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HomeMy WebLinkAbout331705 SLAVIN MANAGEMENT CONSULTANTS - CONTRACT - AGREEMENT MISC - SLAVIN MANAGEMENT CONSULTANTSDocuSign Envelope ID: 710E154C-7B5F-46AE-AF70a5DF86F3E449B PROFESSIONAL -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 "Cityand Slavin Management Consultants,. hereinafter referred to as "P.rofessional". 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 nine (9) pages, and incorporated herein by thls reference. 2: Contract Period. 'The services to be performed pursuant to this Agreement shall; be., .initiated within five (5) days following execution of this Agreement,. This contract shall have -a term of six (6) months. Notwithstanding, it is the Citys,desire for the Deputy City Manager to start employment with the City no later than.March 31, 2014. Time is of the `essence, Any "extensions of the time limit set forth above must be agreed upon in writing by the parties hereto. 3. 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 7553 Executive Search Services — Deputy City Manager Page 1 of 1 i3 DocuSign Envelope ID: 710E154C-7B&-46At-AF70-5DF86F3E449B The progress report will summarize each semi-finalists'- experience and education. The report will also include a screening of semi-finalists against the selection criteria and job requirements contained in the recruitment profile. This screening will bebased on: • a review of resumes and cover letters; • SMC's phone interviews of semi-finalists; • semi-finalists' responses to a supplemental questionnaire that provides additional information about semi-finalists' management styles, writing skills; and how closely their experience relates to the selection criteria and job requirements in the recruitment profile; and • SMC's knowledge of semi-finalists' work ,performance and the quality of the organizations and communities in which they have served. The progress report will -also include the semi-finalists' current salary. At SMC's'meeting with the client, the client will ,select the finalists to interview using SMC's, candidate ranking forms if desired. Typically five finalists are interviewed. 4. Conduct background investigations/site visits on finalists `SMC wilt conduct background 'investigations, and site visits on the finalists. In order to better assess the finalists' management style and interpersonal .characteristics, SMC will personally interview each in his. or her present work environment while protecting the finalists' confidentiality. SMC will closely examine ;each finalist's experience, achievements,management style; and, interpersonal skills in relation to the recruitment profile's selection criteria. SMC's background investigations include detailed and extensive reference checks which cover a minimum period of ten years. SMC will interview the references provided by the finalists 'as well as others who can evaluate the candidate's job performance. The background work also .includes investigation to the maximum extent permitted under federal law of finalists': • 'criminal and civil court records; credit history; driving records; and • college degrees. At the ,client's 'option, SMC can arrange for assessment centers and/or psychological (or similar) testing of the candidates. These optional items will result in additional cost to the client. The City's RFP requests reference checks on the top 15-20 candidates. SMC typically only conducts reference checks on the finalist candidates. 'Generally SMC does not believe conducting reference checks. on 15-20 candidates is cost-effective. However this -matter is negotiable. SMC will provide a report to the client about these background checks and site visits. Professional Services,Agreern&it 7553 Executive Search Services'— Deputy City Manager Page 10 of 18 DocuSign Envelope 10: 710E154C-7B5F-46AE-AF70-5DF86F3E4,49B, 5. Assist client in interview and selection process SMC will assist the client in developing the interview process based on SMC's knowledge of best practices and will provide a list of interview questions for the client's consideration. SMC will contact the finalists to inform them of interview schedules and other logistical details, and SMC will be present during the interviews. Finally, SMC will notify all unsuccessful candidates of the final decision. reached. 6. Facilitate employment of selected candidate SMC will provide information about trends in employment, employment agreements, and relocation expenses to the client. SMC will also facilitate negotiation of the selected candidate's compensation package. 7. Conduct follow-up wifh client after candidate has been employed SMC will follow-up with the City Manager and Deputy City Manager six and twelve months after the selected candidate has been employed 'to evaluate the success of the placement, sMGwilt assist.in any adjustments, 'that may necessary:. PRO_JECT.SCHEDULE The ,search process normally takes 90 days to complete and typically follows the; below schedule. F_ BAYS STERS: 1-30 30-45 45-60 60.90 90-360 1. Develop recruitment profile and advertising program forrclient approval _ 2. Identify qualified candidates and receive and reviewresume''s 3. Screen & evaluate prospective candidates/prepare progress report and _ f I meet with client 4. Background investigations and site visits on finalists Li 5. Interview and evaluate finalists FLI 6. Assist in selection and facilitate employment LI 7. Follow-up L Professional'Services Agreement 7553 Executive Search Services Deputy City Manager Pagel 1:of 18 DocuSign EnvelopeID: 710E154C-7B5F-46AE•AF70-5DF86F3E449B PROFESSIONAL FEES The project cost is:$14,985 of professional fees plus expenses. The following fable shows the level of involvement by project step and cost. PROJECT COSTS ASSIGNED HOURS (Approximate) STEPS Project Consultant. Manager RATE FEES 1. Project plan ning1develop recruitment 30 $85 $2,550 profile/prepare and place advertising 5 $40 $200 2. Identify.and recruit candidates /acknowledge 30 $85. $2,550 28, $40 $1,120 resumes -3. Phone interviews with potential semi-. 20 $85 $1,760 finalists/prepareprogress_ report 10 $40 $400 4.Meet with client to review progress"report and 4 $85 $340 select finalists 5. Schedule finalists interviews [assist client with $ $85 $680 designing interview process 6. Finalistss background investigation (includes 33 $85, $2,805 32 $40 $1,280 SMC on -site visits with finalist candidates) 7. Finalists interviews/assist in employee 12 $85 $1,020 selection 8. Negotiate employment agreement 4. $85 $340, 9. Follow-up 4 C . e $0 TOTAL HOURS 145 76 TOTAL cOST $14,985 DEFINITION OF EXPENSES Expenses for this executive search will be .billed on an 'actual cost basis and will not exceed _55 percent of the professional The ($81242). Additional detail about these expenses is shown below. Consultant Travel: The ,client pays direct costs for all necessary consultant .travel using lowest :available air rates,, corporate hotel rates at moderately priced properties (Holiday Inn or equivalent), rental cars using the corporate discount; and normal meals. The client .controls these costs in the following ways: 1j the client pre -approves all work plans including all consultant and candidate travel; and 2). when appropriate, the consultant will work on more than one search when traveling and will therefore,allocate, costs to multiple clients. Professional Services Agreement 7553 Executive Search Services — Deputy City Manager Page 12.of 18 DocuSign Envelope ID: 710E154C-7B5F-46AE-AF70-5DF86F3E449B Office. Costs: telephone ($350 fla_4 fee, billed in two.: installments), fax, postage, copier, and delivery costs. Advertising: typically approximately :$2,500. The client controls these costs because the advertising program will be approved by the client prior to implementation. The cost for finalists to travel to the client's; locale for interviews is not included in the cost of this proposal. Such costs are typically paid by the client on a reimbursement basis directly to the candidates and controlled through the client's prior approval of the finalists. These costs vary depending on candidate location, spousal involvement, "and the length of the interview process: For budgeting purposes, an average cost of between $450-65b per candidate would be appropriate. Typically five candidates are interviewed. Should the client's needs, result in an increased project "scope that significantly increases consultant travel and/or advertising costs, it may be necessary to increase the expense budget"for the project which'would require client approval. RegardingtraveLexpenses, SMC's project budget includes a total of 3 trips to the client's locale for 2 consultants. If the client requires SMC to make additional trips to its locale that result in SMC's total project expenses exceeding $8,242, >then the client will reimburse SMC for these out -of- pocket_ travel expenses. The client's liability to Slavin Management Consultants for services rendered under this- agreement will not exceed the agreed upon price, uriless an increase_; is; authorized by the client in writing, SMC will submit monthly invoices for fees and. expenses. It- is SMC's practice_ to bill 30 percent at.the start of the search, 30 percent at.the end of thirty days, 30 percent at the end of sixty days, and the remaining 10 percent shortly after the time that thecandidate accepts the position. Expenses will be billed in addition and ;shown "as a separate figure. Each invoice will be payable upon receipt. SMC will comply with all applicable laws, rules, and ,regulations of federal, state, and local government entities. Maximum Cost The maximum cost including professional fees and 'SMC expenses is not -to -exceed $23,227 subject to the aforementioned caveats. PROJECT CONTACTS AND PERSONNEL Mr. Bob Slavin will be the project manager and co -primary consultant for this search He has conducted approximately 35 searches for Deputy City or County Managers. Mr. Paul Wenbert will also serve as co -primary consultantfor this search. Mr. Slavin and Mr. Wenbert have successfully conducted numerous searches using this approach including the 2011 Fort Collins Police Chief search; 2012 Longmont, Colorado, City Manager search; and 2010 Aurora, Colorado, City Manager search. SMC President Bob Slavin is. among the most experienced recruiters, of local government managers in the nation. He has a strong and proven commitment to providing exceptional recruitment services to public agencies and has received many accolades supporting this work. Mr. Slavin has -conducted or assisted in the conduct of more than 800 successful executive searches throughout -his career including searches for Fort Collins' City'Managerand Police Chief. Professional Services Agreement 7553 Executive Search Services.— Deputy City Manager Page 13 of 18 Docu&i n Envelope ID: 710E154C-785FAME-AF70-5DFS6F3E449B. After a 30-year career in city management, Mr. Wenbert joined SMC Iin 2007 as its Western Regional Manager and has conducted or assisted in the conduct of nearly40 searches for cities as small as Carlisle, Iowa (3,900 population) to as large_ as Phoenix, Arizona (1.5 million population). Earlier in his career he. served as Assistant City Manager for Operations for a university community (Ames, Iowa=Iowa State University) where he developed a good understanding of how university' communities function. It should be noted that SMC has a national recruiting practice. In addition to home office. staff in Atlanta, SMC has consultants in Ann Arbor; Michigan; Cincinnati, Ohio; Dallas, Texas; Eugene, Oregon; Hartford, 'Connecticut; Helena, Montana_; Key West, Florida; and. Mesa. Arizona. SMC has compiled the following track record. • Every search that SMC has conducted has resulted in a selection from among its recommended group of candidates. SMC's experience includes large and small organizations and chief executives and subordinate -level positions. • More than 95 percent of SMC's placements have remained in their clients' positions for more than five years; and the guarantee (see response to question #12) of redoing the search due to the candidate leaving during the first 2 years of the new position has occurred only twice out of more than 800 searches. • SMC are experts in EEO/AA recruitment. Approximately 25 percent of its placements are females and/or minorities. SMC has established this enviable track -record due to its extensive research at the beginning of -each assignment about .the client and the position. to be filled that helps SMC identify candidates that are a good _fit for the position. This candidate fit is further verified through extensive background checks and visits to finalists' work sites. Jurisdictions where SMC has conducted searches for Deputy City or County Managers include: • Albany; Georgia;_ • Broward County, Florida; • Fulton County, Georgia; • Greensboro, North Carolina; • .Lake County, Illinois; • Miami, Florida; Olathe, Kansas; • Peoria County, Illinois; Richmond, Virginia; Is Rockville, Maryland; and West Palm Beach, Florida. SMC has developed a large data base of potential Deputy City Manager candidates through 30+ years of local government executive recruitment work. The .data base includes persons who have been involved in previous SMC searches, those who have contacted Professional Services Agreement 7553Executive Search Services — Deputy City Manager Page 14 of :18 DocuSign Envelope ID: 710E154C-7B5E-46AE-AF70.5DF86F3E449B SMC to express an interest in .advancing their career, and other persons SMC has learned about through subscription to various professional publications. PROCEDURES SMC will ,spend at least two days in Fort Collins meeting with internal and external stakeholders to learn about the City's needs and culture prior to initiating the recruitment phase of this assignment. SMC would 'also, appreciate receiving a guided tour of :the community and major City facilities. These meetings and tour will help SMC :determine the unique 'challenges to be managed by Fort Collins' next Deputy City Manager. This will allow SMC to accurately _describe in, the recruitment profile the desired professional and personal attributes that top "candidates 'should possess. Once SMC has gained sufficient information, it will prepare a draft recruitment profile wand review it with the City to obtain its approval. The :profile will include information about the Fort Collins community, City government, issues and opportunities to be managed by the next Deputy City Manager, and the job requirements and selection criteria There are many ways that SMC will use the recruitment profile to attract candidates who, meet the City's needs and share their values. First, the recruitment profile will ,be posted on SMC's and the Citys websites. Secondly, SMC will send the recruitment profile to those persons in SMC's data base who are a good fit with the job requirements and selection ,criteria included in the profile. Thirdly, SMC will e-mail the recruitment profile to persons who have 'the requisite. experience for the position ,including but not limited to those in the Mountain Plains region .and those: who have worked in communities with major universities. SMC's approach to national searches always includes'a target to the client's region as that region typically yields a greater number of applicants, than other U; S regions., This is done through advertising the job in state or regional publications, targeted a -mails including the recruitment profile, and phone. calls to persons in the region who have the requisite :experience for the position. Please' see the answers to. questions #6 and #7'for additional information regarding how the search will be focused to ensure candidates' corripatibility with the specific What role do you see, the City Manager's Office or Human Resources personnel playing in this process? Typically Human Resources or the City Manager's Office is -the key liaison point between SMC and the City and helps to facilitate the meetings that take place at both the recruitment and selection phases. Also, City staff can coordinate placement of job advertisements and City review and approval of the recruitment profile. GUARANTEES Mr. Slavin is currently involved in ten executive searches many of which are scheduled to be completed prior to, beginning this search for Fort Collins. Also, please note that Mr. Wenbert will responsible for a substantial share of the workload for the Fort Collins search as co - primary .consultant, and he is .only involved in two. searches at this time. Mr. Slavin and Mr. Wenbert have the'time required to conduct this search as outlined herein. SMC is committed to complete client satisfaction:_ SMC's successful placement- oriented, ''no surprises" approach will ensure that the project work is, practical, realistic, and timely and that: it has the full commitment and support of the City of Fort Collins so that a successful placement occurs. This_ will be accomplished through regular communication via a -mails and phone calls by SMC to the City. Professional Services Agreement 7553 Executive Search Services— Deputy City Manager Page 15 of 18 bocuSign Envelope ID: 7111 10E154C-785FA6AE-AF70-5DF86F3E446B SMC provides the following guarantees to "clients; A commitment to excellence. SMC guarantees that' the selection process and placement will be of high. quality and successful. To accomplish this; SMC will continue to work with the client until a satisfactory candidate is selected and accepts employment; : SMC guarantees its work and .will redo the search if the position is vacated, for any reason, within two years of the employment date of a SMC recommended candidate; in this event, SMC will charge the client only for, its out-of-pocket expenses to redo the search (no professional fees will be charged); and SMC will never actively recruit any candidate who SMC has placed not will SMC, actively recruit any employee from a, client organization for at least two; years from the completion date of an assignment. Professional Services Agreement 7553 Executive Search Services- Deputy.City Manager Page 16 of 18 DocuSign Envelope ID'710E1 4C-785F-46AE-AF70-5DF86F3E449B, EXHIBIT B INSURANCE REQUIREMENTS The Service Provider'will provide, from insurance companies acceptable to the City, the insurance coverage designated hereinafter and pay all costs. Before commencing work under this bid,-the:Service.Provider shall furnish the City with certificates of insurance showing the type, amount, class of operations covered, effective dates and date of expiration of;policies, and containing substantially the, following statement: "The insurance evidenced by this Certificate will not be cancelled or materially altered, except after ten (10) days written notice has been received by the City of Fort Collins." In case of the breach of any provision of.the Insurance Requirements, the City, at its option, may take out and maintain, at the expense of the Service Provider, such insurance as the City may deem proper and may deduct the cost of such insurance from any monies which may due or become due the Service Provider under'this Agreement. The City, its officers, agents and employees shall be named as additional insureds on the Service Provider's general liability and automobile liability.jnsurance policies for any claims.arising out of work performed under this Agreement. 2." Insurance "coverages shall be as follows: A. Workers' Compensation & Employer's Liability. The Service Provider shall maintain during the life of this Agreement for all of the Service Provider's employees engaged in work performed under this agreement: 1. Workers' Compensation insurance with statutory limits as required. by Colorado law. 2. Employer's Liability insurance with limits. of $.100,000,per accident, $500,000 disease aggregate, and $100;000 disease each employee. B. Cormercial General `&Vehicle Liability. The.Service Provid&.shall maintain during the life of this Agreement such commercial general liability and automobile liability insurance as will provide coverage for damage claims of personal injury, including accidental death, as well as for claims for property damage,,which may arise directly or indirectly from the performance of work under this Agreement: Coverage for property damage shall be on a "broad form" :basis. The amount of •insurance for';each coverage, Commercial General and.Vehicle, shall not be less th'an'$500,000 combined single limits'for bodily injury and property damage. In the event any work is performed by a subcontractor, the Service Provider shall be responsible for any liability directly or indirectly arising out of the work performed under this Agreementby a subcontractor, which liability -is not covered by the subcontractor's insurance. Professional Services Agreement 7553 Executive Search Services — Deputy City Manager Page 17 of 18 Doc6&gri Envelope ID: 710E154C-7B5F-46AE-AF70-5DF86F3E4496 'EXHIBIT C CONFIDENTIALITY IN CONNECTION WITH SERVICES provided_to the City jof Fort Collins (the "City') pursuant to this Agreement (the "Agreement"), the Professional, hereby acknowledges that it has. been informed that the City has established policies and procedures with regard to, the handling of confidential information and other sensitive materials. In consideration of access to certain information, data and material (hereinafter individually and collectively, regardless of nature, referred to as "information'') that" are the property of and/or relate to the City or its employees, customers or suppliers, which access is related to the performance of services that the Professional has agreed to perform, the Professional hereby acknowledges and agrees as follows: That information that has or will come into its possession or knowledge in connection with the performance of services for the City may be confidential and/or proprietary, The Professional agrees to treat as confidential (a) all information •that is owned by the City, or that relates to the business of the City, or that is used by the City in carrying on business, and (b) all information that is proprietary to a third party (including_ but not limited to customers and suppliers of the City). The Professional shall not disclose any such information to any person not having a legitimate need4o-know for purposes authorized'by the City. Further, the Professional shall not use such information to obtain any economic or other benefit for itself, or any third party, except_ as specifically authorized by the City. The foregoing to the contrary notwithstanding, the Professional understands that it shall have no obligation under this Agreement with respect to information and material that (a) becomes generally known'to the public by publication or some means other than 'a breach of duty of this Agreement, or (b) is required by law, regulation or court order to be disclosed, provided that the request for such disclosure is proper and the disclosure does not exceed that which is required. In the event of any disclosure under (b) above, the Professional shall furnish a copy of this Agreement to "anyone to whom it is required to make such disclosure and shall promptly advise the City in writing of each such disclosure. In the event that the Professional ceases to perform services for the City, or the City so requests for any reason; the Professional shall promptly return to the City any and all information described hereinabove, including all copies, notes and/or summaries (handwritten or mechanically produced) thereof, in its possession or control or as to which it otherwise has access. The. Professional understands and agrees that the City's remedies at law for a breach of the Professional's obligations under this Confidentiality Agreement may be inadequate and that the City shall, in the event of any such.breach; be entitled to seek equitable. relief (including without limitation preliminary and permanent injunctive relief and specific performance) in add.ition to all other remedies provided hereunder or available at law. Professional Services Agreement 7553.Executive Search Services — Deputy City Manager Page 18 of 18 OP ID: SS' A,tl C> "* CERTIFICATE 4F LIABILITY INSURANCE +✓'' __ DA 2104)`20113 12/04/2013 THIS CERTIFICATE IS ISSUED AS -A MATTER OF INFORMATION ONLY AND`CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE -COVERAGE. AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATEOF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING iNSURER(S), AUTHORIZED .REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. _ IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policylies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms -and conditions of the policy, certain policies may require an endorsement. ,A statement on this, certificate does not confer rights. to the 'certificate holder In lieu of such endoisementiS). PRODUCER Siegel Insurance, Inc. 2987-Clairmont-Road Suite 425 Atlanta, GA 30329 Nan Nettleman CONTACT NAME: PHONE FAX NCNo Exit: Arc No: ADDRESS: CU9 M R Ds: SLAVI-1 .. INSURER(S) AFFORDING COVERAGE _ NNC II INSURED Robert E Slavin, Inc d/b/a INSURER A: Travelers Ind Co of America 25666 msURERB Charter Oak Fire Ins Co- 25615 Slavin Management Consultants 3040 Holcomb Bridge Rd Al Norcross; GA 300711-1357 INSURERC: United.S taieS'Liability Ins Co - INSURER DI INSURER E: .INSURER F :. rn wrrc r CDTICH`ATC' MIIerDCD+ HFVISIUN NUMH6 H'. THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW. HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD - INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE: MAY BE ISSUED OR. MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN'ISSUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED.BY PAID CLAIMS.- _ TYPE OF INSURANCE INS.R POLICY NUMBER MMIDD MMIDD LIMITS LIABILITY EACH OCCURRENCE $ 1,000,00MERCIAL. PREMISES Eedpcuhenee $ 300,000 GENERA. LIABILITY X 680594DB811TIA 06/01/2013 ,06/01/2014 MEDEXP(Anyone.person) $ 5,00PERSONAL'B CLAJ-NI, "MADE'FRI OCCUR ADV INJURY $ 1,000,00GENERAL AGGREGATE $ 2,000,00GREGATE LIMIT APPLIES PER PRODUCTS-COMP/OPAOG £ ,2,000,00-. £ICYBILE PRb LOB FtM.W�NED LIABILITY . COMBINED SINGLE LIMIT 'I1,000,0U-- (Ea accidanq BODILY INJURY(Per Rgmw)OV'MED AUTO AUTOS BODILY INJURY (Par accideN)EDLLED .PROPERTY DAMAGE (PER ACCIDENT) AUTOS.' D AUTOS1680594 D6811 TIA05 06/01/2013 06MI/2014 -Y .Wn NED AUTOS 1680594D6811TIA05 -0610112013 06/01/2014 UMBRELLALIAB� EACH OCCURRENCE $ AGGFEGATE $ EXCESS LIAR CLAIMSMADE DEDUCTIBLE £ RETENTION$ B WORKERS COMPENSATION - AND EMPLOYERS' LIABILITY v� AN(PROW21ETORIPARTNEFYEKECUTIVE, CEFICERIMEMEER EXCLUDED? (Mandator y_in NH) N/A IHUB594D706905 '06101/2013, 06/01/2014- WC STATLF OTH- X TORY IMITS - R• EL. EACH ACCIDENT _ s 500,00 E L. DISEASE— EA EMPLOYEE $ 500,000 --- E1 DISEASE -POLICY LIMIT $ 500,000 It yei, descmg undo, DESCRIPTION OFOPERATIONS *lJ- A Professional SP1010634 - -03/02/2013 03/02/2014- Per Claim - - -- 1,000100 Deduct 1,000 DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (Attach ACORD.101,; Additional Remarks Schedule, If more space Is required) City of Fort Collins, CO 300 Laporte Avenue Fort Collins, CO 60521 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE NOTICE THE EXPIRATION DATE THEREOF, WILL BE DELIVERED ' -IN .ACCORDANCE WITH THE POLICY PROVISIONS.. , REPRESENTATIVE All rights ACORD.25.(2009109) The ACORD name and.logo are registered marks of ACORD DocuSign Envelope ID:-710E154C-7B5F-46AE-AF70-5DF86F3E4496 Professional: City: Copy to; Slavin.Management Consultants City of Fort Collins :City of Fort Collins Attn: Bob Slavin Attn: tinny Sawyer Attn: Purchasing Dept. 3040 Holcomb Bridge Road, PO Box 580 PO Box'580 Suite A-1 Fort Collins, CO 80522 Fort Collins, CO`80522 Norcross, GA 30011_ 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, 4. 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 Tendered 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 furnished under this Agreement, The Professional shall -maintain commercial general_ liability insurance in the -;amount of $500;000 combined. single limits in accordance with Exhibit B consisting of one (1) page, attached hereto and incorporated herein. 5. Combensation. In consideration of the services to be performed pursuant to this Agreement, the City agrees to pay Professional a firm.fixed fee in the amount of $14;985 plus reasonable reimbursable direct.costs. 'Expenses will be billed at. actual cost and will not exceed 55% of the fee ($8,242). Payment terms shall be net.30 days in accordance: With the following payment schedule: Professional Services Agreement 7553Executive.Search Services — Deputy City Manager' Page 2,of 18 COMMERCIAL GENERAL LIABILITY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BLANKET ADDITIONAL INSURED -OWNERS, LESSEES OR CONTRACTORS This endorsement modifies insurance provided under the. following: COMM ERCIAL.GENERAL LIABILITY COVERAGE PART PROVISIONS: 1. WHO IS AN INSURED (SECTION ll) is amended to. include as an insured any person or organiza- tion (called hereafter "additional insured") whom you have agreed in a written contract, executed prior to loss, to'name as additional,insured,'but only with respect to liability arising out of "your work" or your ongoing operations for that addj- tional insured performed by you or for you. 2.. With respect to the insurance afforded to Addi- tional Insureds'the following conditionsapply: a. Limits of Insurance — The following limits of liability apply: 1. The limits which you agreed to provide; or 2. The limits shown on the declarations, whichever is less. b. This insurance is excess over any valid and collectible insurance unless you have agreed in a written contract for this insurance to apply on a primary or contributory basis. 3. This insurance'does not apply: a: on any basis to any person or organization for whom you have purchased an Owners and Contractors Protective policy. b. to "bodily injury," "property 'damage;" ''per- sonal injury," or "advertising injury" arising out of the rendering of or the failure to render any professional services by or for .you, in- cluding: 1. The preparing, approving or failing to prepare, or approve maps, drawings, opinions, reports, :surveys, change or- ders, designs or specifications; and 2. Supervisory, inspection or engineering services. CG D1 05 04 94 Copyrighi, The Travelers Indemnity Company, 1994. Page 1, of.1 ;Includes Copyrighted Material from Insurance,Services Office, Inc. DocuSign Envelope ID 710E154C-7B5F-46AE-AF70-5DF86F3E4496 a. $4,496 (30%) upon execution of the Agreement b. $4,496 (30%) at end of thirty days c- $4,496'(30%0) at end oE;sixty days d $1,497 (10%) upon candidates accept of the position 6. 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, Ali requests for contract interpretations, change 'orders, and other clarification or instruction shall .be, directed to. the City Representative,: 7. 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'Professonal's compensation hereunder for the payment of FICA,'Workers' Compensation, other taxes or benefits or.for any other purpose: 8. 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. 9. Subcontractors. Service Provider may not subcontract any of the Work set forth in this Agreement without the prior written consent of the city; which shall not be unreasonably withheld. If any of the Work is subcontracted hereunder (with the consent of the City), then the following provisions shall apply: (a) the subcontractor must be a reputable, qualified, firm with an established record of successful performance in its respective trade Professional Services Agreement 7553'Executive Search Services - Deputy City'Manager Page 3.of 18` DoOSign Envelope ID:710E154C-785F-46AE-AF76-5DF86F3E4496 performing identical or substantially similar work, (b) the subcontractor will be required to comply with.all applicable terms of this Agreement, (c) the subcontract will not create any contractual relationship between any such subcontractor and the City, nor will it obligate the City to pay or see to the payment of any subcontractor, and (d) the work of the subcontractor will be subject to inspection by the City to'the, same extent as.the.work of the Service Provider. 10. 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 declared in default. 11. .Remedies. In the event a party has been declared in default, such defaulting party shall be allowed a period of (10) 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 party, 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. 1.2., Bindinq 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 survivorsi heirs, personal representatives, successors and;assigns of said parties. 13. Law/Severability. The laws. of the State of Colorado shall govern the construction, interpretation, execution and enforcement of this IAgreement. 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 Professional Services Agreement 7553 Executive Search Services— Deputy City Manager Page of 18 DocuSlgn'Envelope ID:710E154C-7B5F-46AE-AF70-5DF86F3E449B of this Agreement. 14. Prohibition Against Employing Illegal Aliens. Pursuant io Section 8-17.5-101, C.R.S., et. seq.; Professional represents and agrees that: P. As of the date of this Agreement: 1. Professional does not knowingly employ or contract with an illegal alien who will perform work under this Agreement; and 2. Professional will participate in either the e-Verify program created in Public. Law 208, 104th Congress, as amended, and expanded in Public Law 156, 108th Congress; as amended, administered by the United. States Department of Homeland Security (the "e-Verify Program") or :the Department Program (the 'Department Program"), an employment verification program established pursuant to Section 8-17.5-102(5)(c) C.R.S.'in order, to confirm the employment eligibility of all newly hired employees to perform work under this Agreement. b. Professional shall not knowingly employ or contract with an illegal alien to perform work under this Agreement or knowingly enter into a contract with a subcontractor that knowingly employs or contracts:with.an'illegal alien to perform work under this Agreement: c. Professional is prohibited from using.thee-Verify Program. or: Department Program procedures to Undertake, pre-employmentscreening of job applicants while this Agreement is being performed. d. If Professional obtains actual knowledge that a subcontractor performing work under this Agreement knowinglyemploys or contracts with an illegal alien, Professional shall: Professional Services Agreement 7553 Executive Search Services — Deputy City Manager Page 5 of'18 DocuSlp Envelope ID: 710E154G7B5F-46AE-AF70-5DF86F3E449B 1. Notify such subcontractor and the City within three days that Professional has actual knowledge that the subcontractor is employing'or contracting with an.illegal alien; and 2. Terminate the subcontract with the subcontractor if within three days of receiving the notice required pursuant to this section the subcontractor does not cease employing or contracting with the illegal alien; except,that Professional shall not terminate the contract with the subcontractor if during such three days the subcontractor provides information to establish that the subcontractor has not knowingly employed or contracted with an illegal alien. e. Professional shall comply with any reasonable request I y the Colorado Department of Labor and E-niployment,(the""Department") made in the course of an investigation that the Department undertakes or is undertaking pursuant to the authority established in Subsection 8-17.5-102 (5), C R.S. f: If Professional violates any provision of this Agreement pertaining to the duties imposed by Subsection 8-175-102, C.R.S. the City may terminate this Agreement. If .this Agreement is so terminated, Professional shall be. liable for actual and consequential damages to the City arising out of Professionals violation of Subsection 8-.17.5=102, C;R.S. g. The City will notify the Office of the, Secretary of State if Professional violates this provision of this Agreement and the City terminates.the Agreement for such breach. 15. Special Provisions. Special provisions or conditions relating to the services to be performed pursuant to this Agreement are set forth in Exhibit "C" - Confidentiality, consisting of one (1) page, attached hereto and incorporated herein by this reference. Professional Services Agreement 7553 Executive.. Search Services — Deputy City Manager Page of 18 DocuSign EnvelojeID' 710E154C-7B5F-46AE-AF70-5DF86F3E449B THE CITY OFrF(7RT)FOLLINS,�LORADO M Director of Purc asing &'Risk Management DATE: r 'SLAVIN MANAGEMENT CONSULTANTS By: Paul wegberx Printed:: Title: )'r' as f Date: .f.. 20/ 3 Professional Services Agreement 7553 Executive Search Services — Deputy City Manager Pagel of 18 DocuSign Envelope ID: 710E154C-7B5F46AE-AF70-5DF86F3F449B EXHIBIT A SCOPE OF SERVICES SCOPE OF SERVICES Professional will provide -executive search services to aid in hiring a Deputy City Manager. Fort Collins is a vibrant, community that operates under the Council/Manager form of government. The municipal organization serves approximately 15,1,000 citizens and has been recognized, as one of the best places to live, vacation and do business. The Deputy City Managerserves,at the pleasure of the City Manager and provides leadership and assistance to the City Council and ,the City Manager and City Organization. The Deputy City Manager is-. • Trusted partner to the City Manager and, Executive Leadership Team. • Operational problem solver and coordinator. • `Supporter and driver of organization initiatives. • Liaison between citizens, boards and commissions; Council, City Manager and internal . service areas. Strategic thinker who assists in setting strategic direction of the City. • Proven leader, competent decision=maker,. excellent communicator. • Member of Executive Leadership Team. The selected firm will be expected to will work closely with the City throughoutthe search and selection process: Services required will include the -following'. 1. Work closely with the City Manager and designated City personnefto finalize a profile for the Deputy City Manager .position. Utilize input from constituents to customize profile, and .selection process. 2. Coordinate, recruiting efforts for the position, including advertising -and personal recruitment of candidates. 3. Review and screen applications. 4. Conduct preliminary interviews on selected candidates: 5.. Work closely with designated"City staff to develop a site visit agenda and interview schedule. 6. Provide a list of approximately 15-20 candidates as soon as practical. 7. Coordinate follow-up interviews and site visits. 8. Negotiate employment offer. Professional Services Agreement 7553 Executive Search Services— Deputy City Manager Page 8,of 18 DocuSign Envelope. ID: 710E154C7B5F-46AE-AF70-5DF86F3E449B. WORK PLAN & TIMELINE SMG will use a proven and comprehensive seven -step work plan .to complete this project as follows: 1. Develop recruitment profile; 2. Recruit qualified candidates; 3. Submit written.progress report on semi-finalists to; client; 4. Conduct background investigations/site visits on finalists; S. Assist client in interview and selection process; 6. Facilitate employment of selected candidate; and 7. Conduct follow-up with client after candidate has been employed. Develop recruitment profile SMC will meet with the City Manager and other staff to learn about the, City's needs_ and culture. Also, SMC will provide options for additional lexternal and internal stakeholder involvement. Finally, SMC would appreciate receiving ;a guided tour of the: community. These meetings and tour as well as 'independent research conducted by SMC about the community and position will help SMC determine the unique challenges to be managed by Fort :Collins' next .Deputy City Manager. This will. allow SMC to .accurately describe the desired professional and personal attributes top candidates should possess. Once SMC 'has gained sufficient information, 'it will prepare a 'draft recruitment, profile and review it with the City 'Manager to :obtain their approval. The profile wilt include information about the Fort Collins community, City government, issues and opportunities to be managed by the next .Deputy City Manager, and the .job requirements and selection criteria. 2, Recruit qualified .can didates SMC will utilizethe following resources to conduct a national recruitment for qualified candidates that meet .the job specifications and selection criteria for the p"osition: SMC's,;database of candidates; SMC's professional local government management network;, Advertisements in national professional print publications and websites and regional publications as appropriate; and • Sending the recruitment profile to persons who have,the,requisite experience for the ;position. Submit written progress report on.semi-finalists After the recruitment.phase of this assignment -is progress report on 15-20 semi-finalist candidates discuss this report. Professional Services Agreement 7553 Executive Search Services -,Deputy City Manager completed, 'SMC will submit a written and meet in person with the City to Page 9 of-18