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HomeMy WebLinkAboutEllis, Mary Ann; 2008-06-20;AMENDMENT NO. 1 TO AGREEMENT FOR COMPENSATION CONSULTING SERVICES Mary Ann Ellis This Amendment No. 1 is entered into and effective as of the 7 _ day of . 200^_, amending the agreement dated June 20, 2008 (the "Agreement") by and between the City of Carlsbad, a municipal corporation, ("City"), and Mary Ann Ellis, ("Contractor") (collectively, the "Parties") for compensation consulting services. RECITALS A. The Parties desire to alter the Agreement's scope of work to increase the total fee payable for the Services to be performed from $10,000 to $15,000; and B. The Parties have negotiated and agreed to a supplemental scope of work and fee schedule, which is attached to and incorporated by this reference as Exhibit "A", Scope of Services and Fee. NOW, THEREFORE, in consideration of these recitals and the mutual covenants contained herein, City and Contractor agree as follows: 1. In addition to those services contained in the Agreement, Contractor will provide those services described in Exhibit "A". With this amendment, the total annual Agreement amount shall not exceed fifteen thousand dollars ($15,000). 2. City will pay Contractor for all work associated with those services described in Exhibit "A" at a rate of fifteen hundred, ($1500) per day, not-to-exceed fifteen thousand dollars ($15,000). Contractor will provide City, on a monthly basis, copies of invoices sufficiently detailed to include hours performed, hourly rates, and related activities and costs for approval by City. 3. Contractor will complete all work described in Exhibit "A" by June 30, 2009. 4. All other provisions of the Agreement will remain in full force and effect. 5. All requisite insurance policies to be maintained by Contractor pursuant to the Agreement will include coverage for this Amendment. 6. The individuals executing this Amendment and the instruments referenced in it on behalf of Contractor each represent and warrant that they have the legal power, right and actual authority to bind Contractor to the terms and conditions of this Amendment. City Attorney Approved Version #05.22.01 CONTRACTOR *By CITY OF C> corporation LORRAINE M. WOOD City Clerk (e-mail address) If required by City, proper notarial acknowledgment of execution by contractor must be attached. If a Corporation. Agreement must be signed by one corporate officer from each of the following two groups. "Group A. Chairman, President, or Vice-President "Group B. Secretary, Assistant Secretary, CFO or Assistant Treasurer Otherwise, the corporation must attach a resolution certified by the secretary or assistant secretary under corporate seal empowering the officer(s) signing to bind the corporation. APPROVED AS TO FORM: Deputy City Attorney REV. 10/15/2008 EXHIBIT "A" SCOPE OF SERVICES AND FEE 1. Compensation Consulting Services to review salary equity issues in Management Compensation and make recommendations for adjustments, not to exceed $10,000. 2. Human Resources Consulting Services to aid the HR Department in setting HR Strategy for 2008-2009, not to exceed $5,000. City Attorney Approved Version # 05.22.01 AGREEMENT FOR COMPENSATION CONSULTING SERVICES MARY ANN ELLIS THIS AGREEMENT is made and entered into as of the ryr day of ^JIJVM_ _ , 2Q.QT . by and between the CITY OF CARLSBAD, a municipal corporation, ("City"), and Mary Ann Ellis, a sole proprietor, ("Contractor"). RECITALS City requires the professional services of a consultant that is experienced in compensation consulting services. Contractor has the necessary experience in providing these professional services, has submitted a proposal to City and has affirmed its willingness and ability to perform such work. NOW, THEREFORE, in consideration of these recitals and the mutual covenants contained herein, City and Contractor agree as follows: 1. Scope of Work. City retains Contractor to perform, and Contractor agrees to render, those services (the "Services") that are defined in Exhibit "A", attached and incorporated by this reference in accordance with the terms and conditions set forth in this Agreement. 2. Term. This Agreement will be effective for a period of one year from the date first above written. 3. Compensation. The total fee payable for the Services to be performed will not exceed ten thousand dollars ($10,000). No other compensation for the Services will be allowed except for items covered by subsequent amendments to this Agreement. City reserves the right to withhold a ten percent (10%) retention until City has accepted the work and/or the Services speeified in Exhibit "A." 4. Status of Contractor. Contractor will perform the Services as an independent contractor and in pursuit of Contractor's independent calling, and not as an employee of City. Contractor will be under the control of City only as to the results to be accomplished. 5. Indemnification. Contractor agrees to indemnify and hold harmless the City and its officers, officials, employees and volunteers from and against all claims, damages, losses and expenses including attorneys fees arising out of the performance of the work described herein caused by any negligence, recklessness, or willful misconduct of the Contractor, any subcontractor, anyone directly or indirectly employed by any of them or anyone for whose acts any of them may be liable. The parties expressly agree that any payment, attorney's fee, costs or expense City incurs or makes to or on behalf of an injured employee under the City's self-administered workers' compensation is included as a loss, expense or cost for the purposes of this section, and that this section will survive the expiration or early termination of this Agreement. 6. Insurance. Contractor will obtain and maintain policies of commercial general liability insurance, automobile liability insurance, a combined policy of workers' compensation, employers liability insurance, and professional liability insurance from an insurance company City Attorney Approved Version #05.06.08 authorized to transact the business of insurance in the State of California which has a current rating in the Best's Key Rating guide of at least A-:VII OR with a surplus line insurer on the State of California's List of Eligible Surplus Line Insurers (LESLI) with a rating in the latest Best's Key Rating Guide of at least "A:X", in an amount of not less than one million dollars ($1,000,000) each, unless otherwise authorized and approved by the City Attorney or the City Manager. Contractor will obtain occurrence coverage, excluding Professional Liability, which will be written as claims- made coverage. The insurance will be in force during the life of this Agreement and will not be canceled without thirty (30) days prior written notice to the City by certified mail. City will be named as an additional insured on General liability. Contractor will furnish certificates of insurance to the Contract Department, with endorsements to City prior to City's execution of this Agreement. 7. Conflict of Interest. City will evaluate Contractor's duties pursuant to this Agreement to determine whether disclosure under the Political Reform Act and City's Conflict of Interest Code is required of Contractor or any of Contractor's employees, agents or subcontractors. Should it be determined that disclosure is required, Contractor or Contractor's employees, agents, or subcontractors will complete and file with the City Clerk those schedules specified by City and contained in the Statement of Economic Interests Form 700. 8. Compliance With Laws. Contractor will comply with all applicable local, state and federal laws and regulations prohibiting discrimination and harassment and will obtain and maintain a City of Carlsbad Business License for the term of this Agreement. 9. Termination. City or Contractor may terminate this Agreement at any time after a discussion, and written notice to the other party. City will pay Contractor's costs for services delivered up to the time of termination, if the services have been delivered in accordance with the Agreement. 10. Claims and Lawsuits. By signing this Agreement, Contractor agrees it may be subject to civil penalties for the filing of false claims as set forth in the California False Claims Act, Government Code sections 12650, et seq.. and Carlsbad Municipal Code Sections 3.32.025, et seq. Contractor further acknowledges that debarment by another jurisdiction is grounds for the City of Carlsbad to terminate this Agreement. 11. Venue and Jurisdiction. Contractor agrees and stipulates that the proper venue and jurisdiction for resolution of any disputes between the parties arising out of this Agreement is the State Superior Court, San Diego County, California. 12. Assignment. Contractor may assign neither this Agreement nor any part of it, nor any monies due or to become due under it, without the prior written consent of City. 13. Amendments This Agreement may be amended by mutual consent of City and Contractor. Any amendment will be in writing, signed by both parties, with a statement of estimated changes in charges or time schedule. City Attorney Approved Version #05.06.08 14. Authority. The individuals executing this Agreement and the instruments referenced in it on behalf of Contractor each represent and warrant that they have the legal power, right and actual authority to bind Contractor to the terms and conditions of this Agreement. CONTRACTOR (print name/title) (e-mail address) CITY OF corporatio cipal ATTE LORRAINE M. WOOD City Clerk x,*.x If required by City, proper notarial acknowledgment of execution by contractor must be attached. If a Corporation. Agreement must be signed by one corporate officer from each of the following two groups. *Group A. Chairman, President, or Vice-President *Group B. Secretary, Assistant Secretary, CFO or Assistant Treasurer Otherwise, the corporation must attach a resolution certified by the secretary or assistant secretary under corporate seal empowering the officers) signing to bind the corporation. APPROVED AS TO FORM: RONALD City Attorney Approved Version #05.06.08 EXHIBIT "A" SCOPE OF SERVICES Project Objectives In recent years, equity adjustments have not been a tool used in the management comp system. HR wants to proactively perform a compensation review in order to identify any potential problem areas that might be candidates for equity adjustment and determine next steps. The objectives of this phase of the project are to: -identify individual cases in the management comp structure where an incumbent's salary is very close to the salary of people they supervise. (We will define "very close".) Look at the facts to determine whether that situation seems to "make sense" or if it could be a case where an equity adjustment might be appropriate. -you described to me that in that past several years you have had to bring in new employees relatively high in their salary range, in order to be competitive. However, this has caused clustering at the top of the salary ranges in these multiple incumbent jobs where the internal, longer service incumbents might even be paid less that a more recently hired person from the external market. You want me to identify these cases and prepare some analyses that will help us analyze whether the pay patterns are appropriate or some individuals may potential require adjustment. -in single incumbent management jobs, you would like me to take a look at the question of "internal equity" across similarly situated jobs, for example all department heads, all directors, all assistant directors, etc. You suspect there may be some cases where individual incumbents have not made appropriate progress through the salary ranges, or where the internal equity within a salary grade needs to be adjusted. You want me to identify the "similarly situated jobs" for internal equity comparison, and perform some analyses on the data that will help us understand what cases are candidates for further review and potential adjustment. Project Approach 1. I will work with Rebecca to specify a report with the data elements we want to download into an Excel spreadsheet for analysis. We will also need to get appropriate data on the employees who are the non-management employees who are being supervised, to complete point 1 of the objectives above. In addition, I'll get her help on creating the "internal equity job title comparisons" that we will use in point 3 of the objectives. 2. After preliminary formatting and analysis of the report, I'd like to meet with Julie, Rebecca (assuming Debbie Porter is already out) and anyone else that can help with the preliminary review and answer questions that I will have prepared. City Attorney Approved Version #05.06.08 4 3. Another concentrated effort on my part to do work with the data, do analysis and create some graphs, charts, scatter grams, etc that will help us identify "points off the curve". 4. Most likely at this point I will need to meet with Julie and Rebecca again to confirm what I'm seeing and give me final input. 5. I will provide a written report summarizing our findings and recommended next steps. Project Timing and Fees I could begin the project as soon as we get a new contract and PO approved. You want to be ready with a proposal in the July/August timeframe. My preference would be to get started on it sooner rather than later so I can work it in with the rest of my project commitments. My professional services fees for this phase of the project will not exceed $10,000.00, billed at $ 150/hr. My proposal would be to submit an invoice monthly as we may be working on this project for 2-3 months. City Attorney Approved Version #05.06.08