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HomeMy WebLinkAbout614280 I3 COACHING AND LEADERSHIP - CONTRACT - SOLE SOURCE - I3 COACHING AND LEADERSHIPOfficial Purchasing Document Last updated 10/2017 SS2018 – i3 Coaching and Leadership – Coaching Services Page 1 of 12 PROFESSIONAL SERVICES AGREEMENT WORK ORDER TYPE 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 Danielle Weksler DBA i3 Coaching and Leadership, hereinafter referred to as the "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 any project Work Order for coaching services, issued by the City. A blank sample of a Work Order is attached hereto as Exhibit A and is incorporated herein by this reference. The term “Work” as used in this Agreement shall include the services and deliverable contained in Exhibit A and any Work Orders issued by the City. 2. Contract Period. This Agreement shall commence May 18, 2018, and shall continue in full force and effect until May 17, 2019, unless sooner terminated as herein provided. In addition, at the option of the City, the Agreement may be extended for additional one year periods not to exceed four (4) additional one year periods. Renewals and pricing changes shall be negotiated by and agreed to by both parties. Written notice of renewal shall be provided to the Professional and mailed no later than thirty (30) days prior to contract end. 3. Early Termination. Notwithstanding the time periods contained herein, either party may terminate this Agreement at any time without cause by providing written notice of termination to the other party. 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: City: Copy to: i3 Coaching and Leadership Attn: Danielle Weksler 1184 Pintail Circle Boulder, CO 80303 City of Fort Collins Attn: Carrie Daggett PO Box 580 Fort Collins, CO 80522 City of Fort Collins Attn: Purchasing Dept. PO Box 580 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. DocuSign Envelope ID: F7F3C60F-981B-4D57-9DFD-33F70D46C8B4 Official Purchasing Document Last updated 10/2017 SS2018 – i3 Coaching and Leadership – Coaching Services Page 2 of 12 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 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 attorney’s 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 insurance in accordance with Exhibit B, consisting of one (1) page, attached hereto and incorporated herein. 5. Compensation. In consideration of the services to be performed pursuant to this Agreement, the City agrees to pay the Professional as mutually agreed in the applicable Work Order. The Professional shall submit invoices and the City shall pay such invoices Net 30 days from the date of the invoice. All payments shall be based upon the Professional's City-verified progress in 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. 6. License. Upon execution of this Agreement, the Professional grants to the City an irrevocable license to use any and all sketches, drawings, specifications, designs, blueprints, data files, calculations, studies, analysis, renderings, models and other Work Order deliverables (the “Instruments of Service”) owned exclusively by the Professional, in any form whatsoever and in any medium expressed, for purposes of constructing, using, maintaining, altering and adding to the project, provided that the City substantially performs its obligations under the Agreement. The license granted hereunder permits the City and third parties reasonably authorized by the City to reproduce applicable portions of the Instruments of Service for use in performing services or construction for the project. In addition, the license granted hereunder shall permit the City and third parties reasonably authorized by the City to reproduce and utilize the Instruments of Service for similar projects, provided however, in such event the Professional shall not be held responsible for the design to the extent the City deviates from the Instruments of Service. This license shall survive termination of the Agreement by default or otherwise. 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. DocuSign Envelope ID: F7F3C60F-981B-4D57-9DFD-33F70D46C8B4 Official Purchasing Document Last updated 10/2017 SS2018 – i3 Coaching and Leadership – Coaching Services Page 3 of 12 8. 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. 9. Subcontractors. The Professional may not subcontract any of the Work set forth in the Exhibit A, Statement of Work 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 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 Professional. The Professional shall require all subcontractors performing Work hereunder to maintain insurance coverage naming the City as an additional insured under this Agreement of the type and with the limits specified within Exhibit “B”, consisting of one (1) page attached hereto and incorporated herein by this reference. The Professional shall maintain a copy of each subcontract’s certificate evidencing the required insurance. Upon request, the Professional shall promptly provide the City with a copy of such certificate(s). 10. Personal Services. It is understood that the City enters into the 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 the 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 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 ten (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 DocuSign Envelope ID: F7F3C60F-981B-4D57-9DFD-33F70D46C8B4 Official Purchasing Document Last updated 10/2017 SS2018 – i3 Coaching and Leadership – Coaching Services Page 4 of 12 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. 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. 16. Prohibition Against Employing Illegal Aliens. Pursuant to Section 8-17.5-101, C.R.S., et. seq., the Professional represents and agrees that: a. As of the date of this Agreement: 1. The Professional does not knowingly employ or contract with an illegal alien who will perform work under this Agreement; and 2. The 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. The 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. The Professional is prohibited from using the e-Verify Program or Department Program procedures to undertake pre-employment screening of job applicants while this Agreement is being performed. d. If the Professional obtains actual knowledge that a subcontractor performing work under this Agreement knowingly employs or contracts with an illegal alien, the Professional shall: 1. Notify such subcontractor and the City within three days that the Professional has actual knowledge that the subcontractor is employing or contracting with an illegal alien; and DocuSign Envelope ID: F7F3C60F-981B-4D57-9DFD-33F70D46C8B4 Official Purchasing Document Last updated 10/2017 SS2018 – i3 Coaching and Leadership – Coaching Services Page 5 of 12 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 the 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. The Professional shall comply with any reasonable request by the Colorado Department of Labor and Employment (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 the Professional violates any provision of this Agreement pertaining to the duties imposed by Subsection 8-17.5-102, C.R.S. the City may terminate this Agreement. If this Agreement is so terminated, the Professional shall be liable for actual and consequential damages to the City arising out of the Professional’s violation of Subsection 8-17.5-102, C.R.S. g. The City will notify the Office of the Secretary of State if the Professional violates this provision of this Agreement and the City terminates the Agreement for such breach. 17. Special Provisions. Special provisions or conditions relating to the services to be performed pursuant to this Agreement are set forth in the following exhibits all attached hereto and incorporated herein by this reference. a. Exhibit C – Confidentiality b. Exhibit D – Certificate of Exemption from Statutory Workers’ Compensation Law and Acknowledgement of Risk/Hold Harmless Agreement c. Exhibit E – Certificate of Exemption from Vehicle Liability Insurance and Acknowledgement of Risk/Hold Harmless Agreement d. Exhibit F – Affidavit Pursuant to C.R.S. 24-76.5-103 DocuSign Envelope ID: F7F3C60F-981B-4D57-9DFD-33F70D46C8B4 Official Purchasing Document Last updated 10/2017 SS2018 – i3 Coaching and Leadership – Coaching Services Page 6 of 12 THE CITY OF FORT COLLINS, COLORADO By: Gerry Paul Purchasing Director DATE: ATTEST: APPROVED AS TO FORM: DANIELLE WEKSLER DBA I3 COACHING AND LEADERSHIP By: Printed: Danielle Weksler Date: DocuSign Envelope ID: F7F3C60F-981B-4D57-9DFD-33F70D46C8B4 5/19/2018 Assistant City Attorney ll 5/21/2018 City Clerk Official Purchasing Document Last updated 10/2017 SS2018 – i3 Coaching and Leadership – Coaching Services Page 7 of 12 EXHIBIT A WORK ORDER FORM PURSUANT TO A MASTER AGREEMENT BETWEEN THE CITY OF FORT COLLINS AND DANIELLE WEKSLER DBA i3 COACHING AND LEADERSHIP WORK ORDER NUMBER: PROJECT TITLE: ORIGINAL BID/RFP NUMBER & NAME: MASTER AGREEMENT EFFECTIVE DATE: Original Contract Date WORK ORDER COMMENCEMENT DATE: WORK ORDER COMPLETION DATE: MAXIMUM FEE: (time and reimbursable direct costs): PROJECT DESCRIPTION/SCOPE OF SERVICES: Professional agrees to perform the services identified above and on the attached forms in accordance with the terms and conditions contained herein and in the Master Agreement between the parties. In the event of a conflict between or ambiguity in the terms of the Master Agreement and this Work Order (including the attached forms) the Master Agreement shall control. The attached forms consisting of ( ) page(s) are hereby accepted and incorporated herein, by this reference, and Notice to Proceed is hereby given after all parties have signed this document. PROFESSIONAL: Date: Name, Title ACCEPTANCE: Date: Name, Project Manager REVIEWED: Date: Name, Buyer or Senior Buyer ACCEPTANCE: Date: Gerry Paul, Purchasing Director (if greater than $60,000) DocuSign Envelope ID: F7F3C60F-981B-4D57-9DFD-33F70D46C8B4 Official Purchasing Document Last updated 10/2017 SS2018 – i3 Coaching and Leadership – Coaching Services Page 8 of 12 EXHIBIT B INSURANCE REQUIREMENTS 1. The Professional 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 Professional 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 reduce coverage or limits and will not be cancelled, except after thirty (30) 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 Professional, such insurance as the City may deem proper and may deduct the cost of such insurance from any monies which may be due or become due the Professional under this Agreement. The City, its officers, agents and employees shall be named as additional insureds on the Professional 's general liability and automobile liability insurance 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. See Exhibit D, Certificate of Exemption from Statutory Workers’ Compensation Law and Acknowledgement of Risk/Hold Harmless Agreement. B. Commercial General Liability. The Professional shall maintain during the life of this Agreement such commercial general 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 coverage for Commercial General shall not be less than $1,000,000. In the event any Work is performed by a subcontractor, the Professional shall be responsible for any liability directly or indirectly arising out of the Work performed under this Agreement by a subcontractor, which liability is not covered by the subcontractor's insurance. C. Vehicle Liability. See Exhibit E, Certificate of Exemption from Vehicle Liability Insurance and Acknowledgement of Risk/Hold Harmless Agreement. DocuSign Envelope ID: F7F3C60F-981B-4D57-9DFD-33F70D46C8B4 Official Purchasing Document Last updated 10/2017 SS2018 – i3 Coaching and Leadership – Coaching Services Page 9 of 12 EXHIBIT C CONFIDENTIALITY IN CONNECTION WITH SERVICES provided to the City of 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 need-to-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 addition to all other remedies provided hereunder or available at law. DocuSign Envelope ID: F7F3C60F-981B-4D57-9DFD-33F70D46C8B4 Official Purchasing Document Last updated 10/2017 SS2018 – i3 Coaching and Leadership – Coaching Services Page 10 of 12 EXHIBIT D CERTIFICATE OF EXEMPTION FROM STATUTORY WORKERS’ COMPENSATION LAW AND ACKNOWLEDGEMENT OF RISK/HOLD HARMLESS AGREEMENT Danielle Weksler DBA i3 Coaching and Leadership certifies to the City of Fort Collins, Colorado (the “City”) that the aforementioned business has no employees as defined by the Workers’ Compensation Act of Colorado, C.R.S. §§ 8-40-101, et seq., (the “Act”) other than those owners, members, partners, directors or other principals that have elected to be exempt from Workers’ Compensation coverage in accordance with Colorado law. On behalf of said business and its officers, agents, insurers, heirs, legal representatives, successors and assigns (collectively the “Business”), I warrant that I have full authority to execute this Exhibit on behalf of the Business. I warrant I understand the requirements of the Act with respect to providing Workers’ Compensation coverage for any employees of the Business. If the Business’s status changes in such a manner that requires Workers’ Compensation Insurance, the Business shall provide the City with a Certificate of Insurance evidencing proof of Workers’ Compensation Insurance coverage and Employer’s Liability Insurance coverage as required by the Agreement. The Business shall provide such Certificate of Insurance prior to the employees’ start of work for the City. On behalf of the Business, I acknowledge the Business may be contracting to engage in activities that involve a risk of personal injury, that the Business is capable of performing the activities, and that the Business shall take all necessary precautions to prevent injury. The Business does hereby waive, release and forever discharge and hold harmless the City, its officers, employees, agents and insurers from any and all liability, damages, claims, causes of action and demands with respect to any bodily injury, personal injury, illness, or death that may result from the performance of the Agreement, either in law or equity, whether caused by the negligence or breach of contract of the City its officers, employees, agents and insurers or otherwise. The Business also understands that the City, its officers, employees, agents and insurers do not assume any responsibility for, or obligation to, provide the Business with financial assistance or other assistance, including but not limited to medical, health, or disability insurance in the event of any bodily injury, personal injury, illness or death The Business agrees to defend, indemnify, and hold harmless the City from any and all such claims. As an independent contractor, the Business acknowledges that neither the Business nor any person employed by or serving the Business is entitled to workers’ compensation benefits from the City. The Business hereby waives any rights or claims to workers’ compensation benefits from the City, and agrees to indemnify and hold the City harmless against any claims for such benefits by any officer, director, owner, employee, or servant of the Business or any other person claiming through the Business. The Business acknowledges that it is responsible and liable for all work-related injuries, and further requests the City waive its requirement for evidence of Workers’ Compensation Insurance. DocuSign Envelope ID: F7F3C60F-981B-4D57-9DFD-33F70D46C8B4 Official Purchasing Document Last updated 10/2017 SS2018 – i3 Coaching and Leadership – Coaching Services Page 11 of 12 EXHIBIT E CERTIFICATE OF EXEMPTION FROM VEHICLE LIABILITY INSURANCE AND ACKNOWLEDGEMENT OF RISK/HOLD HARMLESS AGREEMENT Danielle Weksler DBA i3 Coaching and Leadership certifies to the City of Fort Collins, Colorado (the “City”) that the aforementioned business will not utilize any motor vehicles in the course of providing services to the City. On behalf of said business and its officers, agents, insurers, heirs, legal representatives, successors and assigns (collectively the “Business”), I warrant that I have full authority to execute this Certificate on behalf of the Business. I warrant the Business understands and complies with the motor vehicle insurance requirements as required by law. If the nature of the Business’s work for the City changes in such a manner that vehicles will be used in the provision of services to the City, the Business shall provide the City with a Certificate of Insurance evidencing proof of Vehicle Liability Insurance coverage in the amount of $1,000,000 with the City as a named additional insured. The Business shall provide such Certificate of Insurance prior to utilization of any vehicles in the provision of services to the City. On behalf of the Business, I acknowledge the Business shall maintain at all times vehicle insurance in accordance with minimum requirements as required by law. The Business does hereby waive, release and forever discharge and hold harmless the City, its officers, employees, agents and insurers from any and all liability, damages, claims, causes of action and demands with respect to any bodily injury, personal injury, illness, death, and property damage that arises from the performance of the Agreement, either in law or equity, whether caused by the negligence or breach of contract of the City its officers, employees, agents and insurers or otherwise. The Business also understands that the City, its officers, employees, agents and insurers do not assume any responsibility for, or obligation to, provide the Business with financial assistance or other assistance, including but not limited to medical, health, or disability insurance in the event of any bodily injury, personal injury, illness or death The Business agrees to defend, indemnify, and hold harmless the City from any and all such claims. The Business acknowledges that it is responsible and liable for all vehicle-related liabilities, and further requests the City waive its requirement of Vehicle Liability Insurance. DocuSign Envelope ID: F7F3C60F-981B-4D57-9DFD-33F70D46C8B4 Official Purchasing Document Last updated 10/2017 SS2018 – i3 Coaching and Leadership – Coaching Services Page 12 of 12 EXHIBIT F AFFIDAVIT PURSUANT TO C.R.S. 24-76.5-103 I, Danielle Weksler, swear or affirm under penalty of perjury under the laws of the State of Colorado that (check one): ___ I am a United States citizen, or ___ I am a Permanent Resident of the United States, or ___ I am lawfully present in the United States pursuant to Federal law. I understand that this sworn statement is required by law because I have applied for a public benefit. I understand that state law requires me to provide proof that I am lawfully present in the United States prior to receipt of this public benefit. I further acknowledge that making a false, fictitious, or fraudulent statement or representation in this sworn affidavit is punishable under the criminal laws of Colorado as perjury in the second degree under Colorado Revised Statute 18-8-503 and it shall constitute a separate criminal offense each time a public benefit is fraudulently received. ___________________________ _______________ Signature Date DocuSign Envelope ID: F7F3C60F-981B-4D57-9DFD-33F70D46C8B4 5/19/2018 1 EXHIBIT A WORK ORDER FORM PURSUANT TO A MASTER AGREEMENT BETWEEN THE CITY OF FORT COLLINS AND DANIELLE WEKSLER DBA i3 COACHING AND LEADERSHIP WORK ORDER NUMBER: 1 PROJECT TITLE: Coaching – Carrie Daggett ORIGINAL BID/RFP NUMBER & NAME: Coaching Services MASTER AGREEMENT EFFECTIVE DATE: May 18, 2018 WORK ORDER COMMENCEMENT DATE: May 18, 2018 WORK ORDER COMPLETION DATE: December 31, 2018 MAXIMUM FEE: (excluding reimbursable expenses): $5,750.00 PROJECT DESCRIPTION/SCOPE OF SERVICES: See attached Statement of Work Professional agrees to perform the services identified above and on the attached Scope of Work in accordance with the terms and conditions contained herein and in the Master Agreement between the parties. In the event of a conflict between or ambiguity in the terms of the Master Agreement and this Work Order the Master Agreement shall control. The attached forms consisting of one (1) page are hereby accepted and incorporated herein, by this reference, and Notice to Proceed is hereby given after all parties have signed this document. PROFESSIONAL: Date: Danielle Weksler ACCEPTANCE: Date: Carrie Daggett, City Attorney ACCEPTANCE: Date: Gerry Paul, Purchasing Director (if greater than $60,000) DocuSign Envelope ID: F7F3C60F-981B-4D57-9DFD-33F70D46C8B4 5/19/2018 5/21/2018 2 STATEMENT OF WORK CLIENT is defined as City of Ft. Collins. CLIENT coachee is defined as Carrie Daggett. CONSULTANT is defined as i3 Coaching and Leadership or Danielle Weksler. PROJECT TIMELINE Coaching Assessment Launch April 2018 Coaching Kick Off and Discovery May 2018 Ongoing Program: Assessment and Phase 1 Coaching May 2018-December 2018 COST Cost for Phase 1 of Coaching Program is $5,750, including $5,250 for coaching in 2018 and $500 for the HBDI assessment. Any additional services, including but not limited to custom programs for team development, training, and coaching, will be stated in a separate Work Order and Statement of Work as agreed by the parties. Fifty percent (50%) of the total fees ($2,875) to be paid up front with the balance to be paid beginning in June 2018 in equal monthly installments of $410.71 through December 2018. TERMS Preapproved travel and material costs to be billed separately at cost with itemized detail and receipts. Expenses billed as accrued and due within thirty (30) days of CLIENT’s receipt of invoice. UNDERSTANDINGS The following understandings are provided to help CLIENT realize its vision of the program’s customization and implementation. Project costs and content are based on these agreements. If any of these understandings change during the course of the work, changes may also occur in pricing with reasonable prior written notice to CLIENT, and subject to CLIENT’s approval, such approval not to be unreasonably withheld. 1. The costs of this SOW are based on the information provided to us at this time. Future changes in the scope of the project could change current proposed prices with reasonable prior written notice to CLIENT, and subject to CLIENT’s approval, such approval not to be unreasonably withheld. 2. If a significant concept change occurs, or specifications and requirements change, after i3 Coaching and Leadership proceeds with CLIENT approved work, additional costs could be incurred based on the amount of rework required. i3 Coaching and Leadership will inform CLIENT of the impact of the changes on costs and scheduling prior to proceeding and will discuss options on how to proceed as agreed to by the parties. 3. If the parties agree that this program must meet specific organizational objectives, i3 Coaching and Leadership and CLIENT will work closely as a team in designing and producing the program. Throughout the development process, i3 Coaching and Leadership will seek CLIENT’s involvement to assure that the program meets CLIENTs unique needs and high standards. DocuSign Envelope ID: F7F3C60F-981B-4D57-9DFD-33F70D46C8B4 3 4. i3 Coaching and Leadership will hold the copyright on all material produced by i3 Coaching and Leadership during this project. CLIENT will retain ownership of all CLIENT-originated intellectual property. JOINT ACCOUNTABILITIES For i3 Coaching and Leadership: - Provides honest and direct conversations, feedback and coaching - Provides expertise, learnings and content to support the program - Provides necessary invoices and documentation - Coaching provided by CONSULTANT is a strictly confidential relationship between CLIENT coachee and CONSULTANT coach. As a result, all information provided by the CLIENT coachee during the course of the coaching remains private and confidential unless otherwise agreed to by CLIENT coachee and CONSULTANT coach. The confidentiality statement is subject to applicable laws. The coaching relationship is not privileged. Coaching, which is not advice, therapy, or counseling, may address specific personal projects, business successes, or general conditions in the CLIENT coachee’s life or profession. For City of Ft. Collins: - CLIENT coachee holds herself accountable to participate fully in all program elements - CLIENT coachee understands that he/she is responsible for his/her own action and behaviors. - Informs i3 Coaching and Leadership of any changes or concerns in the organization that will affect the participants, facilitators or coach’s performance or have a material effect on the success of this project - Pays invoices according to the agreed upon timetable DocuSign Envelope ID: F7F3C60F-981B-4D57-9DFD-33F70D46C8B4