HomeMy WebLinkAboutContracts & Agreements_208A-2025Zoho Sign Document ID: 3292E235-VMQEXLL8CZKWSDVQPBTYMCW_LOFODKAGWMR5U61AZKK
AGREEMENT TO PERFORM PROFESSIONAL SERVICES
This agreement for the provision of executive search services("Agreement") is made and
entered in this 3rd day of November, 2025 ("Effective Date"), by and between the City of Redlands,
a municipal corporation ("City") and Strategic Government Resources (SGR), a Texas
corporation. ("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 Executive Search for the Position of Director,
Development Services Department 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 Meteau, Director of 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.
The term of this Agreement shall be for a period of one (1) year from the Effective Date of
this Agreement (the "Initial Term"). The City shall have the option to extend the Initial
Term of this Agreement by two (2) additional one-year terms (each, an "Extended Term"),
on the same terms and conditions, by providing written notice to Consultant at least thirty
(30) days prior to the expiration of the Initial Term or any Extended Term.
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4.2 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 be
in the amount of twenty-seven thousand four hundred nineteen dollars ($27,419). City shall
pay Consultant in accordance with Exhibit "C," titled "Project Cost" which is attached
hereto and incorporated herein by this 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:
CONSULTANT:
City Clerk Clay Pearson, Senior VP
City of Redlands Strategic Government Resources (SGR)
35 Cajon Street P.O. Box 1642
P.O. Box 3005 (mailing) Keller, TX 76244
Redlands, CA 92373 claypearson@governmentresource.com
jdonaldson@cityofredlands.org Phone: (713) 816-8639
Phone: (909) 798-7531
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
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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 ($I,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
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
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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
making 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.
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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
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
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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.
IN WITNESS WHEREOF, duly authorized representatives of City and Consultant have
signed in confirmation of this Agreement.
CITY OF REDLANDS
By:
Charles M. Duggan, ity anager
ATTEST:
J nne Donaldson, City Clerk
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STRATEGIC GOVERNMENT
RESOURCES
RIM
f-
Rebecca Fleury, President of Executive
Recruitment
Zoho Sign Document ID: 3292E235-VMQEXLL8CZKWSDVQPBTYMCW_LOFODKAGWMRSU6IAZKK
EXHIBIT "A"
SCOPE OF SERVICES
Approach to Executive Search
Consultant will conduct a search process that relies heavily on person -to -person contact to
identify outstanding potential candidates and, in the evaluation phase, gain a complete
understanding of the background, experience, and management style of the top candidates.
Consultants will develop a comprehensive position profile based upon information obtained in
various meetings with the City's Director of Human Resources and other designated City staff
and stakeholders.
Furthermore, Consultant will complete the following actions:
• Review current compensation and recommend changes based upon market and competitive
conditions, if desired by the Director of Human Resources and key staff.
• Complete extensive personal outreach to highly qualified candidates throughout California.
• Implement a marketing strategy that uses selected advertising to supplement the extensive
candidate identification process, the Internet, and professional contacts throughout California.
• Conduct a screening process that narrows the field of candidates to those that most closely
match the needs of the City and is based on screening interviews with the top candidates.
Candidates' education, experience, and credentials are matched to the criteria established in the
position profile.
• Candidates would be screened via video technology to determine their overall "match."
• Deliver a product in the form of a search report that recommends a top group of candidates and
provides the Director of Human Resources and key staff with detailed information about their
backgrounds and experience.
• Conduct final background and verifications, including references, on the top candidate.
• Assist in negotiations of offer of employment.
• Close out the search and notify all candidates not selected.
Consultants will be thorough and professional in the approach it takes in recruitment. Each
candidate's match with the position is based on the individual's own set of professional
experiences, management style, education and credentials, and overall fit with the organization
and executive leadership.
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Search Work Plan
This section describes the usual steps in the search for a new Director, Development Services,
for the City of Redlands. This recruitment will be under the direction of Mr. Clay Pearson, as
Project Director.
Task 1 — Review Project Management Approach
The Project Director, Mr. Pearson, will begin work on this project within 10 days (or sooner)
after the City provides a contract or, alternatively, an official notice to proceed. The first task
will include established individual and/or group meetings with the Director of Human Resources
and others, as appropriate, to finalize the recruiting and selection process. This will include
discussion of the project management for this search, review of the work plan, confirmation of
timing, and communication methods. Working collaboratively with the Director of Human
Resources and key City staff, this task will result in a more definitive timetable.
As part of our overall approach to this project, the Project Director will deliver regular status
reports at each stage of the search. In addition, Mr. Pearson will be highly accessible and
responsive to client requests and inquiries.
Task 2 — Develop Position Profile
The position profile ("brochure") for the Director, Development Services is the guide for the
entire search process. The development of the profile includes the collection of technical
information and recruitment criteria.
Technical Information
Mr. Pearson will conduct meetings with the Director of Human Resources, key staff members,
and others as directed by the City to gain an understanding of the experience and professional
background requirements desired by the Director, Development Services. These meetings will
also help the Project Director gain an understanding of the work environment and the issues
facing the City of Redlands.
Recruitment Criteria
The recruitment criteria are those personal and professional characteristics and experiences
desired in the Director, Development Services. The criteria should reflect the goals and priorities
of the City of Redlands.
After the development and adoption of the candidate profile, the technical information and
recruitment criteria will be documented in an information brochure prepared by Strategic
Government Resources (SGR). The brochure will be reviewed by the City in draft format,
revised as appropriate, and published for use throughout the search.
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Task 3 — Outreach and Recruiting
This task is among the most important of the entire search. It is the focus of the activities of the
Project Director and includes specific outreach and recruiting activities briefly described below.
Outreach
An accelerated outreach and advertising campaign will be developed. It will include the
placement of ads in publications such as Community Development Director, Director of
Development Services, Planning Director, Director of Development Services, and other related
publications. Specific Internet sites related to government will be used as a method of extending
the specific outreach in a short period of time for Director, Development Services in addition to
consultant websites.
Additionally, the advertisement and the full text of the position profile (the recruitment brochure)
will be placed on Consultant's website, which is accessed by many qualified candidates. This
method of outreach to potential applicants provides a confidential source that is monitored by
many key level executives on an on -going basis.
Candidate Identification
Consultants will use their extensive contacts to focus the recruiting effort. In making these
contacts, the Project Director will target those individuals who meet the criteria set by the City.
Each of the candidates identified through the recruiting efforts will be sent an information
brochure. Candidates will also be contacted directly to discuss the position and to solicit their
interest in being considered.
Both the outreach and recruiting activities will result in applications and resumes from interested
candidates. As they are received, resumes will be acknowledged, and candidates will be advised
of the general timing of the search process. The following tasks involve the actual selection
process, once all resumes have been received.
Task 4 — Candidate Evaluation
This task will be conducted following the application closing date. It includes the following
specific activities:
Screening
All the applications will be carefully reviewed. Those that meet the recruitment criteria
and minimum qualifications will be identified and subject to a more detailed evaluation.
This evaluation will include consideration of such factors as professional experience, and
size and complexity of the candidate's current organization as compared to the
candidate's profile.
Preliminary Research and Internet Review
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The Consultant's research staff, under the direction of the Project Director, will conduct
preliminary research and internet review for those candidates identified as the most
qualified because of the screening process. This level of research will be done on a
limited number of candidates to learn more about each candidate's public profile and
related information that is available on the internet.
Preliminary Interviews via Video Technology
The Project Director will conduct preliminary interviews with the top group of candidates
identified through the screening and preliminary research and Internet review processes.
The interviews are extensive and designed to gain additional information about the
candidates' experience, management style, and "fit" with the recruitment criteria.
Interviews will be conducted using video technology.
The screening portion of the candidate evaluation process typically reduces a field of
applicants to approximately four (4) to six (6) individuals. Those individuals will be
reviewed with the City prior to proceeding with the individual interviews.
Task 5 — Search Report
After completing Task 4, all documentation will be supplied to the City electronically. No hard
copies will be supplied to the City for any phase of this search engagement. Mr. Pearson will
prepare detailed information for review including resumes uploaded to a file sharing system (i.e.,
OneDrive or ShareFile). Mr. Pearson will conduct a video conference call or in -person meeting
with the Deputy City Manager, Human Resources or other designated representatives to review
the search report on the top candidates. The report divides all the candidates into four groups
including 1) the top group of candidates that are recommended to be interviewed via video by the
City; 2) a backup group to the first group; 3) no further consideration group; and 4) lacks
minimum qualifications. The search report will include candidate resumes and cover letters. The
results of preliminary media research will be included. This video meeting will result in a
confirmed group of top candidates for the City to further consider.
Important to note, we do not conduct references for all the finalist candidates. We typically do so
on only the selected top candidate. Periodically, we may recommend conducting references on
the top two candidates to assist the entity in the final selection. This step is done in the final
stages of the search process. Verifications such as credit check, DMV Report, and civil/criminal
are typically conducted once a contingent offer is made to the selected candidate unless the
finalist candidate(s) gives explicit approval and signs a release to proceed. Education
verifications those individuals that are interviewing with the City.
The results of the Search Report will be a confirmed group of finalist candidates that the City
will interview.
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Task 6 — Selection
The final selection process will vary depending upon the desires of the City. The typical services
provided by Consultant in the selection process are described briefly below:
Mr. Pearson will coordinate the selection process for the finalist group of candidates.
This includes handling logistical matters with candidates and with the City.
Consultant will prepare an electronic interview booklet (uploaded to a file sharing
program such as OneDrive or ShareFile) that includes the resume, cover letter, and
preliminary media research for each candidate. In addition, this electronic information
will contain suggested questions and areas for discussion based upon the recruitment
criteria. Electronic copies of the interview booklet will be provided in advance of the
candidate interviews. No hard copies of material will be provided. Should the City desire
hard copies, which will be the responsibility of the City to produce and distribute.
• Mr. Pearson will facilitate the interviews to assist the City through the selection process.
This assistance will include an initial orientation, candidate introductions, and facilitation
of discussion of candidates after all interviews have been completed.
• Additionally, verifications will be made on the top two candidates and will include
education verifications, Department of Motor Vehicle Check, and credit check. The
results of these verifications will be discussed with the City at the appropriate time.
• Reference checks will be conducted on the top candidate. The results of these reference
checks will be discussed with the Director of Human Resources at the appropriate time.
• As needed, the Project Director is available to provide assistance to the City in the final
selection as may be desired. This assistance may include providing or obtaining any
additional information desired to assist in making the final selection decision.
Task 7 — Negotiation
The Project Director is available to assist the City in negotiating a compensation package with
the selected candidate. This includes recommendations on setting compensation levels.
Task 8 — Close Out
After the City has reached agreement with the individual selected for the position, the Project
Director will close out the search. These activities will include advising all the final candidates of
the status of the search by telephone.
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EXHIBIT "B"
PROJECT SCHEDULE
We anticipate a period of approximately 90 -120 days (or less) from the execution of the
agreement between the City and Consultant to when the finalists are presented for an interview.
Negotiation with the top candidate will take an additional week after finalist interviews.
A brief overview of the recruitment schedule is presented below (schedule does not include
transition time by Selected Candidate to loin the City)
firm s€k-cr
CcnsuNant eyAuates arWrt atim position cote a estabirshed
Candidates Wiemffijed ana wmened
Consu ant intbViOws and CoMurts pnkE ninary resew
CorvwRant reawwrwnds candzwirs; cant
s,Nect5 5roests for uiben ew r
Client-canckfale inrv*ws
ME r_�rtie+aer
selgcaed; rwgc�iahons
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EXHIBIT "C"
PROJECT COST
The recruitment efforts for the new Director, Development Services, will be focused primarily
on California. The review of resumes and qualifications will be conducted on all candidates who
submit, giving the City the ability to select from a broad field of qualified candidates. The
professional services fee to perform this search will be a fixed fee of $27,419*.
*Note — Expenses included in this fixed fee include such items as advertising, consultant
interaction (conducted virtually except for final interviews held on -site), clerical, graphic design,
research, and long-distance telephone charges. On top of the candidates, Internet and
Lexis/Nexis searches will be conducted. Additionally, education verifications, DMV checks,
wants and warrants, civil and criminal litigation searches, and credit checks will be conducted on
the top two candidates.
Brochure — A full -color informational brochure will be developed for each position. All pictures
will be the responsibility of the City. The City will also be responsible for ensuring that there is
no copyright restrictions on the photographs supplied to Ralph Andersen & Associates and the
City will agree to pay all related charges or fines if a copyright violation is incurred either during
the search itself or subsequently.
Invoicing — Strategic Government Resource will bill the fixed fee to the City in four installment
payments as follows:
• Following kick-off and finalization of recruitment brochure - $8,568.44
• After the closing date - $8,568.44
• After finalist interviews - $8,568.44
• Upon placement - $1713.68
Progress payments will be due upon receipt.
Exclusions — Any candidate travel is the full responsibility of the City.
Guarantee
Strategic Government Resource offers the industry -standard guarantee on our full search
services.
If within a one-year period after appointment, the Director, Development Services, resigns or is
dismissed for cause, we will conduct another search free of all charges for professional services.
The City of Redlands would be expected to pay for the reimbursement of all expenses incurred.
If a placement is not made in the first outreach effort, the Consultant will conduct a second
outreach effort with no charge for Professional Services. The City would be expected to pay for
all expenses incurred
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EXHIBIT "D "
WORKERS' COMPENSATION INSURANCE CERTIFICATION
Every employer, except the State, shall secure 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
✓ 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 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.
STRATEGIC GOVERNMENT RESOURCE
By: �Q � �-' Date: Nov 03 2025 09:47 CST
Rebecca Fleury, President of Executive Recruitment
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