15-0421_KFORCE, INC_F10_Agenda Report 4/2112015
F10
City of San Juan Capistrano
Ag nda Report
TO: Karen Pru r� er
e :.
FROM: Tom Bokosk , uman Resoufces er
DATE: April 21, 2015
SUBJECT: Consideration of Approving the Third Amendment to the Personal
Services Agreement with KFORCE, Inc., to Provide Professional Staffing
Services
RECOMMENDATION:
By motion, approve the third amendment to the Personal Services Agreement with
KFORCE, Inc., to provide professional staffing services.
EXECUTIVE SUMMARY:
The City contracts with KFORCE, Inc., (KFORCE) to provide professional staffing
services. Staff recommends that the City Council approve the third amendment to the
Personal Services Agreement by increasing the total compensation amount from
$45,000 to $55,000. This will allow the City to continue to contract for, as needed,
professional staffing services with KFORCE for temporary help services through June
30, 2015.
DISCUSSION/ANALYSIS:
The City has been contracting with KFORCE, on an as needed basis, since July 1,
2012. KFORCE provides temporary staffing services to the City for budgeted temporary
help and during vacancies and during employee leaves of absences. The City currently
has a KFORCE associate working in the Public Works Division due to an Administrative
Coordinator vacancy and a KFORCE associate in the Utilities Division providing
temporary administrative support; both assignments will conclude by June 30, 2015.
The total cost of services through June 30, 2015, is expected to be $52,690. The
current Personal Services Agreement (Attachment 1) terminates on June 30, 2015, with
a total compensation amount not to exceed $45,000. The proposed third amendment
(Attachment 2) increases the total compensation amount not to exceed to $55,000. This
will allow the City to continue to use KFORCE services through June 30, 2015, while
Human Resources recruits to fill vacant positions.
City Council Agenda Report
April 21, 2015
Page 2 of 2
FISCAL IMPACT:
Through March 5, 2015, the City has paid $23,832 towards the total compensation
amount of $45,000 and the total expected cost through June 30, 2015, is $52,960. The
proposed third amendment will increase the total compensation amount to $55,000. The
costs are offset by salary and benefit savings from vacant positions; these salary and
benefit costs are included in the Fiscal Year 2014-2015 Adopted Budget.
ENVIRONMENTAL IMPACT:
Not applicable.
PRIOR CITY COUNCIL REVIEW:
Not applicable.
COMM ISS IONICOMMITTEEIBOARD REVIEW AND RECOMMENDATIONS:
Not applicable.
NOTIFICATION:
KFORCE, Inc.
ATTAC HME NT, S):
Attachment 1 — Personal Services Agreement
Attachment 2 — Third Amendment
PERSONAL SERVICES AGREEME�
THIS AGREEMENT is made,entered into, and shall become effective this 1st day
of July, 2012 (the "Effective Date°), by and between the City of San Juan Capistrano
(hereinafter referred to as the "City") and KFORCE INC, (hereinafter referred to as the
"Consultant"). The terms of this Agreement shall apply to staffing services provided by the
Irvine, CA office of Kfevice Inc.
RE TATS:
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. Scope 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 not permit or require an Assigned Individual(i)to perform
services outside of the scope of his or her assignment, (0)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 remotely(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 ConsulVunt 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.
Section 2. Terre.
This Agreement shall commence on the effective date and shall terminate, no later
than June 30, 2013, subject to Section 13 (Termination).
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ATTACHMENT 1
Section 3. C ampensation.
3.1 Amount.
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.
3.2 Method of Payment.
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 engage,-neat 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 thirty(30)days of receipt.
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Assi reed lnciividuai ma be re it d o he Ci s 9M work.s-6helgle. The work
weep llorrda Thu da 7.3i A�.- 30 .1 :an d altercate Fdda s#rorty 7:30 A.M.to
4.30 P.M. The City will pay monthly invoices in accordance with this Section.
3.3 Records of Expenses.
Consultant shall {seep 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. Invoices shall be
addressed as provided for in Section 14 below.
Section 4. lr.°Je endent Contractor.
It is agreed that Consultant shall act and be an independent contractor and not an
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 S. Limitations Upon Subcontracting and Assignment
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 perform the services 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 deal directly with and will make all payments to Consultant,
Section S. Changes to Scope of Work.
Icor 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 Work provided for in 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 additional Consultant's fees.
Section 7. Familiarity with Fork sndtor Cone rction Site.
Reserved.
Section S. Time of_gsgs" %
Reserved.
Sa2tlon_9. C2g,!ollance with,
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.
Section 10. Confil is of Interest.
Consultant covenants, to the best of its ability, that it presently has no interest and
shall not acquire any 1'nterest, direct or indirect, which would conflict in any manner or
3
degree with the performance of the services contemplated by this Agreement.
Section 11. Indernrilly.
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 reasonable attomeys'fees, for
bodily injury or death ref third party person,or physical damage to tangible property,only 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
caused by 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, an6 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.
Consult*nt 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 ($1,000,000).
12.3 Workers' Compensation.
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Consultant wilt maintain workers' compensation Insurance In accordance with the Labor
Code of Callfom►,i and covering all employees of the Contractor providing any service in the
performance of this agreement. Such insurances shall be endorsed to:
(1) Waive the insurer's right of Subrogation against the City and City Personnel.
A statement on an Insurance cer0cate will not be accepted!n lieu ofthe actual endorsement
12.4 Proof of Insurance RequiremerntslEndoisement.
Prior to beginning any worst under this Agreement, Consultant shall submit
the insurance certificates, 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, leased,
hired, or borrowed by Consultant.
12.6 Notice of Canes llationlTertmination of 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 be given if there is a cancellation due to failure to pay a
premium.
12.6 Terns 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.
12.7 Notice to Proceed.
ConsultA�nt 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. Te ninat<ion.
This Agreement may be terminated by any Pally by providing ten(10)days'notice to
the other party.
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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Secy Notice.
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: KFORCE
I X01 East Palm Ave.
Tampa, FL 33605
Attn: Contracts Management
Secy Attorneys' Fees,
If any action at law 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.
Section 16. Dispute Resolution.
In the event of a dispute arising between the parties regarding performance or
interpretation of this Agreement,the dispute may be resolved by binding arbitration under
the auspices of the Judicial Arbitration and Mediation Service ("JAMS")
Section 17. Endre Agreement.
This Agreement constitutes the entire understanding and agreement between the
parties and supersedes all previous negotiations between them pertaining to the subject
matter thereof, Notwithstanding any language to the contrary contained in this Agreement
or attachment hereto with regard to fixed-price,deliverables,acceptance of deliverables,or
milestones, Consultant shall be compensated on an hourly basis only.
Section 18, Pricing;
Consultant may increase its 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 ether 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.
Sects Referencia Che.
Consultant checks references by asking specific questions to select past employers
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with regard to skills and worse history before planing an individual on his or her first
assignment and a completed Lime Scan confirming no criminal history.
Section 20. Conversion.
In the event that City wishes to convert any of Consultants Assigned Individual,after
1040 hours of billed .services, the City agrees to pay a conversion fee of $0.00 (zero
dollars).
SeResume,Confidentialibr.
City agrees to hold In confidence the identity of Consultant's 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,
C1TY OF SA JUAN I TRA O
n
Ey
Kir rias ; City tanager
KFORCE, INC.
r
ATT E- T-
Maria 0 is, City Clerk
APPROVED A a TO FORK'
Exhibit A
Consultant will provide professional staffing services as needed to the City. Bili rates
will vary from $18.00 to$50.00 per hour based on the knowledge, skills and abilities of
the temporary employees provided to City, Actual bill rate will be negotiated'at time of
placement.
9
First Amendment to
Personal Services Agreement
THIS AMENDMENT to the Personal Services Agreement between the City of San
Juan Capistrano fCitn and KFORCE Inc., ("Consultant) is made and entered into, to
be effective the 1 day of September 2014, as follows:
RECITALS
WHEREAS, City has retained the services of Consultant to provide professional
staffing services pursuant to that Agreement dated as of July 1, 2012; and
WHEREAS, the City and Consultant desire to amend the terms of the Agreement
as provided hereunder.
AMENDMENT
NOW THEREFORE, in consideration of the promises of mutual covenants
contained therein, City and Consultant agree to amend the Agreement between City
and Consultant as follows:
Section 2. Terra.
The term of the Agreement is hereby extended to June 30, 2015,
All other provisions of the Agreement not amended hereunder shall remain in full
ford and effect.
(SIGNATURE PAGE FOLLOWS)
1
IN WITNESS WHEREOF, the parties hereto have executed this Agreement.
CIT OF S J A AP ANO
seri P. Brust, ity Meneger
CONSULTANT
T
r
By
KFORCE, Inc,
ATTES IN
APPROVE i AS TO RM:
Hans Van Lige , pity Attorney
2
Second Amendment to
Personal Services Agreement
THIS AMENDMENT to the Personal Services Agreement between the City of San
Juan Capistrano ("City") and KFORCE Inc,, ("Consultant") is made and entered into, to
be effective the 16"' day of March 2015, as follows,-
RECITALS
ollows:RECITALS
WHEREAS, City has retained the services of Consultant to provide professional
staffing services pursuant to that Agreement dated as of July 1, 2012; and
WHEREAS, the City and Consultant desire to amend the terms of the Agreement
as provided hereunder.
AMENDMENT
NOW THEREFORE, in consideration of the promises of mutual covenants
contained therein, City and Consultant agree to amend the Agreement between City
and Consultant as follows:
Section 3. Compensation
Consultant will provide professional staffing services as needed to the City. Bill
rates will vary from $18.00 to $55,00 per hour based on the knowledge, skills and
abilities of the temporary employees provided to the City. Actual bill rates will be
negotiated at the time of placement, Total compensation for services hereunder shall
not exceed $45,000.
All other provisions of the Agreement not amended hereunder shall remain in full force
and effect.
(SIGNATURE PAGE FOLLOWS)
IN WITNESS WHEREOF, the parties hereto have executed this Agreement.
CIT O SA JU , CAP.-; RANO
I
a wren P. Brust,mmCi'ty Manager
CON, UL .ANT
By: K
FORCE, Inc,
ATTES
MI~ ar' "e arr s,:City Clea
APPROVE :..AS TO FORM:
Hans Vary _gten, 64, rney
2
Third Amendment to
Personal Services Agreement
THIS AMENDMENT to the Personal Services Agreement between the
City of San Juan Capistrano ("City„) and KFORCE, Inc., ("Consultant") is made and
entered into, to be effective the 21" day of April 2015, as follows:
RECITALS
WHEREAS, City has retained the services of Consultant to provide
professional staffing services pursuant to that Agreement dated as of July 1, 2012; and,
WHEREAS, the City and Consultant desire to amend the terms of the
Agreement as provided hereunder.
AMENDMENT
NOW THEREFORE, in consideration of the promises of mutual covenants
contained therein, City and Consultant agree to amend the Agreement between City
and Consultant as follows:
Section 3. Compensation.
Consultant will provide professional staffing services as needed to the City. Bill
rates will vary from $18.00 to $55.00 per hour based on the knowledge, skills and
abilities of the temporary employees provided to the City. Actual bill rates will be
negotiated at the time of placement. Total compensation for services hereunder shall
not exceed $55,000.
All other provisions of the Agreement not amended hereunder shall remain in full force
and effect.
(SIGNATURE PAGE FOLLOWS)
ATTACHMENT 2
IN WITNESS WHEREOF, the parties hereto have executed this Agreement.
CITY OF SAN JUAN CAPISTRANO
By:
Derek Reeve, Mayor
CONSULTANT
By:
ATTEST:
Maria Morris, City Clerk
APPROVED AS TO FORM:
Cjty Attorney