11-0801_MUNITEMPS_Personal Services Agreement 1st AmdTHIS FIRS AMENDMENT TO THE PERSONAL SERVICES AGREEMENT between
the CITY OF SAN JUAN CAPISTRANO ("City") and Muni Temps, ("Consultant") is made
and entered into, to be effective the 4th day of October, 2011, as follows:
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WHEREAS, the City and Consultant have entered into that Personal Services
Agreement dated August 1, 2011, for professional staffing services (the "Agreement"); and
WHEREAS, the City and Consultant desire to amend the terms of the Agreement as
provided hereunder.
NOW, THEREFORE, in consideration of the promises and mutual covenants
contained therein, City and Consultant agree to the amend Section 2 and 3 of the
Agreement as follows:
Section 2. Term.
This agreement shall commence on the effective date and shall terminate, and all
services required hereunder shall be completed, no later than November 30, 2011.
Section 3. Compensation
Total compensation for the services hereunder shall not exceed a total of $50,000,
including expenses, as set forth in Exhibit A, attached and incorporated herein by
reference.
All other provisions of the Agreement not amended hereunder shall remain in full
force and effect.
(SIGNATURE PAGE FOLLOWS)
CITY OF SAN JUAN CAPISTRANO
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CONSULTANT:
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Municipal Staffing Agreement
GOVERNMENT STAFFING SERVICES INC., IBA MUNITEMPS, with its corporate office
located at 2300 EAST KATELLA AVENUE, SUITE 210, ANAHEIM, CA 92806 ("STAFFING
FIRM"), and the CITY OF SAN JUAN CAPISTRANa with its principal office located at
32400 PASS® AD ELANTO, SAN JUAN CAPISTRANO, CA 92875 ("CITY") agree to the
terms and conditions set forth in this Municipal Staffing Agreement (the "Agreement').
STAFFING F'IRM's Duties and Responsibilities
9, STAFFING FIRM will:
a. Recruit, screen, interview, and assign its employees ('Assigned Employees") to
perform the type of work described on Exhibit A under CITY's supervision at the
locations specified on Exhibit A;
b. Pay Assigned Employees' wages and provide them with the benefits that STAFFING
FIRM offers to them;
c. Pay, withhold, and transmit payroll taxes; provide unemployment Insurance and
workers' compensation benefits; and handle unemployment and workers'
compensation claims involving Assigned Employees;
CITY's Duties and Responsibilities
2, CITY will:
a. Properly supervise Assigned Employees performing its work and be responsible for
its business operations, products, services, and intellectual property;
b. Properly supervise, control, and safeguard its premises, processes, or systems, and
not permit Assigned Employees to operate any vehicle or mobile equipment, or
entrust them with unattended premises, cash, checks, keys, credit cards„
merchandise, confidential or trade secret information, negotiable instruments, or
other valuables without STAFFING FIRM's express prior written approval or as
strictly required by the job description provided to STAFFING FIRM;
c. E=mployees of STAFFING FIRM will not drive CITY vehicles unless the CITY covers
these employees under its general and auto liability insurance policy. CITY shall
provide STAFFING FIRM a certificate of insurance naming STAFFING FIRM as
additionally Insured before STAFFING FIRM employees drive CITY vehicles.
d. Provide Assigned Employees with a safe work site and provide appropriate
information, training, and safety equipment with respect to any hazardous
substances or conditions to which they may be exposed at the work site;
EXHIBIT A
Governmant Staffing Se�rvicea, Inc.
10
s s,r„ X=icipal Staf€inn Agreement - City of SAN JUAN C3IPSSTRAmo
e. Not change Assigned Employees' job duties without STAFFING FIRM's express prior
written approval; and
f. Exclude Assigned Employees from CITY's benefit plans, policies, and practices, and
not make any offer or promise relating to Assigned Employees' compensation or
benefits.
Payment Perms, Bill Rates, and Fees
3. CITY will pay STAFFING FIRM for its performance at the rates set forth on Exhibit A for
each Assigned Employee and will also pay any additional costs or fees set forth in this
Agreement. STAFFING FIRM will invoice CITY for services provided under this
Agreement on a Semi -Monthly basis. Payment is due on receipt of invoice. Invoices will
be supported by the pertinent time sheets or other agreed system for documenting time
worked by the Assigned Employees, CITY's signature or other agreed method of
approval of the work time submitted for Assigned Employees certifies that the
documented hours are correct and authorizes STAFFING FIRM to bill CITY for those
hours. If a portion of any invoice is disputed, CITY will pay the undisputed portion.
4. STAFFING FILM may assign two classes of Employees at CITY: (1) "Executive"
Employees are presumed to be exempt from laws requiring premium pay for overtime,
holiday work, or weekend work. These Employees are assigned on a fixed monthly
salary contract which will be paid and pro rated on a bi-weekly pay cycle. When
assigned Employee completes project at CITY, CITY will be required to pay the pro rated
amount of the monthly salary contract agreed to in Exhibit Aa as of the full week ending
last day worked at the CITY. (2) "Non -Executive" Employees are presumed to be
nonexempt from laws requiring premium pay for overtime, holiday work, or weekend
work. STAFFING FIRM wi11 charge CITY special rates For premium work time only when
an Assigned Employee's work on assignment to CITY, viewed by itself, would legally
require; premium pay and CITY has authorized, directed, or allowed the Assigned
Employee to work such premium work time. CITY's special billing rate for premium hours
will be the same multiple of the regular billing rate as STAFFING FIRM is required to
apply to the Assigned Employee's regular pay rate. (For example, when federal law
requires 950% of pay for work exceeding 40 hours in a week, CITY will be billed at 15€ %
of the regular bill rate.)
If CITY uses the services of any Assigned Employee as its direct employee, as an
independent contractor, or through any person or firm other than STAFFING FIRM
during or within 183 days after any assignment of the Assigned Employee to CITY from
STAFFING FIRM, CITY must notify STAFFING FIRM and pay a lamp sum equal to (a)
9% of the annual salary of Assigned Employee if that Employee has worked a minimum
of 980 hours or (b) 18% of the annual salary of Assigned Employee if the Employee has
worked less than 980 hours for CITY.
Confidential Information
6. Both parties may receive information that is proprietary to or confidential to the other
party or its affiliated companies and their CITY's. Both parties agree to hold such
information in strict confidence and not to disclose such information to third parties or to
use such information for any purpose whatsoever other than performing under this
Agreement or as required by law. No knowledge, possession, or use of CITY's
confidential information will be imputed to STAFFING FIRM as a result of Assigned
Employees' access to such information.
Govertment staffing Services, Inc.
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'aunieipol Staffing Agreement - City of SAN JUAN CAPISTRMQ
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Cooperation
7. The parties agree to cooperate fully and to provide assistance to the other party in the
investigation and resolution of any complaints, claims, actions, or proceedings that may
be brought by or that may involve Assigned Employees.
Indemnification and Limitation of Liability
B. To the extent permitted by law, STAFFING FIRM will defend, indemnify, and hold CITY
and its directors, officers, agents, representatives, and employees harmless from all
claims, losses, and liabilities (including reasonable attorneys' fees) to the extent caused
by STAFFING FIRM's breach of this Agreement; its failure to discharge its duties and
responsibilities set forth in paragraph 1; or the negligence, gross negligence, or willful
misconduct of STAFFING FIRM or STAFFING FIRM's officers, employees, or authorized
agents In the discharge of those duties and responsibilities.
9. To the extent permi#ted by law, CITY will defend, indemnify, and hold STAFFING FIRM
and its parent, subsidiaries, directors, officers, agents, representatives, and employees'
harmless from all claims, losses, and liabilities (including reasonable attorneys' fees) to
the extent caused by CITY's breach of this Agreement; its failure to discharge its duties
and responsibilities set forth in paragraph 2; or the negligence, gross negligence, or
willful misconduct of CITY or CITY's officers, employees, or authorized agents in the
discharge of those duties and responsibilities.
10, As a condition precedent to indemnification, the party seeking indemnification will inform
the other party within 15 business days after it receives notice of any claim, loss, liability,
or demand for which it seeks indemnification from the other party; and the party seeking
indemnification will cooperate in the investigation and defense of any such matter.
11. The provisions in paragraphs 9 through 13 of this Agreement constitute the complete
agreement between the parties with respect to indemnification, and each party waives its
right to assert any common-law indemnification or contribution claim against the other
party,
Miscellaneous
12. Notwithstanding any other provision of this Agreement to the contrary, the provisions of
paragraphs 9 - 13 shall remain effective after termination or renewal of this Agreement.
13. No provision of this Agreement may be amended or waived unless agreed to in a writing
signed by the parties.
14. Each provision of this Agreement will be considered severable, such that if any one
provision or clause conflicts with existing or future applicable law or may not be given full
effect because of such law, no other provision that can operate without the conflicting
provision or clause will be affected.
15. This Agreement and the exhibits attached to it contain the entire understanding between
the parties and supersede all prior agreements and understandings relating to the
subject matter of the Agreement.
16. The provisions of this Agreement will inure to the benefit of and be binding on the parties
and their respective representatives, successors, and assigns,
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Nnanicapal Staffing Agreement - City of SAN JUAN CAPIMMX0
17. The failure of a party to enforce the provisions of this Agreement will not be a waiver of
any provision or the right of such party thereafter to enforce each and every provision of
this Agreement.
18. Neither the CITY nor Staffing Firm will transfer or assign this Agreement without either
party's written consent.
19. Any notice or other communication will be deemed to be properly given only when sent
via the united States Postal Service or a nationally recognized courier, addressed as
shown on the first page of this Agreement.
20. Neither party will be responsible for failure or delay in performance of this Agreement if
the failure or delay is due to labor disputes, strikes, fire, riot, wear, terrorism,, acts of God,
or any ether causes beyond the control of the nonperforming party.
21. The provisions of this agreement shall be entered into according to the laws of the State
of California.
Terra of Agreement
22. This Agreement will be for a term of 12 months from the first date on which both parties
have executed it. This agreement may be extended for 12 additional months by mutual
agreement of both parties. The Agreement may be terminated by either party upon 24
hours written notice to the other party.
Authorized representatives of the parties have executed this Agreement below to
express the parties' agreement to its terms.
Cl SAUA C TRANO
Si tore
PriiKte'd Name
GOVERNMENT STAFFING SERVICES, INC.
Signature
Printed Name
Title E Title
Date Date
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