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HomeMy WebLinkAboutTeri Black & Company, LLC - 2023-02-09 PROFESSIONAL SERVICES CONTRACT BETWEEN THE CITY OF HUNTINGTON BEACH AND TERI BLACK & COMPANY, LLC FOR EXECUTIVE RECRUITMENT SERVICES THIS AGREEMENT ("Agreement") is made and entered into by and between the City of Huntington Beach, a municipal corporation of the State of California, hereinafter referred to as "CITY," and, TERI BLACK & COMPANY, LLC, a Limited Liability Corporation hereinafter referred to as "CONSULTANT." WHEREAS, CITY desires to engage the services of a consultant to perform executive recruitment services; and Pursuant to documentation on file in the office of the City Clerk, the provisions of the Huntington Beach Municipal Code, Chapter 3.03, relating to procurement of professional service contracts have been complied with; and CONSULTANT has been selected to perform these services, NOW, THEREFORE, it is agreed by CITY and CONSULTANT as follows: 1. SCOPE OF SERVICES CONSULTANT shall provide all services as described in Exhibit "A," which is attached hereto and incorporated into this Agreement by this reference. These services shall sometimes hereinafter be referred to as the "PROJECT." CONSULTANT hereby designates Teri Black who shall represent it and be its sole contact and agent in all consultations with CITY during the performance of this Agreement. 23-12409/301495 1 of 12 2. CITY STAFF ASSISTANCE CITY shall assign a staff coordinator to work directly with CONSULTANT in the performance of this Agreement. 3. TERM; TIME OF PERFORMANCE Time is of the essence of this Agreement. The services of CONSULTANT are to commence on 441 , 2015 (the "Commencement Date"). This Agreement shall automatically terminate three (3) years from the Commencement Date, unless extended or sooner terminated as provided herein. All tasks specified in Exhibit "A" shall be completed no later than one (1) year from the Commencement Date. The time for performance of the tasks identified in Exhibit "A" are generally to be shown in Exhibit "A." This schedule may be amended to benefit the PROJECT if mutually agreed to in writing by CITY and CONSULTANT. In the event the Commencement Date precedes the Effective Date, CONSULTANT shall be bound by all terms and conditions as provided herein. 4. COMPENSATION In consideration of the performance of the services described herein, CITY agrees to pay CONSULTANT on a time and materials basis at the rates specified in Exhibit "B," which is attached hereto and incorporated by reference into this Agreement, a fee, including all costs and expenses, not to exceed Fifty Nine Thousand Six Hundred Fifty Dollars ($59,650). 5. EXTRA WORK In the event CITY requires additional services not included in Exhibit "A" or changes in the scope of services described in Exhibit "A," CONSULTANT will undertake such work only after receiving written authorization from CITY. Additional 23-12409/301495 2 of 12 compensation for such extra work shall be allowed only if the prior written approval of CITY is obtained. 6. METHOD OF PAYMENT CONSULTANT shall be paid pursuant to the terms of Exhibit "B." 7. DISPOSITION OF PLANS, ESTIMATES AND OTHER DOCUMENTS CONSULTANT agrees that title to all materials prepared hereunder, including, without limitation, all original drawings, designs, reports, both field and office notices, calculations, computer code, language, data or programs, maps, memoranda, letters and other documents, shall belong to CITY, and CONSULTANT shall turn these materials over to CITY upon expiration or termination of this Agreement or upon PROJECT completion, whichever shall occur first. These materials may be used by CITY as it sees fit. 8. HOLD HARMLESS A. CONSULTANT hereby agrees to protect, defend, indemnify and hold harmless CITY, its officers, elected or appointed officials, employees, agents and volunteers from and against any and all claims, damages, losses, expenses, judgments, demands and defense costs (including, without limitation, costs and fees of litigation of every nature or liability of any kind or nature) arising out of or in connection with CONSULTANT's (or CONSULTANT's subcontractors, if any) negligent (or alleged negligent) performance of this Agreement or its failure to comply with any of its obligations contained in this Agreement by CONSULTANT, its officers, agents or employees except such loss or damage which was caused by the sole negligence or willful misconduct of CITY. CONSULTANT will conduct all defense at its sole cost and expense and CITY shall approve selection of CONSULTANT's counsel. This indemnity shall 23-12409/301495 3 of 12 apply to all claims and liability regardless of whether any insurance policies are applicable. The policy limits do not act as limitation upon the amount of indemnification to be provided by CONSULTANT. B. To the extent that CONSULTANT performs "Design Professional Services" within the meaning of Civil Code Section 2782.8, then the following Hold Harmless provision applies in place of subsection A above: "CONSULTANT hereby agrees to protect, defend, indemnify and hold harmless CITY and its officers, elected or appointed officials, employees, agents and volunteers, from and against any and all claims, damages, losses, expenses, demands and defense costs (including, without limitation, costs and fees of litigation of every nature or liability of any kind or nature) to the extent that the claims against CONSULTANT arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of CONSULTANT. In no event shall the cost to defend charged to CONSULTANT exceed CONSULTANT's proportionate percentage of fault. However, notwithstanding the previous sentence, in the event one or more other defendants to the claims and/or litigation is unable to pay its share of defense costs due to bankruptcy or dissolution of the business, CONSULTANT shall meet and confer with CITY and other defendants regarding unpaid defense costs. The duty to indemnify, including the duty and the cost to defend, is limited as provided in California Civil Code Section 2782.8. C. Regardless of whether subparagraph A or B applies, CITY shall be reimbursed by CONSULTANT for all costs and attorney's fees incurred by CITY in enforcing this obligation. This indemnity shall apply to all claims and liability regardless of whether any insurance policies are applicable. The policy limits do not act as a limitation upon the amount of indemnification to be provided by CONSULTANT. 23-12409/301495 4 of 12 9. PROFESSIONAL LIABILITY INSURANCE CONSULTANT shall obtain and furnish to CITY a professional liability insurance policy covering the work performed by it hereunder. This policy shall provide coverage for CONSULTANT's professional liability in an amount not less than One Million Dollars ($1,000,000.00) per occurrence and in the aggregate. The above- mentioned insurance shall not contain a self-insured retention without the express written consent of CITY; however an insurance policy "deductible" of Ten Thousand Dollars ($10,000.00) or less is permitted. A claims-made policy shall be acceptable if the policy further provides that: A. The policy retroactive date coincides with or precedes the initiation of the scope of work (including subsequent policies purchased as renewals or replacements). B. CONSULTANT shall notify CITY of circumstances or incidents that might give rise to future claims. CONSULTANT will make every effort to maintain similar insurance during the required extended period of coverage following PROJECT completion. If insurance is terminated for any reason, CONSULTANT agrees to purchase an extended reporting provision of at least two (2) years to report claims arising from work performed in connection with this Agreement. If CONSULTANT fails or refuses to produce or maintain the insurance required by this section or fails or refuses to furnish the CITY with required proof that insurance has been procured and is in force and paid for, the CITY shall have the right, at the CITY's election, to forthwith terminate this Agreement. Such termination shall not 23-12409/301495 5 of 12 effect Consultant's right to be paid for its time and materials expended prior to notification of termination. CONSULTANT waives the right to receive compensation and agrees to indemnify the CITY for any work performed prior to approval of insurance by the CITY. 10. CERTIFICATE OF INSURANCE Prior to commencing performance of the work hereunder, CONSULTANT shall furnish to CITY a certificate of insurance subject to approval of the City Attorney evidencing the foregoing insurance coverage as required by this Agreement; the certificate shall: A. provide the name and policy number of each carrier and policy; B. state that the policy is currently in force; and C. shall promise that such policy shall not be suspended, voided or canceled by either party, reduced in coverage or in limits except after thirty (30) days' prior written notice; however, ten (10) days' prior written notice in the event of cancellation for nonpayment of premium. CONSULTANT shall maintain the foregoing insurance coverage in force until the work under this Agreement is fully completed and accepted by CITY. The requirement for carrying the foregoing insurance coverage shall not derogate from CONSULTANT's defense, hold harmless and indemnification obligations as set forth in this Agreement. CITY or its representative shall at all times have the right to demand the original or a copy of the policy of insurance. CONSULTANT shall pay, in a prompt and timely manner, the premiums on the insurance hereinabove required. 23-12409/301495 6 of 12 11. INDEPENDENT CONTRACTOR CONSULTANT is, and shall be, acting at all times in the performance of this Agreement as an independent contractor herein and not as an employee of CITY. CONSULTANT shall secure at its own cost and expense, and be responsible for any and all payment of all taxes, social security, state disability insurance compensation, unemployment compensation and other payroll deductions for CONSULTANT and its officers, agents and employees and all business licenses, if any, in connection with the PROJECT and/or the services to be performed hereunder. 12. TERMINATION OF AGREEMENT All work required hereunder shall be performed in a good and workmanlike manner. CITY may terminate CONSULTANT's services hereunder at any time with or without cause, and whether or not the PROJECT is fully complete. Any termination of this Agreement by CITY shall be made in writing, notice of which shall be delivered to CONSULTANT as provided herein. In the event of termination, all finished and unfinished documents, exhibits, report, and evidence shall, at the option of CITY, become its property and shall be promptly delivered to it by CONSULTANT. 13. ASSIGNMENT AND DELEGATION This Agreement is a personal service contract and the work hereunder shall not be assigned, delegated or subcontracted by CONSULTANT to any other person or entity without the prior express written consent of CITY. If an assignment, delegation or subcontract is approved, all approved assignees, delegates and subconsultants must satisfy the insurance requirements as set forth in Sections 9 and 10 hereinabove. 23-12409/301495 7 of 12 14. COPYRIGHTS/PATENTS CITY shall own all rights to any patent or copyright on any work, item or material produced as a result of this Agreement. 15. CITY EMPLOYEES AND OFFICIALS CONSULTANT shall employ no CITY official nor any regular CITY employee in the work performed pursuant to this Agreement. No officer or employee of CITY shall have any financial interest in this Agreement in violation of the applicable provisions of the California Government Code. 16. NOTICES Any notices, certificates, or other communications hereunder shall be given either by personal delivery to CONSULTANT's agent (as designated in Section 1 hereinabove) or to CITY as the situation shall warrant, or by enclosing the same in a sealed envelope, postage prepaid, and depositing the same in the United States Postal Service, to the addresses specified below. CITY and CONSULTANT may designate different addresses to which subsequent notices, certificates or other communications will be sent by notifying the other party via personal delivery, a reputable overnight carrier or U. S. certified mail-return receipt requested: TO CITY: TO CONSULTANT: City of Huntington Beach Teri Black & Co, LLC ATTN: City Manager ATTN: Terri Black 2000 Main Street 25500 Hawthorne Blvd., Suite 1158 Huntington Beach, CA 92648 Torrance, CA 90505 23-12409/301495 8 of 12 17. CONSENT When CITY's consent/approval is required under this Agreement, its consent/approval for one transaction or event shall not be deemed to be a consent/approval to any subsequent occurrence of the same or any other transaction or event. 18. MODIFICATION No waiver or modification of any language in this Agreement shall be valid unless in writing and duly executed by both parties. 19. SECTION HEADINGS The titles, captions, section, paragraph and subject headings, and descriptive phrases at the beginning of the various sections in this Agreement are merely descriptive and are included solely for convenience of reference only and are not representative of matters included or excluded from such provisions, and do not interpret, define, limit or describe, or construe the intent of the parties or affect the construction or interpretation of any provision of this Agreement. 20. INTERPRETATION OF THIS AGREEMENT The language of all parts of this Agreement shall in all cases be construed as a whole, according to its fair meaning, and not strictly for or against any of the parties. If any provision of this Agreement is held by an arbitrator or court of competent jurisdiction to be unenforceable, void, illegal or invalid, such holding shall not invalidate or affect the remaining covenants and provisions of this Agreement. No covenant or provision shall be deemed dependent upon any other unless so expressly provided here. As used in this Agreement, the masculine or neuter gender and singular or plural number shall be deemed to include the other whenever the context so indicates or requires. Nothing contained herein shall be construed so as to require the commission of any act 23-12409/301495 9 of 12 contrary to law, and wherever there is any conflict between any provision contained herein and any present or future statute, law, ordinance or regulation contrary to which the parties have no right to contract, then the latter shall prevail, and the provision of this Agreement which is hereby affected shall be curtailed and limited only to the extent necessary to bring it within the requirements of the law. 21. DUPLICATE ORIGINAL The original of this Agreement and one or more copies hereto have been prepared and signed in counterparts as duplicate originals, each of which so executed shall, irrespective of the date of its execution and delivery, be deemed an original. Each duplicate original shall be deemed an original instrument as against any party who has signed it. 22. IMMIGRATION CONSULTANT shall be responsible for full compliance with the immigration and naturalization laws of the United States and shall, in particular, comply with the provisions of the United States Code regarding employment verification. 23. LEGAL SERVICES SUBCONTRACTING PROHIBITED CONSULTANT and CITY agree that CITY is not liable for payment of any subcontractor work involving legal services, and that such legal services are expressly outside the scope of services contemplated hereunder. CONSULTANT understands that pursuant to Huntington Beach City Charter Section 309, the City Attorney is the exclusive legal counsel for CITY; and CITY shall not be liable for payment of any legal services expenses incurred by CONSULTANT. 23-12409/301495 10 of 12 24. ATTORNEY'S FEES In the event suit is brought by either party to construe, interpret and/or enforce the terms and/or provisions of this Agreement or to secure the performance hereof, each party shall bear its own attorney's fees, such that the prevailing party shall not be entitled to recover its attorney's fees from the nonprevailing party. 25. SURVIVAL Terms and conditions of this Agreement, which by their sense and context survive the expiration or termination of this Agreement, shall so survive. 26. GOVERNING LAW This Agreement shall be governed and construed in accordance with the laws of the State of California. 27. SIGNATORIES Each undersigned represents and warrants that its signature hereinbelow has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify CITY fully for any injuries or damages to CITY in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. 28. ENTIRETY The parties acknowledge and agree that they are entering into this Agreement freely and voluntarily following extensive arm's length negotiation, and that each has had the opportunity to consult with legal counsel prior to executing this Agreement. The parties also acknowledge and agree that no representations, inducements, promises, agreements or warranties, oral or otherwise, have been made by that party or anyone acting on that party's behalf, which are not embodied in this Agreement, and that that party has not executed this Agreement in reliance on any representation, inducement, 23-12409/301495 11 of 12 promise, agreement, warranty, fact or circumstance not expressly set forth in this Agreement. This Agreement, and the attached exhibits, contain the entire agreement between the parties respecting the subject matter of this Agreement, and supersede all prior understandings and agreements whether oral or in writing between the parties respecting the subject matter hereof 29. EFFECTIVE DATE This Agreement shall be effective on the date of its approval by the City Attorney. This Agreement shall expire when terminated as provided herein. IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by and through their authorized officers. CONSULTANT, CITY OF HUNTINGTON BEACH, TERI BLACK & CO., LL,C a municipal corporation of the State of California By: City Manager itve,l ? - INITIATED AND APPROVED: print name ITS: (circle one)Chaim resides cc President AND Assistant City Manager APPROVED AS TO FORM: By: City Attorney tWi print name ITS: (circle one)Secretary/Chief Financial Officer/Asst. Date Secretary--'Treasurer RECEIVE AND FILE: COUNTERPART City Clerk Date 23-12409/301495 12 of 12 promise, agreement, warranty, fact or circumstance not expressly set forth in this Agreement. This Agreement, and the attached exhibits, contain the entire agreement between the parties respecting the subject matter of this Agreement, and supersede all prior understandings and agreements whether oral or in writing between the parties respecting the subject matter hereof. 29. EFFECTIVE DATE This Agreement shall be effective on the date of its approval by the City Attorney. This Agreement shall expire when terminated as provided herein. IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by and through their authorized officers. CONSULTANT, CITY OF HUNTINGTON BEACH, TERI BLACK& CO., LLC a municipal corporation of the State of California PI By: ity Manager INITIATED AND APPROVED: print name ITS: (circle one)Chairman/PresidentNice President AND Assistant City Man•'_er APPROVED • . A ORM: By: 000&joir °' y -ttorney print name ITS: (circle one)Secretary/Chief Financial Officer/Asst. 1 ate Secretary—Treasurer RECEIV ND FILE: LL COUNTERPART T Sot, T City Clerk Date `)123 23-12409/301495 12 of 12 EXHIBIT "A" A. STATEMENT OF WORK: (Narrative of work to be performed) Executive recruitment for Chief Financial Officer and Human Resources Director B. CONSULTANT'S DUTIES AND RESPONSIBILITIES: Phase I • Develop ideal candidate profile in partnership with the Client • Design and execute advertising,marketing, and social media campaigns Phase II • Produce and distribute recruitment brochure (traditional &electronic mail) • Conduct extensive personal outreach activities Phase III • Conduct screening interviews • Develop and deliver written report to client(highlighting the results of the recruitment and subsequent screening interviews) Phase IV1 • Design and facilitate candidate interviews with the Client (in-person or via Zoom) • Offer interview coaching sessions and debriefing opportunities to Finalists • Assist Client with final selection deliberations • Perform background and reference checks (top candidate) • Facilitate negotiations and transition details C. CITY'S DUTIES AND RESPONSIBILITIES: D. WORK PROGRAM/PROJECT SCHEDULE: I TBC may make recommendations regarding redesigning Phase IV of process based on depth of candidate pool. Exhibit A EXHIBIT "B" Payment Schedule (Fixed Fee Payment) Description Amount Professional Fee $42,000 Reimbursable Expenses (not to exceed)* Advertising $ 5,600 Recruitment Brochure&Mailing $ 4,000 Administrative Support $ 5,650 Printing& FedEx $ 600 Background &record checks $ 1,200 Consultant Travel (mileage only) $ 600 Project Reimbursable Expenses $ 17,650 Total Costs $59,650 * Reimbursable Expenses by Category are an estimation. Invoices may reflect actual expense amounts in any given category that are above or below the estimated amount,however,total expenses billed during the project shall not exceed the total"Project Expenses (NTE)" amount as stated. l. CONSULTANT shall be entitled to monthly progress payments toward the fixed fee set forth herein in accordance with the following progress and payment schedules. 2. Delivery of work product: A copy of every memorandum, letter, report, calculation and other documentation prepared by CONSULTANT shall be submitted to CITY to demonstrate progress toward completion of tasks. In the event CITY rejects or has comments on any such product, CITY shall identify specific requirements for satisfactory completion. 3. CONSULTANT shall submit to CITY an invoice for each monthly progress payment due. Such invoice shall: A) Reference this Agreement; B) Describe the services performed; C) Show the total amount of the payment due; D) Include a certification by a principal member of CONSULTANT's firm that the work has been performed in accordance with the provisions of this Agreement; and E) For all payments include an estimate of the percentage of work completed. Upon submission of any such invoice, if CITY is satisfied that CONSULTANT is making satisfactory progress toward completion of tasks in accordance with this Agreement, CITY shall approve the invoice, in which event payment shall be made within thirty (30) days of receipt of the invoice by CITY. Such approval shall not be unreasonably withheld. If CITY does not approve an invoice, CITY shall notify CONSULTANT in writing of the reasons for non-approval and the schedule of performance set forth in Exhibit "A" may at the option of CITY be suspended until the parties agree Exhibit B that past performance by CONSULTANT is in, or has been brought into compliance, or until this Agreement has expired or is terminated as provided herein. 4. Any billings for extra work or additional services authorized in advance and in writing by CITY shall be invoiced separately to CITY. Such invoice shall contain all of the information required above, and in addition shall list the hours expended and hourly rate charged for such time. Such invoices shall be approved by CITY if the work performed is in accordance with the extra work or additional services requested, and if CITY is satisfied that the statement of hours worked and costs incurred is accurate. Such approval shall not be unreasonably withheld. Any dispute between the parties concerning payment of such an invoice shall be treated as separate and apart from the ongoing performance of the remainder of this Agreement. Exhibit B PROFESSIONAL SERVICES CONTRACT BETWEEN THE CITY OF HUNTINGTON BEACH AND FOR Table of Contents 1 Scope of Services 1 2 City Staff Assistance 2 3 Term; Time of Performance 2 4 Compensation 2 5 Extra Work 2 6 Method of Payment 3 7 Disposition of Plans, Estimates and Other Documents 3 8 Hold Harmless 3 9 Professional Liability Insurance 4 10 Certificate of Insurance 5 11 Independent Contractor 6 12 Termination of Agreement 6 13 Assignment and Delegation 6 14 Copyrights/Patents 7 15 City Employees and Officials 7 16 Notices .7 17 Consent 8 18 Modification 8 19 Section Headings 8 20 Interpretation of this Agreement 8 21 Duplicate Original 9 22 Immigration 9 23 Legal Services Subcontracting Prohibited 9 24 Attorney's Fees 10 25 Survival 10 26 Governing Law 10 27 Signatories 10 28 Entirety 10 29 Effective Date 11 ACCORD® CERTIFICATE OF LIABILITY INSURANCE DATE(MMIDDNYYY) 09/27/2022 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(les) 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 NAME: Hiscox Inc.d/b/a/Hlscox Insurance Agency in CA PHONE FAX 520 Madison Avenue (A/C,No.EA) (888)202-3007 INC.No): 32nd Floor ADDRESS: contact@hiscox.com New York,New York 10022 INSURER(S)AFFORDING'COVERAGE NAIC r! INSURER A: Hlscox Insurance Company Inc 10200 INSURED INSURER B: Teri Black&Company,LLC INSURER C: 25500 Hawthorne Blvd Ste 1158 Torrance,CA 90505 INSURER D: INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: 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 MAY BE ISSUED OR MAY PERTAIN,THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN 1S SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS, INSR TYPE OF INSURANCE ADDL SUBR POLICY EFF POLICY EXP LIMITS LTRINSR WVD POLICY NUMBER (MMIDDNYYY) (MM/DDNYYY) COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ CLAIMS-MADE OCCUR PREM PREMISES(Ea occurrAGE TO ence) $ MED EXP(Any one person) $ PERSONAL RADVINJURY $ GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ POLICY I I spa LOC PRODUCTS-COMP/OP AGO S OTHER: $ AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT $ (Ea accident) ANY AUTO BODILY INJURY(Per person) S ALL OWNED SCHEDULED BODILY INJURY(Per accident) S AUTOS _ AUTOS HIRED AUTOSNO AUTNOSWNED P(Per acci TY DAMAGE S UMBRELLA LIAB OCCUR EACH OCCURRENCE S EXCESS LIAR CLAIMS-MADE AGGREGATE S DEO RETENTION$ S WORKERS COMPENSATION PER AND EMPLOYERS'LIABILITY Y 1 N STATUTE EERH ANYPROPRIETORIPARTNER/EXECUTIVE NIA E.L.EACH ACCIDENT $ OFFICER/MEMBER EXCLUDED? (Mandatory In NH) E.L.DISEASE-EA EMPLOYEE $ If yes,describe under DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ A Professional Liability P100.588.685.9 09/28/2022 09/28/2023 Each Claim:$2,000,000 Aggregate:$2,000,000 DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (ACORD 101,Additional Remarks Schedule,may be attached If more space Is required) APPROVED AS'TQ FORM By: MICHAEL E.GATES CITY ATTORNEY CITY OF HUNTINGTON BEACH CERTIFICATE HOLDER CANCELLATION City of Huntington Beach 2000 Main Street SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE Huntington Beach,CA 92648 THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS, AUTHORIZED REPRESENTATIVE ©1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD 0 :2d CITY OF HUNTINGTON BEACH o► us Inter-Office Memo TO: City Clerk's Office FROM: Travis Hopkins, Assistant City Manager CC: Grace Yoon-Taylor, Principal Management Analyst DATE: 2/9/2023 SUBJECT: PSA with Teri Black & Company, LLC This is to inform you that this contract was established to piggyback the City of Long Beach's professional service agreement contract for similar scope of work per the Municipal Code Chapter 3.03.080. Through PSA Form I and II, this arrangement was approved by Finance — Purchasing office. Should you have any questions, please contact my office. Thank you. of LONG, Purchase Order ��� CITY OF LONG BEACH 411 W. OCEAN BLVD ~4. - mb LONG BEACH, CA 90802 Fiscal Year: 2023 Page: 1 of 2 n �� ti 9 O-PoRATIP THIS NUMBER MUST APPEAR ON ALL INVOICES, PACKAGES, SHIPPING DOCUMENTS, AND CORRESPONDENCE. Purchase Order# 22300734 N BLACK, TERI & COMPANY LLC Delivery must be made within doors of 25500 HAWTHORNS BLVD, STE 1158 specified destination. O TORRANCE, CA 90505 R B PW BUSINESS OPERATIONS PW BUSINESS OPERATIONS I PUBLIC WORKS DEPARTMENT H PUBLIC WORKS DEPARTMENT L 411 W OCEAN BLVD 5TH FLR I 411 W OCEAN BLVD 5TH FLR L LONG BEACH, CA 90802 P LONG BEACH, CA 90802 Email: PWAD-ACCTSPAY@LONGBEACH.GOV Email: PWAD-ACCTSPAYLONGBEACH.GOV T Phone: 562-570-6383 T Phone: 562-570-6383 0 Fax: 562-570-6015 O Fax: 562-570-6015 Vendor Phone Number Contract Number Requisition Number Department Contact E-mail 424-296-3111 12300101 Lauren Rivera Lauren.Rivera( longbeach.gov Date Ordered Date Required Vendor Number Freight Method/Terms Department/Location 10/14/2022 2451 SEE TERMS BELOW PW BUSINESS OPERATIONS Item# Description/PartNo QTY UOM Unit Price Extended Price TB&CO. RECRUITMENT SVCS - CITY ENGINEER The Above Purchase Order Number Must Appear On All Correspondence - Packing Sheets And Bills Of Lading F.O.B Destination 1 City of Long Beach Recruitment 1.0 EACH $30,500.00 $30,500.00 City Engineer Phase I • Update and refine city produced recruitment brochure in partnership with the Client • Design and execute advertising, marketing, and social media campaigns • Conduct informal salary survey Phase II • Produce and distribute updated recruitment brochure (traditional & electronic mail) • Conduct extensive personal outreach activities Phase III • Comprehensive review of all applicant materials • Conduct screening interviews • Develop and deliver written report to client (highlighting the results of the recruitment and subsequent screening interviews) Phase IV • Design and facilitate candidate interviews with the Client (in- person or via video) • Offer interview coaching sessions and debriefing opportunities to Finalists •Assist Client with final selection deliberations • Perform background and reference check (top candidate) • Facilitate negotiations and transition details Total Ext. Price $30,500.00 PO Total $30,500.00 CITY OF LONG BEACH PURCHASE ORDER-GENERAL CONDITIONS 1. Issuance of this Purchase Order by City constitutes acceptance of Supplier's offer 18.Any indebtedness of Supplier to City may, at the City's option, be credited against on the terms and conditions stated herein,and forms a contract. amounts owing by City hereunder. 2. City will not pay charges for taxes, transportation, boxing, packaging, crating or 19.Supplier shall furnish further itemization and breakdown of the Purchase Order price wheh returnable containers unless separately stated hereon. All sales, use, excise or requested by City. similar taxes to be paid by City must be itemized separately hereon and on 20.Supplier and its subcontractor(s) shall not discriminate against any person in the invoices. City is exempt from payment of Federal Excise Tax under Certificate performance of this Purchase Order on the basis of race, religion, national origin, color, Number 95-730502K and supplier shall not charge this tax to City. age, sex, sexual orientation, AIDS, HIV status, handicap or disability, and shall comply 3. City's obligation to pay the sum herein stated for any one fiscal year shall be with applicable federal and state equal employment opportunity laws, ordinances, rule contingent upon the City Council appropriating the necessary funds.A fiscal year and regulations. commences on October 1 and ends on September 30 of the following year. If the 21.Supplier shall comply with all applicable federal, state and local laws, rules, regulations City Council fails to appropriate the necessary funds for any fiscal year, then the and ordinances pertaining to the subject matter hereof, and shall obtain all necessary Purchase Order shall terminate at no additional cost or obligation to City. licenses and permits related to the items,work or services. 4. Time is of the essence. If at any time Supplier believes that goods, materials, 22.Supplier, its employees,and agents shall be considered independent contractors and not equipment, supplies ("item"), labor or services will not be made as scheduled, employees or agents of City. supplier shall immediately give written notice stating the cause of the delay to City. 23.City's purchases are based on its actual needs and requirements:City is obligated only to Deliveries must be prepaid. City will not accept COD shipments. purchase those items and those quantities that City needs and requires,regardless of any 5. City reserves the right at any time to make changes in drawings and specifications, estimated quantities provided to the Supplier. in methods of shipment and packaging, and in place(s)of delivery. If necessary, 24.The issuance of this Purchase Order does not make Supplier the exclusive supplier of there will be an equitable adjustment in price and time of performance mutually items or services that are the subject of this Purchase Order. satisfactory to Supplier and City; but any claim by Supplier for such an adjustment THE FOLLOWING ADDITIONAL CONDITIONS APPLY WHEN SUPPLIER IS TO must be made in writing within thirty(30)days after such change. PERFORM WORK ON THE PREMISES OF CITY: 6. Supplier warrants that the items delivered and the work or services performed shall conform to the specifications,drawings, samples or other description specified by 25.If,during the work,Supplier allows any indebtedness or lien to accrue for labor,equipment City and shall be fit and sufficient for the purpose intended,merchantable,of good or materials,which may become a claim against City,Supplier shall immediately pay such materials and workmanship, in good working order and free from defect or faulty claim or indebtedness or cause such lien to be dissolved and discharged by giving a bond workmanship for a period of at least ninety (90) days, after delivery. When and, in case of failure to do so, City may withhold any money due to Supplier until such defective items or faulty workmanship is discovered,Supplier shall provide all labor, claim,indebtedness or lien is paid or may apply such money toward the discharge thereof; materials,parts and equipment to correct such defect or make such replacement at or City may,at its option,cancel this Purchase Order,take possession and control of the no expense to the City. Defective items not meeting City's specifications shall be work,and complete the same or cause the same to be completed. Supplier shall pay to held for Supplier's instructions at Supplier's risk and; if Supplier so directs,will be City the difference between the Purchase Order price and the actual cost to City in returned at Supplier's expense. completing or causing the work to be completed. 7. Supplier shall defend, indemnify and hold harmless City, its officials, employees 26.Supplier shall perform the work at Supplier's own risk until the same is fully completed and and agents harmless from all loss, damage, liability, demands, claims, causes of accepted and shall, in case of any accident, destruction or injury to the work or items action, costs and expenses (including reasonable attorneys' fees) for injuries to before final completion and acceptance, repair or replace the work or items so injured, persons(including death)or damage or destruction to property connected with or damaged or destroyed, at Supplier's own expense and to the satisfaction of City. When arising from the negligent acts or omissions, willful misconduct or items are furnished by others for installation or erection by Supplier,Supplier shall receive, misrepresentations of Supplier,its agents or employees in the performance of this unload,store,and handle same at site and become responsible therefore,as though such Purchase Order or relating to a claim of infringement of a patent, trademark or items were being furnished by Supplier under the Purchase Order. copyright. 27.Supplier shall maintain,at its expense,until completion of performance and acceptance by 8. City reserves the right to terminate this Purchase Order, or any part of it, at any the City, the following insurance coverage from an insurer with a current financial time even though Supplier is not in default. On receipt of notice of termination, responsibility rating of A-or better and a current financial size category of A:V(admitted) Supplier shall, unless such notice otherwise directs, immediately discontinue all or A-VII(non-admitted)or better as reported by A.M.Best Company or equivalent,unless work on the Purchase Order and deliver, if and as directed,to City all completed waived in writing by Risk Management. Any insurance provided by Supplier that requires and partially completed items and work in process. This section shall not limit or the City to tender a suit or claim to their own insurers or to make their own insurance affect the right of City to terminate this Purchase Order immediately upon Supplier's available is not permitted. breach. a. COMPREHENSIVE GENERAL LIABILITY: minimum insurance coverage required is 9. City reserves the right to terminate this Purchase Order or any part of it and reject $1,000,000 combined single limit per occurrence and$2,000,000 annual aggregate.The delivery of items if delivery is not made when and as specified. Supplier shall be City of Long Beach, its Boards, Commissions, employees and agents shall be endorsed charged for any direct losses, but not any consequential damages, sustained by onto the Supplier's policy as additional insureds. City by reason of such delay or failure,except losses caused by a delay for reasons b. AUTOMOBILE LIABILITY: minimum insurance coverage required is$500,000 combined beyond Supplier's reasonable control. Direct losses shall include any costs to City single limit for bodily injury and property damage covering owned, non-owned and hired in excess of the Purchase Order price of obtaining items or services from other vehicles.The City of Long Beach,its Boards,Commissions,employees and agents shall sources similar to those terminated or rejected. be endorsed onto the Supplier's policy as additional insureds. 10.Supplier shall not substitute items without written approval of the City Purchasing c. WORKERS COMPENSATION: As required by the California Labor Code, coverage to Agent or designee. include employers liability with a minimum limit of $1,000,000 per occurrence. Self- 11.All license fees for City's use of patented or copyrighted items for items furnished insurance must be approved by the City. The policy shall contain a waiver of subrogation under this Purchase Order shall be included in the Purchase Order price. in favor of the City of Long Beach, its Boards, Commissions, employees and agents. 12.In cases where a price subject to escalation has been agreed upon,all claims for Supplier shall require that its subcontractors comply with this Section and Section 7. Each such price escalation must be received by City within sixty(60)days after date of policy shall be endorsed to state that coverage shall not be cancelled or reduced in limit or final shipment. The price escalation shall be shown as a separate item on the scope except after 30 days(10 days for non-payment of premium)prior written notice to invoice. Unless an escalator clause has been shown as a specific part of this the City. All coverage shall be primary and non-contributory with respect to the City. Purchase Order, Supplier shall not be entitled to reimbursement for costs incurred Supplier shall furnish to the City before performance Certificates of Insurance and original due to escalation. endorsements with the original signature of one authorized by the insurer to bind coverage 13.All items or services provided under this Purchase Order shall comply with the on its behalf.This insurance shall not be deemed to limit Supplier's liability hereunder.The Safety Orders and Regulations of the California Division of Industrial Safety,Title 8, City reserves the right to require complete certified copies of policies. If Supplier fails to California Code of Regulations(CAL/OSHA)and all applicable OSHA regulations furnish said insurance,the City may terminate this Purchase Order. as well as all other applicable sections of the California Code of Regulations. 28.Supplier shall comply with the Standard Specifications for Public Works Construction, Supplier shall defend, indemnify and hold harmless City, its officials, employees latest edition,and provide bonds required by the City. and agents from any loss,claim,cause of action,liability,cost or expense,including 29.Supplier shall comply with prevailing wage requirements in Chapter 2.87 of the Long but not limited to fines, penalties, corrective measures, and attorney's fees, City Beach Municipal Code, e.g. the requirement to pay prevailing wages to contractors or may sustain by reason of Supplier's failure to comply. subcontractors for public work. Public work includes the construction or repair of any 14.Supplier shall keep confidential and not disclose or use in any way confidential public building, street, sewer or other property or improvement work done under contract business or technical information that the City may disclose in conjunction with this and paid for, in whole or in part,out of public funds. Prevailing wage determinations are Purchase Order or Supplier may learn as a result of entering City property to deliver made by the California Department of Industrial Relations(DIR)for per diem wages and items or services or to perform work hereunder. holiday and overtime work in the locality in which the public work is to be performed for 15.Supplier shall not assign this Purchase Order or any part hereof or any payments each craft,classification or type of worker needed to perform the work under the contract. due hereunder or delegate any duties without City's prior written approval. Copies of the prevailing rate of per diem wages are on file at the City's Purchasing 16.City's remedies herein are cumulative and additional to any other remedies at law Division office,which shall be made available to any interested party on request. or in equity. The waiver of any breach of this Purchase Order shall not be deemed 30.By accepting this purchase order, you are acknowledging that it was created in a waiver of any other or subsequent breach. City's failure to object to provisions accordance with city purchasing ordinance and state law. contained in any communication from Supplier shall not be deemed an acceptance of such provisions or a waiver of the provisions of this Purchase Order. 17.This Purchase Order shall not be amended, modified or rescinded, except by written agreement signed by the parties and expressly referring to this Purchase This information is also available at www.longbeach.gov/purchasing Order. PO-GeneralConditionsRevised020619 TB CO. T BLACK & COMPANYERI , LLC 1 frr J'tIdrr in,'ri'mi'r're ufiw u'amh City of Long Beach Recruitment Price Quote City Engineer September 2022 SCOPE OF WORK The scope of work presented represents a comprehensive City Engineer recruitment that includes the following services: Phase I • Update and refine city produced recruitment brochure in partnership with the Client • Design and execute advertising, marketing, and social media campaigns • Conduct informal salary survey Phase II • Produce and distribute updated recruitment brochure (traditional & electronic mail) • Conduct extensive personal outreach activities Phase III • Comprehensive review of all applicant materials • Conduct screening interviews • Develop and deliver written report to client (highlighting the results of the recruitment and subsequent screening interviews) Phase IV1 • Design and facilitate candidate interviews with the Client (in-person or via video) • Offer interview coaching sessions and debriefing opportunities to Finalists • Assist Client with final selection deliberations • Perform background and reference check (top candidate) • Facilitate negotiations and transition details PROPOSED RECRUITMENT MILESTONES Activities Completed by Initial meeting with client; develop Ideal Candidate Profile October Launch recruitment, advertising, marketing, and social media campaigns October Recruitment open; proactive candidate outreach October Screening interviews & report results back to client (via video) November Finalist interviews in-person or via video November/December Negotiations complete; background & reference check December 1TBC may make recommendations regarding redesigning Phase IV of process based on depth of candidate pool. City of Long Beach Recruitment Quote—September 2022 Page 2 PROFESSIONAL FEES The professional fee for this director level assignment is $21,500. This includes all work outlined in Phases I — IV in the proposal's scope of work. Because of our results-oriented philosophy, the professional fee covers the entire scope of work. Services include conference calls/video meetings/on-site visit for the purposes of gathering stakeholder feedback on candidate profile, briefing client on results of the recruitment, facilitating panel interview2, assisting the client with selection deliberations, and conducting background and reference check. REIMBURSABLE EXPENSES3 (NOT TO EXCEED) Advertising $3,000 Recruitment Brochure & mailing $1,500 Administrative & project support $3,000 Shipping & FedEx $ 600 Background & records checks $ 600 Consultant Travel (mileage& parking) $ 300 Project expenses (NTE) $9,000 Professional fees and expenses are billed in phases as work progresses and expenses are incurred. Expenses are billed at their actual level and are never marked-up or inflated with special fees. Placement Guarantee If a candidate selected and appointed by the City of Long Beach terminates employment for any reason before the completion of the first year of service as a result of a comprehensive TBC recruitment, the firm will provide the Client with the necessary consulting services required to secure a replacement. Professional consulting services will be provided at a discounted rate of 25% - 50% of the original fee.4 Expenses will be covered by the Client. Fee for Additional Placements & Discounts Because of the challenging market for top talent, our clients are increasingly taking advantage of selecting more than one outstanding candidate from a single recruitment that will benefit the organization in a different capacity. In these instances, a $4,000 placement fee per additional candidate placed will apply and will include completion of background check records review as well as reference checking. 2 Our professional fee includes one day of facilitated panel interviews either by video or in-person. 3 Reimbursable Expenses by Category are an estimation. Invoices may reflect actual expense amounts in any given category that are above or below the estimated amount,however, total expenses billed during the project shall not exceed the total"Project Expenses(NTE)"amount as stated. 4 To be negotiated at the time of re-engagement and will be dependent on scope of work needed to refill the position. City of Long Beach Recruitment Quote—September 2022 Page 3 LEAD CONSULTANT/PRIMARY CONTACT Tina White (Senior Recruiter) will be the lead recruiter and main point of contact on this project. Teri Black and other members of the TBC support team will also be intimately engaged in the successful completion of this assignment. Respectfully submitted: A-m-4d Teri Black President Teri Black & Co., LLC Date: September 28, 2022 25500 Hawthorne Blvd., Suite 1158 Torrance, CA 90505 Tel 424.296.3111 EIN #13-4346458