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HomeMy WebLinkAboutKORN FERRY LEADERSHIP CONSULTING CORPORATION - CONTRACT - AGREEMENT MISC - 360? ASSESSMENTSAMENDMENT NO. 1 TO THE SERVICES AGREEMENT THIS AMENDMENT (“Amendment”) is entered into as of January 23, 2015 by and between The City of Fort Collins (“Client”) and Korn Ferry Leadership Consulting Corporation, f/k/a Personnel Decisions International Corporation (“Service Provider”). WHEREAS, Client and Korn Ferry are parties to a Services Agreement dated May 15, 2013 (the “Agreement”); and WHEREAS, the parties now desire to amend the terms of the Agreement according to the terms and conditions set forth in this Amendment; and NOW, THEREFORE, the Agreement is hereby amended as follows: 1. Introductory Paragraph. This paragraph is amended to reflect that on May 1, 2014, Personal Decisions International Corporation has been was renamed Korn Ferry Leadership Consulting Corporation. The name of Personnel Decision International Corporation is changed to Korn Ferry Leadership Consulting Corporation (Korn Ferry) throughout the Agreement, including but not limited to its Exhibits and Amendments. After May 1, 2014, all invoices will be sent by Korn Ferry Leadership Consulting Corporation and Client should submit payment to this entity. 2. Section 2 – Contract Period. Section 2 is amended to retroactively extend the term of the Agreement from May19, 2014 through December 15, 2015 (the “Renewal Term”). 3. Section 5 – Contract Sum. Section 5 is amended to reflect that the total amount is hereby revised to include the additional fees of Forty-Two-Thousand-Fifty Three Dollars ($42,053.00), plus any aggregate report fees at $350 per report, under the new Exhibit “D”, consisting of one (1) page, and incorporated herein by reference. 4. Exhibit C – Service Provider Products and Services. Exhibit C shall be deleted in its entirety and replaced with the Exhibit C attached hereto. 5. Exhibit D – 360 Assessment Tool Costs. Exhibit D shall be deleted in its entirety and replaced with the Exhibit D attached hereto. Except as expressly amended herein, all terms and conditions of the Agreement shall remain in full force and effect. DocuSign Envelope ID: 66CF37A2-8B14-47D0-9A37-DF2E460C7372 1/27/2015 IN WITNESS WHEREOF, the parties have entered into this Amendment as of the date set forth above. CITY OF FORT COLLINS, COLORADO a municipal corporation By:_______________________________ Gerry Paul Director of Purchasing and Risk Management Date:_____________________________ ATTEST: _________________________________ City Clerk APPROVED AS TO FORM: ________________________________ Assistant City Attorney Korn Ferry Leadership Consulting Corporation By:_______________________________ __________________________________ PRINT NAME __________________________________ TITLE Date:_____________________________ DocuSign Envelope ID: 66CF37A2-8B14-47D0-9A37-DF2E460C7372 Senior Director Operations Carrie Lura 1/27/2015 1/27/2015 EXHIBIT C Service Provider PRODUCTS/SERVICES (Check all that apply) PROFILOR® Multirater 360° Feedback Time2Change® TalentView® of Leadership Performance TalentView® of Leadership Transitions Publications Quick Access Tool (QAT) Event Management support to be provided by Korn Ferry (Note: We strongly recommend PDI Event Management for clients with an annual volume of under 25). Client elects Commitment Pricing for the Initial Term as set forth in Attachment 1, Product Commitment Pricing Schedule (Note: Absent a signed Product Commitment Pricing Schedule, fees due for each Service Provider Product shall be at Service Provider's then-current rates at the time of each order.) New Client Setup Charge/Implementation Fee Background. City, "Client", may commit to purchasing a specific number of Products during the Initial Term or any Renewal Term by signing below, and thereby be charged the reduced fees applicable to the selected Volume Tier for each Product during the applicable Commitment Period (defined below). Commitment Period. The period to which the Volume Commitments below apply is from January 1, 2015 to December 31, 2015 ("Commitment Period"). Tier Commitment. Client hereby agrees to purchase the number of Products specified below during the Commitment Period. The fees charged during the Commitment Period shall be as follows: Bundled PROFILOR® and Time2Change® Instruments Volume Tiers* No Commitment-Current List Price 25-49 Participants (pre-bill required) 50-99 Participants 100-199 Participants (T2C + PROFILOR) 200-499 Participants 500-999 Participants 1000+ Participants DocuSign Envelope ID: 66CF37A2-8B14-47D0-9A37-DF2E460C7372 PROFILOR® Instrument Pricing1, (per Participant) Data Collection Method Online Data Collection Method only Report Method Paper Volume Tier: 100-199 $140 USD Time2Change® Instrument Pricing1, (per Participant) Data Collection Method Online Data Collection Method only Report Method Paper Volume Tier: 100-199 $95 USD 1 Pricing Grid assumes QAT Event Management by Client; if QAT support is provided by Korn Ferry instead of Client, add US$35 for bundled products. => For additional services requested by Client, and agreed upon by Service Provider, Service Provider will charge Client its then-current fee, unless the parties have otherwise agreed to a fee in writing. Publications Title 50 Minimum 25% Discount 100 Minimum 30% Discount 500 Minimum 33% Discount Successful Manager's Handbook* $29.95 $28.95 $27.95 No Commitment - Current List Price *Only available for purchase under this Agreement through February 28, 2015. Fee Adjustment. If, at the completion of the Commitment Period specified above, Client has processed fewer Products than the Product Volume for the Volume Tier selected above, Client shall pay Service Provider an amount equal to the difference between the Volume Fee for the Volume Tier of Products actually activated/purchased and the Volume Fee for the Volume Tier selected above, multiplied by the number of Products actually activated/purchased by Client during the Commitment Period. Fees and Payment. Client shall pay to Service Provider the respective fees for the Products as indicated on the Agreement and as invoiced by Service Provider. All fees are non- refundable. For additional services requested by Client and mutually agreed upon by Client and Service Provider, Service Provider reserves the right to charge Client project management fees; such fees will be billed at Service Provider's then-current project management rates or as otherwise mutually agreed upon. In such event, Service Provider shall provide Client a written quote which shall be subject to Client’s written approval. Client shall pay each invoice issued by Service Provider net 30 days. Client represents and warrants it is exempt from all sales, use, and other similar taxes for transactions contemplated by this Agreement. Client will provide Service Provider with a valid exemption certificate or other evidence of such exemption in a form reasonably acceptable to Service Provider. Property Rights: Client shall have and retain ownership of all reports prepared by Service Provider for Client. Such reports originate from and through the application by Service Provider of those proprietary, copyright, and trade secret materials owned by Service Provider and/or its DocuSign Envelope ID: 66CF37A2-8B14-47D0-9A37-DF2E460C7372 licensors, hereby designated as "original works," to information and data provided by Client. Such "original works" are and will at all times remain the property of Service Provider or its licensors. In the event Service Provider shall, from time to time, hereafter modify or expand such "original works" to apply to the information and data provided it by Client, such modification and/or expansion shall constitute an enhancement or derivative of such "original works" and shall at all times hereunder remain the intellectual property of Service Provider. To the extent any "original works" have been modified for Client, Service Provider will hold in confidence all such derivative works and will not disclose them to any third party. All material and information supplied by Client to Service Provider during the performance of this Agreement shall remain solely Client's property, and Service Provider shall have no rights to such material or information whatsoever. Client acknowledges that the raw data, test results and materials that may be gathered by Service Provider through an assessment or multirater feedback process , and upon which Service Provider's reports are based, may be restricted to Service Provider under agreement between Service Provider and individual participants and respondents, or under state psychology laws and American Psychological Association Guidelines and shall not be disclosed to Client. Service Provider agrees to hold in confidence any data, test results and information so gathered. Service Provider may archive and use the data obtained in connection with the services internally in its database for purposes of group norms, validation, statistical or other database applications. Confidentiality: The Confidentiality provisions within the Services Agreement shall apply mutually, so that Client must also hold Service Provider’s confidential information in confidence except as otherwise required by the Colorado Open Records Act (CORA). Restrictions on Use: Use of The PROFILOR, multirater, and Time2Change® instruments is restricted as follows : The PROFILOR, multirater, and Time2Change® are instruments developed to provide feedback and development focus and recommendations to individuals about their management skill strengths and development needs. These instruments are not designed for and are not appropriate for selection, promotion, salary review and adjustment, dehiring (firing), and/or deselection decisions. Limited Disclosure. In order to maintain the confidentiality and integrity of the Service Provider Products, the parties agree that (i) Service Provider shall only disclose Reports and shall not disclose individual Participant responses or other raw data used to prepare such Reports to Client and (ii) Service Provider shall only disclose Reports to a certified coach, certified facilitator or the individual subject of the Report in accordance with Service Provider's best practices procedures . The parties agree that these requirements are necessary in order to maintain the quality and integrity of the Service Provider Products. DocuSign Envelope ID: 66CF37A2-8B14-47D0-9A37-DF2E460C7372 EXHIBIT D 360 Assessment Tool Costs: Vendor Korn Ferry Leadership Consulting Corporation Assessments: PROFILOR® - 360 Tool- Pre-Test Mid-Level Leader Model - includes development recommendations that align with the supplemental Successful Manager Handbook. Colored, hard copy, feedback report $140.00 X 140 $19,600 Time2Change® Post-Test tool Follow up feedback assessment rating the top-ten competencies chosen by the participants. Colored, hard copy, feedback report $95.00 X 140 $13,300 System Bundling: Billed up front for both the Profilor and Time2Change Assessments allows a reduction in administration fees/leverages administrative support. $35.00 X 140 $4,900 Successful Manager's Handbook*: Supplemental resource guide and development planning options and recommendations. *Only available for purchase under this Agreement through February 28, 2015. $28.95 X 140 $4,053 Aggregate reports: Provide customized aggregate reports -data from the Profilor 360. $350.00 per report Misc. fees: Participant Reactivation fee $200 Total: $42,053.00 (plus any aggregate report fees at $350 per report) DocuSign Envelope ID: 66CF37A2-8B14-47D0-9A37-DF2E460C7372