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HomeMy WebLinkAboutManagement Partners (9)AGREEMENT THIS AGREEMENT is made and entered into on the 23rd day of February, 2018 by and between the TOWN OF LOS ALTOS HILLS (hereinafter referred to as "TOWN") and Management Partners (hereinafter referred to as "CONTRACTOR"). In consideration of their mutual covenants, the parties hereto agree as follows: 1. CONTRACTOR. Shall provide or furnish the following specified services and/or materials: Management Partners shall provide services as outlined in Exhibit "A." 2. EXHIBITS. The following attached exhibits are hereby incorporated into and made a part of this Agreement: Proposal from CONTRACTOR as described in Exhibit "A" 3. TERMS, The services and/or materials furnished under this Agreement shall commence during the month of March 2018 and shall be completed by February, 2019 unless terminated pursuant to Section 5(0 or otherwise agreed upon pursuant to section 4e. 4. COMPENSATION, For the full performance of this Agreement: a. TOWN shall pay CONTRACTOR an amount not to exceed six thousand, two hundred dollars ($6,200.00) within thirty-five (35) days following completion/delivery of services/goods as detailed in Sections 1, 2, and 3 of this Agreement and only upon satisfactory delivery/completion of goods/services in a manner consistent with professional/industry standards for the area in which CONTRACTOR operates. TOWN is not responsible for paying for any work done by CONTRACTOR or any subcontractor above and beyond the not to exceed amount. b. Town shall not reimburse for any of CONTRACTOR's costs or expenses to deliver any services/goods except for IRS standard business mileage rate in effect at time of service delivery to Town Hall. Town shall not be responsible for any interest or late charges on any payments from Town to CONTRACTOR. c. CONTRACTOR is responsible for monitoring its own forces/employees/agents/ subcontractors to ensure delivery of goods/services within the terms of this Agreement. TOWN will not accept or compensate CONTRACTOR for incomplete goods/services. Town of Los Altos Hills I wil gifts] 1 1 a. HOLD HARMLESS. CONTRACTOR agrees to indemnify, defend and hold harmless the TOWN, its officers, agents and employees from any and all demands, claims or liability of personal injury (including death) and property damage of any nature, caused by or arising out of the performance of CONTRACTOR under this Agreement With regard to CONTRACTOR'S work product, CONTRACTOR agrees to indemnify, defend and hold harmless the TOWN, its officers, agents and employees from any and all demands, claims or liability of any nature to the extent caused by the negligent performance of CONTRACTOR under this Agreement. b. INSURANCE. CONTRACTOR shall file with the TOWN a certificate of insurance before commencing any services under this Agreement as follows: ii. COMMERCIAL GENERAL LIABILITY AND PROPERTY DAMAGE INSURANCE: General Liability and Property Damage Combined $1,000,000.00 per occurrence including commercial form, personal injury, broad form personal damage, contractual and premises/operation, all on an occurrence basis. If an aggregate limit exists, it shall apply separately or be no less than two (2) times the occurrence limit iii. NOTICE OF CANCELLATION: The City requires 30 days written notice of cancellation. Additionally, the notice statement on the certificate should not include the wording "endeavor to" or "but failure to mail such notice shall impose no obligation or liability of any kind upon the company, its agents or representatives." iv. CERTIFICATE OF INSURANCE: Prior to commencement of services, evidence of insurance coverage must be shown by a properly executed certificate of insurance and it shall name "The Town of Los Altos Hills, its elective and appointed officers, employees, and volunteers" as additional insureds to the general and auto liability policies. v. To prevent delay and ensure compliance with this Agreement, the insurance certificates and endorsements must be submitted to: Town of Los Altos Hills - Contracts 26379 Fremont Road Los Altos Hills, CA 94022 c. NON-DISCRIMINATION. No discrimination shall be made in the employment of persons under this Agreement because of the race, color, national origin, age, ancestry, religion or sex of such person. Town of Los Altos Wills d. INTEREST OF CONTRACTOR. It is understood and agreed that this Agreement is not a contract of employment and does not create an employer-employee relationship between the TOWN and CONTRACTOR. At all times CONTRACTOR shall be an independent contractor and CONTRACTOR is not authorized to bind the TOWN to any contracts or other obligations without the express written consent of the TOWN. In executing this Agreement, CONTRACTOR certifies that no one who has or will have any financial interest under this Agreement is an officer or employee of TOWN. e. CHANGES. This Agreement shall not be assigned or transferred without advance written consent of the TOWN. No changes or variations of any kind are authorized without the written consent of the City Manager. This Agreement may only be amended by a written instrument signed by both parties. f TERMINATION. This Agreement may be terminated by TOWN upon seven (7) days written notice to CONTRACTOR. Monies owed for work satisfactorily completed shall be paid to CONTRACTOR within 14 days of termination. g. RECORDS. All reports, data, maps, models, charts, studies, surveys, calculations, photographs, memoranda, plans, studies, specifications, records, files, or any other documents or materials, in electronic or any other form, that are prepared or obtained pursuant to this Agreement and that relate to the matters covered hereunder shall be the property of the TOWN. CONTRACTOR hereby agrees to deliver those documents to the TOWN at any time upon demand of the TOWN. It is understood and agreed that the documents and other materials, including but not limited to those described above, prepared pursuant to this Agreement are prepared specifically for the TOWN and are not necessarily suitable for any future or other use. Failure by CONTRACTOR to deliver these documents to the TOWN within a reasonable time period or as specified by the TOWN shall be a material breach of this Agreement: TOWN and CONTRACTOR agree that until final approval by TOWN, all data, plans, specifications, reports and other documents are preliminary drafts not kept by the TOWN in the ordinary course of business and will not be disclosed to third parties without prior written consent of both parties. All work products submitted to the TOWN pursuant to this Agreement shall be deemed a "work for hire." Upon submission of any work for hire pursuant to this Agreement, and acceptance by the TOWN as complete, non-exclusive title to copyright of said work for hire shall transfer to the TOWN. The compensation recited in Section 4 shall be deemed to be sufficient consideration for said transfer of copyright. CONTRACTOR retains the right to use any project records, documents and materials for marketing of their professional services. h. ENTIRE AGREEMENT. This Agreement represents the entire agreement between the Parties. Any ambiguities or disputed terms between this Agreement and any attached Exhibits shall be interpreted according to the language in this Agreement and not the Exhibits. Town of Los Altos Hills 6. INVOICING. Send all invoices to the contract coordinator at the address below. This Agreement shall become effective upon its approval and execution by TOWN. In witness whereof, the parties have executed this Agreement the day and year first written above. CONTRACT COORDINATOR and representative for TOWN: Carl Cahill City Manager Town of Los Altos Hills 26379 Fremont Road Los Altos Hills, CA 94022 ccahill(&losaltosh ills.ca.gov Send Invoices to: Frances Reed, Management Analyst freed Plosaltoshil(ssa,gov (650)941-7222 Town of Los Altos Hills CONTRACTOR: By: Gerald E. Newfar r Date President and C TOWN OF LOS ALTOS HILLS: By: Carl Cahill, City Manager Date Management Partners February 15, 2018 Mr. Carl Cahill City Manager Town of Los Altos Hills 26379 Fremont Road Los Altos Hills, CA 94022 Dear Mr. Cahill: Thank you for the opportunity to submit a proposal to provide executive coaching for Administrative Services Director Pak Lin. We understand the value of providing coaching to assist executives and we are pleased to be able to be of service. First, we'd like to remind you about Management Partners. As you may know, we are a professional management consulting firm specializing in helping local government leaders. The firm is comprised of former city and county managers and other professionals providing expertise in specialty areas of public works, public safety, finance, development, and human resources. Our consultants carry out a full range of projects for local government leaders, including strategic planning and goal setting, teambuilding, organization reviews, feasibility studies, performance evaluations, project management, fiscal analysis, executive coaching, performance management and development process reviews. We have a track record of quality service to numerous local governments throughout the United States. Each assignment we undertake receives careful, professional attention and we take pride in the quality of our work. Our Approach We will work collaboratively with you and Ms. Lin to outline the expectations of the coaching engagement and create a coaching work plan. The plan will contain goals for the department head, a coaching schedule and follow-up with you. Our executive coaching sessions are interactive and engaging. We will start by conducting in- depth interviews with Ms. Lin and then use a self-assessment instrument to gauge initial feedback on skills and abilities. The information is then used to create an individualized executive coaching work plan to guide the director toward future professional development. At the end of the project, Pak Lin will have a professional workplan she has developed over the course of the months covering goals for her to focus on, including approximate timing. Team Member The consultant who will provide assistance to you is Special Advisor Jim Steele. Jim has been with Management Partners for over 18 months and has worked on a variety of special projects during that time. Jim has more than 30 years of experience as a local government professional, 1730 MADISON ROAD • CINCINNATI, OH 45206 • 513 8615400 • FAx 513 8613480 MANAGEMENTPARTNERS.COM 2107 NORTH FIRST STREET, SUITE 470 • SAN JOSE, CALIFORNIA 95131 • 408 437 5400 • FAx 408 453 6191 3152 RED HILL AVENUE, SUITE 210 • COSTA MESA, CALIFORNIA 92626 • 949 2221082 • FAx 408 453 6191 Mr. Carl Cahill Page 2 including 15 years as a finance director and one year as assistant city manager. In the cities where Jim was a manager, he was a mentor to staff, providing guidance, leadership, career and skill assessment, and training. As a department head, Jim assisted his staff understand their role in the Finance/Administrative Services Department in terms of their relationships to the other departments and the city manager, the public, and the council. Jim created strong teams and significantly improved the relationship of the department within the City organization and established strong credibility with the city councils he worked with. Several of Jim's hires have gone on to be successful administrative services directors, finance directors, assistant city managers and city managers. Jim provided coaching to his staff throughout his career and participated in several coaching sessions with up and coming managers for the Santa Clara and San Mateo Counties' Management Development Program. Jim received his master's degree in public administration from San Francisco State University, with an emphasis on public policy. He received his bachelor's degree from UC Santa Cruz, where he majored in political theory. Fee Proposal This engagement will be billed on an hourly rate basis based on the actual time worked by Jim Steele at a rate of $190 per hour, plus car mileage from San Jose to Los Altos Hills. We have found that coaching is most effective when sessions occur about every three to four weeks with each session lasting about 90 minutes. We estimate this engagement will take place over approximately 11 months for a total of 32 hours. This includes office time for compiling notes and/or correspondence, with a maximum cost of $6,200, including mileage expenses. Conclusion We look forward to continuing our work with the Town of Los Altos Hills. Please feel free to contact either Special Advisor Jim Steele at (408) 771-1131 or me if you have any questions. Sincerely, 0 e; PL4 Andrew S. Belknap Regional Vice President Accepted for the Town of Los Altos Hills by: Name: Carl Cahill Title: City Manager Date: February 22, 2018 D