HomeMy WebLinkAboutProfessional Services Agreement with HR Related LLC for HR Consulting ServicesAGREEMENT
FOR
PROFESSIONAL SERVICES
REEMENT made this ~ ~`~ day of ~' ~~ ~ , 2011, by and
THIS AG ____-
' f Meridian a munici al co oration organized under the laws of the State of
between the City o p ~
' referred to as "CITY", 33 East Broadway Avenue, Meridian, Idaho 83642, and
Idaho, hereinafter
TED LLC hereinafter referred to as "HR RELATED, LLC", 2047 S. Doe Creek Way,
HR RELA ,
Boise Idaho 83709.
1. Sco a of Services: HR RELATED, LLC shall perform all services, and comply
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in all res ects as s ecified in the document titled "Scope of Services" a copy of
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which is attached hereto as Exhibit "A" and incorporated herein by this reference,
to ether with an amendments that maybe agreed to in writing by the parties.
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2. Time of Performance: This agreement shall become effective upon execution by
oth arties and shall ex ire on Se tember 30, 2012 unless earlier terminated or
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extended.
3. Indemnification and Insurance: HR RELATED, LLC, shall indemnify and
save and hold harmless CITY from and for any and all losses, claims, actions,
'ud ments for damages, or injury to persons or property and losses and expenses
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caused or incurred by HR RELATED, LLC, its servants, agents, employees,
uests, and business invitees, and not caused by or arising out of the tortious
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conduct of CITY or its employees. HR RELATED, LLC will provide services to
the CITY and shall be liable for all acts of their employees while upon the
remises of the CITY. The CITY will further indemnify HR RELATED, LLC,
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for an losses, claims, actions, or acts by the, CITY, its agents or employees, taken
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in furtherance or related to the services received from HR RELATED, LLC.
4. Inde endent Contractor: In all matters pertaining to this agreement, HR
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RELATED, LLC shall be acting as an independent contractor, and neither HR
RELATED, LLC nor any officer, employee or agent of HR RELATED, LLC will
be deemed an employee of CITY. The selection and designation of the personnel
of the CITY in the performance of this agreement shall be made by the CITY.
5. Compensation: HR RELATED, LLC shall be compensated for Human
Resources Consulting pursuant to and specified in attached Exhibit "A." For the
oses of contact for compliance with this Agreement HR RELATED, LLC
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may deal exclusively with:
Human Resources Director
City of Meridian
33 E. Broadway
Meridian, ID 83642
A reement -Human Resources Consulting - HR Related LLC -page 1 of 5
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of Pa meat: HR RELATED, LLC will be paid at the rate as specified in
6. Method y
e of Services as referenced in Article 1 above. HR RELATED, LLC shall
the Scop
be res onsible to rovide an accounting of services provided. HR RELATED,
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LLC will be aid within thirty days (30) of providing the City with an invoice.
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. Notices: An and all notices required to be given by either of the parties hereto,
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unless otherwise stated in this agreement, shall be in writing and be deemed
communicated when mailed in the United States mail, certified, return receipt
requested, addressed as follows:
City of Meridian
3 3 E. Broadway Avenue
Meridian, Idaho 83642
HR RELATED, LLC
2047 S. Doe Creek Way
Boise, Idaho 83709
Either may change their address for the purpose of this paragraph by giving
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written notice of such change to the other in the manner herein provided.
8. Attorne Fees: Should any litigation be commenced between the parties hereto
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concerning this Agreement, the prevailing party shall be entitled, in addition to
an other relief as maybe granted, to court costs and reasonable attorneys' fees as
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determined b a Court of competent jurisdiction. This provision shall be deemed
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to be a separate contract between the parties and shall survive any default,
termination or forfeiture of this Agreement.
9. Time is of the Essence: The parties hereto acknowledge and agree that time is
strictl of the essence with respect to each and every term, condition and provision
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hereof, and that the failure to timely perform any of the obligations hereunder
shall constitute a breach of, and a default under, this Agreement by the party so
failing to perform.
10. Assi nment: It is expressly agreed and understood by the parties hereto, that HR
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RELATED, LLC shall not have the right to assign, transfer, hypothecate or sell
an of its rights under this Agreement except upon the prior express written
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consent of CITY.
11. Discrimination Prohibited: In performing the Services required herein, HR
RELATED, LLC shall not discriminate against any person on the basis of race,
color, religion, sex, national origin or ancestry, age or disability.
12. Reports and Information: At such times and in such forms as the CITY may
re uire, there shall be furnished to the CITY such statements, records, reports,
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data and information as the CITY may request pertaining to matters covered by
this Agreement.
A Bement -Human Resources Consulting - HR Related LLC -page 2 of 5
13. Audits and Ins ections: At any time during normal business hours and as often
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as the CITY ma deem necessary, there shall be made available to the CITY for
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examination all of HR RELATED, LLC' S records with respect to all matters
covered b this A reement. HR RELATED, LLC shall permit the CITY to audit,
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examine and make excerpts or transcripts from such records, and to make audits
of all contracts, invoices, materials, payrolls, records of personnel, conditions of
em to ent and other data relating to all matters covered by this Agreement.
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14. Publication, Re roduction and Use of Material: No material produced in
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whole or in art under this Agreement shall be subject to copyright in the United
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States or in any other country. The CITY shall have unrestricted authority to
ublish disclose and otherwise use, in whole or in part, any reports, data or other
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materials prepared under this Agreement.
15. Com liance with Laws: In performing the scope of services required hereunder,
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HR RELATED, LLC shall comply with all applicable laws, ordinances, and codes
of Federal, State, and local governments.
16. Chan es: The CITY may, from time to time, request changes in the Scope of
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Services to be performed hereunder. Such changes, including any increase or
decrease in the amount of HR RELATED, LLC' S compensation, which are
mutuall a reed upon by and between the CITY and HR RELATED, LLC, shall
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be incorporated in written amendments to this Agreement.
17. Termination: If, through any cause, HR RELATED, LLC, its officers,
em to ees, or agents fails to fulfill in a timely and proper manner its obligations
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under this Agreement, violates any of the covenants, agreements, or stipulations
of this A eement, falsifies any record or document required to be prepared under
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this a reement, engages in fraud, dishonesty, or any other act of misconduct in the
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erformance of this contract, or if the City Council determines that termination of
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this A eement is in the best interest of CITY, the CITY shall thereupon have the
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ri ht to terminate this Agreement by giving written notice to HR RELATED, LLC
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of such termination and specifying the effective date thereof at least fifteen (15)
da s before the effective date of such termination. HR RELATED, LLC may
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terminate this agreement at any time by gluing at least sixty (60) days notice to
CITY.
In the event of any termination of this Agreement, all finished or unfinished
documents, data, and reports prepared by HR RELATED, LLC under this
A eement shall, at the option of the CITY, become its property, and HR
RELATED, LLC shall be entitled to receive dust and equitable compensation for
any work satisfactorily complete hereunder.
Notwithstanding the above, HR RELATED, LLC shall not be relieved of liability
to the CITY for damages sustained by the CITY by virtue of any breach of this
Agreement by HR RELATED, LLC, and the CITY may withhold any payments to
A reement -Human Resources Consulting - HR Related LLC -page 3 of 5
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HR RELATED, LLC for the purposes ofset-off until such time as the exact
amount of damages due the CITY from HR RELATED, LLC is determined. This
provision shall survive the termination of this agreement and shall not relieve HR
RELATED, LLC of its liability to the CITY for damages.
18. Construction and Severability: If any part of this Agreement is held to be
invalid or unenforceable, such holding will not affect the validity or enforceability
of any other part of this Agreement so long as the remainder of the Agreement is
reasonably capable of completion.
19. Entire Agreement: This Agreement contains the entire agreement of the parties
and supersedes any and all other agreements or understandings, oral of written,
whether previous to the execution hereof or contemporaneous herewith.
20. Applicable Law: This Agreement shall be governed by and construed and
enforced in accordance with the laws of the State of Idaho, and the ordinances of
the City of Meridian.
21. Approval Required: This Agreement shall not become effective or binding until
approved by the City of Meridian.
HR RELATED, LLC
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CITY OF MERIDIAN
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Agreement -Human Resources Consulting - HR Related LLC -page 4 of 5
STATE OF IDAHO, )
ss:
County of Ada, )
• °~~ of ,~, , 201 1, before me, the undersigned, a Notary
On this (~ _ day
' e ersonall a eared . ~. ~ . ~~ ~. ~ ~ , known or
Public in and for said Stat , p y pp
• ~ ~ ~ ~ „`,~ of HR RELAT D, LLC and whose
identified to me to be the ~~ f ~ C
' 'thin instrument and acknowledged to me that she executed the same
name is subscribed to the wi
for HR RELATED, LLC.
OF I have hereunto set my hand and affixed my official seal the
IN WITNESS WHERE ,
da and year in this certificate first above written.
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STATE OF IDAHO, )
ss:
County of Ada, )
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Notary Public for Idaho
Residing at: ~- Ss> ~
M Commission Expires: 3 ~ ~ ~ 4~
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' ~~ da of ~. , 201 1, before me, the undersigned, a Notary
On this y
' i State ersonall a eared Tammy de Weerd and Jaycee Holman, known
Public In and for sad , p y pp
' Ma or and Ci Clerk, respectively, for the City of Meridian, and the
or identified to me to be the y ty
ubscribed to the within instrument, and acknowledged to me that they
persons whose names are s
executed the same on behalf of the City of Meridian.
HEREOF I have hereunto set my hand and affixed my official seal the
IN WITNESS W
da and year in this certificate first above written.
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A reement -Human Resources Consulting - HR Related LLC -page 5 of 5
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Scope of Services
HR Related, LLC
Identified services support City's focus on organizational excellencelexecution
• Review and recommend purchase ofpre-developed curriculum for
Caxeer/Employee Development Training Program
~.• Develop City-wide Employee Training
o Development of City Wide employee training program content
o Ensure consistency and integration with City values, current training, and
overall efforts and curriculum
o Support, follow up, and review of City Wide training programs
o Customize purchased curriculum to include City Values
• Delivery of developed curriculum for the employee training programs
• Provide ongoing support on utilization of employee training programs
• General Counseling regarding the following HR functions:
o Confidential HR discussions
o Training/Developmentplans and presentations
o Internal investigations and resources
o Interview design, questions, and recommendations
o Employee expectations and corrective action plans
•'• Team Enhancement
o Small team enhancement sessions for departments/divisions to improve
teamwork, collaboration, and alignment
•'• One-on-One coaching
o Executive Coaching
o Management Development
o Coaching given reality issues
Retainer $2000 per month