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HomeMy WebLinkAboutC2008-208 - 6/17/2008 - ApprovedPROFESSIONAL SERVICES AGREEMENT This Agreement is made by and between the City of Corpus Christi ("the City""), and ARCUS Public ("the Consultant"). 1. Proiect Enaaaement. The City agrees to engage the Consultant to perform those services described below, for Completion of the project described as follows: City Manager Search Services (the "Project"). 2. Services. The Consultant agrees to perform certain services necessary for completion of the project, which services shall include, without limitation, the following: Prepare and deliver to the City a comprehensive final recruitment report (the "Final Report") concerning candidates for the position of City Manager of the City. To develop the Final Report, the Consultant will independently, utilizing its networking, sources, and skills as anationally-recognized recruiting specialist, perform the following: a. Conduct position analysis and prepare a written position profile. b. Plan and execute a nationwide advertising campaign. c. Undertake nationwide candidate sourcing and outreach. d. Acknowledge and screen all resumes received and respond to all requests for information. e. Perform preliminary reference checks on qualified applicants. f. Conduct screening interviews with potential finalists. g. Complete detailed professional background evaluations. h. Prepare and present the Final Report presenting five to eight qualified candidates recommended for review by the City Council and thereafter perform the following: 1. Coordinate and confirm final interview arrangements. 2. Provide final interview assistance to City staff and the City Council. 3. Complete follow-up correspondence. 4. If the candidate selected under this contract (other than an internal candidate) should leave or be terminated from the City within one year of commencing duties, consultant will redo the search for no additional professional fee; provided, City shall reimburse reasonable and customary expenses. 3. The Consultant's Role. In fulfilling this Contract, the Consultant shall act as an independent contractor, and the City shall not direct or dictate the methods by which the Consultant produces the work product contracted for by the City. It is understood that, notwithstanding anything in this Contract to the contrary, that the Consultant's undertaking under this Contract shall be to provide to the City the Final Report ("the Report") so that the City may utilize the Report in employing a new City Manager. The Report shall be the property of the City. In producing the Report, the Consultant shall utilize its expertise and resources as anationally-recognized executive search firm. All information gathered by the Consultant in producing the Report shall be the property of the Consultant which shall have the right to use such information for its own purposes, and the City shall not have access to such information. The City does not own the information gathered by the Consultant in producing the Report. The City does not have a right of access to the information gathered by the Consultant in producing the Report. In gathering information about potential candidates prior to presentation of the report to the City, the Consultant shall act independently on its own behalf and shall not be authorized to act as an agent on behalf of the City. 2008-208 M2008-150 06/17/08 ARCUS Public INDEx~~ The City in no way delegates to the Consultant the City's authority within its absolute discretion to choose any candidate for City Manager or to employ any method of selection it chooses outside the scope of this Contract. Nothing herein shall limit the City to selecting candidates from other sources that the Report produced by the Consultant under this Contract, and City shall be free to use all other means of recruitment it may desire. This provision shall control over other provisions of this Contract, notwithstanding anything to the contrary in such other provisions. 4. Compensation. As full compensation for the Consultant's professional services performed hereunder, the City shall pay the Consultant the fixed amount of $20,000 (Twenty Thousand Dollars) ("professional services fee"). 5. Expense Reimbursement. The Consultant shall be entitled for the reimbursement up to $7,500 (Seven Thousand Five Hundred dollars) of reasonable and customary expenses from the City for such items as travel, printing and binding, postage and delivery, and clerical and long-distance telephone charges. The Consultant shall provide the City with a listing of expenses by category of expense as a part of monthly billings. 6. Compensation for Additional Services. In the event the City requires services in addition to those described in Paragraph 2, the Consultant shall be compensated at the Consultant's standard hourly rates for professional. services, plus reimbursement of expenses. Method of Payment. Progress payment of the Consultant's professional services fee shall be made on a monthly basis by the City upon receipt of billings from the Consultant. 8. Term. The term of this agreement shall commence upon execution by both parties, at which time the Consultant shall begin work on the Project and shall continue, subject to the termination provisions of Paragraph 9, until the date that the Consultant completes the Project. The time of completion of the Project is estimated to be 14 (Fourteen) weeks. Termination. This agreement may be terminated: (a) by either party at any time for failure of the other party to comply with the terms and conditions of this Agreement; (b) by either upon 10 days prior written notice to the other or (c) upon mutual written agreement of both parties. In the event of termination, the Consultant shall stop work immediately and shall be entitled to compensation for professional service fees and for reimbursement to the date of termination. 10. Insurance. The Consultant shall maintain in force during the term of the agreement, Comprehensive General Liability Insurance with the Extended Liability Endorsement including Personal Injury; Commercial Umbrella Liability; Automobile Liability Insurance, including Non-Owned and Hired Liability; and Worker's Compensation and Employers' Liability Insurance. Such insurance shall be in amounts reasonably satisfactory to the City. 11. Hold Harmless. The Consultant shall be responsible for its acts of negligence, and the City shall be responsible from its acts of negligence. The Consultant agrees to indemnify and hold the City harmless from any and all claims, demands, actions and causes of action to the extent caused by the negligent acts of the Consultant, its officers, agents and employees, by reason of the performance of this agreement. This indemnity shall not be construed to require indemnification of others. 12. Miscellaneous. a. The entire agreement between the parties with respect to the subject matter hereunder is contained in this agreement. b. Contacts by the Consultant with the City will be coordinated through the Mayor or City Secretary. c. Neither this agreement nor any rights or obligations hereunder shall be assigned or delegated by the Consultant without the prior written consent of the City. d. This agreement shall be modified only by a written agreement duly executed by the City and the Consultant. e. Should any of the provisions hereunder be found to be invalid, void or voidable by a court, the remaining provisions shall remain in full force and effect. f. This agreement shall be governed by and construed in accordance with the laws of the State of Texas. g. All notices required or permitted under this agreement. shall be deemed to have been given if and when deposited in the United States mail, properly stamped and addressed to the party for whom intended at such party's address listed below, or when delivered personally to such party. A party may change its address for notice hereunder by giving written notice to the other party. APPROVED: Dated: Jua°Zy~ .2008 ARCUS PUBLIC By: '~G~ V «< Q.~s~c.. k , s.~.r Date: ~~ Z ~D O , 2008 ATrt:ST: ~_,~ ARMANpp CFIAPA T_-1 `"" CITY SECRETAR" TY OF CORPUS CHRISTI By: ~~ D - I `~ 0 IIUnTHORI~c ~ Catif(GIL ....~ {.~.1.~~~ ~r.n~ SECR~ARV I ""v ACORD„ CERTIFICATE OF LIABILITY INSURANCE °osio3izo e' 1 PROpuceR Susquehanna Agents Alliance, LLC A division of The Glatfelter Agency 221 W. Philadelphia St., 4th Floor, Sle 400 York, PA 17405 INSURED s, LLC N. Second St. Suite 100 isburct, PA 17101 ~, INSURERS AFFORDING COVERAGE INSUnenA Federal Insurance Company INSURERB Farmington Casualty Co. INSURERC Travelers PJSURERD Chubb Insurance Group. NAIC # 20281 41483 25666 41386 VUVCI(HGtS THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAh1ED ABOVE FOR THE POLICY PERIOD INDICATED. NOTI"11THSTANDING ANY REOUIREAIENT, TERhI OR CONDITION OF ANV CONTRACT OR OTHER DOCUAfENT WITH RESPECT TO W MICN THIS CERTIFICATE A1AV BE ISSUED OR h1AY PERTAIN. THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERh15. EXCLUSIONS AND CONDIT IONS OF SUCH POLICIES. AGGREGATE LIh11TS SHOWN h1AY HAVE BEEN REDUCED BV PAID CLAl1,1S. INSR ADO'L __--.. _. __... ____. __ POLICY NUMBER POLICY EFFECTIVE ~POUCY EXPIRATION _.... LIMITS NERAL LIABILITY ~ / GE V,CH000URR[NCF ; $ 1,OOD,000 ({ / WAIh1ERCIALGENERALLIA0ILITY ~ `DAiAAGE TO RENTED VNCh115E4(Giw, uq ! S Included I CLAIh15MADE / OCCVR ~~ I ' hIEDE%PIAnYP^ I rnuq ~ 5 1O,ODD ,/ , Info & Network ' 35800640 1120/2008 1120/2009 PERSONALSAwIww:Y i s 1,000,000 / TBCh E Fa O ' _ 2 000 000 . , I GENERALAGGRF.GAr $ , , GENT AGGREGATE LIMB APPLIES PER. . __- _ PRODUCTS ~COMP:GV AGG 5 2,000,000 PRO. / PGUCY Loc `__ E & O Limits $5,000,000 AVTOMOBILE LIABILRY C / CO'deINEO SWGIE IIV;T c a r ' 0 S 1,000,000 A)JY AUTO e q ( e c ALL O:YNEDALROS ' BOpILY INJURY SCHEDUIEp AUTOS BA-4070M48A 06/03108 0 6/0 312 0 0 9 (Per Mrw^) 5 . / IuREOnutos ~ ' RoDILYINJURr / . ~. NON~OWNEO AUTOS I, (PerP¢i0entl ~ 4 ~~~ PROPERIY OARNGr. ~ S (PCracculenll GARAGE LIABILITY '. (AUTOONLY.EAACGIUENi S AHV AUiO OTHER THAN EA ACC , 5 _. AUTO ONLY AGG S / EXCESSNNBRELLALNBILITY EACH OCCURRENCE 5 4,000,000 A / OCCUR CWhIS LADE AGGREGATE S 4,000,000 79828356 1 /20!2008 1/20/2009 DepucrlELE s / RerrmloN 410,000 ~- ~ 5 WORNER9COMPENSATIONANO ~ ~. we sTnTU. Gw. /;iORY lIMl7ti. F.R EMPLOYERS'LIABILITY B ' . [ACH ACCIDENT E L $ 1 000 000 ~ nNV PRGPRIETORPAgiNE WEXECUTIYE i HF-U69218L66 i 1120/08 1/20/09 . . '---- , , t of HGE1UTAELiDER [%CWOE% ~ E.L.OISEASE~EA E3,1PlOYF. F. S 1,000,000 yy SPCA PROVISIONS below I, EL. DISEASE POLICY LIhIIT $ 1,000,000 OTHER i,, '. p Fidelity Bond 104877661 1120/08 1/20/09 Empl 5,000,000 DESCRIPTION OF OPEIIATION4J LOCATIOHSI VEHICLES /EXCLUSIONS ADDED BY ENOORSEMEHT I SPECIAL PROVISIONS Certificate Holder is included as Additional Insured with respects to General Liability Coverage and Aulo Liability as required by written contract. CERTIFICATE HOLDER CANCELLATION SI{DULD ANY OF TIIE ABOVE DESCRIBED POLICIES OE CANCELLED BEFORE THEE%PIRATION City of Corpus Christi DATE THEREOF, THE ISSUING INSVRER WILL ENDEAVOR TD MAIL 3O OAY9 WRITTEN 1201 Leopard Street NOTICE TO Tf1E CERTIFICATE HOLDER NAMED TOT L[FT, BUT FAILURE TO DO 30 SHALL COrpu$ Chrl$tl, TX 76401 IMPOSE NO OBLIGATION OR LIAR F ANY I VPON 1HE INSURER, ITS AGENTS OR REPRESEN TrvES AUTNO ED EP 3 i E ACORD 2 5 12 00 710 0) ~ ©ACORD CORPORATION 1988 IMPORTANT 11 the cenificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. A statement on this certificate does not confer rights to the certificate holder in lieu of such entlorsement(s). If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, cenain policios may require an endorsement. A statement on this certificate does not confer rights to tho cenificato holder in lieu of such endorsomenl(s). DISCLAIMER The Certificate of Insurance on the reverse side of Ihis form does not constitute a contract between the issuing insurer(s), authorized representative or producer, and the cenificate holder, nor does it affirmatively or negatively amend, extend or alter the covorage afforded by the policies listed thereon. ACORD 25