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CAG2019-514 - Original - Scion Staffing, Inc. - Business Consulting for IT Projects - 12/31/2019
,00** Agreement Routing Form KENT For Approvals,Signatures and Records Management WASHINGTON This form combines&replaces the Request for Mayor's Signature and Contract Cover Sheet forms. (Print on pink or cherry colored paper) Originator: Lynnette Smith Department. IT Date Sent: 12/11/19 Date Required: 12/20/19 R c Authorized Director or Designee Date of 11/19/19 a to Sign: ✓ Council aMayor Approval: Budget 52001780,64190.1800 Grant? Yes No Account Number. Type: N/A Vendor or Name: Scion Staffing Inc. Cate g y: Contract C Vendor 2192449 Sub-Category 0 Number: EProject Name: Consultant Agreement 0 = Project C Details: Business consulting services - Information Technology projects 0 Basis forE Agreement $2499226.49 0 Amount. Selection of Direct Negotiation 911 Contractor: 1711 Start Date: Termination Date: 12/31/20 Notice required prior to Yes No Contract Number: G �aa� 5��L/ disclosure? Date Recey City Attorney. Comments: !//....�djjF CE1 �-illl r� lh dam - 6,� z N IT L_ M LA VV 4 r C Date R uted to the Mayor's Office: H /Zgy�,//9 0 C) M ! Date Routed to the City Clerk's Office: ©`< 0 Date Sent to Originator: �c M Visit Documents.KentWA.gov to obtain copies of all agreements adccW22373_6_19 IT DEPARTMENT Mike Carrington, Director Phone: 253-856-4607 Fax: 253-856-4700 220 Fourth Avenue S. Kent, WA. 98032-5895 DATE: November 12, 2019 TO: Committee of the Whole FROM: Mike Carrington, IT Director SUBJECT: Consultant Services Agreement between the City of Kent and Scion Staffing Inc. - Authorize MOTION: Authorize the Mayor to sign a Consultant Services Agreement with Scion Staffing Inc., in an amount that will not exceed the previously established budget for all IT temporary service contracts through December 31, 2020 of $2,499,226.49, subject to final terms and conditions acceptable to the IT Director and City Attorney. SUMMARY: Scion Staffing Inc. is a staffing and recruitment agency that specializes in placing information technology professionals in project and contract-to-hire positions. The City's Information Technology department will leverage contractor work through this consultant agency. On August 6, 2019, Council approved a contract with Robert Half International, Inc. in a total contract amount of $2,499,226.49 for services to be provided through December 31, 2020, for temporary information technology professional services. This contract approval should have been more general to authorize temporary service contracts with a variety of consultants within that same budgetary amount, not just Robert Half International, Inc. While staff was unclear in its original request to Council, the Robert Half International, Inc. contract was revised prior to signing to make it clear and consistent with all other vendor contracts that the temporary services retained through the various agreements are authorized for a collective budget of $2,499,226.49 through December 31, 2020. The City will pay the Consultant, based on time and materials, for services provided under this agreement during its initial term and each renewal term exercised by the City, subject to any additional budgetary approval that may be needed for each renewal term. IT will monitor fees charged in relation to this collective budgeted amount to ensure the amounts paid under all temporary consultant contracts do not exceed $2,499,226.49 previously approved by Council on August 6, 2019. EXHIBITS: A. Consultant Agreement between City of Kent and Scion Staffing Inc. B. Scion Staffing Inc. Certificate of Insurance BUDGET IMPACT: Description Cost Impact 2019 Operating and Capital Budget $1 065 936.08 2020 Operating and Capital Budget $1 206 088.00 Sub-Total $2,272 024.08 Contingency from 2019 and 2020 Operating and $227,202.41 Capital Budget Total for All Temporary Consultant Services $2,499,226.49 STRATEGIC PLAN GOAL(S): ®Innovative Government-Delivering outstanding customer service,developing leaders,and fostering innovation. ❑Evolving Infrastructure-Connecting people and places through strategic investments in physical and technological infrastructure. ❑Thriving City-Creating safe neighborhoods,healthy people,vibrant commercial districts,and inviting parks and recreation. ®Sustainable Services-Providing quality services through responsible financial management,economic growth,and partnerships. :1 Inclusive Community-Embracing our diversity and advancing equity through genuine community engagement. 8.Z KENT W A S M I N G T O N DATE: November 19, 2019 TO: Kent City Council SUBJECT: Consultant Services Agreement with Scion Staffing Inc. - Authorize MOTION: Authorize the Mayor to sign a Consultant Services Agreement with Scion Staffing Inc., in an amount that will not exceed the previously established budget for all Information Technology temporary service contracts through December 31, 2020 of $2,499,226.49, subject to final terms and conditions acceptable to the Information Technology Director and City Attorney. SUMMARY: Scion Staffing Inc. is a staffing and recruitment agency that specializes in placing information technology professionals in project and contract-to-hire positions. The City's Information Technology Department will leverage contractor work through this consultant agency. On August 6, 2019, Council approved a contract with Robert Half International, Inc. in a total contract amount of $2,499,226.49 for services to be provided through December 31, 2020, for temporary information technology professional services. This contract approval should have been more general to authorize temporary service contracts with a variety of consultants within that same budgetary amount, not just Robert Half International, Inc. While staff was unclear in its original request to Council, the Robert Half International, Inc. contract was revised prior to signing to make it clear and consistent with all other vendor contracts that the temporary services retained through the various agreements are authorized for a collective budget of $2,499,226.49 through December 31, 2020. The City will pay the Consultant, based on time and materials, for services provided under this agreement during its initial term and each renewal term exercised by the City, subject to any additional budgetary approval that may be needed for each renewal term. IT will monitor fees charged in relation to this collective budgeted amount to ensure the amounts paid under all temporary consultant contracts do not exceed $2,499,226.49 previously approved by Council on August 6, 2019. BUDGET IMPACT: Description Cost Impact 2019 Operating and Capital Budget $1,065,936.08 Packet Pg. 650 8.Z 2020 Operating and Capital Budget $1,206,088.00 Sub-Total $2,272,024.08 Contingency from 2019 and 2020 Operating $227,202.41 and Capital Budget Total for All Temporary Consultant $2,499,226.49 Services SUPPORTS STRATEGIC PLAN GOAL: Innovative Government, Sustainable Services ATTACHMENTS: 1. Exhibit A-Scion Consultant Services Agreement (PDF) 2. Exhibit B-Scion COI (PDF) 11/12/19 Committee of the Whole RECOMMENDED TO COUNCIL BY CONSENSUS RESULT: RECOMMENDED TO COUNCIL BY CONSENSUS Next: 11/19/2019 7:00 PM Packet Pg. 651 DocuSign Envelope ID:9422832A-F833-4395-8D89-CD9978BOEE23 KENT WnS HiNGTON CONSULTANT SERVICES AGREEMENT between the City of Kent and [Scion Staffing,` Inc] THIS AGREEMENT is made between the City of Kent, a Washington municipal corporation (hereinafter the "City"), and [Scion Staffing, Inc., a California corporation located and doing business at415 SW`2°d Ave, Portland, OR 97204 (hereinafter the "Consultant"). I. DESCRIPTION OF WORK. Consultant shall perform the following services for the City in accordance with the following described plans and/or specifications: Staffing and recruiting services, and talent acquisition and executive search services in support of the City's technology and multimedia needs on an on-call, as needed basis as determined by the City. Consultant represents and warrants that the services furnished under this Agreement will be performed in a good and workmanlike manner and consistent with generally accepted professional recruiting practices within the Puget Sound region in effect at the time those services are performed. Consultant further represents and warrants that its representatives assigned to perform services for City shall be fully qualified, experienced, and technically trained and shall perform the services in a reasonably cost-efficient manner. For any breach of this warranty, Consultant shall either, at the City's option, perform the services again, at no cost to City, or Consultant shall reimburse City the fees paid to Consultant for the unsatisfactory services. Consultant represents and warrants that it has the resources, personnel, expertise and corporate infrastructure available to deliver and support the design, delivery, implementation and maintenance of each deliverable and meet any milestones and/or deadlines imposed by this Agreement, as well as performing the services described herein in accordance with the terms and conditions of this Agreement. This provision is intended to provide assurance to the City that Consultant has the resources, infrastructure, capital, and talent pool available that is capable of performing as this Agreement requires, and that Consultant will use its best efforts to locate personnel whose skillset—technical, professional, and interpersonal—meet the City's needs and desires. II. TIME OF COMPLETION. This Agreement will become effective on the date it is fully signed by the parties, and will continue through December 31, 2020("Initial Term"). The parties agree that work will begin on the tasks described in Section I above immediately upon the effective date of this Agreement. The parties may agree to extend this Agreement for successive one (1) year terms, which extensions will be authorized through an Amendment to this Agreement ("Renewal Term"). III. COMPENSATION. A. The City shall pay the Consultant, based on time and materials, for services provided under this Agreement during its Initial Term and each Renewal Term exercised by the City and agreed upon by the Consultant. The Kent City Council has established an overall budget of $2,499,226.49 for a// temporary staffing and placement of IT professionals provided by Consultant, and others retained by the City to provide similar work, through the year 2020, and City staff is not authorized to approve any work beyond that budgeted amount. The City will monitor fees charged in relation to that collective budgeted amount, and if services provided by Consultant and others will cause the City to exceed that budgeted amount, the City will either seek additional approval through a contract amendment authorized by the Ef? EEO COMPLIANCE DOCUMENTS - 1 DocuSign Envelope ID:9422832A-F833-4395-8D89-CD9978BOEE23 Mayor or Council as the Kent City Code may require, or to terminate Consultant's services as provided for in this Agreement. Consultant acknowledges and understands that it is not the City's exclusive provider of these services, but is instead one of several Consultants who have been retained to provide temporary staffing and placement services. The City maintains its unqualified right to obtain these services through other sources. This Agreement is for on-call and as-needed services, the need for which is determined in the City's sole judgment and discretion. The Consultant's billing rates will be negotiated at the time an Assigned Individual is assigned and that agreed billing rate will be provided for on the Assigned Individual's timesheet. The billing rate will include the Assigned Individual's hourly rate as agreed upon by the City and Consultant, plus a 65% markup to compensate Consultant for its placement services, or a 25% fee of an Assigned Individual's annually salary if the Assigned Individual is a Consultant candidate who is a direct hire placement by the City. If applicable, overtime will be billed at 1.5 times the Assigned Individual's hourly rate. The temporary worker Consultant assigns to perform work under this Agreement ("Assigned Individual") will submit either an electronic time record or a time sheet for City's verification and approval at the end of each week. B. The Consultant shall submit weekly payment invoices to the City for work performed, and a final bill upon completion of all services described in this Agreement. The City shall provide payment within forty-five (45) days of receipt of an invoice. If the City objects to all or any portion of an invoice due to billing or invoicing errors, it shall notify the Consultant and reserves the option to only pay that portion of the invoice not in dispute until any such dispute is settled by the parties. In that event, the parties will immediately make every effort to settle the disputed portion. IV. INDEPENDENT CONTRACTOR. The parties intend that an Independent Contractor- Employer Relationship will be created by this Agreement. By their execution of this Agreement, and in accordance with Ch. 51.08 RCW, the parties make the following representations: A. The Consultant has the ability to control and direct the performance and details of its work as a recruiting firm, the City being interested only in the results obtained under this Agreement. B. The Consultant maintains and pays for its own place of business from which Consultant's services under this Agreement will be performed. C. The Consultant has an established and independent business that is eligible for a business deduction for federal income tax purposes that existed before the City retained Consultant's services, or the Consultant is engaged in an independently established trade, occupation, profession, or business of the same nature as that involved under this Agreement. D. The Consultant is responsible for filing as they become due all necessary tax documents with appropriate federal and state agencies, including the Internal Revenue Service and the state Department of Revenue. E. The Consultant has registered its business and established an account with the state Department of Revenue and other state agencies as may be required by Consultant's business and has obtained a Unified Business Identifier (UBI) number from the State of Washington if applicable to Consultant. F. The Consultant maintains a set of books dedicated to the expenses and earnings of its business. V. CITY PROPERTY. City and Consultant agree and understand that the work performed hereunder is"Work for Hire." If for any reason work does not constitute "Work for Hire," Consultant hereby CONSULTANT SERVICES AGREEMENT - 2 ELI (Over$20,000) DocuSign Envelope ID:9422832A-F833-4395-8D89-CD9978BOEE23 assigns all copyrights therein to the City effective as of the date(s) such materials had been created. Consultant agrees to sign and deliver any documentation that may be reasonably required by the City to effectuate the foregoing assignment. Consultant shall at all times protect City's property from injury or loss arising in connection with this Agreement. If provided access, either locally or via remote access, to City's network, Consultant shall prevent loss of system files and data on City's servers due to acts of Consultant. Consultant shall treat as confidential all information related to remote access, including instructions, user IDs, and passwords. In no case shall Consultant allow a third party (i.e. not employed by Consultant) to remotely connect to City's network. VI. SECURITY. Given the nature of the services provided, Consultant must make every reasonable effort to protect City systems and data from improper access. In no case shall any employees. agents, representatives and/or subcontractors of Consultant, including the Assigned Individual, have access to City passwords, accounts, records or data files without prior written approval from the City. For security purposes, Assigned Individuals shall be subject to all lawful background investigations, including without limitation criminal background investigations, as may be reasonably required by the City. At the direction of City, Consultant shall do all things necessary or appropriate to facilitate the background checks including but not limited to obtaining permissions or written waivers from the Assigned Individual, and/or contracting with a third party to perform the background checks per City's specifications. VII. PROJECT TEAM. A. Assignment of Assigned Individual to Project Team. Consultant understands that the Assigned Individual works as part of the City's project team, and as such, once assigned, the Assigned Individual is essential to the services offered pursuant to this Agreement. Therefore, the parties agree that: Consultant will not transfer or reassign such Assigned Individual without the express written agreement of City; and should such Assigned Individual no longer be employed during the term of this Agreement by Consultant for whatever reason, City shall have the right to request a specific replacement. In addition, the City reserves the right to request reassignment of any Assigned Individuals if the City, in good faith, believes such individual does not meet performance/qualification standards established by the City. B. Right of City to Reject Assigned Individual. City shall have the right to reject any Assigned Individual whose qualifications or performance in the City's good faith and reasonable judgment does not meet the standards established by City as necessary for the performance of the services or does not meet prescribed IT department policy, standards, procedures and guidelines, attached and incorporated as Exhibit A. Such notice shall be provided in writing to the designated location for receipt of notices. Upon receipt of notice, Consultant shall verify receipt of notice and shall meet with City to discuss the problem; and is then responsible for replacing rejected Assigned Individuals, and should do so within ten (10) business days from the date of the meeting unless otherwise agreed upon in writing. VIII. TERMINATION. Either party may terminate this Agreement, with or without cause, upon providing the other party thirty (30) days written notice at its address set forth on the signature block of this Agreement. After termination, the City may take possession of all records and data within the Consultant's possession pertaining to this project, which may be used by the City without restriction. If the City's use of Consultant's records or data is not related to this project, it shall be without liability or legal exposure to the Consultant. IX. DISCRIMINATION. In the hiring of employees for the performance of work under this Agreement or any subcontract, the Consultant, its subcontractors, or any person acting on behalf of the Consultant or subcontractor shall not, by reason of race, religion, color, sex, age, sexual orientation, national origin, or the presence of any sensory, mental, or physical disability, discriminate against any person who is qualified and available to perform the work to which the employment relates. Consultant shall execute the attached City of Kent Equal Employment Opportunity Policy Declaration, Comply with City Administrative Policy 1.2, and upon completion of the contract work, file the attached Compliance Statement. X. INDEMNIFICATION. Consultant shall defend, indemnify and hold the City, its officers, officials, employees, agents and volunteers harmless from any and all claims, injuries, damages, losses or suits, including all legal costs and attorney fees, arising out of or in connection with the Consultant's CONSULTANT SERVICES AGREEMENT - 3 H (Over$20,000) DocuSign Envelope ID:9422832A-F833-4395-8D89-CD9978BOEE23 performance of this Agreement, except for that portion of the injuries and damages caused by the City's negligence. The City's inspection or acceptance of any of Consultant's work when completed shall not be grounds to avoid any of these covenants of indemnification. Should a court of competent jurisdiction determine that this Agreement is subject to RCW 4.24.115, then, in the event of liability for damages arising out of bodily injury to persons or damages to property caused by or resulting from the concurrent negligence of the Consultant and the City, its officers, officials, employees, agents and volunteers, the Consultant's duty to defend, indemnify, and hold the City harmless, and Consultant's liability accruing from that obligation shall be only to the extent of the Consultant's negligence. IT IS FURTHER SPECIFICALLY AND EXPRESSLY UNDERSTOOD THAT THE INDEMNIFICATION PROVIDED HEREIN CONSTITUTES THE CONSULTANT'S WAIVER OF IMMUNITY UNDER INDUSTRIAL INSURANCE, TITLE 51 RCW, SOLELY FOR THE PURPOSES OF THIS INDEMNIFICATION. THE PARTIES FURTHER ACKNOWLEDGE THAT THEY HAVE MUTUALLY NEGOTIATED THIS WAIVER. In the event Consultant refuses tender of defense in any suit or any claim, if that tender was made pursuant to this indemnification clause, and if that refusal is subsequently determined by a court having jurisdiction (or other agreed tribunal) to have been a wrongful refusal on the Consultant's part, then Consultant shall pay all the City's costs for defense, including all reasonable expert witness fees and reasonable attorneys'fees, plus the City's legal costs and fees incurred because there was a wrongful refusal on the Consultant's part. The provisions of this section shall survive the expiration or termination of this Agreement. XI. INSURANCE. The Consultant shall procure and maintain for the duration of the Agreement, insurance of the types and in the amounts described in Exhibit B attached and incorporated by this reference. XII. EXCHANGE OF INFORMATION. The City will provide its best efforts to provide reasonable accuracy of any information supplied by it to Consultant for the purpose of completion of the work under this Agreement. XIII. OWNERSHIP AND USE OF RECORDS AND DOCUMENTS. Original documents, drawings, designs, reports, or any other records developed or created by the Assigned Individual under this Agreement shall belong to and become the property of the City. All records submitted by the City to the Consultant will be safeguarded by the Consultant. Consultant shall make such data, documents, and files available to the City upon the City's request. The Consultant acknowledges that the City is a public agency subject to the Public Records Act codified in Chapter 42.56 of the Revised Code of Washington. As such, the Consultant agrees to cooperate fully with the City in satisfying the City's duties and obligations under the Public Records Act. The City's use or reuse of any of the documents, data, and files created by Consultant for this project by anyone other than Consultant on any other project shall be without liability or legal exposure to Consultant. XIV. CITY'S RIGHT OF INSPECTION. Even though Consultant is an independent contractor with the authority to control and direct the performance and details of Consultant's work as a recruiting firm authorized under this Agreement, the Assigned Individual's work must meet the approval of the City and shall be subject to the City's general right of inspection to secure satisfactory completion. City shall provide the Assigned Individual providing services to City with day-to-day oversight and direction. XV. WORK PERFORMED AT CONSULTANT'S RISK AND JOB LIMITATIONS. The City agrees that it will provide safe working conditions. Consultant shall take all necessary precautions and shall be responsible for the safety of its employees, agents, and subcontractors in the performance of the contract work and shall utilize all protection necessary for that purpose. All work shall be done at Consultant's own risk, and Consultant shall be responsible for any loss of or damage to materials, tools, or other articles used or held for use in connection with the work. The City agrees that it will not permit or require Consultant's Assigned Individual: (i) to perform services outside of the scope of his or her assignment; (ii) to sign CONSULTANT SERVICES AGREEMENT - 4 IKLI (Over$20,000) DocuSign Envelope ID:9422832A-F833-4395-8D89-CD9978BOEE23 contracts or statements; (iii) to make any final decisions regarding system design, software development or the acquisition of hardware or software; (iv) to make any management decisions; (v) to sign, endorse, wire, transport or otherwise convey cash, securities, checks or any negotiable instruments or valuables; (vi) to perform services remotely (e.g., on premises other than the City's or the City's customer's premises), or to use computers, or other electronic devices, software or network equipment owned or licensed by the Assigned Individual; or (vii) to operate machinery (other than office machines) or automotive equipment. XVI. MISCELLANEOUS PROVISIONS. A. Recyclable Materials. Pursuant to Chapter 3.80 of the Kent City Code, the City requires its contractors and consultants to use recycled and recyclable products whenever practicable. A price preference may be available for any designated recycled product. B. Non-Waiver of Breach. The failure of the City to insist upon strict performance of any of the covenants and agreements contained in this Agreement, or to exercise any option conferred by this Agreement in one or more instances shall not be construed to be a waiver or relinquishment of those covenants, agreements or options, and the same shall be and remain in full force and effect. C. Resolution of Disputes and Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of Washington. If the parties are unable to settle any dispute, difference or claim arising from the parties' performance of this Agreement, the exclusive means of resolving that dispute, difference or claim, shall only be by filing suit exclusively under the venue, rules and jurisdiction of the King County Superior Court, King County, Washington, unless the parties agree in writing to an alternative dispute resolution process. In any claim or lawsuit for damages arising from the parties' performance of this Agreement, each party shall pay all its legal costs and attorney's fees incurred in defending or bringing such claim or lawsuit, including all appeals, in addition to any other recovery or award provided by law; provided, however, nothing in this paragraph shall be construed to limit the City's right to indemnification under Section X of this Agreement. D. Written Notice. All communications regarding this Agreement shall be sent to the parties at the addresses listed on the signature page of the Agreement unless notified to the contrary. Any written notice hereunder shall become effective three (3) business days after the date of mailing by registered or certified mail, and shall be deemed sufficiently given if sent to the addressee at the address stated in this Agreement or such other address as may be hereafter specified in writing. E. Assignment. Any assignment of this Agreement by either party without the written consent of the non-assigning party shall be void. If the non-assigning party gives its consent to any assignment, the terms of this Agreement shall continue in full force and effect and no further assignment shall be made without additional written consent. F. Modification. No waiver, alteration, or modification of any of the provisions of this Agreement shall be binding unless in writing and signed by a duly authorized representative of the City and Consultant. G. Entire Agreement. The written provisions and terms of this Agreement, together with any Exhibits attached hereto, shall supersede all prior verbal statements of any officer or other representative of the City, and such statements shall not be effective or be construed as entering into or forming a part of or altering in any manner this Agreement. All of the above documents are hereby made a part of this Agreement. However, should any language in any of the Exhibits to this Agreement conflict with any language contained in this Agreement, the terms of this Agreement shall prevail. H. Compliance with Laws. The Consultant agrees to comply with all federal, state, and municipal laws, rules, and regulations that are now effective or in the future become applicable to Consultant's business, equipment, and personnel engaged in operations covered by this Agreement or accruing out of the performance of those operations. I. Public Records Act. The Consultant acknowledges that the City is a public agency subject to the Public Records Act codified in Chapter 42.56 of the Revised Code of Washington and documents, notes, emails, and other records prepared or gathered by the Consultant in its performance of this Agreement may CONSULTANT SERVICES AGREEMENT - 5 os (Over$20,000) , DocuSign Envelope ID:9422832A-F833-4395-8D89-CD9978BOEE23 be subject to public review and disclosure, even if those records are not produced to or possessed by the City of Kent. As such, the Consultant agrees to cooperate fully with the City in satisfying the City's duties and obligations under the Public Records Act. 3. City Business License Required. Prior to commencing the tasks described in Section I, Contractor agrees to provide proof of a current city of Kent business license pursuant to Chapter 5.01 of the Kent City Code. K. Counterparts and Signatures by Fax or Email. This Agreement may be executed in any number of counterparts, each of which shall constitute an original, and all of which will together constitute this one Agreement. Further, upon executing this Agreement, either party may deliver the signature page to the other by fax or email and that signature shall have the same force and effect as if the Agreement bearing the original signature was received in person. L. Background Checks. If City requires Consultant to perform background checks or other placement screenings of Consultant's Assigned Individuals, City agrees to notify Consultant prior to the start of services under this Agreement. Consultant will conduct such checks or screenings only if they are described in a signed, written amendment to this Agreement. If City requests a copy of the results of any checks conducted on Consultant's Assigned Individuals, City agrees to keep such results strictly confidential and to use such results in accordance with applicable laws and solely for employment purposes. M. Confidentiality. To the extent allowed by law, the City agrees to hold in confidence the identity of any Consultant Assigned Individual and the Assigned Individual's resume, social security number, and other legally protected personal information, and City agrees to implement and maintain reasonable security procedures and practices to protect such information from unauthorized access, use, modification or disclosure, unless disclosure is required by law. N. Conversion of Assigned Individual to City Employee. In the event City wishes to convert any of Consultant's Assigned Individuals, City agrees to pay a conversion fee in accordance with this Section. The conversion fee will be based on the schedule set forth below, which is based upon a percentage of the Assigned Individual's aggregate annual compensation, including bonuses. The conversion fee is payable if City hires the Assigned Individual, regardless of the job classification, on either a full-time, temporary (including temporary assignments through another agency) or consulting basis within 12 months after the last day of the assignment. The same calculation will be used if City converts Consultant's Assigned Individual on a part-time basis using the full-time equivalent salary; however, the conversion fee will not be less than $1,000. Total hours worked at Client Conversion fee 0 to 301 hours worked 25010 of the annual starting salary 301 to 500 hours worked 23010 of the annual starting salary 501 to 650 hours worked 20010 of the annual starting salary 651 to 800 hours worked 16010 of the annual starting salary 801 to 1000 hours worked 12010 of the annual starting salary 1001 to 1200 hours worked 8010 of the annual starting salary 1201 to 1400 hours worked 3010 of the annual starting salary 1401+ hours worked No fee for conversion Hiring via conversion does not include a replacement guarantee. Thus, there are no Conversion Fees refunds or any obligation by Scion Staffing to search for a replacement candidate if a Scion Staffing Associate is hired or engaged by Client and is subsequently terminated or resigns. Of course, Client may always start a new search with Scion Staffing for additional staff members at any time. IN WITNESS, the parties below execute this Agreement, which shall become effective on the last date entered below. All acts consistent with the authority of this Agreement and prior CONSULTANT SERVICES AGREEMENT - 6 Et, (Over$20,000) DocuSign Envelope ID:9422832A-F833-4395-8D89-CD9978BOEE23 to its effective date are ratified and affirmed, and the terms of the Agreement shall be deemed to have applied. CONSULTANT: CITY OF KENT: DocuSigned by: �1 F 1K1 bay1t 1 By: By: K Aigga rt e j t (signature) Print Name: Print Name: Dana Ralph Its Director of Sa es Its Mayor DATE: 8/161AIf6) DATE: 1ZILA— I �9 ATTEST: Kent City Clerk UwDepartment ORM: NOTICES TO BE SENT TO: NT TO: CONSULTANT: CITY OF KENT: ITA@kentwa.gov City of Kent 220 Fourth Avenue South Kent, WA 98032 (253) 856-4600 (telephone) (253) 856-4700 (facsimile) CONSULTANT SERVICES AGREEMENT - 7 (Over$20,000) DocuSign Envelope ID:9422832A-F833-4395-8D89-CD9978BOEE23 DECLARATION CITY OF KENT EQUAL EMPLOYMENT OPPORTUNITY POLICY The City of Kent is committed to conform to Federal and State laws regarding equal opportunity. As such all contractors, subcontractors and suppliers who perform work with relation to this Agreement shall comply with the regulations of the City's equal employment opportunity policies. The following questions specifically identify the requirements the City deems necessary for any contractor, subcontractor or supplier on this specific Agreement to adhere to. An affirmative response is required on all of the following questions for this Agreement to be valid and binding. If any contractor, subcontractor or supplier willfully misrepresents themselves with regard to the directives outlines, it will be considered a breach of contract and it will be at the City's sole determination regarding suspension or termination for all or part of the Agreement; The questions are as follows: 1. I have read the attached City of Kent administrative policy number 1.2. 2. During the time of this Agreement I will not discriminate in employment on the basis of sex, race, color, national origin, age, or the presence of all sensory, mental or physical disability. 3. During the time of this Agreement the prime contractor will provide a written statement to all new employees and subcontractors indicating commitment as an equal opportunity employer. 4. During the time of the Agreement I, the prime contractor, will actively consider hiring and promotion of women and minorities. 5. Before acceptance of this Agreement, an adherence statement will be signed by me, the Prime Contractor, that the Prime Contractor complied with the requirements as set forth above. By signing[7,MvCT507 9.1,�gree to fulfill the five requirements referenced above. By: For: Scion staffing Title: Director of sales 8/16/2019 Date: EEO COMPLIANCE DOCUMENTS - 1 DocuSign Envelope ID:9422832A-F833-4395-8D89-CD9978BOEE23 CITY OF KENT ADMINISTRATIVE POLICY NUMBER: 1.2 EFFECTIVE DATE: January 1, 1998 SUBJECT: MINORITY AND WOMEN SUPERSEDES: April 1, 1996 CONTRACTORS APPROVED BY Jim White, Mayor POLICY: Equal employment opportunity requirements for the City of Kent will conform to federal and state laws. All contractors, subcontractors, consultants and suppliers of the City must guarantee equal employment opportunity within their organization and, if holding Agreements with the City amounting to $10,000 or more within any given year, must take the following affirmative steps: 1. Provide a written statement to all new employees and subcontractors assigned by Consultant to perform services to City under the Agreement indicating commitment as an equal opportunity employer. 2. Actively consider for promotion and advancement available minorities and women. Any contractor, subcontractor, consultant or supplier who willfully disregards the City's nondiscrimination and equal opportunity requirements shall be considered in breach of contract and subject to suspension or termination for all or part of the Agreement. Contract Compliance Officers will be appointed by the Directors of Planning, Parks, and Public Works Departments to assume the following duties for their respective departments. 1. Ensuring that contractors, subcontractors, consultants, and suppliers subject to these regulations are familiar with the regulations and the City's equal employment opportunity policy. 2. Monitoring to assure adherence to federal, state and local laws, policies and guidelines. EEO COMPLIANCE DOCUMENTS - 2 (Over$20,000) DocuSign Envelope ID:9422832A-F833-4395-8D89-CD9978BOEE23 CITY OF KENT EQUAL EMPLOYMENT OPPORTUNITY COMPLIANCE STATEMENT This form shall be filled out AFTER COMPLETION of this project by the Contractor awarded the Agreement. I, the undersigned, a duly represented agent of Company, hereby acknowledge and declare that the before-mentioned company was the prime contractor for the Agreement known as that was entered into on the (date), between the firm I represent and the City of Kent. I declare that I complied fully with all of the requirements and obligations as outlined in Section IX of the Agreement and the City of Kent Administrative Policy 1.2 and the Declaration City of Kent Equal Employment Opportunity Policy that was part of the before-mentioned Agreement. By: For: Title: Date: EEO COMPLIANCE DOCUMENTS - 3 (Over$20,000) DocuSign Envelope ID:9422832A-F833-4395-8D89-CD9978BOEE23 '✓KENT Exhibit A Number: ITP 3-01 Effective Date: Subject: Information Supersedes: Previous IT Technology Personnel Personnel Policies Policy Approved: 1. Purpose This document describes personnel policies that are specific to IT staff members.City of Kent HR personnel policies are predominant on details that are not addressed on this policy. 2. Scope This policy applies to all IT staff members for whom there are specific department rules not specified in the City of Kent HR Personnel Policy manual. 2.1. Collective Bargaining Agreements Employees covered by collective bargaining agreements or Civil Service Rules will be subject to the specific terms of those agreements and rules. In the event a collective bargaining agreement or the Civil Service Rules do not contain language regarding personnel policies as specified in this document,then those employees will be governed by this policy. 2.2.Authority This policy is written by the Information Technology(IT) Department, under the authority of the IT Director and in compliance with the City's employment policies, and it supersedes all previous versions of the IT Personnel Policy.The City of Kent Employee policies shall govern all questions concerning the construction,validity and interpretation of this policy.Any exceptions to this policy must be approved in advance by the City IT Director. 2.3. References City of Kent Personnel Policies New IT Employee Cheat Sheet CONSULTANT SERVICES AGREEMENT - 1 (Over$20,000) DocuSign Envelope ID:9422832A-F833-4395-8D89-CD9978BOEE23 3. Policy 3.1. Daily Operations 3.1.1. Core Hours Unless covered by collective bargaining agreements,vendor contracts, or otherwise authorized by the IT Director, manager and/or supervisor and documented within a personnel file, all IT department personnel must adhere to core working hours, which are 8:00 AM to 5:00 PM Monday through Friday. If an employee anticipates being more than 15 minutes late for work or absent due to sickness they must notify their manager or supervisor using a previously agreed upon method (text message, call,email). 3.1.2. Flexible Working Hours IT Department employees may request alternative work schedules pursuant to the City's Personnel Policy 2.16,Alternative Work Schedule. Eligibility is determined by the employee's direct supervisor, IT management,or Human Resources Director based on the department's needs and its ability to accommodate the alternative schedule. 3.1.3. Telecommuting A temporary telecommuting schedule accommodation can be put into place with the approval of the IT Director, manager and/or supervisor.Additional time reporting requirements may be instituted to ensure proper accountability. 3.1.4. Overtime Any request for overtime hours/work needs to first be approved by an employee's manager or supervisor. Approval must be sought by the employee and provided by the supervisor or manager in writing(email, captured text message,etc.) prior to the overtime work being performed. Managers, supervisors and employees are expected to keep copies of the"in-writing" approvals of overtime for audit,timekeeping,time-entry, and historical purposes. 3.1.5. Vacation Requests Requests for vacation time need to be approved in advance by an employee's manager or supervisor.Approval must be sought by the employee and provided by the supervisor or manager in the JDE system prior to the vacation being taken. Managers and supervisors are responsible for maintaining adequate levels of service and therefore reserve the right to decline vacation requests if needed. 3.1.6. Holiday Observance Unless otherwise authorized by the IT Manager and/or Director, in the event of an emergency, all departmental staff and contractors are required to observe all City established holidays and closed office notices. CONSULTANT SERVICES AGREEMENT - 2 (Over$20,000) DocuSign Envelope ID:9422832A-F833-4395-8D89-CD9978BOEE23 3.2.Supplies and Assets Employees shall be provided with the tools required to perform their job duties as specified on their job description, as well as additional tools at the discretion of the IT Director, manager, or supervisor. 4. Standards 4.1. Performance The IT Department focuses on delivering services to the City.To provide a reliable, high- quality level of service, IT employees may occasionally be assigned with activities beyond those explicitly stated in job descriptions, contracts, or statements of work. Such activities are defined and delegated at the discretion and interpretation of the IT Director, manager, or supervisor. 4.2.Calendar Usage All IT employees must grant read-only access to their Outlook calendars to all IT divisions. This allows other users to optimally plan out their meetings, improves communication and efficiency, and saves time by eliminating the time spent going back-and-forth with them trying to pick the perfect date and time. Any appointments that contain sensitive or personal information can be marked as"private" by the user. 5. Revision History Date RevisionSupersedes 11/29/2018 ' 1.0 - Initial creation 1/28/2019 1.1 1.0 Added Collective Bargaining Agreements paragraph 5/16/2019 1.2 1.1 Approved by IT Management Team 6. Inquiries Direct inquiries about this policy to: Information Technology Department City of Kent 220 Fourth Ave S Kent,WA 98032 Voice: 253-856-4601 E-mail:Service Desk@kentwa.gov http://servicedesk/ CONSULTANT SERVICES AGREEMENT - 3 (Over$20,000) DocuSign Envelope ID:9422832A-F833-4395-8D89-CD9978BOEE23 EXHIBIT B INSURANCE REQUIREMENTS FOR CONSULTANT SERVICES AGREEMENTS Insurance The Consultant shall procure and maintain for the duration of the Agreement, insurance against claims for injuries to persons or damage to property which may arise from or in connection with the performance of the work hereunder by the Consultant, their agents, representatives, employees or subcontractors. A. Minimum Scope of Insurance Consultant shall obtain insurance of the types described below: 1. Automobile Liability insurance covering all owned, non-owned, hired and leased vehicles. Coverage shall be written on Insurance Services Office (ISO) form CA 00 01 or a substitute form providing equivalent liability coverage. If necessary, the policy shall be endorsed to provide contractual liability coverage. Commercial General Liability insurance shall be written on ISO occurrence form CG 00 01. The City shall be named as an Additional Insured under the Consultant's Commercial General Liability insurance policy with respect to the work performed for the City using ISO additional insured endorsement CG 20 10 11 85 or a substitute endorsement providing equivalent coverage. 2. Workers' Compensation coverage as required by the Industrial Insurance laws of the State of Washington. B. Minimum Amounts of Insurance Consultant shall maintain the following insurance limits: 1. Automobile Liability insurance with a minimum combined single limit for bodily injury and property damage of $1,000,000 per accident. 2. Commercial General Liability insurance shall be written with limits no less than $1,000,000 each occurrence, $2,000,000 general aggregate. C. Other Insurance Provisions The insurance policies are to contain, or be endorsed to contain, the following provisions for Automobile Liability and Commercial General Liability insurance: CONSULTANT SERVICES AGREEMENT - 4 (Over$20,000) DocuSign Envelope ID:9422832A-F833-4395-8D89-CD9978BOEE23 1. The Consultant's insurance coverage shall be primary insurance as respect the City. Any Insurance, self-insurance, or insurance pool coverage maintained by the City shall be excess of the Consultant's insurance and shall not contribute with it. 2. The Consultant agrees to provide at least 30 days' notice to the City in the event Consultant's insurance coverage is being cancelled or substantially modified (e.g. a new carrier). 3. The City of Kent shall be named as an additional insured on all policies (except Professional Liability) as respects work performed by or on behalf of the Consultant and a copy of the endorsement naming the City as additional insured shall be attached to the Certificate of Insurance. The City reserves the right to receive a certified copy of all required insurance policies. The Consultant's Commercial General Liability insurance shall also contain a clause stating that coverage shall apply separately to each insured against whom claim is made or suit is brought, except with respects to the limits of the insurer's liability. D. Acceptability of Insurers Insurance is to be placed with insurers with a current A.M. Best rating of not less than ANII. E. Verification of Coverage Consultant shall furnish the City with original certificates and a copy of the amendatory endorsements, including but not necessarily limited to the additional insured endorsement, evidencing the insurance requirements of the Consultant before commencement of the work. F. Subcontractors Consultant shall include all subcontractors as insureds under its policies or shall furnish separate certificates and endorsements for each subcontractor. All coverages for subcontractors shall be subject to all of the same insurance requirements as stated herein for the Consultant. CONSULTANT SERVICES AGREEMENT - 5 (Over$20,000) SCIOSTA-01 BSHEPHERD ACORN CERTIFICATE OF LIABILITY INSURANCE DATE / `—� 12/232312019Y) 019 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER.THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S),AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED,the policy(ies)must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy,certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER License#OF76001 CQNTAcT NnME: CTK North American Insurance Services,LLC/INSURICA PHONE ,Ext►:(714)779-2000 FAX No):(714)779-4129 1240 North Lakeview Avenue,#240 -- -- Anaheim,CA 92807 E-MAIL ADDRESS: INSURE S AFFORDING COVERAGE NAIC A INSURERA:Zurich American Insurance Com any 16535 INSURED INSURER B:American Guarantee and Liability Insurance Company 26247 Scion Staffing INSURER C:State Compensation Insurance Fund(California)_ 35076 576 Sacramento Street,Floor 2 INSURERD: San Francisco,CA 94111 -- INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR ADDL'SUER POLICY EFF POLICY EXP TR TYPE OF INSURANCE I POLICY NUMBER M D/YYYY MM/DD/YYYY LIMITS A X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ 1,000,000 CLAIMS-MADE X OCCUR PRA099107501 7/9/2019 7/9/2020 DAMAGE TO RENTED 100,000 X _PREMISES(Ea occurrence) $ 10,000 _M_ED EXP(Any one person) $ PERSONAL BADVINJURY $ 1,000,000 GEN'LAGGREGATE LIMITAPPLIES PER: GENERAL AGGREGATE $ 2,000,000 POLICY _ JECT LOC I. PRODUCTS-COMP/OP AGG $ 2,000,000 OTHER: ABUSIVE ACTS $ 1,000,000 A AUTOMOBILE LIABILITY _COMBINED BI D SINGLE LIMIT $ 11000,000 ANY AUTO PRA099107501 7/9/2019 7/9/2020 __BODILY INJURY Per person $ OWNED SCHEDULED AUTOS ONLY _ _ AUTOS BODILYBODILY INJURY(Per accident) X .AUTOS ONLY X AUTOOS ONL� (Per a deM)AMAGE -- B X UMBRELLA LIAB X OCCUR EACH OCCURRENCE $ 5,000,000 EXCESS LIAB CLAIMS-MADE UMB036961001 7/9/2019 7/9/2020 AGGREGATE $ 5,000,000 DIED RETENTION$ $ C WORKERS COMPENSATION X PER OTH- AND EMPLOYERS'LIABKJTY Y/N STATE ER ANY PROPRIETOR/PARTNER/EXECUTIVE 9260040192 10/1/2019 10/1/2020 _E.L.EACHACCIDENT _ _$ 1,000,000 �FFICER/MI.MBER EXCLUDED? Y N I A (Mandatory m NH) E.L.DISEASE-EA EMPLOYEE$ 1,000,000 If yes,describe under 1,000,000 DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ A Professional Liab PRA099107501 7/9/2019 7/9/2020 $1 M/$2M DIED.$5,000 A Crime PRA099107501 7/9/2019 7/9/2020 DIED$5,000 1,000,000 DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES (ACORD 101,Additional Remarks Schedule,may be attached if more space is required) City of Kent,Washington is named as an additional insured as respects to general liability.Insurance afforded is primary and non-contributory. CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE City of Kent,Washington THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. 220 Fourth Avenue South Kent,WA 98032 AUTHORIZED REPRESE UTHHORIZEEDREEPRESSENTATIVE 7 GG� ACORD 25(2016/03) ©1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD Other Insurance Amendment - Primary And 0 Non-Contributory Z U R[C H Policy No. Eff.Date of Pol. Exp.Date of Pol. Eff.Date of End. Producer No. Add'I.Prem Return Prem. PRA 0991075-01 07/09/2019 07/09/2020 07/09/2019 78293000 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. Named Insured: Scion Staffing, Inc. Address(including ZIP Code): 576 Sacramento St San Francisco, CA 94111 This endorsement modifies insurance provided under the: Commercial General Liability Coverage Part 1. The following paragraph is added to the Other Insurance Condition of Section IV - Commercial General Liability Conditions: This insurance is primary insurance to and will not seek contribution from any other insurance available to an additional insured under this policy provided that: a. The additional insured is a Named Insured under such other insurance;and b. You are required by a written contract or written agreement that this insurance would be primary and would not seek contribution from any any other insuranceavailable to the additional insured. 2. The following paragraph is added to Paragraph 4.b. of the Other Insurance Condition of Section IV - Commercial General Liability Conditions: This insurance is excess over: Any of the other insurance, whether primary, excess, contingent or on any other basis, available to an additional insured, in which the additional insured on our policy is also covered as an additional insured on another policy providing coverage for the same "occurrence", offense, claim or "suit". This provision does not apply to any policy in which the additional insured is a Named Insured on such other policy and where our policy is required by written contract or written agreement to provide coverage to the additional insured on a primary and non-contributory basis. All other terms and conditions of this policy remain unchanged. U-GL-1327-B CW(04/13) Page 1 of 1 Includes copyrighted material of Insurance Services Office,Inc.with its permission. POLICY NUMBER: PRA 0991075-01 COMMERCIAL GENERAL LIABILITY CG 20 26 07 04 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - DESIGNATED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s)Or Organization(s) Any person or organization who you are required to add as an additional insured on this policy under a contract or agreement shall be an insured,but only with respect to that person's or organization's liability arising out of your operations as a"Staffing Service"or premises owned by or rented to you. LInformation required to complete this Schedule, if not shown above,will be shown in the Declarations. Section II - Who Is An Insured is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by your acts or omissions or the acts or omissions of those acting on your behalf: A. In the performance of your ongoing operations;or B. In connection with your premises owned by or rented to you. CG 20 26 07 04 ©ISO Properties, Inc., 2004 Page 1 of 1