15-0616_KFORCE, INC_F11_Agenda ReportCity of San Juan Capistrano
Agenda Report
TO: Honorable Mayor and Members of the City Council
FROM: Tom Bokosky, Human Resources Manage~
DATE: June16,2015
6/16/2015
F11
SUBJECT: Consideration of Approving the Fourth Amendment to the Personal
Services Agreement for Professional Staffing Services (KFORCE Inc.)
RECOMMENDATION:
By motion, approve the Fourth Amendment to the Personal Services Agreement with
KFORCE, Inc., to perform as needed professional staffing services.
EXECUTIVE SUMMARY:
The City contracts with KFORCE, Inc., as needed, for temporary help services. Due to a
vacancy in the City Clerk's Department, staff recommends that the City Council approve
a Fourth Amendment to the Personal Services Agreement by increasing the Agreement
amount by $20,000, for a total cost not exceed $75,000 and extending the term through
June 30, 2016. These services are necessary to continue to provide front desk
receptionist coverage and customer service in the City Clerk's Department, while the
City is recruiting to fill the Administrative Specialist position permanently.
DISCUSSION/ANALYSIS:
The City has contracted with KFORCE Inc. since July 2012, for as needed temporary
help services. KFORCE, Inc. is currently providing temporary help services to the City
Clerk's office due to its Office Assistant vacancy. Staff is recommending increasing the
Personal Services Agreement amount by $20,000, for a total cost not to exceed
$75,000 and extending the term through June 30, 2016. This will allow the City to
continue to provide the front desk receptionist coverage and customer service support
while Human Resources recruits to fill the Administrative Specialist vacancy in the City
Clerk's Department.
The costs are offset by salary and benefit savings, which are included in the Amended
Fiscal Year 2015-2016 Budget.
City Council Agenda Report
June 16, 2015
Pa e 2 of 2
FISCAL IMPACT:
Through June 9, 2015, the City has paid $43,667.43 towards the not to exceed amount
of $55,000. The recommended Fourth Amendment will increase the Personal Services
Agreement amount by $20,000, for a total cost not to exceed $75,000, through June 30,
2016. The increased amount is offset by the salary and benefit savings of vacant
positions.
ENVIRONMENTAL IMPACT:
Not applicable.
PRIOR CITY COUNCIL REVIEW:
• On April 21, 2015, the City Council approved the Third Amendment to the
Personal Services Agreement with KFORCE Inc.
COMMISSION/COMMITIEE/BOARD REVIEW AND RECOMMENDATIONS
Not applicable.
NOTIFICATION:
KFORCE, Inc.
A TIACHMENT(S):
Attachment 1 -Personal Services Agreement
Attachment 2-Fourth Amendment
PERSONAL SERVICES AGREEMENT
THIS AGREEMENT is made, entered into, and shall become effective this 1st day
of July, 2012 (the "Effective Datej, 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 Kfc:ce Inc.
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. 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, (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 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 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.
Section 2. Term.
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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Section 3. ~!)mpensation.
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 shaH 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 engag&inent 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. begally required
e>:ertime (feeerollaw reEjuires ln e*Gess of 4Q l:!ours a week, state Ia.,.,. vaFies) will ee eillee
at one an€! one f:!alf (1 14) times tf:!e normal l:lilling Fate. At the Citv's discretion, Contractor's
Assigned Individual may be required to work the Citv's 9/80 work schedule. The work
week is Monday-Thursday 7:30A.M. -5:30A.M. and alternate Fridays from 7:30A.M. to
4:30P.M. The City will pay monthly invoices in accordance with this Section.
3.3 Records of Expenses.
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. Invoices shall be
addressed as provided for in Section 14 below.
Section 4. lr:· jependent 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 benefrts which accrue to
City's employees.
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Section 5. 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 6. 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 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 Work and/or Construction Site.
Reserved.
Section 8. Time of Essence.
Reserved.
Section 9. Compliance with Law.
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. Conflicts of Interest.
Consultant covenants, to the best of its ability, that It presently has no interest and
shall not acquire any:nterest, direct or indirect, which would conflict in any manner or
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degree with the performance of the services contemplated by this Agreement
Section 11. lndemnltv.
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 attorneys' fees, for
bodily injury or death r! 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
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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 !he duration
of the agreement, an~ 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 will maintain workers' compensation insurance in accordance with the Labor
Code of Califom1:t 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 will not be accepted in !feu of the actual endorsement
12.4 Proof of Insurance Requirements/Endorsement
Prior to beginning any work 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.
12.5 Notice of Cancellationrrermlnation 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 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.
12.7 Notice to Proceed.
Consult:-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. Termination.
This Agreement may be terminated by any party by providing ten (1 0) 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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Section 14 .. 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:
To Consultant:
City of San Juan Capistrano
32400 Paseo Adelanto ·
San Juan Capistrano, CA 92675
Attn: Human Resources Department
KFORCE
1001 East Palm Ave.
Tampa, FL 33605
Attn: Contracts Management
Section 15. 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 bet..veen 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 f'JAMS").
Section 17. S.rttire Agreement.
This Agreement constitutes the entire understanding and agreement between the
parties and supersedes all previous negotiations between them pertaining to the subject
matter thereoL 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 andtor 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 by asking specific questions to select past employers
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with regard to skills and work history before placing an individual on his or her first
assignment and a completed Live Scan confirming no criminal history.
Section 20. Conversion.
In the event that City wishes to convert any of Consultant's Assigned Individual, after
1 040 hours of billed ~ervices, the City agrees to pay a conversion fee of $0.00 (zero
dollars).
Section 21. Resume Confidentiality.
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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parties hereto executed this i\greement
CITY OF SA ' JUAN aAfiSTRANO
KFORCE INC.
8
Exhibit A
Consultant will provide professional staffing services as needed to the City. Bill 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. Actuai biii rate wiii be negotiated at time of
placement.
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first Amendment to
Personal Services Agrnement
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 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. Term.
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
force and effect
(SIGNATURE PAGE FOLLOWS)
1
IN WITNESS WHEREOF, the parties hereto have executed this Agreement.
CONSUlTANT I r"''i' I t , -\ I , /"I \ [ ,_.,,
By: 4.A,,£lU.( ,__) re .. C--_,_
KFORCE, Inc. q· rf' a 1 -/ ·-'
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 161h day of March 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 $45,000.
All other provisions of the Agreement not amended hereunder shall remain in full force
and effect.
(SIGNATURE PAGE FOLLOWS)
1
IN WITNESS WHEREOF, the parties hereto have executed this Agreement.
i I
ATTES
APPROVEP-{IS TO FORM
c~-, j --'---1. -Hans Van 1gte~6+t)H';tforney
.RANO
CONUANT
By) dA? Z-r
KFORCE, Inc. <?'"""
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)
IN WITNESS WHEREOF, the parties hereto have executed this Agreement.
ATTEST:
Maria Morris, City Clerk
APPROVED AS TO FORM:
City Attorney
CITY OF SAN JUAN CAPISTRANO
By:-:::--,--::---:-:-------Derek Reeve, Mayor
IN WITNESS WHEREOF, the parties hereto 11ave executed this Agreement
CITY OF SAN JUAN CAPISTRANO
By: ~M~ ~e,Mayor
CONSULTANT
APPROVED AS TO FORM:
City Attorney
Fourth 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 16th day of June 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 2. Term.
The term of the Agreement is hereby extended to June 30, 2016.
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 $75,000.
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.
ATTEST:
Maria Morris, City Clerk
APPROVED AS TO FORM:
CITY OF SAN JUAN CAPISTRANO
By:~~~----~------------Derek Reeve, Mayor
CONSULTANT
By:------------