,500) for each executive recruitment, according to Exhibit "C", consisting of two (2) pages, and incorporated herein by this reference. Payments based upon the Professional's fee schedule in Exhibit "C" are permissible. The amounts of all such partial payments shall be based upon the Professional's City -verified progress in Professional Services Agreement —January, 2005 2 completing the services to be performed pursuant hereto and upon the City's approval of the Professional's actual reimbursable expenses. Final payment shall be made following acceptance of the work by the City. Upon final payment, all designs, plans, reports, specifications, drawings, and other services rendered by the Professional shall become the sole property of the City. Payment is due within 31 days of the date of the invoice. The professional fee will be billed in four installments; 30% of the fee will be billed at the initiation of the contract; 30% at the initiation of Phase I, Task 2; 30% at the initiation of Phase II; and the final 10% upon acceptance of offer by the candidate. 7. City Representative. The City will designate, prior to commencement of work, its project representative who shall make, within the scope of his or her authority, all necessary and proper decisions with reference to the project. All requests for contract interpretations, change orders, and other clarification or instruction shall be directed to the City Representative. 8. Status Report. At a mutually agreed upon time, professional will provide the City Representative with a written report of the status of the work with respect to the Scope of Services, Work Schedule, and other material information. 9. Independent Contractor. The services to be performed by Professional are those of an independent contractor and not of an employee of the City of Fort Collins. The City shall not be responsible for withholding any portion of Professional's compensation hereunder for the payment of FICA, Workers' Compensation, other taxes or benefits or for any other purpose. 10. Personal Services. It is understood that the City enters into this Agreement based on the special abilities of the Professional and that this Agreement shall be considered as an agreement for personal services. Accordingly, the Professional shall neither assign any responsibilities nor delegate any duties arising under this Agreement without the prior written consent of the City. 11. Acceptance Not Waiver. The City's approval of drawings, designs, plans, specifications, reports, and incidental work or materials furnished hereunder shall not in any way relieve the Professional of responsibility for the quality or technical accuracy of the work. The City's approval or acceptance of, or payment for, any of the services shall not be construed to operate as a waiver of any Professional Services Agreement —January, 2005 3 rights or benefits provided to the City under this Agreement. 12. Default. Each and every term and condition hereof shall be deemed to be a material element of this Agreement. In the event either party should fail or refuse to perform according to the terms of this agreement, such party may be declared in default. 13. Remedies. In the event a party has been declared in default, such defaulting party shall be allowed a period of fifteen (15) working days within which to cure said default. In the event the default remains uncorrected, the party declaring default may elect to (a) terminate the Agreement and seek damages; (b) treat the Agreement as continuing and require specific performance; or (c) avail himself of any other remedy at law or equity. If the non -defaulting party commences legal or equitable actions against the defaulting Harty, the defaulting party shall be liable to the non -defaulting party for the non -defaulting party's reasonable attorney fees and costs incurred because of the default. 14. Binding Effect. This writing, together with the exhibits hereto, constitutes the entire agreement between the parties and shall be binding upon said parties, their officers, employees, agents and assigns and shall inure to the benefit of the respective survivors, heirs, personal representatives, successors and assigns of said parties. 15. Law/Severability. The laws of the State of Colorado shall govern the construction, interpretation, execution and enforcement of this Agreement. In the event any provision of this Agreement shall be held invalid or unenforceable by any court of competent jurisdiction, such holding shall not invalidate or render unenforceable any other provision of this Agreement. Professional Services Agreement —January, 2005 4 UP: By: By: 11 a es B. O'Neill II, CPPO, FNIGP Director Purchasing & Risk Management DATE: Waters Consulting Group, Inc. By. O. 011ie O. Waters, CIVIC Titre: 'Rar. Woof CORPORATE PRESIDENT Date: 0 / . 2 2 O % ATTEST: 61YU�• ^� Corporate (,,// / (Corporate Seal) Professional Services Agreement —January, 2005 EXHIBIT "A" SCOPE OF SERVICES ROLE OF THE CITrS STAFF Professional has a full and seasoned staff of professionals to deliver top quality services with minimal effort required from the City. However, to assist in the project, Professional suggests the City designate a Project Director to serve as Professional's principal contact for the search assignment. Depending upon the chosen tasks, the City s Project Directorwill handle functions such as coordinating meeting times and places, arranging for meeting updates and any other coordination of recruitment activities. Professional's team of consultants will work to thoroughly review the goals of the City in regard to the search by conducting an initial planning meeting with the Project Director and others as appropriate. PROFESSIONAL'S TRIPLE GUARANTEE During this project, the mission of Professional will be to assist the City in the selection of a seasoned, well -respected, and innovative leaderthat has the ability to assist the City in the accomplishment of the City's goals and objectives. Our Triple Guarantee is defined as: (1) A commitment to remain with the search assignment until the City has made an appointment for the fee and tasks quoted in this proposal. If the City is unable to make a selection from the initial group of finalists, Professional will work with the City to identify a supplemental group; (2) If the City removes with cause the newly appointed executive position (selected from candidates recommend by Professional) or the newly appointed executive resigns within the first twelve months following the date of employment, we will conduct a new search for no additional professional fee. The only cost the City would incur in this case would be reimbursement for any project -related expenses. Professional Services Agreement —January, 2005 TASK I — DEVELOP PROFILE AND IMPLEMENT ADVERTISING STRATEGY This important first step in the recruitment process will involve the development of a comprehensive profile describing the minimum qualifications, desired experience, personal characteristics, and other factors that will make a person likely to be a success in the position. Professional will meet with the Project Director, designated City staff members, and others, as appropriate and as directed by the City, to discuss the required background and experiences for the each executive recruitment. Many of our previous searches have involved an open -community approach to profile development, and we have found this to be an excellent way to broaden our perspective on the qualifications needed for the position. In the development of the profile, Professional will also gather organizational charts, budgetary information, operational reports, and other documentation describing the operations and workload of the position, as necessary. Additionally, Professional will use their knowledge of current developments in the operations of municipal management to further assist the City in the development of the qualifications for this position. Consideration will be given to requirements such as formal education and specific work experiences. Professional understands the importance of developing truly meaningful position requirements that meet the current needs of the City and that complement the culture, goals and objectives of the City. Based upon the results of the discussions with the City, community and staff interviews, and Professional's review of other information, Professional will develop a customized profile that represents a consensus view of the background, experiences, and other qualifications important for a successful executive position for the City of Fort Collins. The draft profile will be presented to the City for review and final approval prior to inflating the solicitation and advertising strategy. In order to conduct an open recruitment and to encourage applications from a diverse pool of candidates, Professional will work with the City to develop a comprehensive advertising strategy to notify potential candidates about the vacancy. Advertisements will be placed in appropriate professional publications, local newspapers of record, and on Internet bulletin boards. Draft ads will be submitted to the City for approval prior to publication_ Professional has direct access to the Internet through our heavily trafficked Web site at www.watersconsulting.com and targeted e-mail (search@watersconsulting.com)_ Additionally, Professional will use these resources to communicate with prospects and candidates as appropriate directly. The aggressive advertising campaign for top talent will include national, regional, in -state and local elements as determined during our initial Professional Services Agreement —January, 2005 7 meetings with the City. Professional will work to create an appealing brochure in order to submit to candidates in both a printed and electronic format. Additionally, Professional's presence at appropriate local government conferences will be used to further promote the position. A solid and effective advertising strategy will help to ensure that the City conducts an open recruitment. Professional is committed to making sure that the City meets its commitment to ensure against discrimination in employment practices on the basis of race, color, national origin, ancestry, disability, gender or religion. TASK 11— SEARCH STRATEGY AND IDENTIFICATION OF QUALITY CANDIDATES Once the profile for the executive position has been established, Professional will implement the campaign to address prospective candidates on a national, regional, in -state and local basis (as determined). Using the information provided by the profile developed in Task I, Professional will seek to identify individuals who would be outstanding candidates for the executive position for the City of Fort Collins. Often, potentially well -qualified candidates are not actively seeking new employment and will not necessarily respond to an advertisement. However, if a potential candidate is presented with the opportunity directly and in the proper manner, he or she may apply. We take pride in our ability to locate quality candidates across the nation based on our professional contacts and relationships. In addition, Professional will send direct informational mailings to key associations and municipal organizations throughout the nation. During this assignment, Professional will use their knowledge of local government to identify and contact individuals who maybe candidates or who may know of potential candidates. Professional has reliable contacts from coast to coast. Professional will contact individuals identified as potential candidates to discuss the career opportunity presented by the City. The objective of this effort will be to identify highly qualified individuals, and then to interest these potential candidates in submitting a resume for the City's consideration. Professional Executive Recruitment keeps appropriate records to ensure compliance with legal requirements throughout the search process. Professional has established networks with minority and female leaders throughout the nation and are proud of our record of placement of qualified minority and female candidates. Professional has adopted a corporate policy of equal employment opportunity and will not participate in any search effort where these principles are not followed_ Professional Services Agreement —January, 2005 8 TASK III — PRELIMINARY SCREENING AND INITIAL INTERVIEWS Professional's recruiting efforts generally identify 35 to 50 applicants, depending upon the position and the availability of skills in the marketplace. From this group Professional will review the credentials of each applicant, including internal candidates, based on his/her resume, referral source comments, and when appropriate, telephone interviews. Professional will compare this information to the requirements developed in the recruiting profile and generate a spreadsheet list of 12 to 15 candidates whose backgrounds and experience most closely fit the requirements of the position. Professional believes that one of the strengths of the Professional search process is their handling of candidates for a position. Each candidate submitting a resume is sent a timely acknowledgement letter by Professional giving an approximate schedule for the search. Further communications are maintained with each candidate regarding information about the search progress and, at the conclusion of the project, rejection letters are sent by Professional. Professional takes pride in the many complimentary comments made by finalists and non -finalists regarding the level of communication and the professionalism with which they are treated during a search. After obtaining authorization from the City, Professional conducts face-to-face in-depth interviews (either by phone, in person or via video conference) with each semi-final candidate. Our interviews are conducted with a set of questions developed by Professional to measure management skills, interpersonal traits and characteristics deemed most important to the City. These inquiries are combined with a list of questions developed specifically for the position using issues identified in the profile development. At the conclusion of Professional interviews and after conducting sufficient references to confirm our findings, Professional will meet with the City to recommend final candidates. After discussion, if the City agrees with our recommendations, Professional will provide detailed written evaluations of the candidates. Professional Services Agreement —January, 2005 9