12-0201_ACCOUNTEMPS_Personal Services AgreementTHIS AGREEMENT is made, entered into, and shall become effective this 1st
day of February, 2012 (the 'Effective Date"), by and between the City of San Juan
Capistrano (hereinafter referred to as the "City") and Robert Half International Inc., through
its division Accountemps, (hereinafter referred to as the "Consultant").
RECITALS.,
WHEREAS, the City currently desires to retain the services of the Consultant
regarding the City's proposal for professional staffing services; and
WHEREAS, the Consultant is qualified by virtue of experience, training, education
and expertise to accomplish such services,
NOW, THEREFORE, City and Consultant mutually agree as follows:
Section 1. j2g of work,
. The scope of work to be performed by the Consultant shall consist of professional
staffing services as set forth in Exhibit "A," attached and incorporated herein by reference.
City agrees that it is responsible for supervising Consultant's temporary employees
("Assigned Individual"). City shall hot permit or require an Assigned Individual (i) 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 perform services r emotely. (e.g., on premises other than City's or City's
customer's premises), or to use computers, software or network equipment owned or
licensed by the Assigned Individual Or (vi) to operate machinery (other than office
machines) or automotive equipment. Since Consultant is not a professional accounting
firm, City agrees that it will not permit or require Consultant's Assigned Individual (a) to
render an opinion on behalf of Consultant or on City's behalf regarding financial
statements, (b) to sign the name of Consultant on any document or (c) to sign their own
names on financial statements or tax returns. To the extent that there are any conflicts
between the provisions described. in Exhibit "A" and those provisions contained within this
Agreement, the provisions in this Agreement shall control, Consultant's Assigned Individual
will assist Financial Services develop and complete the 2012-- 2014 budget development
project.
§gcfion 2. Term,
This Agreernent shall commence on the effective date and shall terminate, no later
than June 30, 2012, subject to Section 13 (Termination).
Section 3. Comnensation.
Total compensation for the services hereunder shall not exceed $25, . 000
at the rate set forth in Exhibit "A," attached and incorporated herein by reference.
Consultant shall have no obligation to continue performance once the not to exceed
dollar amount limitation of $25,000 has been attained, Furthermore, City shall have the
responsibility to monitor fees charged in relation to the not to exceed amount. City will
either terminate the assignment or increase the not -to -exceed amount prior to
attainment of the not -to -exceed dollar amount limitation. City shall be responsible for all
charges for services in the event. City fails to notify Consultant of termination of the
assignment or fails to increase of the not -to -exceed amount.
Subject to Section 3. 1, Consultant's Assigned Individual will submit a time
sheet for City's verification and approval at the end of each week. City's approval thereby
will indicate its acceptance of the terms provided in Consultant's job arrangement letter
confirming the engagement of that Assigned Individual. Consultant shall submit monthly
invoices based on total services which have been completed for such preceding monthly
period and Consultant's invoices are due within they (30) days of receipt, Legally required
overtime (federal law requires in excess of 40 hours a week, state law varies) will be billed
at one and one-half (I '/z) times the normal billing rate. Conversion fees, if any, will be
owed and invoiced upon the hiring of Consultant's Assigned Individual, and payment is due
within thirty (30) days of receipt of invoice. The City will pay monthly invoices in accordance
with this Section.
Consultant shall keep complete and accurate records of all costs and
expenses incidental to services covered by this Agreement. These records will be made
available at reasonable times.during normal business hours to the City. Invoicesshallbe
addressed as provided. for in Section 14 below.
It is agreed that Consultant shall act and be an independent contractor and not ars
agent or employee of the City, and shall obtain no rights to any benefits which accrue to
City's employees.
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Section 55. Limitations `ori Subcontractina and Asst rent.
The experience, knowledge, capability and reputation of Consultant, its principals
and employees were a substantial inducement for the City to enter into this Agreement.
Consultant shall not contract with any other entity to perforin theservices required without
written approval of the City, with the exception of Consultant's third party background check
vendor. This. Agreement may not be assigned, voluntarily or by operation of law, without
the prior written approval of the City. If Consultant is permitted to subcontract any part of
this Agreement by City, Consultant shall be responsible to the City for the negligent acts
and omissions of its subcontractor as it is for persons directly employed. Nothing
contained in this Agreement shall create any contractual relationships between any
subcontractor and City. All persons engaged in the work will be considered employees of
Consultant. City will deaf directly with and will make all payments to Consultant-
Section
onsultant..
Section . Changes to Scope of Work,
For extra work not part of this Agreement, a written authorization from City is
required prior to Consultant undertaking any extra work. In the event of a change in the
Scope of Worts provided for iii the contract documents as requested by the City, the Parties
hereto shall execute an addendum to this Agreement setting forth with particularity all
terms of the new agreement, including but.not limited to any ad€ ifional.Consultant`s fees.
Section 7. Familiarity with Work and/or Construction Site.
Reserved.
Section ti. Time of Essence.
Reserved.
Consultant shall comply with all applicable laws, ordinances, codes and regulations
of federal, state and local government directly related to the provision of services under this
Agreement.
Consultant covenants, to the best of its ability, that it presently has no interest and
shall not acquire any interest., direct or indirect, which would conflict in any manner or
degree with the performance of the services contemplated by this Agreement,
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Section 11, ingAmwity.
To the fullest extent permitted by law, Consultant agrees to hold harmless the City
and its elective and appointive boards, officers, and employees from any and all third party
liabilities, expenses, or damages of any nature, including reasonableattorneys'. fees, for
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personal injury or death of any person, or damages of any nature, oril . y to the extent directly
arising out of, the negligence, and/or intentional wrongful conduct of Consultant,
Consultant's agents, officers, employees, subcontractors, or . independent contractors hired
by Consultant: in the performance of the Agreement and to the extent not causedby or
resulting from the negligence, recklessness: and/or wrongful conduct of the City, or any of
its elective or appointive boards, officers, agents, employees, subcontractors, or
independent contractors. The Consultant shall have no responsibility for negligence,
recklessness and/or wrongful conduct of the City, or any of its elective or appointive
boards, officers, agents, employees, subcontractors, or independent contractors.
Section 12, Insurance.
On or before beginning any of . the services or work called for by any term of this
Agreement, Consultant, at its own cost and expense, shall carry, maintain for the duration
of the agreement, and provide proof thereof that is acceptable to the City, the insurance
specified below with Insurers and under forms of insurance satisfactory in all respects to
the City. Consultant shall not allow any subcontractor to commence work on any
subcontract until all insurance required of the Consultant has also been obtained for the
subcontractor. Insurance required herein shall be provided by Insurers in good standing
with the State: of California and having a minimum Best's Guide Rating of A- Class VI or
better.
12.1 Comprehensive General Liability.
Consultant shall maintain in full force and effect. Comprehensive General
Liability coverage In
an amount not less than one million dollars per occurrence
($1,000,000), combined single limit coverage for risks associated with the work
contemplated by this agreement.
12.2 Comprehensive Automobile Liability,
Consultant shall maintain in full force and effect Comprehensive Automobile
Liability coverage,. including owned, hired and non -owned vehicles in an amount not less
than one million dollars, per, occurrence ($1,000,obo).
12.3 Workers' Compensation.
Consultant Will maintain workers, compensation insurance in accordance with the Labor
Code of California and covering all employees of the Contractor providing any service in the
performance of this agreement. Such insurance shall be endorsed to:
(1) Waive the insurer's right of Subrogation against the City and City Personnel.
A statement on an insurance certificate wall not be accepted in liou of the actual endorsement
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12.4 Proof of Insurance RequirementsfEndorsement.
Prior to beginning any work under this Agreement, Consultant shall submit
the insurance certificates, including the deductible or self -retention amount, and an
additional insured endorsement naming City, its officers, employees, agents, and
volunteers as additional insureds as respects each of the following'. Liability arising out of
activities performed by or on behalf of Consultant., including the premises owned, occupied
or used by Consultant, or automobiles owned, [eased, hired, or borrowed by Consultant.
12.5 Notice of Ctncellation/Termination:cif Insurance.
The above policy/policies shall not terminate, nor shall they be cancelled, nor
the coverages reduced, until after thirty.(30) days' written notice is given to City, except. that
ten (10) days' notice shall begiven if there is a cancellation due to failure to pay a
premium
12.6 Terms of Compensation,
Consultant shall receive compensation as set forth in Section 3,2. Consultant
shall comply with City's request to provide certificate of insurance demonstrating
Consultant's compliance with all of City's insurance provisions. requirements prior to the
assignment of Consultant's Assigned Individual.
12.E Notice to Proceed.
Consultant shall not proceed with any work under this Agreement until the
City has issued a written "Notice to Proceed" verifying that Consultant has complied with all
insurance requirements of this Agreement.
Section 13. Termination,
Either party shall have the right to terminate tfiis Agreement without cause by giving
thirty (30) days' advance written notice of termination to the other party.
In addition, this Agreement may be terminated by any party for cause by providing
ten (10) days' notice to the other party of a material breach of contract. If the other party
does not cure the breach of contract, then the agreement may be terminated subsequent
to the ten (10) day cure period.
Any respective obligations of Consultant or City hereunder which by their nature
would continue beyond the termination, cancellation or expiration of this Agreement shall
survive such termination, cancellation or expiration.
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Section 14. ftfidg.
All notices shall be personally delivered or mailed to the below listed addresses, or
to such other addresses as may be designated by written notice. These addresses shall
be used for delivery of service of process:
To City: City of San Juan Capistrano
32400 Paseo Adelanto
San Juan Capistrano, CA 92675
Attn: Human Resources Department
To Consultant: Accountemps
28202 Cabot Rd., Suite 416
Laguna Miguel, CA 92677
Attn: Regional Manager
With a copy to: Robert Half International Inc.
2613 Camino Ramon
San Ramon, CA 94583-9128
Atte; Client. Contracts Department
(415) 402=6970 (facsimile)
Section 15, Attorneys' Fees.
If any action at lave or in. equity is necessary to enforce or interpret the terms of this
Agreement, the prevailing party shall be entitled to reasonable attorneys' fees, and costs.
5ectiOn 16. DIS.Rute Resolution_
Ire the event of a dispute arising between the parties regarding performance or
irate -pretation of this Agreement, the dispute shall be resolved by binding arbitration under
the auspices of the Judicial Arbitration and Mediation Service ("JAMS").
Section 17. Entire Actreement.
This Agreement constitutes the entire understanding and agreerraent between the
parties and supersedes all previous negotiations between therm pertaining to the subject
matter thereof. This Agreement is only applicable to, and the only Consultant branch and
division obligated under this Agreement are, the Accountemps and OfficeTeam divisions of
the branch located at 28202 Cabot Road, Suite 416, Laguna Miguel, California 92677,
Notwithstanding any language to the contrary contained in this Agreement or attachment
hereto with regard to fixed-price, deliverables, acceptance cif deliverables; or milestones,
Consultant shall be compensated on an hourly basis only. Consultant is in the business of
providing temporary staffaugmentation and does not provide project -based services or
€el�ver�ljles.
1.
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Consultant ma increase its rate
. y rates for the services provided under this Agreement to
reflect increases in Consultant's own costs of doing business, including costs associated
with higher wages for workers and/or related tax., benefit and other costs. Consultant will
provide written notice of any increase in its rates for the services, and such increase will be
prospective, starting as of the effective date Consultant specifies.
Section 19, Reference Checks.
Consultant checks references only by asking specific questions to select past
employers with regard to skills and work history before placing an individual on his or her
first assignment.
Section 70. Con -version.
In the event that City wishes to convert any of Consultant's Assigned Individual
within twelve (12) months after the last day of the assignment, City agrees to pay a
conversion fee. The conversion fee calculation is one percent (1 %) for each thousand
dollars of the annual compensation of Consultant's Assigned individual (e.g. 30% for a
$30,000 compensation package) multiplied by the aggregate annual compensation, to a
maximurn of thirty percent (3011/o) for OfficeTearn and thirty-five percent (35%)
Accountemps.. City agrees to Pay 8 conversion fee if Consultant's Assigned individual to
City is hired by an affiliate or business entity as a: result of City's subsequent referral of
Consultant's Assigned Individual to that company.
Section 21. Resume Confidential
iqq9nimix:
City agrees to hold in confidence the identity of Consultants candidates and their
resume, social security number and other legally protected personal information.
(SIGNATURE PAGE FOLLOWS)
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IN WITNESS WHEREOF, the parties hereto have executed this Agreement,
APPROVED AS TO FORK
MOi6ar S-and�vl, City Aftorney \'
CIT F SAN N CA RANO
K en P. rust, City iV#anager
ROBERT HALF INTERNATIONAL INC,
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B y 4
.31, -�
CYqOi Karapogosian, Sr, Regional VP
February tis 2012
Dear Lori,
�82A2 Cabef t7aad. Stlrfe � i 6.
t aguna Pdig0t-C CA 92677
Phon,9 94,4) M -OM
Fax: 9M 3&5,.9557
Please let this letter confirm the hourly bill rate for the selected Accountant of $32.24 per hour,
Jennifer C~aiso
Branch Manager
Accountemps 2.8202 Caber Road, Suite 410, Laguna .N'igctcl,CA 92677
€mmp5 nQs."OrYtOwed 115 canuieclee We 050ORY mem cundidule refer noee by asking spedlic questions of se der! previous enVjo ers with regard
icgtions arsd work history. Accesurslernip5 has no€ var,fiad'cP rapresentotibns made by IIie con&data in This resume. We recommend ohof Qur
d4o per€qrm their own refeien.ce checking,
CITY OF SAN JUAN CAPISTRAN
AcCOUNTANT
S✓tass spocificatians .aid tniet�rleri.t�i:pres�rrt: a descriptive list of the range of duties performed lay employees in the class.
peetiraatrons.a1V mi fnienrled to reflect adl duties performed within the jcA
DEFINITION
To perforin a variety of professional accounting functions including analyzing accounts, posting to
the general ledger, preparing and monitoring budget activities and reconciling bankstatements; to
prepare a variety of financial reports and records; and to assist with technical and clerical
accounting functions.
SUPERVISION REC IVED A 9 EXERCISED
Receives direction from the Accounting Manager.
ESSENTIAL FUNCTION STATEMENTS , Essential responsibilities and duties may include,, but
are not lrrnited to, the following'
Essential Functions:
1: Audits and analyzes accounting transactions; posts receipts to the general ledger including
accounts payable and receivable, employee payroll, fringe benefits, fixed assets and special
assessment districts; audits journal entries.
2. Prepares a variety of financial reports on transactions; reconciles bank accounts; prepare
cash .control.
3. Assists<with the annual audit; coordinates with the auditor, provides financial statements and
records,
4, Prepares' y a. rid financial reports analyzes revenue and expenditure reports; summarizes
discrepancies,
a. Assists in the. development,. implementation and modification of accounting systems .and
programs- vurites:corrrputerorograms; recommends: modifications as appropriate.
0, Oversees the maintenance and updating of accounting systems; ensures compliance with
mandates and guidelines.
7. Investigates City claims related to property damage, injuries, bad checks and delinquencies;
estimate amounts; contacts claimant: may canter with legal counsel.
S. Maintains and overseas administration of the fixed asset program.
9. Attends and participates in professional .group meetings, stays abreast of new trends and
innovations in the field of accounting and finance.
10. Participates in a variety of clerical and technical accounting functions; provide assistance at
the front counter.
11. Performs related duties and responsibilities as required.
CITY OF.S.AN JUAN CAPISTRANO
Accountant (ConVaiued)
QU&A IFIC.A I0N-S
l^Cnowledcie of:
Professional accounting principles and practices.
Principles and procedures of financial record keeping and reporting,
Principal practices of budget preparation and monitoring.
Accounting hardware and software systems.
Modern office procedures, methods and equipment including computers
Pertinent Federal., State and local codes, laws and regulations,
Skill In:
Perforrning:a variety of prrifessioi a! accounting duties:_
Understanding and interpreting accounting principles. and practices,.
Preparing and.interpreting:a variety of fina aciel statements, reports and analyses.
Operating a computer including ,a variety of accounting software programs,
Overseeing administration of the fixed asset program,
Working Independently in the absence of supervision,
Communicating clearly and concisely, both orally and in writing.
Establishing and maintaining cooperative working relationships with those contacted in the course
of work,
Experfencq and Training Guidelines
Any combination of experience and framing fl) at'would likely provide the required knowledge and
abilities is qualifying. A typical way to obtain the knowledge and abilitias would be:
;w. erience:
Three years of professional accounting experience.
Tmining:
Equivalent to a Bachelor's degree from an accredited college or university with major
course work in accounting, finance ora related field.
WORKING CONDITION$
Envk2nmental CondRidns:
Office environment; exposure to cornputer screens
Phys! ,at Conditions:
Essential functions may require maintaining physical condition necessary for sitting for prolonged
periods of time, visual acuity for reading nurnerieal figures.