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Contract 46942
City Secretary Contract No. c PROFESSIONAL SERVICES AGREEMENT 0 This PROFESSIONAL SERVICES AGREEMENT ("Agreement") is made and entered into by and between the CITY OF FORT WORTH (the "City"), a home rule municipal corporation of the State of Texas, acting by and through its duly authorized Assistant City Manager, and Mackenzie Eason & Associates, LLC ("Consultant"), a Texas limited liability company, acting by and through DARIEN GEORGE, its duly authorized Managing Partner. 1. SCOPE OF SERVICES. 1.1. Search Engagement: The City agrees to engage the Consultant to perform those services described below, for completion of the project described as follows: recruitment for an Assistant Human Resources Director ("the Search"), all in accordance with a proposal from the Consultant to the City dated June 23, 2015, attached hereto as Exhibit "A" and incorporated herein for all purposes incident to this Agreement. If there is any conflict between this Agreement and Exhibit "A," the terms and conditions of this Agreement shall control. 1.2. Services: The Consultant agrees to perform certain services necessary for completion of the Search, which services shall include the following: a) Comprehensive organizational and position analysis b) Market analysis and creation of a candidate specification c) Candidate identification and assessment d) Candidate selection and interview process e) Offer and negotiation process f) Integration of candidate into position g) Final report 2. TERM. The term of this Agreement shall commence on the last day executed below by each party ("Effective Date") and shall expire on December 1, 2015, unless terminated earlier in accordance with Section 4 of this Agreement or otherwise extended by the parties. This Agreement may be renewed for up to one (1) additional three (3) month period by mutual written agreement of the Parties. 3. COMPENSATION. II 3.1. Fee: As full and complete compensation for the Consultant's professional services performed hereunder, the City shall pay the Consultant the fixed professional fee of Twenty-Four Thousand Five Hundred Dollars ($24,500), plus Reimbursable Expenses as detailed below in subsection 3.2. Payments shall be made in accordance with subsection 3.4 below. OFFICIAL REt" f�VM Professional Services Agreement—CFW and Mackenzie Eason&Associates, LL( � OR7 04 'Tryll" Page 1 of 11 � Executive Search—Asst.Human Resources Director i City Secretary Contract No.------------- 3.2. Reimbursable Expenses: In addition to any fee due under subsection 3.1, the City shall reimburse Consultant for actual expenses incurred in conducting the search provided however that all such expenses must be approved by the City in advance and shall not exceed Eight Thousand Dollars ($8,000) for actual expenses related to Consultant travel (such as airfare, lodging, personal car mileage, and a limited per diem), background checks, brochure development, placement of advertisements, and printing, photocopy, and mailing and any optional services requested by the City (collectively "Reimbursable Expenses"). Personal car mileage will be billed at rates not to exceed standard IRS business mileage rates in effect at the time of travel. The Consultant shall provide the City with a listing of expenses by category of expense as a part of monthly billings. 3.3. Compensation for additional services: In the event the City requires services in addition to those described in Section 1 or Exhibit 'A," the City shall make a request in writing for such additional services. The Consultant shall be compensated at a negotiated rate plus expenses as set forth in writing. If the selected candidate (other than an internal candidate) should be terminated within two hundred seventy (270) days from the date of hire or if the City reasonably determines not to hire a candidate presented by Consultant, Consultant shall conduct another search as contemplated herein for no additional professional fee, other than reimbursement of expenses under subsection 3.2, which shall not exceed Five Thousand Dollars ($5,000). 3.4. Structure of payments: Consultant's fee will be paid in a total of three (3) payments, with the first payment being $7,500 for the retainer deposit and the last two (2) payments being $8,500 each. The three (3) payments shall correspond to project milestones as follows: a. Execution of Contract b. Identification of Qualified Candidates or by September 18, 2015 c. Final Billing After Candidate Begins Work at the City Reimbursable Expenses will be billed (monthly) in addition and shown as a separate figure until completion of the assignment. In submitting invoices, Consultant shall provide copies of receipts for all Reimbursable Expenses incurred under subsection 3.2. If the City requires additional reasonable information, it shall request the same promptly after receiving the above information and the Consultant shall provide such additional reasonable information to the extent the same is available. Consultant shall request payment of fees and reimbursement of expenses by submitting an invoice to Monique Schomp, 1000 Throckmorton, Fort Worth, Texas 76102. Invoices are due and payable within 30 days of receipt. Professional Services Agreement—CFW and Mackenzie Eason&Associates,LLC Page 2 of 11 Executive Search—Asst.Human Resources Director City Secretary Contract No. _____ On full and final completion of the Services, the Consultant shall submit a final invoice; including any unpaid reimbursable expenses pursuant to subsection 3.2 and City shall pay any balance due within 30 days of receipt of such invoice. In the event of a disputed or contested billing, only the portion being contested will be withheld from payment, and the undisputed portion will be paid. City will exercise reasonableness in contesting any bill or portion thereof. No interest will accrue on any contested portion of the billing until the contest has been mutually resolved. Additionally, City is not liable to Consultant for attorney's fees incurred in collection of any disputed or contested charges. For contested billings, the City shall make payment in full to Consultant within 60 days of the date the contested matter is resolved. If City fails to make such payment, Consultant may, after giving 7 days' written notice to City, suspend services under this Agreement until paid in full, including interest calculated from the date the billing contest was resolved. In the event of suspension of services, Consultant shall have no liability to City for delays or darnages caused to City because of such suspension of services. In the event the City hires any additional candidates Consultant has presented during this engagement, within 365 days of submission, the City agrees to pay the Consultant 25% of the additional candidates base salary plus first year bonuses for each candidate hired by the City up to $150,000 with a cap placement fee of $24,500 and above $150,000 at the standard rate of 25%. However, no additional fees for the entire agreement shall exceed $49,000.00. 4. TERMINATION. 4.1. Convenience: Either Party may terminate this Agreement at any time, with or without cause, by providing the other Party with fifteen (15) days' written notice of termination. 4.2. Fiscal Funding: In the event no funds or insufficient funds are appropriated by the City in any fiscal period for any payments hereunder, City will notify Consultant of such occurrence, and this Agreement shall terminate on the last day of the fiscal period for which appropriations were received without penalty or expense to City of any kind whatsoever, except as to the portions of the payments herein agreed upon for which funds shall have been appropriated. 4.3. Duties and Obligations of the Parties on Termination: In the event this Agreement is terminated prior to expiration of the term, City shall pay Consultant only for Services actually rendered and Expenses actually incurred as of the effective date of termination. In the event this Agreement is terminated prior to expiration of the term, Consultant shall continue to provide Professional Services Agreement—CFW and Mackenzie Eason&Associates,LLC Page 3 of 11 Executive Search—Asst Human Resources Director City Secretary Contract No._ __ the City with services requested by the City and in accordance with this Agreement up to the effective date of termination. Consultant shall provide to the City all work product completed or in progress at such date of termination and communicate such recommendations and conclusions to the City as may have been formed by such date of termination. CONSULTANT SHALL NOT BE ENTITLED TO ANY LOST OR ANTICIPATED PROFITS SHOULD THE CITY ELECT TO TERMINATE THIS AGREEMENT. 5. INDEPENDENT CONTRACTOR. Consultant shall operate hereunder as an independent contractor and not as an officer, agent, servant, or employee of City. Consultant shall have exclusive control of and the exclusive right to control the details of the Services performed hereunder and all persons performing same and shall be solely responsible for the acts and omissions of its officers, agents, servants, employees, and subcontractors. The doctrine of respondent superior shall not apply as between the City and Consultant, its officers, agents, servants, employees, or subcontractors. NOTHING HEREIN SHALL BE CONSTRUED AS CREATING A PARTNERSHIP OR JOINT ENTERPRISE BETWEEN CITY AND CONSULTANT. It is expressly understood and agreed that no officer, agent, servants, employee, or subcontractor of Consultant is in the paid service of City. 6. LIABILITY AND INDEMNIFICATION. CONSULTANT SHALL BE LIABLE AND RESPONSIBLE FOR ANY AND ALL PROPERTY LOSS, PROPERTY DAMAGE AND/OR PERSONAL INJURY, INCLUDING DEATH, TO ANY AND ALL PERSONS, OF ANY KIND OR CHARACTER, WHETHER REAL OR ASSERTED, TO THE EXTENT CAUSED BY THE NEGLIGENT ACT(S) OR OMISSION(S), MALFEASANCE OR INTENTIONAL MISCONDUCT OF CONSULTANT, ITS OFFICERS, AGENTS, SERVANTS, EMPLOYEES. CONSULTANT AGREES TO DEFEND, INDEMNIFY, AND HOLD THE CITY, ITS OFFICERS, AGENTS, SERVANTS, AND EMPLOYEES HARMLESS AGAINST ANY AND ALL CLAIMS, LAWSUITS, ACTIONS, COSTS, AND EXPENSES OF ANY KIND, INCLUDING, BUT NOT LIMITED TO, THOSE FOR PROPERTY DAMAGE OR LOSS (INCLUDING ALLEGED DAMAGE OR LOSS TO OWNER'S BUSINESS AND ANY RESULTING LOST PROFITS) AND/OR PERSONAL INJURY (INCLUDING DEATH) THAT MAY RELATE TO, ARISE OUT OF, OR BE OCCASIONED BY (1) BREACH OF ANY OF THE TERMS OR PROVISIONS OF THIS AGREEMENT BY CONSULTANT, ITS OFFICERS, AGENTS, ASSOCIATES, SERVANTS, EMPLOYEES, CONTRACTORS (OTHER THAN THE CITY) OR SUBCONTRACTORS; OR (11) ANY NEGLIGENT ACT OR OMISSION OR INTENTIONAL MISCONDUCT OF CONSULTANT, ITS OFFICERS, AGENTS, ASSOCIATES, SERVANTS, Professional Services Agreement—CFW and Mackenzie Eason&Associates,LLC Page 4 of 11 Executive Search—Asst.Human Resources Director City Secretary Contract No.-------------- EMPLOYEES, CONTRACTORS (OTHER THAN THE CITY), OR SUBCONTRACTORS RELATED TO THE PERFORMANCE OF THIS AGREEMENT; THE INDEMNITY PROVIDED FOR IN THIS SECTION SHALL NOT APPLY TO ANY LIABILITY RESULTING FROM THE SOLE NEGLIGENCE OF CITY OR ITS OFFICERS, AGENTS, EMPLOYEES, OR SEPARATE CONTRACTORS. IN THE EVENT OF JOINT AND CONCURRENT NEGLIGENCE OF BOTH CONSULTANT AND CITY, RESPONSIBILITY, IF ANY, SHALL BE APPORTIONED COMPARATIVELY IN ACCORDANCE WITH THE LAWS OF THE STATE OF TEXAS. NOTHING HEREIN SHALL BE CONSTRUED AS A WAIVER OF THE CITY'S GOVERNMENTAL IMMUNITY AS FURTHER PROVIDED BY THE LAWS OF TEXAS. Consultant shall require all of its subcontractors and assignees to include in their subcontracts or assignments a release and indemnity in favor of the City in substantially the same form as above. This section shall survive the expiration or termination of this Agreement. 7. CONFIDENTIAL AND PROPRIETARY INFORMATION. The City acknowledges that Consultant may use products, materials, or methodologies proprietary to Consultant. The City agrees that Consultant's provision of services under this Agreement shall not be grounds for the City to have or obtain any rights in such proprietary products, materials, or methodologies unless the Parties have executed a separate written agreement with respect thereto. Consultant, for itself and its officers, agents, servants, employees, and subcontractors, further agrees that it shall treat all information provided to it by the City as confidential and shall not disclose any such information to any third party without the prior written approval of the City. Notwithstanding the foregoing, Consultant understands and agrees that the City is a public entity under the laws of the State of Texas, and as such, is subject to various public information laws and regulations, including, but not limited to, the Texas Public Information Act, Chapter 552 of the Texas Government Code (the "Act"). Consultant acknowledges that, under the Act, the following information is subject to disclosure: 1) all documents and data held by the City, including information obtained from the Consultant, and 2) information held by the Consultant for or on behalf of City that relates to the transaction of City's business and to which City has a right of access. If the City receives a request for any documents that may reveal any of Consultant's proprietary information under the Act, or by any other legal process, law, rule, or judicial order by a court of competent jurisdiction, the City will utilize its best efforts to notify Consultant prior to disclosure of such documents. The City shall not be liable or responsible in any way for the disclosure of information not clearly marked as "Proprietary / Confidential Information" or if disclosure is required by the Act or any other Professional Services Agreement—CFW and Mackenzie Eason&Associates, LLC Page 5 of 11 Executive Search—Asst.Human Resources Director i City Secretary Contract No._ __ applicable law or court order. In the event there is a request for such information, it will be the responsibility of Consultant to submit reasons objecting to disclosure. A determination on whether such reasons are sufficient will not be decided by the City, but by the Office of the Attorney General of the State of Texas or by a court of competent jurisdiction. 8. INSURANCE. The Consultant shall carry the following insurance coverage with a company that is either licensed to do business in Texas or otherwise approved by the City: a) Commercial General Liability with a combined limit of not less than $1,000,000 per occurrence. b) Automobile Liability Insurance with a combined limit of not less than $1,000,000 per occurrence. c) Professional Liability (Errors & Omissions) in the amount of $1,000,000 per claim and $1,000,000 aggregate limit. d) Statutory Workers' Compensation and Employers' Liability Insurance requirements per the amount required by statute. e) Any other insurance as required by City. General Insurance Requirements: a) Each policy of insurance required hereunder shall be written so as to provide the City with a minimum of thirty (30) days' notice of cancellation or reduction in limits of coverage provided, however, that ten (10) days' notice shall be acceptable in the event of non-payment of premium. Notice shall be sent to the Risk Manager, City of Fort Worth, 1000 Throckmorton, Fort Worth, Texas 76102, with copies to the City Attorney at the same address. b) The insurers for all policies must be licensed and/or approved to do business in the State of Texas or otherwise approved in advance by the City. All insurers must have a minimum rating of A- VII in the current A.M. Best Key Rating Guide, or have reasonably equivalent financial strength and solvency to the satisfaction of the City's Risk Management Division. If the rating is below that required, written approval of the City's Risk Management Division is required. c) Any failure on the part of the City to request required insurance documentation shall not constitute a waiver of the insurance requirement. 9. ASSIGNMENT AND SUBCONTRACTING. Consultant shall not assign or subcontract any of its duties, obligations or rights Professional Services Agreement—CFW and Mackenzie Eason&Associates,PLC Page 6 of 11 Executive Search—Asst.Human Resources Director City Secretary Contract No._ under this Agreement without the prior written consent of the City. If the City grants consent to an assignment, the assignee shall execute a written agreement with the City and the Consultant under which the assignee agrees to be bound by the duties and obligations of Consultant under this Agreement. The Consultant and assignee shall be jointly liable for all obligations under this Agreement prior to the assignment. If the City grants consent to a subcontract, the subcontractor shall execute a written agreement with the Consultant referencing this Agreement under which the subcontractor shall agree to be bound by the duties and obligations of the Consultant under this Agreement as such duties and obligations may apply. The Consultant shall provide the City with a fully executed copy of any such subcontract. 10. COMPLIANCE WITH LAWS, ORDINANCES, RULES AND REGULATIONS. Consultant, its officers, agents, servants, employees, and subcontractors, shall abide by and comply with all laws, federal, state, and local, including all ordinances, rules, and regulations of City. It is agreed and understood that, if City calls to the attention of Consultant any such violation on the part of Consultant or any of its officers, agents, servants, employees, or subcontractors, then Consultant shall immediately desist from and correct such violation. 11. NON-DISCRIMINATION. In the execution, performance, or attempted performance of this Agreement, Consultant will not discriminate against any person or persons because of disability, age, familial status, sex, race, religion, color, national origin, or sexual orientation, nor will Consultant permit its officers, agents, servants, employees, or subcontractors to engage in such discrimination. This Agreement is made and entered into with reference specifically to the provisions in the City Code of the City of Fort Worth prohibiting discrimination in employment practices, and Consultant hereby covenants and agrees that Consultant, its officers, agents, servants, employees, and subcontractors have fully complied with all provisions of same and that no employee or employee- applicant has been discriminated against by either Consultant, its officers, agents, servants, employees, or subcontractors. 12. RIGHT TO AUDIT. Consultant agrees that the City shall, until the expiration of three (3) years after final payment under this Agreement and at no additional cost to the City, have access to and the right to examine any directly pertinent books, documents, papers, and records of the Consultant involving transactions relating to this Agreement. Consultant agrees that the City shall have access during normal working hours to all necessary Consultant facilities and shall be provided Professional Services Agreement—CFW and Mackenzie Eason&Associates,LLC Page 7 of 11 Executive Search—Asst.Human Resources Director City Secretary Contract No. --____---_ -- adequate and appropriate workspace in order to conduct audits in compliance with the provisions of this section. The City shall give Consultant reasonable advance notice of intended audits. Consultant further agrees to include in all of its subcontractor and assignment agreements hereunder a provision to the effect that the subcontractor or assignee agrees that the City shall, until the expiration of three (3) years after final payment under the subcontract and at no additional cost to the City, have access to and the right to examine any directly pertinent books, documents, papers, and records of such subcontractor or assignee involving transactions to the subcontract or assignment, and further that City shall have access during normal working hours to all subcontractor or assignee facilities and shall be provided adequate and appropriate workspace in order to conduct audits in compliance with the provisions of this section. City shall give subcontractor or assignee reasonable advance notice of intended audits. This section shall survive the expiration or termination of this Agreement. 13. GOVERNING LAW AND VENUE. This Agreement shall be construed and interpreted in accordance with the laws of the State of Texas. Should any action, whether real or asserted, at law or in equity, arise out of the execution, performance, or attempted performance of this Agreement, venue for said action shall lie in Tarrant County, Texas. 14. NOTICES. Notices required pursuant to the provisions of this Agreement shall be conclusively determined to have been delivered when (1) hand-delivered to the other party, its agents, employees, servants or representatives, (2) delivered by facsimile with electronic confirmation of the transmission, or (3) received by the other party by United States Mail, registered, return receipt requested, addressed as follows: TO THE CITY: TO CONSULTANT: City of Fort Worth Name: Mackenzie Eason & Attn.: David Cooke Associates, LLC 1000 Throckmorton Attn: Darien George Fort Worth TX 76102-6311 3023 South University Dr. #230 Facsimile: (817) 392-8654 Fort Worth, Texas 76109 Facsimile: (817) 922-9152 With Copy to the City Attorney at same address. Professional Services Agreement—CFW and Mackenzie Eason&Associates,LLC Page 8 of 11 Executive Search—Asst.Human Resources Director City Secretary Contract No._____________ 15. SOLICITATION OF EMPLOYEES. Neither the City nor Consultant shall, during the term of this Agreement and additionally for a period of one year after its termination or expiration, solicit for employment or employ, whether as employee or independent contractor, any person who is or has been employed by the other during the term of this Agreement, without the prior written consent of the person's employer. This provision shall not apply to an employee who responds to a general solicitation or advertisement of employment by either party. 16. NON-WAIVER. The failure of either party to insist upon the performance of any term or provision of this Agreement or to exercise any right granted herein shall not constitute a waiver of that party's respective right to insist upon appropriate performance or to assert any such right on any future occasion. 17. DISCLOSURE OF CONFLICTS. Consultant hereby warrants to the City that Consultant has made full disclosure in writing of any existing or potential conflicts of interest related to Consultant's provision of the Services. In the event that any conflicts of interest arise after the execution of this Agreement, Consultant hereby agrees to make full disclosure to the City in writing immediately upon learning of such conflict. 18. GOVERNMENTAL POWERS. It is understood and agreed that by execution of this Agreement, the City does not waive or surrender any of its governmental powers. 19. SEVERABILITY. If any provision of this Agreement is held to be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions shall not in any way be affected or impaired. 20. FORCE MAJEURE. The City and Consultant shall exercise their best efforts to meet their respective duties and obligations as set forth in this Agreement. If either party is unable, either in whole or part, to fulfill its obligations under this Agreement due to acts of God; strikes, lockouts, or other industrial disturbances; acts of public enemies; wars; blockades; insurrections; riots; epidemics; public health crises; earthquakes; fires; floods; restraints or prohibitions by any court, board, department, commission, or agency of the United States or of any state; declaration of a state of disaster or of emergency by the federal, state, county, Professional Services Agreement—CFW and Mackenzie Eason&Associates,LLC Page 9 of 11 Executive Search—Asst.Human Resources Director City Secretary Contract No.------------- or City government in accordance with applicable law; issuance of a Level Orange or Level Red Alert by the United States Department of Homeland Security; any arrests and restraints; civil disturbances; or explosions; or some other reason beyond the party's reasonable control (each a "Force Majeure Event"), the obligations so affected by such Force Majeure Event will be suspended only during the continuance of such Event. 21. HEADINGS NOT CONTROLLING. Headings and titles used in this Agreement are for reference purposes only and shall not be deemed a part of this Agreement. 22. REVIEW OF COUNSEL. The parties acknowledge that each party and its counsel have had the opportunity to review and revise this Agreement and that the normal rules of construction to the effect that any ambiguities are to be resolved against the drafting party shall not be employed in the interpretation of this Agreement or any exhibit hereto. 23. AMENDMENTS. No amendment of this Agreement shall be binding upon a party hereto unless such amendment is set forth in a written instrument, which is executed by an authorized representative and delivered on behalf of such party. 24. NETWORK ACCESS. Consultant does not require access to the City's computer network in providing services under this Agreement. 25. SIGNATURE AUTHORITY. The person signing this Agreement hereby warrants that he/she has the legal authority to execute this Agreement on behalf of his or her respective party and that such binding authority has been granted by proper order, resolution, ordinance or other authorization of the entity. This Agreement and any amendment(s) hereto may be executed accordingly. Each party is fully entitled to rely on these warranties and representations in entering into this Agreement or any amendment hereto. 26. ENTIRETY OF AGREEMENT. This written instrument (together with any exhibits or addenda attached hereto and any documents incorporated herein by reference) contains the entire understanding and agreement between the City and Consultant, their assigns i Professional Services Agreement—CFW and Mackenzie Eason&Associates,LLC Page 10 of 11 Executive Search—Asst.Human Resources Director City Secretary Contract No.------------- and successors in interest, as to the matters contained herein. Any prior or contemporaneous oral or written agreement is hereby declared null and void to the extent in conflict with any provision of this Agreement. "e Executed in multiple originals on this the _L11911day 20 A AGREED: AGREED: CITY OF FORT WORTH, TEXAS: MACKENZIE EASON & ASSOCIATES, LLC By: By: --------- ---- ------------- 7_swan Alanis Da n George Assistant City Manager Managing Partner Date: Date: ---- L *OR? ATTES A TEST: B y: By:--- '6 Mary,., ser 'Name ,,�t, City S" retary Title 10 APPROV)ED AS TO FOR LITY: By: Guillermo (Will) Trevino Assistant City Attorney No M&C Required r . OFFICIAL RECORD I T"If"I"I",)E ",77%11,11 " F"Ir. M.31"tTH,70"t ....................... Professional Services Agreement CFW and Mackenzie Eason&Associates,LLC Page'11 of 11 Executive Search—Asst.Human Resources Director Exhibit A Mackenzie Eason & Associates, PLC 3023 South University Dr.#230 Fort Worth,Texas 76109 817-668-5870 June 23, 2015 City of Fort Worth 1000 Throckmorton Street Fort Worth TX 76102 Dear Mr. Brian Dickerson, Mackenzie Eason would look forward to recruiting an Asst Human Resources Director. Our fee will be 25%of the total compensation package including base salary plus any first year bonuses under the following tiers: Salaries up to $150,000 will have a cap placement fee of$24,500 Salaries above$150,000 will be at the standard rate of 25% We will require a one-third-retainer deposit of$7,500 in order to launch the search.The4m4anee-wi1l-be-due em th start date-of the-sueeessfu4�bTlaeed-eandldate7 We will bill you for any travel expenses incurred by us or by candidates with your prior approval. In the event that you hire any additional candidates we have presented during this engagement, within 365 days of submission,we will then bill you 25%of their base salary plus first year bonuses for each candidate r hired by you up to$150,000 with a cap placement fee of$24,500 and above$150,000 at the standard rate of 25%. r; If a candidate we have placed does not, for reasons of background, experience or qualifications, perform as initially expected and is terminated for performance reasons or for "cause", or if a candidate resigns the position within 270 days from the date of employment,it is our firm's policy to conduct the assignment again, billing only for expenses. Our service is considered complete when a candidate has accepted a formal job offer resulting from our r efforts. To allow time for processing, our invoice is submitted when we have confirmed the offer has been accepted.An invoice for the remaining balance is due and payable on the candidate's first day of employment. Client is to understand that if after the commencement of the search process, either a candidate is promoted internally or position filled in any other manner, i.e.,position eliminated, internal referral, outside referral, unsolicited responses,search is cancelled for any reason, etc., Client will still be held responsible for all fees l that have been billed. These fees are due immediately and due upon receipt. It is therefore most advantageous s l that all referrals be directed through Mackenzie Eason. All invoices are payable within (30) days of date of invoice.Failure to timely pay invoices invalidates the replacement clause of this agreement. Firm reserves the right to terminate this agreement for non- payment of invoices due. and collection costs in the event they become necessary to collect monies owed Firm. The hiring decision and determination of suitability, reference checking, employment eligibility verification and conditions of employment are the responsibility of the company. Mackenzie Eason & Associates is responsible for the search and referral of candidates. Paramount to our mutual success, we agree to: 1) Give our best effort to actively recruit the most qualified candidates for your selection based on the parameters provided. 2) Interview these candidates in person or by telephone and provide you with an introduction. 3) Thoroughly reference check all candidates that interest you. 4) Treat all information you provide confidentially and use it only for the completion of the search. To facilitate this,you should: 1) Provide a detailed job description that outlines the duties and responsibilities, as well as areas of accountability and measurement. 2) Provide current information regarding the market and salary information. 3) Provide open communication and timely feedback regarding the status and qualifications of the candidates we refer. Your signature below will verify agreement to the above proposal and its terms. Regards, ii i Darien George—Managing Partner Mackenzie Eason Associates 84gftatuvre Name Title Date r �j r ; i a of lobal capabio i / r I�y OD97/i //arrlq/�� Dmq !,� r ,y �' 0 0 !i % % lr Jlf t j r "'l/nal "!'!NlllaH r, 11 rime sery Mackenzie Eason and Associates utilizes a unique methodology that allows us to tailor our engagements to directly meet the needs of each client, and has led us to exceed the industry average for both time to completion and rate of successful placements. From the onset of every search, our partners collaborate with each client from the initial needs assessment to our exceptional follow through program. L Due Diligence To begin each engagement, MEA develops a comprehensive executive assessment for the client that leads to a highly customized strategy of search execution. In addition to examining specific client needs, our partners also thoroughly analyze market and compensation trends and create an industry-specific candidate profile. We are also committed to providing our clients with a diverse range of qualified candidates, incorporating each client's diversity& inclusion initiatives directly into our strategic plan. II. Targeted Approach } Once the executive assessment stage has been completed, we move into the research phase,where we conduct exhaustive research, with each partner typically spending 25 to 30 hours per engagement. Our firm has access to leading proprietary databases and services that allow us to extend our search well beyond even the largest personal network and provide clients with a more global reach, as well as a highly diverse talent pool. E III. Search Execution Our partners conduct an in-depth assessment of each candidate and pre-reference screening. Based on client feedback on this first round of candidates, the selection process can then be-further refined. Exclusive to our Executive Search clients, during the akeCo 'veAction first 30 days of launch, clients will be delivered an average of three to five qualified candidates based on the profile and strategy develo p ed by MEA. l r � IV. Candidate Selection For our Executive Search clients, our average time to candidate placement is 75 days, compared to an q '`' : I industry average of over 130 days, with 98% of our �` m �� searches resulting in successful candidate placement. Once an ideal candidate is selected, our partners work closely with the client throughout the referencing Mackenzie Eason Recruitment Pyramid and negotiation process to help ensure a smooth transition from prospective candidate to employee. I, n V. Follow Up The partners at MEA know that our responsibility to our clients does not stop with placement of a candidate—it extends to the impact of the selected candidate on the overall organization. Not only does our due diligence upfront help to ensure placement of a candidate that will succeed within the organizational culture and structure, but we also continue our consultative services post-placement to ensure successful integration of the candidate and a positive impact on the organization. IGY(INXIWA4(IIIYI,R4POJUITIYIWU1flIW1AWINYFitGtiRY4h%VINNfFNipMVIAIIlYN1NIGPtt?W4VIXWM!dlNgWflNIJICIYhWNIU;If gA1WYANRdiilbHiilYl)Ntlpkptl AllttiliYMYIlA9fAIfIMI1VNIIYlAl1@ NYI;N@ P.4N1iP'WN.YWpldlpk!IIYMIMV'GUJd'JkIlYII11Y1XllAgil�XMIY� 61'X111111 YIYIIdIBAIYINIiIiYIINICiIIiPV'ISAIWf "' e.s°t-in-class organizations are m / rot TWICE as likely to use pre-hire assessment solutions as others. ua�nmmmmsmururu�mmn+ma�sr,v�mnnxvuutMUUauuouaiumra^urnuimmivrmmirmmxirururrurmurirorua! m�uaranwummimed!mnvaituiimiti mmuirvmirdamuumvuwuvrnircanuMmimiHmuunuuminr<nvuruwi i Mackenzie n Detailed Process v i I. Due Diligence Initial Client Meeting Once contracted, the Partner meets with the hiring executive and other relevant internal participants (e.g., HR exec, peers and subordinates of the position being filled, Board members and Search committee members, if relevant) to understand the client's style of management; the organization's culture, structure and needs; the attributes that make someone successful in that organization; and the personal and professional requirements of the open position. We gather details about the performance expectations of the position. This information enables the Partner to be knowledgeable and persuasive in representing the client company to sources, and prospective candidates. The hiring client meets with the Partner to outline the search requirements, timeline, future organizational strategy and mission, and get an idea of corporate culture. We seek to gain a solid understanding of our client's business through three areas of on-site research: {{ Direct dialogue with key-management team and/or board members (via face-to-face meetings, phone conversations and e-mails) and, Direct dialogue and interaction with key leaders involved in the process as well as top notch j leaders in the industry who have developed leadership roles in the community. y Direct on-site evaluation of the community through tours, chamber of commerce, and real estate j professionals. 1= We want to have a broad perspective of your business and its direction, as well as your overall structure and culture. This allows us to then complete the digital prospectus that we provide to our candidates. Deeper Client Un der's tanning From client discussions and information provided, the Partner drafts a written description of the position's responsibilities, reporting and working relationships, objectives and performance expectation, as well as the �r preferred experience, core competencies and personal qualities of the ideal candidate. We will then begin a more thorough analysis of the hiring organization, identifying key opportunities for the new executive, and defining a candidate profile that fits into the corporate culture and organizational structure. i 1 Once the client approves the specification, this document becomes both @ marketing tool 8S well as@V analytic tool against which all prospective candidates will beappraised. EM 11. Targeted Approach You are whc) you Wre "Companies that use )Wa0ket analysis and creation OfB candidate specification assessments are 8 times Following this process, Mackenzie Eason &Associates will complete a more likely to get a deep analysis of the market and create a compelling executive job candidate they will soon profile. Market analysis will outline the competitive environment and influence the type of executive that we will look for. This process includes o team of highly skilled researchers and Partners with experience in the area, and results ino document that will beo rofenenoethroughouttheentineaearnhprooeoa—thenandidatm specification. The candidate specification (job description) will contain detailed information about the ro|e, responsibilities, the hiring client, key opportunities presented by the executive job, and outline career and "80% of employee turnover educational requirements. is due to bad hiring Research Strategy During the initial client discussions, a list of target companies is Harvard Business Review developed and agreed upon. The search team develops o strategy that identifies the companies most likely to yield the successful candidate as � well as in what position the successful candidate will be e.g. bt|e, role, and reporting relationship. Location, rank in industry, corporate culture, "it could cost up to five and company reputation are factored into the target |ioL Companies off times a bad hire's annual limits tothe search are identified. Off limits refers to companies where the search firm has an existing client relationship and has agreed not to salary to replace them" recruit candidates or companies that the hiring client would like to avoid. SHIRM Society of Human This stage will include a deeper analysis of the market, outlining key Resources companies that vve may wish to research for executive talent, and documenting all avenues that will be exploited in order to gain access to the top talent in the marketplace. The research tools that form part ofthe ' search strategy will often include their own database, B|ueGtepa, currently estimates that previously conducted market analysis, alternative internet sources such the average cost of a bad as social netwx/rka, and of course, their own network and contacts. hiring decision can equal Ill. Search Execution year potential earnings. O � /na/ Research Using the research strategy osa guide, the names nf prospects and U.S. Dept of Labor sources within target organizations are identified. This is generally done by examining company organization charts, often via the Internet and researching other sources such as print publications and Hoovers. Within the executive search industry, the process of creating an industrw/funotionvvide map of talent and long-list ofpotential candidates is known as `name generation' or `talent mapping'. After we have a number of high potential executives listed (sometimes 100+), Partners and researchers will begin qualifying the potential targets and identifying whether they are suitable candidates. Database Interrogation & Advertising The firm's internal database, print directories and on-line databases, such as Linkedln, Hoovers, Corporate Affiliations etc. and direct email campaigns will also yield prospects that fit the research strategy. Identification of Sources Relevant `sources' (i.e. people the firm knows who regularly interface with the likely `candidate community') are identified. These may include journalists, trade associations and professional or community groups. Digital Prespectus Mackenzie Eason &Associates can produce a Digital Prospectus for each client and search that is a unique website that includes in-depth information on the client, organization, town/city, real estate, schools, and the region. This allows candidates and their spouses to have a full understanding of the community and client. The digital prospectus can include interviews with key leadership or videos from the community. We would be doing a great injustice to our clients to send over a CV/resume without having done some due diligence to screen the candidate beforehand. In the same respect, we would waste a candidate's time by not providing them with all the information we could about our opportunity before setting them up to speak with the client. Approaching SOUrces Sources are informed of the search and asked whom they know that might be appropriate to talk to about the position. Appropriate suggestions are added to the list of prospects to be called about the search. IV. Candidate Selection Appmaching Candidates and Preliminary Assessments Candidates are called, told about the opportunity and initially screened against the job specifications to evaluate if they are qualified for the position. Their interest in the position is then assessed. A series of internal meetings will continue throughout the candidate identification process and the number of potential candidates will be reduced to 10 at most. This shortlist is achieved through detailed interviews that discuss the specifics of j the executive job, and explore the candidates' background, competencies and interest in the role. Review The list of pre-qualified and-interested prospective candidates is reviewed with the search team and a decision is made to either generate more names, perhaps revising the original search strategy, and/or setting up appointments for in-depth assessments of candidates already identified. Consultant Interview The search consultant evaluates and screens candidates against the job specifications through in-depth, in- person or video-conference interviews. The permission of the candidate is obtained to submit their career details to the client for consideration. Pi-elitnin ary Reference Checks I Where possible, without jeopardizing the confidentiality of the candidate's situation, preliminary reference checks are also conducted to validate the past performance, and personal characteristics of each candidate. Before any candidate is presented to the client, we will complete basic background checking to verify their 1'. i r qualifications and executive career background. Provided there are no problems (modifications if there are) the shortlist will be presented to the client. Rejections After it is determined that a position is not appropriate for a prospect, they are informed of this decision. Preparing the Profile A written report or Candidate Profile is written on each candidate, noting his/her academic credentials, career history, and an appraisal/assessment of the individual's strengths and weaknesses with respect to the position spec, and his/her appropriateness as a candidate. Also noted are any `potential issues' —e.g., potential relocation issues or the need for a sizeable `buy-out package' to keep an individual 'whole' regarding options etc. F"1reci1.ess MeetingIC.andidate Updates i17 Real Tinge All potential candidates are discussed and evaluated with the client on a regular basis or at a Progress Meeting. Clients can always view an update on candidates and progress in real time through our unique Partnership with Clockwork and our virtual website to view oy ur project 24 hours a day 7 days a week. Clients can respond to notes, assessments, and provide their own comments on candidates. Working closely with the client, the search consultant presents the candidate profiles and refines the short list to a slate of approximately 4 to 6 strong contenders for the client to meet. Client-candidate meetings are then scheduled. (Sample Screen Shot provided at end of process) Client Interview Client-candidate meetings are scheduled. New candidates also may be identified at this time, since the interview process often crystallizes priorities or brings other criteria to the fore that had not initially been considered important. Candidates approved in the first round move on to additional rounds of interviews, often broader in reach and deeper in scope. Following meetings at the previous stage, the client will work with the search consultants to narrow the candidate shortlist to just 3-5 potential senior executives. At this stage the search firm will begin thorough reference checks and provide final thoughts on strengths and weaknesses about each candidate. Certification The final two/three candidates are informed that they are seriously being considered for the position. Those eliminated from the search process will be `closed out' in a professional and timely manner—hopefully with constructive feedback. In-Jepth Reference Checks on Finalist(s) Comprehensive in-depth reference checks are conducted on finalists, contacting not only those people provided by the candidate, but others identified by the Partner who are also familiar with the candidate's work and, ideally, known to and respected by the search firm. In these instances, every effort is made not to jeopardize the candidate's current situation nor cause any break in confidentiality. These reference checks focus on, career experience and accomplishments, and overall strengths and weaknesses vis-a-vis the position spec. These reference reports are shared with the client. The verification of biographical/employment data on candidates or academic credentials may be conducted by the search firm, the client or on their behalf by a third party reference checking service. It is the client's ultimate responsibility to ensure that such checks have been conducted. In(lividual lillapph7g Testing & Insight Mackenzie Eason &Associates has partnered with Talent Insights to provide clients with an unprecedented three dimensional look at candidates. Analytics and algorithms are driving more and more business decisions. r Yet much of today's hiring process is still done using 'gut feelings' and personal impressions- especially when making the final hiring decision. Everyone has their unique personality type carried out through their group of innate strengths and behavior patterns that result in performance. The Individual MapT1 synthesizes and analyzes this process, and then compares the results of all three assessments to the candidate's life experience through our Structured Interview. Each testing is in-depth and is concluded with a structured interview with a counselor to look for any inconsistencies which allows the client to ultimately see if a candidate is a great fit for the organization. The client is then provided with a post assessment. This unique testing can give you accurate, actionable data to help you analyze your candidates during the pre- hire process. We do this with a proprietary process that provides you with a '3-dimensional' understanding into an individual candidate. Then, the testing goes a step further. If you do make the hiring decision, our assessment tool can help you manage your new employee based on who they are-their unique temperament, behaviors and strengths. Offer and negotiation After a series of interviews and consideration of external references, the client will select their preferred candidate and the process of salary and offer negotiation will commence. Often the search consultant will act as a mediator in this process to ensure both parties' needs are being met. When a final candidate is selected, the search consultant works closely with the client and candidate in negotiating a package that is agreeable to both parties. When a decision is made by the candidate to join the company, we move towards closing out all candidates. The partners at MEA have many years of experience in recruiting and negotiations between clients and candidates. We know that sometimes there can be disagreements over contract issues or packages. Our goal is to help negotiate between the client and candidate so that when the negotiations are done there are no ill feelings between the client and candidate. We would rather be the "bad guy" on both ends because everyone has to work together when the negotiations are completed and a contract finalized. We have also found that often times both the candidate and client feel more comfortable with expressing their feelings to us since we have established a rapport with the candidate and the client. We often act as a sounding board to both the client and the candidate. Our intent is to facilitate the compensation discussions our client would initiate with the candidate. The ultimate decision to pursue and/or hire a specific individual rests with our client- our role is purely as an intermediary. i V. Follow Up t On o arding and integration Finally the search firm will assist with the integration (onboarding) of the successful candidate into the workplace-the degree of involvement varies depending on the wishes of HR and agreements made earlier in the search process. Finally, although the search has been successfully completed, the search firm will continue to maintain close ties with the hiring client and senior executive to ensure long term satisfaction for both parties. Searcl-i Closure Once the successful candidate is on board at the client company, the search firm closes the assignment in the marketplace by telephoning or sending an appropriate 'search completed' letter or e-mail to each source, r r prospect or candidate contacted during the course of the search. it I I Diversity & Inclusion As a concept, diversity & inclusion involve creating an environment and culture where employees learn from the differences of their peers and draw on the unique backgrounds they each bring to the table in order to create a more successful and inclusive corporation. A more diverse organization is proven to better understand the demographics of the marketplace, and is better equipped to thrive. Since our inception, Mackenzie Eason Associates has been dedicated to sourcing and securing the most qualified candidates for our clients, while also carefully selecting those candidates that will develop a more inclusive workplace. We fully understand that creating a diverse workforce is not simply a goal for our clients, but that it is an investment that contributes directly to the long-term success of their organizations. Mackenzie Eason works alongside our clients to completely integrate their diversity and inclusion initiatives into j our strategic plan in order to develop candidates that will complement their existing workforce, contributing a broader range of ideas and perspectives. This continued effort has led us to directly impact our clients' success in today's increasingly diverse marketplace. f r City of Foot Worth f Hlil x Ail 1, o An lrttp5//mackenzieeason.clockworkrecruiting.com/flriu/pic,)))acts/l(;l2?l/"andui.ites +'d Apps Suggested Saes Web51ka Gueery M ESPNDaflas Home FespnThe VWuldi Guogle ,d Importred Proan IE y,7,0. *eaoknnks S79-pfnr Gr rhop._ 1::i;t>ther Urnokmark.s F My Projects - Projects / City of Fort Worth ! HRIS-Assistant Director Team Started July 09,2015(0 days) Darren George flanaging Partner at 1- p E.sv,n Candidates Dashb—il 1,nv uwtes tMMR Current Candidates F,,p.ilReyorf cuen is Name l Company Status Updated N.clients i Vandi Stone Research Within tna last y days ' Director,HRMS,Compensation and Benefits- '. Search Candidates Am ncas at Research Nom S,haor se."h oi.5ortia^w T r Frankesha Watkins Research Within the hM r days Hunan Resources Manager at Balfour Beatty clear - 1, Conshuotian ;,.. Documents and Files PiffFr, ,,,, in6E;i71"nr n r i s rrcu r r,il rra.twyar Positions Human Resources Manager at Balfour Beatty Construction Human Resources Manager at Honda of Burleson(Park P4ace.Motor Cars) 1, HR Manager&Sr.HR Generalist at Fab&Manufaatunng Group at The Shaw Group HRIS Team Lead 1 HRIS Manager at The Sham Group Senior Analyst•SOX Compliance at CenturyTel shorn rrnre 1 Education 2003 to 2005 N1 BA,Strategic Leadership,Amberion University Information �! �;;� ,,,,.,,� i� � i/ / /,...� i/till/i/ , _./fI<� , n r, ..�� ..:.d. _ ..� � ... %�� if,...... �� /(!(!(l(!(r ///l ...�..,<...,�1 lTdll_ .1�� off ,,,Iii G.k,f,ttJ�Ydi� i h Client#: 134517 MACKE4 DATE(MM/DDNYYY) ACORD,,, CERTIFICATE OF LIABILITY INSURANCE 08/19/2015 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 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). 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