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HomeMy WebLinkAboutAgreement_General_03/07/2017 STATEMENT OF WORK FOR ROBERT HALF MANAGEMENT RESOURCES This Statement of Work for Robert Half Management Resources ( "SOW "), effective as of March 10, 2017, is entered into by and between Village of Tequesta ( "Client ") and Robert Half International Inc., through its division Robert Half Management Resources ( "RHMR" or "Contractor "). 1. SC.00e of Engag emeM. RHMR will assign one or more individual(s) to Client to assist Client with its completion of the following: Perform the functions of the Finance Director role and at the end of the assignment provide management with a report with recommendations for process improvements and any Issues that were discovered during the normal course of the performing their duties. 2. Assigned_IndWId".s. RHMR will assign the following individual(s) (each an "Assigned Individual ") to Client for this engagement: Name of Assigned individual Hourly Bill Rate Estimated Start Date Estimated End Date Thomas Black $99 5/ 3. Con tact Infor niatfQn. Client Representative Robert Half Management Resources Representative Name: Merlene Reid Name: Tammy Page E -mail: mreid to uesta.or E -Mail: tammy.page@rhmr.com Phone: 561- 868 -307 Phone: 561- 835 -0275 Fax: Click here to enter text. Fax: 561- 366 -8172 Address: 345 Tequesta Drive, Tequesta, Florida 33469 Address: 250 S. Australian Avenue, Suite 1404, West Palm Beach, FL 334 4. Term ination . Either party may terminate this SOW at any time upon seven (7) days' prior written notice to the other party. 5. Communication Periodically, we will provide to Client an Engagement Status Report in the form of Exhibit A. In addition, RHMR's Client Service Director will periodically contact Client's Project Manager to obtain feedback regarding each Assigned individual's performance and work quality. Client agrees to provide RHMR with prompt and sufficient feedback to ensure successful completion of the engagement. RHMR will e-mail to Client a Client Appraisal Form in the form of Exhibit B approximately two (2) weeks prior to the end of the engagement. 6. ( reneral- ConditoCs- Qfingagement• RHMR assigns the Assigned Individual(s) to Client pursuant to the General Conditions of Engagement attached hereto as Exhibit C and Incorporated herein by reference. Agreed to: Agreed to: Village of Tequesta - - - -- Robert Half Inter tional Inc. By: G" _ � � � By: I Name: Michael Couzzo, Jr. Name: Diana Infant! I Title: Village Manager Title: Regional Manager Date: 3/712017 Date: 31712017 © Robert Half International Inc., 2017. All rights reserved. Robert Half International Inc. is an Equal Opportunity Employer M /E /D /V Page 1 of 6 Exhibit A ENGAGEMENT STATUS REPORT Client Name: Village ofTequesta Prepared by (Assigned Individual's Name): Tammy Page Job Order Ilk NA Date: Click here to enter a date. For period: 3/10/2017 (from date) to 5/11/2017 (to date) ENGAGEMENT STATUS SUMMARY ' Recent Key Accomplishments: Provide a brief description of key accomplishments since the last Engagement Status Report: Click here to enter text. Upcoming Tasks• Provide a brief description of tasks to be performed before the next Engagement Status Report: Click here to enter text. Open Issues• Provide a brief description of the principal open Issues, Including any Information or assistance required from the Client to move the engagement forward. Please be specific (e.g., identify Client representative(s) who can provide this Information or assistance, and when the Information or assistance Is needed): Click here to enter text. i ® Robert Half International Inc., 2017. All rights reserved. Robert Half International Inc. Is an Equal Opportunity Employer M /F /D/V Page 2 of 6 I Exhibit B , CLIENT QUALITY ASSURANCE FORM Date: 317/2017 Assigned Individual: Thomas Black Client: Village of Tequesta Client Service Director: Tammy Page Appraiser: [Insert Appraiser's Name] By using the numbers below (5 highest and t lowest), please rate the Assigned Individual's performance by checking the appropriate numbered column. If you do not have enough information to grade a criterion, please leave It blank. Always demonstrates Typically demonstrates Average performance. Is Demonstrates uneven Typically demonstrates superior high level (above avg.) consistent In performance. Inadequate performance. performance. performance. accomplishing major Accomplishes some Does not accomplish Accomplishes all Accomplishes most tasks. tasks. major tasks. major tasks. tasks. All 1. Analytical Ability ` z. Technical Ability 3. Communication 4. Efficiency 5. Working w /Others 6. Reliability 7. Accepts Criticism 8. Initiative 9. Attitude TO BE COMPLETED BY RHMR CLIENT SERVICE DIRECTOR A. Total All Scores Above: B. Divide by Total Number of Boxes Completed: C. Overall Appraisal Rating: (A + by B) Strona Points: Areas for Improvement: Accomplishments: Other Comments: Please fax to: ; or email to: ® Robert Half International Inc., 2017. All rights reserved. Robert Half International Inc. is an Equal Opportunity Employer M/F/D/V Page 3 of 6 i I Exhibit C General Conditions of Engagement i Required Screenings. If Client requires RHMR to perform background checks or other placement screenings of the Assigned Individuals, Client agrees to notify RHMR prior to the start of Services under this SOW. RHMR will conduct such checks or screenings only if they are described in a signed, written amendment to this SOW. If Client requests a copy of the results of any checks conducted on RHMR's Assigned Individuals, Client agrees to keep such results strictly confidential and to use such results in accordance with applicable laws and solely for employment purposes. Client's Responsibility Client shall supervise the Assigned Individuals. Client will not permit or require an Assigned Individual (1) to perform services outside of the scope of his or her assignment; (ii) to sign contracts or statements (including SEC documents); (iii) to make any management decisions; (iv) to sign, endorse, wire, transport or otherwise convey cash, securities, checks, or any negotiable Instruments or valuables; (v) to operate machinery (other than office machines) or automotive equipment or (vi) to perform services remotely (e.g., on premises other than Client's or Client's customer's premises) (unless agreed to by RHMR pursuant to a signed waiver acceptable to RHMR), or to use computers or other electronic devices, software or network equipment owned or licensed by the Assigned Individual. Since RHMR is not a professional accounting firm, Client agrees that it will not permit or require the Assigned Individuals (a) to render an opinion on behalf of RHMR or on Client's behalf regarding financial statements, (b) to sign the name of RHMR on any document or (c) to sign their own names on financial statements or tax returns. Under no circumstances will you permit or require an Assigned Individual to have contact with minors or with adults with reduced mental capacity. Client agrees that it is responsible for implementing and maintaining usual, customary and appropriate internal procedures and controls (Including accounting, Information technology, proprietary information, creative designs and trade secret safeguards) for Client's company. Client agrees that It is fully responsible for, and that RHMR will not be responsible for, any injuries, claims, damages or losses that may result from Client's failure to comply with the foregoing. Under no circumstances will you permit or require an Assigned Individual to have contact with minors or with adults with reduced mental capacity. Client agrees that it will provide safe working conditions. if any assignment under this SOW is for work to be performed under a government contract or subcontract, Client will notify RHMR immediately of any obligations in the government contract or subcontract relating to wages. Client agrees that it is responsible for reporting any claim to RHMR In writing during or within ninety (go) days after the termination of the applicable assignment. RHMR will not be responsible for any claim related to the engagement, including, but not limited to, any Services performed during such engagement, unless Client has reported such claim in writing to RHMR within ninety (go) days after termination of the applicable assignment. Confidentiality Assigned Individuals will execute any confidentiality agreement that Client may require. Client is responsible for obtaining the Assigned Individual's signature. Client agrees to hold in confidence the Identity of any Assigned Individual and the Assigned Individual's resume, social security number and other legally protected personal information, and Client agrees to Implement and maintain reasonable security procedures and practices to protect such Information from unauthorized access, use, modification or disclosure. Limltatlon on Liabillty Circumstances may arise where, because of a default on RHMR's part or other liability, Client is entitled to recover damages from RHMR. Regardless of the basis on which Client is entitled to claim damages from RHMR (including fundamental breach, negligence, misrepresentation or other contract or tort claim), RHMR's liability, if any, will, In the aggregate for all claims, causes of action or damages, be limited to any actual direct damages up to an amount equal to the fees actually paid to RHMR for the services that are the subject of the claim. Under no circumstances is RHMR liable for special, incidental or indirect damages or for j any consequential damages (including lost profits, business, revenue, goodwill, or anticipated savings), even If Informed of the possibility. Employment Taxes, Withholdings and Insurance Each party will maintain workers' compensation insurance and commercial (lability insurance. RHMR will be responsible, to the extent applicable, for any workers' compensation insurance, federal, state and local withholding and unemployment taxes, social ® Robert Half International Inc., 2017. All rights reserved. Robert Half International Inc. Is an Equal Opportunity Employer M /f /D /V Page 4 of 6 security, state disability insurance or other payroll charges for the Assigned Individuals. RHMR reserves the right to re- assign any Assigned Individual. Guarantee. RHMR guarantees Client's satisfaction with the services of each Assigned Individual by extending to Client a two (2) day (16 hours) guarantee period. If, for any reason, Client is dissatisfied with an Assigned Individual, RHMR will not charge for the first sixteen (16) hours worked, provided that Client allows RHMR to replace the Assigned Individual and Client contacts RHMR regarding its dissatisfaction before the end of this guarantee period. Unless Client contacts RHMR before the end of this guarantee period, Client agrees that the Assigned Individual is satisfactory. RHMR MAKES NO OTHER EXPRESS OR IMPLIED WARRANTIES REGARDING THE SERVICES, INCLUDING, BUT NOT LIMITED TO, ANY WARRANTY OF QUALITY, PERFORMANCE, MERCHANTABILITY OR FITNESS FOR ANY PURPOSE. Services Provided on a Time and Materials Basis Notwithstanding any language to the contrary in this SOW with regard to fixed- price, deliverables or acceptance of deliverables, RHMR shall be compensated on an hourly basis only. RHMR is not providing deliverables under this SOW. If, for any reason, any Assigned Individual is unable to complete his or her assignment, RHMR will endeavor to provide a suitable replacement, subject to Client's approval. If RHMR is unable to identify a replacement acceptable to Client, this SOW will be deemed to have automatically ended with respect to such Assigned Individual, except that Client shall remain liable to RHMR for services provided by such Assigned Individual prior to his /her termination. Payment Terms Each Assigned individual will present a time sheet or an electronic time record to Client's or Client's representative for verification and approval at the end of each week. RHMR will bill Client weekly for the total hours worked. RHMR's invoices are due upon receipt, including applicable sales and service taxes all of which are payable by Client. In the event that Client fails to pay the invoices when due, Client agrees to pay all of RHMR's costs of collection, Including reasonable attorneys' fees, whether or not legal action is initiated. Additionally, RHMR may, at its option, charge Interest on any overdue amounts at a rate of the lesser of 134% per month or the highest rate allowed by applicable law from the date the amount first became due. RHMR may Increase its rates for the services provided under this SOW to reflect increases in RHMR's own costs of doing business, including costs associated with higher wages for workers and /or related tax, benefit and other costs. RHMR will provide written or verbal notice of any increase in its rates for the services, and such increase will be prospective, starting as of the effective date RHMR specifies. Overtime If applicable, overtime will be billed at 1.50 times the normal billing rate. Federal law defines overtime as hours in excess of 40 hours per week, state laws vary. If state law requires double time pay, the double time hours will be billed at 2.00 times the normal billing rate. Expenses. Travel and /or out -of- pocket expenses Incurred by an Assigned individual shall be reimbursed by Client immediately upon Client's receipt of invoice. Hiring the Assigned Individual After Client evaluates the performance and potential of an Assigned Individual on the job, Client may wish to employ this person directly. In such event, Client agrees to pay a conversion fee. The conversion fee is payable If Client hires the Assigned Individual, regardless of the employment classification, on either a full -time, temporary (including temporary assignments through another agency) or consulting basis within twelve months after the last day of the Assigned Individual's assignment. Client also agrees to pay a conversion fee If an Assigned Individual is hired by (1) a subsidiary or other related company or business as a result of Client's referral of the Assigned Individual to that company or (ii) one of Client's customers as a result of the Assigned Individual providing services to that customer. The conversion fee will be owed and invoiced upon Client's hiring of the Assigned Individual, and payment is due upon receipt of the invoice. The same calculation will be used if Client converts the Assigned Individual on a part- time basis using the full -time equivalent salary. The conversion fee will equal thirty -five percent (35 %) of the Assigned Individual's aggregate annual compensation, including bonuses. I ® Robert Half International Inc., 2017. All rights reserved. Robert Half International Inc. Is an Equal Opportunity Employer M /F /D/V Page 5 of 6 i Miscellaneous For a change to be valid, both parties must sign it. Additional or different terms In any written communication from Client (such as a purchase order) are void. Any terms of this SOW which by their nature extend beyond the termination of this SOW will remain in effect until fulfilled, including any payment obligations, and apply to each party's respective successors and assignees. This SOW Is the complete agreement regarding the engagement(s) Identified on the first page of this SOW, and replaces any prior oral or written communications between RHMR and Client regarding such engagement(s). Once the permanent Finance Director has started with you, RHMR will provided two (2) days (i.e. 16 hours) of free cross - training by the Assigned Individual. PUBLIC RECORDS. In accordance with Sec. 119.07o1, Florida Statutes, CONTRACTOR must keep and maintain this Agreement and any other records associated therewith and that are associated with the performance of the work described in the Proposal or Bid. Upon request from the Village's custodian of public records, CONTRACTOR must provide the Village with copies of requested records, or allow such records to be Inspected or copied, within a reasonable time In accordance with access and cost requirements of Chapter 119, Florida Statutes. A CONTRACTOR who fails to provide the public records to the Village, or fails to make them available for inspection or copying, within a reasonable time may be subject to attorney's fees and costs pursuant to Sec. 119.0701, Florida Statutes, and other penalties under sec. 119.1o, Florida Statutes. Further, CONTRACTOR shall ensure that any exempt or confidential records associated with this Agreement or associated with the performance of the work described in the Proposal or Bid are not disclosed except as authorized by law for the duration of the Agreement term, and following completion of the Agreement if the CONTRACTOR does not transfer the records to the Village. Finally, upon completion of the Agreement, CONTRACTOR shall transfer, at no cost to the Village, all public records in possession of the CONTRACTOR, or keep and maintain public records required by the Village. If the CONTRACTOR transfers all public records to the Village upon completion of the Agreement, the CONTRACTOR shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. If the CONTRACTOR keeps and maintains public records upon completion of the Agreement, the CONTRACTOR shall meet all applicable requirements for retaining public records. Records that are stored electronically must be provided to the VILLAGE, upon request from the Village's custodian of public records, in a format that is compatible with the Village's information technology systems. IF CONTRACTOR HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO CONTRACTOR'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS AGREEMENT, PLEASE CONTACT THE VILLAGE CLERK, RECORDS CUSTODIAN FOR THE VILLAGE, AT (561) 768 -0685, OR AT Imcwilliams@tequesta.org, OR AT 345 TEQUESTA DRIVE, TEQUESTA, FLORIDA 334 i i i ® Robert Half International Inc., 2017. All rights reserved. Robert Half International Inc. Is an Equal Opportunity Employer M /F /D/V Page 6 of 6