HomeMy WebLinkAbout1998-02-03; City Council; Resolution 98-286
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RESOLUTION NO. 98-28
A RESOLUTION OF THE CITY COUNCIL OF THE
CITY OF CARLSBAD, CALIFORNIA, INCREASING
THE REVENUE ESTIMATES AND APPROPRIATIONS
THE MAYOR TO SIGN AMENDMENT NO. 3 TO THE
AGREEMENT WITH WATSON WYATT & COMPANY
TO DESIGN AND DELIVER TRAINING FOR THE
PERFORMANCE MANAGEMENT AND COMPENSATION
PLAN.
FOR 1997-98, AND RATIFYING AND AUTHORIZING
WHEREAS, the financial results through December reflect
revenue receipts which are $4.8 million ahead of the estimate and much of
the increase is related to development activity which may continue; and
WHEREAS, the City has also realized an increase in expenses for
the first half of the year; and
WHEREAS, total appropriations for each fund may only be
increased or decreased by authorization of the City Council; and
WHEREAS, the City Council approved an agreement with Watson
Wyatt & Company dated February 24, 1997 to design and develop a
Performance Management & Compensation System; and
WHEREAS, the City Council has previously approved
Amendment No.1 and Amendment No. 2 to the agreement with Watson Wyatt
& Company.
NOW, THEREFORE, BE IT RESOLVED by the City Council of the
City of Carlsbad, California, as follows:
1. That the above recitations are true and correct.
2. That estimated revenues will be increased by $6,132,678 as
shown in Exhibit 3.
3. That budgeted appropriations for the General fund will be
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increased by $626,318 as shown in Exhibit 4.
4. That a loan in the amount of $300,000 is authorized from the
General Capital Construction fund balance to the TransNeULocal fund.
5. That budgeted appropriations for Capital Improvement Projects will
be increased by $415,000. Appropriations will be increased by $300,000 from
the TransNeULocal fund, $80,000 from the Gas Tax fund balance, and
$35,000 from the General Capital Construction fund balance to fund the
projects, as shown in Exhibit 5.
6. That the Mayor of the City of Carlsbad is authorized to sign the
amendment to the contract between the City of Carlsbad and Watson Wyatt &
Company attached hereto.
PASSED, APPROVED AND ADOPTED at a regular meeting of
the City Council on the 3rd day of February , 1998, by the following
vote, to wit:
AYE^: Council Members Lewis, Finnila, Nygaard, Kulchin, and H
NOES: None
ABSENT: None
ATTEST:
1
METHA L. RAUTENKRANZ, City Clerk
I
(SEAL)
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AMENDMENT NO. 3 TO AGREEMENT
THIS AGREEMENT, made and entered into as of the 19" day of January 1998, by
and between the CITY OF CARLSBAD, a municipal corporation, hereinafter referred to as
l'City'', and WATSON WATT & COMPANY, hereinafter referred to as "Contractor."
RECITALS
City requires the services of a human resources consulting firm with expertise in
performance appraisal and compensation systems development to assist in training employees
and implementing the revised performance-based management compensation plan; and
Contractor possesses the necessary skills and qualifications to provide the services required by
the City;
NOW, THEREFORE, in consideration of these recitals and the mutual covenants
contained herein, City and Contractor agree as follows:
1. CONTRACTORS OBLIGATIONS
Contractor's obligations will include design, development and delivery of on-site training,
training materials, and a "tool kit" (employee handbook) for approximately 100 management
employees in the areas of I) performance planning / competencies 2) performance planning /
goal setting, 3) coaching, counseling and feedback, and 4) evaluation and compensation
administration. Each module will be offered approximately six weeks apart, respectively, and
conducted four times over a two day period. This will allow for approximately 25 participants
per 4 hour training session.
In addition, specific training will be designed and delivered to the Leadership Team who are
tasked with the responsibility of ensuring successful implementation of the Performance
Management and Compensation plan. Specific training for the Leadership Team will provide in-
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depth executive briefings on the administration of each of the above four modules in addition to a
module on Integrating Goal and Performance Planning Efforts. The Leadership Team training on
each module will be conducted prior to the “just-in-time” training sessions on each module for the
management employees.
2. CITY OBLIGATIONS
The City shall provide any documents, access to personnel, scheduling of employees,
facilities, audio-visual equipment, in addition to any interim reviews and approvals that are
necessary for Contractor to complete their scope of work.
3. PROGRESS AND COMPLETION
The work under this contract will begin immediately after receipt of notification to praceed
by the City. Training will be completed by December 31, 1998. Extensions of time may be
granted if requested by the Contractor and agreed to in writing by the Human Resources
Director. The Human Resources Director will give allowance for documented and substantiated
unforeseeable and unavoidable delays not caused by a lack of foresight on the part of the
Contractor, or delays caused by City inaction or other agencies’ lack of timely action.
4. FEES TO BE PAID TO CONTRACTOR
The total fee payable for the services to be performed as outlined in Exhibit “A shall be
$95,000. No other compensation for services will be allowed ‘except those items covered by
supplemental agreements per Paragraph 8, “Changes in Work.” The City reserves the right to
withhold a ten percent (10%) retention until the project has been accepted by the City.
5. DURATION OF CONTRACT
This agreement shall extend for a period of one year from date thereof. The contract may
be extended by the City Manager for an additional one (1) year period or parts thereof, based
upon a review of satisfactory performance and the City’s needs. The parties shall prepare
extensions in writing indicating effective date and length of the extended contract.
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6. PAYMENT OF FEES
Payment of approved items on the invoice shall be mailed to the Contractor within 30
days of receipt of the invoice.
7. FINAL SUBMISSIONS
Within 10 days of completion and approval of the Human Resources Director the
Contractor shall deliver to the City the following items:
1). a "tool kit" (employee handbook),
2) one set of training materials for management employees, and
3) one set of training materials for the Leadership Team.
8. CHANGES IN WORK
If, in the course of the contract, changes seem merited by the Contractor or the City, and
informal consultations with the other party indicate that a change in the .conditions of the contract
is warranted, the Contractor or the City may request a change in contract. Such changes shall
be processed by the City in the following manner: A letter outlining the required changes shall be
forwarded to the City by Contractor to inform them of the proposed changes along with a
statement of estimated changes in charges or time schedule. A Standard Amendment to
Agreement shall be prepared by the City and approved by the City according to the procedures
described in Carlsbad Municipal Code Section 3.28.172. Such Amendment to Agreement shall
not render ineffective or invalidate unaffected portions of the agreement.
9. COVENANTS AGAINST CONTINGENT FEES
The Contractor warrants that their firm has not employed or retained any company or
person, other than a bona fide employee working for the Contractor, to solicit or secure this
agreement, and that Contractor has not paid or agreed to pay any company or person, other than
a bona fide employee, any fee, commission, percentage, brokerage fee, gift, or any other
consideration contingent upon, or resulting from, the award or making of this agreement. For
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breach or violation of this warranty, the City shall have the right to annul this agreement without
liability, or, in its discretion, to deduct from the agreement price or consideration, or otherwise
recover, the full amount of such fee, commission, percentage, brokerage fees, gift, or contingent
fee.
IO. NONDISCRIMINATION CLAUSE
The Contractor shall comply with the state and federal laws regarding nondiscrimination.
11. TERMINATION OF CONTRACT
In the event of the Contractor's failure' to prosecute, deliver, or perform the work as
provided for in this contract, the City Manager may terminate this contract for nonperformance by
notifying the Contractor by certified mail of the termination of the Contractor. The Contractor,
thereupon, has five (5) working days to deliver said documents owned by the City and all work in
progress to the Human Resources Director. The Human Resources Director shall make a
determination of fact based upon the documents delivered to City of the percentage of work
which the Contractor has performed which is usable and of worth to the City in having the
contract completed. Based upon that finding as reported to the City Manager, the Manager shall
determine the final payment of the contract.
This agreement may be terminated by either party upon tendering thirty (30) days written
notice to the other party. In the event of such suspension or termination, upon request of the
City, the Contractor shall assemble the work product and put same in order for proper filing and
closing and deliver said product to City. In the event of termination, the Contractor shall be paid
for work performed to the termination date; however, the total shall not exceed the lump sum fee
payable under paragraph 4. The City Manager shall make the final determination as to the
portions of tasks completed and the compensation to be made.
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12. DISPUTES
If a dispute should arise regarding the performance of work under this agreement, the
following procedure shall be used to resolve any question of fact or interpretation not otherwise
settled by agreement between parties. Such questions, if they become identified as a part of a
dispute among persons operating under the provisions of this contract, shall be reduced to
writing by the principal of the Contractor or the Human Resources Director. A copy of such
documented dispute shall be fonvarded to both parties involved along with recommended
methods of resolution. The Human Resources Director or principal receiving the letter shall reply
to the letter along with a recommended method of resolution within ten (IO) days. If the
resolution thus obtained is unsatisfactory to the aggrieved party, a letter outlining the dispute
shall be forwarded to the City Council for their consideration through the Office of the City
Manager. The City Council may then opt to consider the directed solution to the problem. In
such cases, the action of the City Council shall be binding upon the parties involved, although
nothing in this procedure shall prohibit the parties seeking remedies available to them at law.
13. CLAIMS AND LAWSUITS
The Contractor agrees that any contract claim submitted to the City must be asserted as
part of the contract process as set forth in this agreement and not in anticipation of litigation or in
conjunction with litigation. The Contractor acknowledges that if a false claim is submitted to the
City, it may be considered fraud and the Contractor may be subject to criminal prosecution. The
Contractor acknowledges that California Government Code sections 12650 et seq., the False
Claims Act, provides for civil penalties where a person knowingly submits a false claim to a
public entity. These provisions include false claims made with deliberate ignorance of the false
information or in reckless disregard of the truth or falsity of information. If the City of Carlsbad
seeks to recover penalties pursuant to the False Claims Act, it is entitled to recover its litigation
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costs, including attorney's fees. The Contractor acknowledges that the filing of a false claim may
subject the Contractor to an administrative debarment proceeding wherein the Contractor may be
prevented to act as a Contractor on any public work or improvement for a period of up to five
years. The Contractor acknowledges debarment by another jurisdicti n is grounds for the City of
Carlsbad to disqualify the Contractor from the selection process. i L. nitial)
3.32.028 pertaining to false claims are incorporated herein by reference. ' P mnitial)
The provisions of Carlsbad Municipal Code sections 3.32.025, 3.3 . 26, 3.32.027 and
14. STATUS OF THE CONTRACTOR
The Contractor shall perform the services provided for herein in Contractor's own way as
an independent Contractor and in pursuit of Contractor's independent calling, and not as an
employee of the City. Contractor shall be under control of the City only as to the result to be
accomplished, but shall consult with the City as provided for in the request for proposal. The
persons used by the Contractor to provide services under this agreement shall not be considered
employees of the City for any purposes whatsoever.
The Contractor is an independent Contractor of the City. The payment made to the
Contractor pursuant to the contract shall be the full and complete compensation to which the
Contractor is entitled. The City shall not make any federal or state tax withholdings on behalf of
the Contractor or hidher employees or subcontractors. The City shall not be required to pay any
workers' Compensation insurance or unemployment contributions on behalf of the Contractor or
hidher employees or subcontractors. The Contractor agrees to indemnify the City within 30 days
for any tax, retirement contribution, social security, overtime payment, unemployment payment or
workers' compensation payment which the City may be required to make on behalf of the
Contractor or any employee or subcontractor of the Contractor. for work done under this
agreement or such indemnification amount may be deducted by the City from any balance owing
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to the Contractor.
The Contractor shall be awar; of the requirements of the Immigration Reform and Control
Act of 1986 and shall comply with those requirements, including, but not limited to, verifying the
eligibility for employment of all agents, employees, subcontractors and Consultants that are
included in this agreement.
15. CONFORMITY TO LEGAL REQUIREMENTS
The Contractor shall cause all drawings and specifications to conform to all applicable
requirements of law: federal, state and local. Contractor shall provide all necessary supporting
documents, to be filed with any agencies whose approval is necessary.
The City will provide copies of the approved plans to any other agencies.
16. OWNERSHIP OF DOCUMENTS
All final reports delivered under this contract will be the property of the City, whether the
work for which they are made be executed or not. In the event this contract is terminated, all
completed deliverables shall be delivered forthwith to the City. Contractor shall have the right to
make one (I) copy of the plans for his/her records.
17. REPRODUCTION RIGHTS
The Contractor agrees that all copyrights which arise from creation of the work pursuant
to this contract shall be vested in City and hereby agrees to relinquish all claims to such
copyrights in favor of City.
18. HOLD HARMLESS AGREEMENT
Contractor agrees to indemnify and hold harmless the City of Carlsbad 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 willful misconduct, or negligent act, or omission of the contractor, any subcontractor, anyone
directly or indirectly employed by any of them or anyone for whose acts any of them may be
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liable.
19. ASSIGNMENT OF CONTRACT
The Contractor shall not assign this contract or any part thereof or any monies due '
thereunder without the prior written consent of the City.
20. SUBCONTRACTING
If the Contractor shall subcontract any of the work to be performed under this contract by
the Contractor, Contractor shall be fully responsible to the City for the acts and omissions of
Contractor's subcontractor and of the persons either directly or indirectly employed by the
subcontractor, as Contractor is for the acts and omissions of persons directly employed by
Contractor. Nothing contained in this contract shall create any contractual relationship between
any subcontractor of Contractor and the City. The Contractor shall bind every subcontractor and
every subcontractor of a subcontractor by the terms of this contract applicable to Contractor's
work unless specifically noted to the contrary in the subcontract in question approved in writing
by the City.
21. PROHIBITED INTEREST
No official of the City who is authorized in such capacity on behalf of the City to negotiate,
make, accept, or approve, or take part in negotiating, making, accepting, or approving of this
agreement, shall become directly or indirectly interested personally in this contract or in any part
thereof. No officer or employee of the City who is authorized in such capacity and on behalf of
the City to exercise any executive, supervisory, or similar functions in connection with the
performance of this contract shall become directly or indirectly interested personally in this
contract or any part thereof.
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22. VERBAL AGREEMENT .OR CONVERSATION
No verbal agreement or conversation with any officer, agent, or employee of the City,
either before, during or after the execution of this contract, shall affect or modify any of the terms
or obligations herein contained nor entitle the Contractor to any additional payment whatsoever
under the terms of this contract.
23. SUCCESSORS OR ASSIGNS
Subject to the provisions of Paragraph 18, "Hold Harmless Agreement," all terms,
conditions, and provisions hereof shall inure to and shall bind each of the parties hereto, and
each of their respective heirs, executors, administrators, successors, and assigns.
24. EFFECTIVE DATE
This agreement shall be effective on and from the day and year first written above.
25. CONFLICT OF INTEREST
The City has determined, using the guidelines of the Political Reform Act and the City's
conflict of interest code, that the Contractor will not be required to file a conflict of interest
statement as a requirement of this agreement. However, Contractor hereby acknowledges that
Contractor has the legal responsibility for complying with the Political Reform Act and nothing in
this agreement, releases Contractor from this responsibility.
26. INSURANCE
The Contractor shall obtain and maintain for the duration of the contract and any and all
amendments insurance against claims for injuries to persons or damage to property which may
arise out of or in connection with performance of the work hereunder by the Contractor, his
agents, representatives, employees or subcontractors. Said insurance shall be obtained from an
insurance carrier admitted and authorized to do business in the State of California. The
insurance carrier is required to have a current Best's Key Rating of not less than '!A-:V" and shall
meet the City's policy for insurance as stated in Resolution No. 91-403.
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A. Coveracles and Limits.
Contractor shall maintain the types of coverages and minimum limits indicated
herein, unless a lower amount is approved by the City Attorney or City Manager:
1. Comprehensive General Liability Insurance. $1,000,000 combined single-
firnit per occurrence for bodily injury, personal injury and property damage. If the submitted
policies contain aggregate limits, general aggregate limits shall apply separately to the work
under this contract or the general aggregate shall be twice the required per occurrence limit.
2. Automobile Liability (if the use of an automobile is involved for Contractor's
work for the City). $1,000,000 combined single-limit per accident for bodily injury and property
damage.
3. Workers' Compensation and Employer's Liability. Workers' Compensation
limits as required by the Labor Code of the State of California and Employer's Liability limits of
$1,000,000 per accident for bodily injury.
4. Professional Liability. .Errors and omissions liability appropriate to the
contractor's profession with limits of not less than $1,000,000 per claim. Coverage shall be
maintained for a period of five years following the date of completion of the work.
B. Additional Provisions
Contractor shall ensure that the policies of insurance required under this
agreement contain, or are endorsed to contain, the following provisions.
1. The City shall be named as an additional insured on all policies excluding
Workers' Compensation and Professional Liability.
2. . The Contractor shall furnish certificates of insurance to the City before
commencement of work. ..
3. The Contractor shall obtain occurrence coverage, excluding Professional
Liability which shall be written as claims-made coverage.
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4. This insurance shall be in force during the life of the agreement and any .
extension thereof and shall not be canceled without 30 days prior written notice to the City sent
by certified mail.
5. If the Contractor fails to maintain any of the insurance coverages required
herein, then the City will have the option to declare the Contractor in breach, or may purchase
replacement insurance or pay the premiums that are due on existing policies in order that the
required coverages may be maintained. The Contractor is responsible for any payments made
by the City to obtain or maintain such insurance and the City mayxollect the same from the
Contractor or deduct the amount paid from any sums due the Contractor under this agreement.
27. RESPONSIBLE PARTIES
The name of the persons who are authorized to give written notices or to receive written
notice on behalf of the City and on behalf of the Contractor in connection with the foregoing are
as follows:
For City: Title Human Resources Director
Name Ann Cheverton
Address 1200 Carlsbad Village Drive
Carlsbad, CA 92008
For Contractor: Title Practice Leader Compensation
Name Luellen Lucid/ PaulMee
Address 15303 Ventura Blvd. Suite 700
Sherman Oaks, CA 91403-3197
28. BUSINESS LICENSE
Contractor shall obtain and maintain a City of Carlsbad Business License for the duration
of the contract.
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29. ENTIRE AGREEMENT
This agreement, together with any other written document referred to or contemplated
herein, embody the entire agreement and understanding between the parties relating to the
subject matter hereof. Neither this agreement nor any provision hereof may be amended,
modified, waived or discharged except by an instrument in writing executed by the party against ’
which enforcement of such amendment, waiver or discharge is sought.
. Executed by Contractor this 19th
CONTRACTOR:
Watson Wvatt Worldwide
Paul Mee, Vice President (print namehitle) r
ATTEST:
I By: (sign here)
RiiE!Z%P7 City Clerk (print name/title)
(Proper notarial acknowledgment of execution by Contractor must be attached.)
(President or vice-president and secretary or assistant secretary must sign for corporations. If
only one officer signs, the corporation must attach a resolution certified by the secretary or
assistant secretary under corporate seal empowering that officer to bind the corporation.)
APPROVED AS TO FORM:
RONALD R. BALL
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' CALIFORNIA ALL-PURPO 9 E ACKNOWLEDGMENT 0
No. 590'
State of (?,ACIFORN IA
Countyof LOS ANQELE-s
On &WuAK.cl 19 t \998 before me, "& C.?rRlbCI; dkq?ubkL
personally appeared ?dul V, Mee 1
DATE ' 9 NAME, TITLE OF OFFICER - E.G., *JANE DOE, NOTARY PUBLIC
NAME@) OF SIGNER(S)
dpersonally known to me - OR - @wwec! ?c c
to be the person(g3 whose name($) is/=
subscribed to the within instrument and ac-
knowledged to me that he/- executed
the same in hislh&kh& authorized
capacity(+, and that by hisltw-&bek
signature(@ on the instrument the personM,
or the entity upon behalf of which the
person@ acted, executed the instrument.
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WITNESS my hand and official seal.
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SIGNATURE OF NOTARY
OPTIONAL
Though the data below is not required by law, it may prove valuable to persons relying on the document and could prevent
fraudulent reattachment of this form.
CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED DOCUMENT
#E;~GE omcm
te ?reade& TITLE(S)
0 PARTNER(S) c] LIMITED
0 ATTORNEY-IN-FACT
[7 TRUSTEE(S) c] GUARDIAN/CONSERVATOR
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SIGNER IS REPRESENTING: NAME OF PERSON(S) OR ENTITY(IES)
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TITLE OR TYPE OF DOCUMENT
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SIGNER(S) OTHER MAN NAMED ABOVE
01993 NATIONAL NOTARY ASSOCIATION e 8236 Rernmet Ave., P.O. Box 7184 Canoga Park, CA 91309-7184
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WATSON WYATT & COMPANY
CERTIFICATE OF ASSISTANT SECRETARY
I, James S. Minogue, III, Aqistant Secretary of Watson Wyatt & Company, a
Delaware corporation (the Tompany"), do hereby certify that:
1. I am the duly elected, qualified and acting Assistant Secretary of the Company;
2. The resolutions attached hereto as Exhibit A are true and complete copies of the
resolutions duly adopted at a meeting of the Board of Directors of the Company on November
22, 1996, and such resolutions are in full force and effect as of the date hereof.
3. r Pursuant to such resolutions Paul V. Mee, Vice President and Western Regional
Manager has been delegated the authority to bind the Company and is authorized to execute an
agreement for the provision of consulting services to the City of Carlsbad, California.
IN WITNESS WHEREOF, I have hereunto set my hand and have affixed the corporate
seal as of the 28th day of January, 1997.
[SE.A.L] u A sistant Secretary
' ,L .( .c.
Exhibit A
RESOLVED, that the President and Chief Executive Officer, the Executive Vice President and Chief
Operating Officer, the Vice President and Chief Financial Officer, the General Counsel, and any
Regional Manager are hereby authorized and empowered in the name and on behalf of the Company to
execute and deliver any contracts (including confidentiality agreements, engagement letter agreements
and software license agreements) to provide professional services (in the case of Regional Managers,
within said Regional Manager's respective jurisdiction) to clients;
FURTHER RESOLVED, that the Regional Managers and the Executive Vice President and Chief
Operating Officer are hereby authorized to redelegate, in their discretion, to Managing Consultants,
National/Global Practice Directors, regional or local practice directors, account managers or other
senior consultants the authority to execute and deliver any contracts (including confidentiality
agreements, engagement letter agreements and software license agreements) to provide professional
services to clients serviced by the respective office or practice, provided however, that any iuch
agreement pursuant to which the aggregate fees anticipated to be received by the Company will be
greater than US$J.,OOO,OOO shall also require the signature of the Regional Manager; and
g:\corp\seccert\forms\asstsety.doc
z .'
0 EXHIBIT A e
Performance Management and Compensation Program Training
Scope of Work and Fee Schedule
TRAINING FOR 100 MANAGEMENT STAFF:
Development of Training Materials*
0 Performance Planning/Competencies
As
Neclotiated
$28,000
0 Performance Planning/Goal Setting
0 Coaching, Counseling & Feedback
0 Evaluation €i Compensation Administration
Delivery of Training Modules with Kathy Burns $16,600
7 days (14 sessions) @ $2,00O/day
1 day (2 sessions) @ $2,60O/day
Estimated Expenses** $5,000
TOTAL $49,600
Not to
ESTIMATED COSTS FOR LEADERSHIP TEAM TRAINING: Exceed
Development of Workshop and Training Materials* $15,000
Workshop Facilitation and Delivery of Training with
Kathy Burns
Up to 4 days @ $2,60O/day
$1 0,400
Expenses** $3,600
TOTAL $29,000
Not to
ESTIMATED COSTS FOR OTHER EXPENSES: Exceed
Development of Tool Kit $10,000
Miscellaneous Training Expenses $6,400
TOTAL $16,400
GRAND TOTAL $95,000
* All materials will include only one set of revisions; Watson Wyatt will deliver one set of
materials to the City of Carlsbad and the City will reproduce and distribute the required number
of copies.
** Watson Wyatt charges 5% for administrative expenses and charges out-of-pocket
expenses (travel, express mail, etc.) at cost. We estimate total expenses for this project to be
approximately 10% of professional fees.