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HomeMy WebLinkAboutContracts & Agreements_172-2024AGREEMENT TO PERFORM PROFESSIONAL SERVICES This agreement for the provision of Single Classification Desk Audit ("Agreement") is made and entered in this 20' day of September, 2024 ("Effective Date"), by and between the City of Redlands, a municipal corporation ("City") and Stafford HR Consulting LLC, a California limited liability company. ("Consultant"). City and Consultant are sometimes individually referred to herein as a "Party" and, together, as the "Parties." In consideration of the mutual promises contained herein, City and Consultant agree as follows: ARTICLE 1 — ENGAGEMENT OF CONSULTANT 1.1 City hereby engages Consultant to provide Single Classification Desk Audit services for City (the "Services"). 1.2 The Services shall be performed by Consultant in a professional manner, and Consultant represents that it has the skill and the professional expertise necessary to provide the Services to City at a level of competency presently maintained by other practicing professional consultants in the industry providing like and similar types of Services. ARTICLE 2 — SERVICES OF CONSULTANT 2.1 The Services that Consultant shall perform are more particularly described in Exhibit "A," titled "Scope of Services," which is attached hereto and incorporated herein by this reference. 2.2 Consultant shall comply with applicable federal, state and local laws and regulations in the performance of this Agreement including, but not limited to, any applicable State prevailing wage laws. ARTICLE 3 — RESPONSIBILITIES OF CITY 3.1 City designates Robert J. Meteau Jr., Director Human Resources/Risk Management, as City's representative with respect to performance of the Services, and such person shall have the authority to transmit instructions, receive information, interpret and define City's policies and decisions with respect to performance of the Services. ARTICLE 4 — PERFORMANCE OF SERVICES 4.1 Consultant shall perform and complete the Services in a prompt and diligent manner in accordance with the schedule set forth in Exhibit `B," titled "Project Schedule," which is attached hereto and incorporated herein by reference. 4.2 Consultant shall complete the Services by November 15, 2024, unless the Services are terminated earlier as provided for herein. 1 BernoUgreementAStafford I-IR Consulting LLC FY24-0033.docx-jmv2 4.3 If Consultant's Services include deliverable electronic visual presentation materials, such materials shall be delivered in a form, and made available to City, consistent with City Council -adopted policy for the same. It shall be the obligation of Consultant to obtain a copy of such policy from City staff. ARTICLE 5 —PAYMENTS TO CONSULTANT 5.1 Compensation: Total compensation for Consultant's performance of the Services shall not exceed the amount of Three Thousand Six Hundred Dollars ($3,600.00). City shall pay Consultant on a time and materials basis up to the not to exceed amount in accordance with Exhibit "C," titled ("Fee Schedule") which is attached hereto and incorporated herein by reference. 5.2 Consultant shall submit monthly invoices to City describing the Services performed during the preceding month. Consultant's invoices shall include a brief description of the Services performed, the dates the Services were performed, the number of hours spent and by whom, and a description of reimbursable expenses related to the Services. City shall pay Consultant no later than thirty (30) days after receipt and approval by City of Consultant's invoice. 5.3 Any notice or other communication required, or which may be given, pursuant to this Agreement, shall be in writing. Any such notice shall be deemed delivered (i) on the date of delivery in person; (ii) five (5) days after deposit in first class registered mail, with return receipt requested; (iii) on the actual delivery date if deposited with an overnight courier; or (iv) on the date sent by facsimile or electronic mail transmission (including PDF), if confirmed with a copy sent contemporaneously by first class, certified, registered or express mail; in each case properly posted and fully prepaid to the appropriate address set forth below, or such other address as a Party may provide notice in accordance with this section: CITY: City Clerk City of Redlands 35 Cajon Street P.O. Box 3005 (mailing) Redlands, CA 92373 jdonaldson@cityofredlands.org Phone: (909) 798-7531 CONSULTANT: Cynthia Stafford, Principal/ CEO Stafford HR Consulting LLC 3748 Walnut Ave Long Beach, CA 90807 estafford@staffordhreonsulting.com Phone: (562) 537-4055 ARTICLE 6 — INSURANCE AND INDEMNIFICATION 6.1 The following insurance coverage required by this Agreement shall be maintained by Consultant for the duration of its performance of the Services. Consultant shall not perform any Services unless and until the required insurance listed below is obtained by Consultant. Consultant shall provide City with certificates of insurance and endorsements evidencing such insurance prior to commencement of the Services. Insurance policies shall include a L emo\Agreements\Stafford FIR Consulting LLC FY24-0033.doex-imv2 provision prohibiting cancellation or modification of the policy except upon thirty (30) days prior written notice to City. A. Workers' Compensation and Employer's Liability insurance in the amount that meets statutory requirements with an insurance carrier acceptable to City, or certification to City that Consultant is self -insured or exempt from the workers' compensation laws of the State of California. Consultant shall execute and provide City with Exhibit "D," titled "Workers' Compensation Insurance Certification," which is attached hereto and incorporated herein by this reference, prior to performance of the Services. B. Comprehensive General Liability insurance with carriers acceptable to City in the minimum amount of One Million Dollars ($1,000,000) per occurrence and Two Million Dollars ($2,000,000) aggregate, for public liability, property damage and personal injury is required. City shall be named as an additional insured and such insurance shall be primary and non-contributing to any insurance or self-insurance maintained by City. C. Consultant shall secure and maintain professional liability insurance throughout the term of this Agreement in the amount of One Million Dollars ($1,000,000) per claim made. D. Business Auto Liability coverage, with minimum limits of One Million Dollars ($1,000,000) per occurrence, combined single limit bodily injury liability and property damage liability. This coverage shall include all Consultant owned vehicles used in connection with Consultant's provision of the Services, hired and non -owned vehicles, and employee non -ownership vehicles. City shall be named as an additional insured and such insurance shall be primary and non-contributing to any insurance or self- insurance maintained by City. E. Consultant is expressly prohibited from assigning or subcontracting any of the Services without the prior written consent of City. In the event of mutual agreement by the Parties to assign or subcontract a portion of the Services, Consultant shall add such assignee or subcontractor as an additional insured to the insurance policies required hereby and provide City with the insurance endorsements prior to any Services being performed by the assignee or subcontractor. 6.2 Consultant shall defend, indemnify and hold harmless City and its elected and appointed officials, employees and agents from and against any and all claims, losses or liability, including attorneys' fees, arising from injury or death to persons or damage to property occasioned by any negligent act or omission by, or the willful misconduct of, Consultant, or its officers, employees and agents in performing the Services. ARTICLE 7 — CONFLICTS OF INTEREST 7.1 Consultant covenants and represents that it does not have any investment or interest in any real property that may be the subject of this Agreement or any other source of income, interest in real property or investment that would be affected in any manner or degree by 3 IAemMg=nnonts\Stafford HR Consulting LLC FY24-0033.docx-jmv2 the performance of Consultant's Services. Consultant further covenants and represents that in the performance of its duties hereunder, no person having any such interest shall perform any Services under this Agreement. 7.2 Consultant agrees it is not a designated employee within the meaning of the Political Reform Act because Consultant: A. Does not make a governmental decision whether to: (i) approve a rate, rule or regulation, or adopt or enforce a City law; (ii) issue, deny, suspend or revoke any City permit, license, application, certification, approval, order or similar authorization or entitlement; (iii) authorize City to enter into, modify or renew a contract; (iv) grant City approval to a contract that requires City approval and to which City is a party, or to the specifications for such a contract; (v) grant City approval to a plan, design, report, study or similar item; (vi) adopt, or grant City approval of, policies, standards or guidelines for City or for any subdivision thereof. B. Does not serve in a staff capacity with City and in that capacity, participate in malting a governmental decision or otherwise perform the same or substantially the same duties for City that would otherwise be performed by an individual holding a position specified in City's Conflict of Interest Code under Government Code section 87302. 7.3 In the event City determines that Consultant must disclose its financial interests, Consultant shall complete and file a Fair Political Practices Commission Form 700, Statement of Economic Interests, with the City Clerk's office pursuant to the written instructions provided by the City Clerk. ARTICLE 8 — GENERAL CONSIDERATIONS 8.1 In the event any action is commenced to enforce or interpret any of the terms or conditions of this Agreement the prevailing Party shall, in addition to any costs and other relief, be entitled to the recovery of its reasonable attorneys' fees, including fees for the use of in- house counsel by a Party. 8.2 Consultant shall not assign any of the Services, except with the prior written approval of City and in strict compliance with the terms and conditions of this Agreement. Any assignment or attempted assignment without such prior written consent may, in the sole discretion of City, result in City's immediate termination of this Agreement. 8.3 Consultant is for all purposes under this Agreement an independent contractor and shall perform the Services as an independent contractor. Neither City nor any its agents shall have control over the conduct of Consultant or Consultant's employees, except as herein set forth. Consultant shall supply all necessary tools and instrumentalities required to IAcmo%Agreenuen0StalTord HR Consulting LLC FY24-0033.docx jmv2 perform the Services. Assigned personnel employed by Consultant are for its account only, and in no event shall Consultant or personnel retained by it be deemed to have been employed by City or engaged by City for the account of, or on behalf of City. Consultant shall have no authority, express or implied, to act on behalf of City in any capacity whatsoever as an agent, nor shall Consultant have any authority, express or implied, to bind City to any obligation. 8.4 This Agreement may be terminated by City, in its sole discretion, by providing not less than five (5) days prior written notice to Consultant of City's intent to terminate. If this Agreement is terminated by City, an adjustment to Consultant's compensation shall be made, but (1) no amount shall be allowed for anticipated profit or unperformed Services, and (2) any payment due Consultant at the time of termination may be adjusted to the extent of any additional costs to City occasioned by any default by Consultant. Upon receipt of a termination notice, Consultant shall immediately discontinue its provision of the Services and, within five (5) days of the date of the termination notice, deliver or otherwise make available to City, copies (in both hard copy and electronic form, where applicable) of project related data, design calculations, drawings, specifications, reports, estimates, summaries and such other information and materials as may have been accumulated by Consultant in performing the Services. Consultant shall be compensated on a pro-rata basis for Services completed up to the date of termination. 8.5 Consultant shall maintain books, ledgers, invoices, accounts and other records and documents evidencing costs and expenses related to the Services for a period of three (3) years, or for any longer period required by law, from the date of final payment to Consultant pursuant to this Agreement. Such books shall be available at reasonable times for examination by City at the office of Consultant. 8.6 This Agreement, including the Exhibits incorporated herein by reference, represents the entire agreement and understanding between the Parties as to the matters contained herein, and any prior negotiations, written proposals or verbal agreements relating to such matters are superseded by this Agreement. Except as otherwise provided for herein, any amendment to this Agreement shall be in writing, approved by City and signed by City and Consultant. 8.7 This Agreement shall be governed by and construed in accordance with the laws of the State of California, without regard to its conflicts of laws provisions. The Parties agree that all actions or proceedings arising in connection with this Agreement shall be tried and litigated only in the state courts located in San Bernardino County, California, and the federal courts located in Riverside County, California. 8.8 If one or more of the sentences, clauses, paragraphs or sections contained in this Agreement is declared invalid, void or unenforceable by a court of competent jurisdiction, the same shall be deemed severable from the remainder of this Agreement and shall not affect, impair or invalidate the remaining sentences, clauses, paragraphs or sections contained herein, unless to do so would deprive a Party of a material benefit of its bargain under this Agreement. 5 1 \cmo\Agreements\Stafford nR Consulting LLC FY24-0031docx j=2 IN WITNESS WHEREOF, duly authorized representatives of City and Consultant have signed in confirmation of this Agreement. CITY 7REDANDS By: GLic I, r� 6) v nice cConnell, Assjst'aant City Manager �cE,"<6"' ATTEST: (kaaKe Donaldson, City Clerk 6 I: 1cmolAgreementslStafford HR Consulting LLC FY24-0033.docx jmv2 STAFFORD HR CONSULTING LLC C nthia Stafford, WcipaI/ CEO EXHIBIT "A" SCOPE OF SERVICES Consultant will perform a position study of the Management Analyst classification in the Fire Department. Consultant will determine if the incumbent's duties are within the scope and classification concept of the Management Analyst classification, or if the duties are more appropriate for another classification. Consultant will: 1) Determine the level performed by the staff member; and 2) Provide a written report on the methodology, analysis and findings; and 3) Provide recommendations, if requested. The Consultant will achieve project goals through the following actions: 1. Kick -Off Meeting & Expectations: At the start of the project, Consultant will meet with HR via Zoom to understand priorities, strategic direction of the project and organizational philosophy. Consultant will also clarify communication needs, expectations, and frequency of communication. 2. Position Questionnaire: Consultant will send out a Position Description Questionnaire (PDQ) to the Management Analyst. This information will be reviewed with the employee during a one-on-one interview via Zoom. 3. Supervisor's Input: Following receipt of the PDQ and meeting with the employee, Consultant will discuss this information with the employee's supervisor via Zoom. Consultant may also request a Management Supplemental form be completed if the supervisor's comments differ greatly from the employee's 4. Classification Analysis: Based on the above information, Consultant will compare the duties of existing classification specification to those submitted by the employee and confirmed by their supervisor. If the duties differ substantially, Consultant will review other existing City classifications to determine if there is a better match. 5. Overall Findings: Consultant will submit a final report to Redlands that will report on the methodology, analysis and findings. 7 1Acmo\Agrcemenk\Stafford HR Consulting LLC FY24-0033.docx jmv2 EXHIBIT "B I PROJECT SCHEDULE Following project kickoff, and assuming timely completion of the Position Description Questionnaire (PDQ), Consultant shall complete the above functions within 2-3 weeks. Project Area Milestone/Task List Projected Hours Position Study Kickoff Meet with Redlands HR 1-2 hours Data Gathering Deploy position questionnaire. 5-8 hours Review PDQ Meet one-on-one with employee. Meet one-on-one with supervisor. Deploy Supervisor Supplement Position Analysis Analyze data gathered and compare to existing 2-4 hours position(s). Report Preparation Prepare final report. 2-4 hours 8 19emo\Agreements\Stafford I-IR Consulting LLC FY24-0033.docx-jmv2 EXHIBIT "C" FEESCHEDULE The hourly billable rate for Consultant is $200 per hour, rounded to the nearest 15 minutes. This project is estimated to take 10-18 billable hours. Estimated cost is $2,000 - $3,600 Dollars. 9 I:\emo\Agreements\Stafford HR Consulting UC FY24-0033.doox-1mv2 EXHIBIT "D" WORKERS' COMPENSATION INSURANCE CERTIFICATION Every employer, except the State, shall secure the payment of compensation in one or more of the following ways: (a) By being insured against liability to pay compensation by one or more insurers duly authorized to write compensation insurance in this State. (b) By securing from the Director of Industrial Relations, a certificate of consent to self -insure, either as an individual employer, or as one employer in a group of employers, which may be given upon furnishing proof satisfactory to the Director of Industrial Relations of ability to self -insure and to pay any compensation that may become due to his or her employees. CHECK ONE X I am aware of the provisions of Section 3700 of the Labor Code which requires every employer to be insured against liability for Workers' Compensation or to undertake self-insurance in accordance with the provisions of that Code, and I will comply with such provisions before commencing the performance of the work and activities required or permitted under this Agreement. (Labor Code §1861). I affirm that at all times, in performing the work and activities required or permitted under this Agreement, I shall not employ any person in any manner such that I become subject to the workers' compensation laws of California. However, at any time, if I employ any person such that I become subject to the workers' compensation laws of California, immediately I shall provide the City with a certificate of consent to self -insure, or a certification of workers' compensation insurance. I certify under penalty of perjury under the laws of the State of California that the information and representations made in this certificate are true and correct. STAFFORD HR CONSULTING LLC By: C 2�Sty 4d Date: 9/23/24 C thia Stafford, ' cipal/CEO 10 1Acrno\Agreements\Stafford HR Consulting LLC FY24-0033.docx jmv2 ACORtf CERTIFICATE OF LIABILITY INSURANCE F_ DATE(MMIDDry-" �� 05/2112C24 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 CERTIFICATE OF 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 policy(ies) must have ADDITIONAL INSURED provisions or 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 endorsement(s). PRODUCER CONTACT Kenneth King NAME: Merriwether & Williams insurance Services PHONE (415) 217-6571 FAX (415) 217-6571 AIG No Ext ; A)C, No : License No.: 0001378 F-MAIL kking@imwis.com ADDRES S: 44 Montgomery St„ Ste. 940 INSURER(S) AFFORDING COVERAGE NAIC San Francisco CA 94104 INSURERA: Travelers Casualty Insurance Company of America 25658 INSURED INSURERS: Executive Risk Indemnity Inc. 35181 Stafford HR Consulting INSURERC: Hiscox Insurance Company Inc. 10200 3748 Walnut Ave INSURERD: ACEAmericanInsurance Company 22657 INSURER E : Long Beach CA 9CB07 INSURERF: VUvCKALaCJ L.tK I I I•IL:A I t NUM BE K' VLZ40ZiZioua 1DFVIC1flW AIIIMCCo. 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 MAYBE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TD ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR LTR TYPE OF INSURANCE INSD WVD POLICY NUMBER POLICY EFF MMIDDIYYYY POLICY EXP {M M10DIYYYY LIMITS X COMMERCIALGENERALLIABILITY EACH OCCURRENCE S 1,000,000 CLAIMS Fx_1 -MADE OCCUR PREMISES Ea accurrencel S 100,000 MED EXP (Any One person) S 5.000 PERSONAL&ADV INJURY S 1,000,000 A Y 005T704306 05/26/2024 05/26/2025 GFNT AGGREGATE LIMITAPPLIES PER: GENERALAGGREGATE S 2,000,000 POLICY JECOT- LOC PRODUCTS - COMPlOP AGG S 2,000,000 $ OTHER: AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT Ea accident $ BODILY INJURY (Per person) $ ANYAUTO G, OWNED SCHEDULED AUTOS ONLY AUTOS Y 005T704306 05/26/2024 05/26/2025 BODILY INJURY(Peraccident) $ HIRED X NON -OWNED X PROPERTY DAMAGE AUTOS ONLY AUTOS ONLY Per accident $ H NOA Liability s 1,000.000 UMBRELLA LIAB OCCUR EACH OCCURRENCE $ AGGREGATE $ EXCESS LIAB CLAIMS -MADE DIED RETENTION S $ WORKERS COMPENSATION PER OTH- X AND EMPLOYERS' LIABILITY Y 1 N STATUTE ER E.L. EACH ACCIDENT $ 1,000,000 B ANY PROPR€ETORIPARTNEWEXECUTIVE OFFICER/MEMBEREXCLUDED? ElNiA 71810874 02101/2024 02/01/2025 E,L. DISEASE- EA EMPLOYEE S 1,000,000 (Mandatory in NH) If yes, describe under E.L. DISEASE- POLICY LIMIT S 1,000,000 DESCRIPTION OF OPERATIONS below Professional Liability General Aggregate $1,000,000 C Claims Made Type P101,137.900.3 04128/2024 04/2812025 Each Occurrence $1,000,OCO Retroactive Date 04/28/2022 DESCRIPTION OF OPERA7IONS f LOCATIONS 1 VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTA 'rtTf9R_-2015 ACORD CORPORATION. All rights reserved. ACORD 25 (2016103) The ACORD name and logo are registered marks of ACORD ADDITIONAL COVERAGES Ref # D Description CYBER & NETWORK LIABILITY INSURANCE - Policy no. D0174074A Coverage Code Form No. Edition Date Limit 1,000,000 Limit2 1,000,000 Limit3 Deductible Amount Deductible Type Premium Ref # Description Coverage Code Form No. Edition Date Limit 1 Limit Limit 3 Deductible Amount Deductible Type Premium Ref # Description Coverage Code Form No. Edition Date Limit 1 Limit 2 Limit 3 Deductible Amount Deductible Type Premium Ref # Description Coverage Code Form No. Edition. Date Limit Limit2 Limit3 Deductible Amount Deductible Type Premium Ref # Description Coverage Code Form No. Edition Date Limit 1 Limit 2 Limit 3 Deductible Amount Deductible Type Premium Ref # Description Coverage Code Form No. Edition Date Limit Limit2 Limit3 Deductible Amount Deductible Type Premium Ref # Description Coverage Code Form No. Edition Date Limit 1 Limit 2 Limit 3 Deductible Amount Deductible Type Premium Ref # Description Coverage Code Form No. Edition Date Limit Limit2 Limit3 Deductible Amount Deductible Type Premium Ref # Description Coverage Code Form No. Edition Date Limit Limit2 Limit3 Deductible Amount Deductible Type Premium Ref # Description Coverage Code Form No. Edition Date Limit 1 Limit 2 Limit 3 Deductible Amount Deductible Type Premium Ref # Description Coverage Code Form No. Edition Date Llmit1 Limit 2 Limit3 Deductible Amount Deductible Type Premium OFADTLCV Copyright 2001, AMS Services, Inc.