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HomeMy WebLinkAboutC18-012 ADK Executive SearchADKEXECUTIVE SEARCH _. Specializing Exclusively in Airports P.O. Box 330906 - Atlantic Beach, FL 32233 - 904-536-8102 ■ adhconsulting@msn.com VAIL/EAGLE COUNTY AIRPORT EXECUTIVE SEARCH SERVICES AGREEMENT Services This Executive Search Services Agreement (hereinafter referred to as "Agreement"), is made and entered into this , 01/17/2018 _ between Eagle County, a public body under the laws of the State of Colorado (hereinafter referred to as "Client"), and ADK Consulting, Inc., incorporated in the State of Florida, and authorized to conduct business throughout the United States (hereinafter referred to as "Consultant"), and collectively hereinafter referred to as the "Parties". Consultant agrees to provide executive search services (the "Services") to Client in accordance with Consultant's HR Assist proposal as shown in Exhibit A to this Agreement (hereinafter referred to as "Proposal"), and other services that may be requested from time to time and agreed upon by the Parties. Term This Agreement shall commence upon the date first written above, and subject to the provisions of the provisions for Termination, set forth below, shall continue in full force and effect through Contract Completion. Compensation As compensation for the Services provided herein as described in the Proposal, Client agrees to pay to Consultant a professional fee not to exceed $17,500. Said professional fee will include all professional fees, out-of-pocket office expenses, labor, materials, and other associated services. Travel to Client's location is not anticipated in this Agreement. The Consultant is obligated to pay all federal and state income tax on any moneys paid pursuant to this Agreement. Invoicing and payment would be due after contract completion. Payment will be made for Services satisfactorily performed within thirty (30) days of receipt of a proper and accurate invoice from Consultant. All invoices shall include detail regarding the hours spent, tasks performed, who performed each task and such other detail as County may request Other expenses not mentioned in the Proposal and not included in the fee are considered over and above (overnight shipping, reproduction of documents for Client review, e.g.) and will be billed only if the service is requested by Client. 1 C18-012 Contract Completion For purposes of this Agreement, contract completion means Consultant has fulfilled its requirements of the Proposal at the completion of Phase 2, as set forth in Exhibit A. Insurance Consultant hereby certifies that it possesses a commercial liability policy with The Hartford, a professional services liability policy with the Philadelphia Insurance Companies and appropriate Worker's Compensation Insurance. The commercial general liability coverage shall include premises and operations, personal/advertising injury, prod uctslcompleted operations, broad form property damage with limits of liability not less than $1,000,000 per occurrence and $2,000,000 aggregate limits. The professional liability insurance shall include prior acts coverage for all Services required hereunder, in a form and with an insurer or insurers satisfactory to County, with limits of liability of not less than $1,000,000 per claim and $2,000,000 in the aggregate. In the event the professional liability insurance is on a claims -made basis, Consultant warrants that any retroactive date under the policy shall precede the effective date of this Agreement. Continuous coverage will be maintained during any applicable statute of limitations for the Services. The commercial general liability coverage shall be endorsed to include Eagle County, its associated or affiliated entities, its successors and assigns, elected officials, employees, agents and volunteers as additional insureds. Consultant's certificate of insurance evidencing all required coverage(s) is attached hereto as Exhibit B. The parties hereto understand and agree that the County is relying on, and does not waive or intend to waive by any provision of this Agreement, the monetary limitations or rights, immunities and protections provided by the Colorado Governmental Immunity Act, as from time to time amended, or otherwise available to County, its affiliated entities, successors or assigns, its elected officials, employees, agents and volunteers. Consultant is not entitled to workers' compensation benefits except as provided by the Consultant, nor to unemployment insurance benefits unless unemployment compensation coverage is provided by Consultant or some other entity. Principal Consultant Consultant has designated AnnelI Kuelpman as Consultant's Principal Search Manager who shall have the authority to act on behalf of Consultant. Client has the right to approve any proposed replacement of the Principal Search Manager. Indemnification Consultant shall indemnify and hold harmless the Client, and its employees, associates, and representatives from any and all liabilities, costs or damages (including reasonable attorneys' fees) that may arise from any action or inaction of its employees, associates, and representatives in connection with the performance of the Services outlined herein, except for such liabilities, costs or damages which are due to the gross negligence or willful or intentional misconduct of the Client and its employees, associates, and representatives. 2 Termination Both parties retain the right to terminate this Agreement at any time with 30 days prior written notice. Upon termination notice, Consultant will cease work and provide documentation of work completed to date of termination. Consultant will be compensated for all activity (professional fees) and expenses that have been obligated at the date of termination per the terms of this Agreement, on a pro -rata basis. Ownership of Documents All documents prepared by Consultant or Consultant's subcontractor in connection with Consultant's performance under this Agreement shall become the property of Client, and Consultant or Consultant's subcontractor shall execute written assignments to Client of all rights (including common law, statutory, and other rights, including copyrights) to the same as Client shall from time to time request. For purposes of this paragraph, the term "documents" shall mean and include all reports, plans, studies, tape or other electronic recordings, drawings, sketches, estimates, data sheets, maps and work sheets produced, or prepared by or for Consultant (including any employee or subcontractor in connection with the performance of the Services and Additional Services under this Agreement). Prohibitions on Government Contracts As used in this Section 18, the term undocumented individual will refer to those individuals from foreign countries not legally within the United States as set forth in C.R.S. 8-17.5-101, et. seq. If Consultant has any employees or subcontractors, Consultant shall comply with C.R.S. 8-17.5-101, et. seq., and this Agreement. By execution of this Agreement, Consultant certifies that it does not knowingly employ or contract with an undocumented individual who will perform under this Agreement and that Consultant will participate in the E -verify Program or other Department of Labor and Employment program ("Department Program") in order to confirm the eligibility of all employees who are newly hired for employment to perform Services under this Agreement. a. Consultant shall not: i. Knowingly employ or contract with an undocumented individual to perform Services under this Agreement; or ii. Enter into a subcontract that fails to certify to Consultant that the subcontractor shall not knowingly employ or contract with an undocumented individual to perform work under the public contract for services. b. Consultant has confirmed the employment eligibility of all employees who are newly hired for employment to perform Services under this Agreement through participation in the E -Verify Program or Department Program, as administered by the United States Department of Homeland Security. Information on applying for the E -verify program can be found at: hM://www.dhs.gov/xl2revl2rotl12rogramslgc 1185221078150.shtm C. Consultant shall not use either the E -verify program or other Department Program procedures to undertake pre-employment screening of job applicants while the public contract for services is being performed. d. If Consultant obtains actual knowledge that a subcontractor performing work under the public contract for services knowingly employs or contracts with an undocumented individual, Consultant shall be required to: i. Notify the subcontractor and County within three (3) days that Consultant has actual knowledge that the subcontractor is employing or contracting with an undocumented individual; and ii. Terminate the subcontract with the subcontractor if within three days of 3 receiving the notice required pursuant to subparagraph (i) of the paragraph (d) the subcontractor does not stop employing or contracting with the undocumented individual; except that Consultant shall not terminate the contract with the subcontractor if during such three (3) days the subcontractor provides information to establish that the subcontractor has not knowingly employed or contracted with an undocumented individual. e. Consultant shall comply with any reasonable request by the Department of Labor and Employment made in the course of an investigation that the department is undertaking pursuant to its authority established in C.R.S. 8-17.5-102(5). f. If Consultant violates these prohibitions, County may terminate the Agreement for breach of contract. If the Agreement is so terminated specifically for breach of this provision of this Agreement, Consultant shall be liable for actual and consequential damages to County as required by law. g. County will notify the Colorado Secretary of State if Consultant violates this provision of this Agreement and County terminates the Agreement for such breach. Applicable Law and Venue This Agreement will be construed in accordance with the laws of the State of Colorado. Any and all claims, disputes or controversies related to this Agreement, or breach thereof, shall be litigated in the District Court for Eagle County, Colorado, which shall be the sole and exclusive forum for such litigation. Notices All notices or other communications made pursuant hereto shall be in writing and shall be deemed properly delivered, given or served (i) when personally delivered, or (ii) two (2) calendar days atter being deposited in the United States mail, certified or registered, postage prepaid, return receipt requested, (iii) when delivered by FedEx or other comparable courier service, charges prepaid, to the parties at their respective addresses listed below their signatures, or (iv) when sent via facsimile so Iong as the sending party can provide a facsimile machine or other confirmation showing the date, time, and receiving facsimile number for the transmission. Either party may change its address for the purposes of this paragraph by giving five (5) days prior written notice of such change to the other party. Client: Eagle County Airport Attention: Kip Turner P.O. Box 850 Eagle, CO 81631 Telephone: 970-328-8790 gre gphi I I ipsOeagl ecou nty. u s Miscellaneous Consultant: ADK Consulting, Inc. P.O. Box 330906 Atlantic Beach, FL 32233 Telephone: {904} 536-8102 do uciOadke xecuti vesearch. com This Agreement constitutes an agreement for performance of the Services by Consultant as an independent contractor and not as an employee of County. Nothing contained in this Agreement shall be deemed to create a relationship of employer-employee, master -servant, partnership, joint venture or any other relationship between County and Consultant except that of independent contractor. Consultant shall have no authority to bind County. Consultant represents and warrants that at all times in the performance of the Services, Consultant shall comply with any and all applicable laws, codes, rules and regulations. 4 This Agreement contains the entire agreement between the parties with respect to the subject matter hereof and supersedes all other agreements or understanding between the parties with respect thereto. Consultant shall not assign any portion of this Agreement without the prior written consent of the County. Any attempt to assign this Agreement without such consent shall be void. Consultant shall maintain for a minimum of three years, adequate financial and other records for reporting to County. Consultant shall be subject to financial audit by federal, state or county auditors or their designees. Consultant authorizes such audits and inspections of records during normal business hours, upon 48 hours' notice to Consultant. Consultant shall fully cooperate during such audit or inspections. The signatories to this Agreement aver to their knowledge, no employee of the County has any personal or beneficial interest whatsoever in the Services or Property described in this Agreement. The Consultant has no beneficial interest, direct or indirect, that would conflict in any manner or degree with the performance of the Services and Consultant shall not employ any person having such known interests. The Consultant, if a natural person eighteen (18) years of age or older, hereby swears and affirms under penalty of perjury that he or she (i) is a citizen or otherwise lawfully present in the United States pursuant to federal law, (ii) to the extent applicable shall comply with C.R.S. 24-78.5-103 prior to the effective date of this Agreement. Agreed Lc,e L � 01/17/2018 Signature Kelley Collier, Deputy County Manager Date Eagle County t ■ t �. �_Ll.January 16, 2018 Signature Douglas R Kuelpman, President/ CEO Date ADK Consulting, Inc. 0 CONSUMNG �� FXKunvE SEARCH EXHIBIT A HR ASSIST EXECUTIVE SEARCH ADK Consulting & Executive Search (ADK) is pleased to offer its HR Assisted professional executive search and consulting services to the Port of Seattle - department of Aviation {Client} for a new Airport Terminal Planner. Why HR Assist? Our clients are our reason for our existence. When our clients express a need, we listen. That is why we developed HR Assist. We wanted to respond to those airports that fit into at least one of the following categories • A Human Resources department that has dedicated recruiters who are used to doing various elements of a search such as initial and final interviews in their normal course of business, but do not have the broad base referral network or resources to recruit passive candidates for high level airport recruitments. In other words, broad spectrum outreach. That is what we do! • An "HR department of One" that is everything to everybody and does not have the time to add a unique and/or critically important search to their already busy schedule. • Airports, or their governing bodies, that do not have a budget for a full-service search but understand the need and have a desire to develop a quality candidate pool. • A Human Resources department of any size that is understaffed to handle various recruitment and screening processes at the high level that we do at Ad K. Our Search Process We collaborate with and successfully work with you to advise, guide, and otherwise assist as needed to help fill your pending vacancy. We believe that every position at the airport is important and deserves to be filled by the best candidate possible, because talented employees are the future of the airport. ADK starts by working closely with you to gain a thorough understanding of the Position and the ideal skills sought for a successful hire. Our goal is to find the best possible fit for the airport and achieve a long-term successful placement. Specializing Exclusively in Airports ADKCONSUMNG �� ExEcuriw SEARCH Work Scope Phase 1: Search Startup and Candidate Pool Development 1.1 Position Profile and Understanding of the Position We will conference with Client to help develop the Position Profile Uob specification, guidelines, qualifications, experience, and ideal candidate traits for an ideal cultural fit). We will develop the overall parameters of the position. We will collectively determine the profile of what you are looking for in your new hire, express your priorities for the position, and define the exceptional qualities that you want to see in your new hire. We call these our "hot buttons" conversations. ADK will submit the Position Profile as part of the brochure update process. 1.2 Marketing and Outreach Recruitment Brochure The development of a comprehensive and outstanding recruitment brochure is synonymous with ADK. It allows interested candidates to learn about the community, the airport, and the Position Profile discussed above that establishes what is being sought in your ideal candidate. It also provides potential applicants the necessary information to submit for the position. Please see our website at http://www.adkexecutivesearch.com/projects/current-searches for examples of our recruitment brochures. A link to the brochure will be provided for posting on Client's website. ADK Network and Direct Sourcing ADK retains staff who are aviation industry specialists for a reason. We are widely known throughout the U.S., have personal knowledge of the available talent in the industry, and know what the typical requirements are for the positions we are retained to help fill. during the ad posting period, we use our direct outreach process to actively recruit qualified and diverse candidates for this position. Our knowledge of the industry and nationwide outreach also allows purposeful involvement of women and minority candidates in our selection pool. Many of the most talented candidates we have placed come from our direct sourcing and targeted outreach to industry professionals through personal and direct telephone contacts as well as our industry leading e -newsletter. Our role is to make this position known to a wide universe of potential applicants and to cultivate an interest in the vacancy. The quality and diversity of the final list of candidates is totally dependent on the qualifications of the initial candidate pool; hence, the amount of time we spend on candidate pool development is critical to the success of our search process. Specializing Exclusively in Airports ADKCONSUMNG �� ExEcuriw SEARCH Advertisement We will post recruiting ads with the American Association of Airport Executives (ARAE), Airports Council North America (ACI -NA), AMAC, Linkedln, regional AAAE associations, and other mediums as determined necessary and appropriate in consultation with the Client. Ads attract people who are typically looking for a move and sometimes these ads reach potentially good candidates by word of mouth through this process. Dedicated Email We will set up a dedicated email for candidate submittals and correspondence for the position such as XYZ@adkexecutivesearch.com, as an example. It will be referred to in all advertising, linked in all web advertising, and referenced in any electronic communications. Phase 2: Screening ADK uses a variety of tools to assesses all candidates, internal and external. Through vetted screening, we determine the closest match to background and experience that is relevant to the position. Through the following screening phases, we assess background and skill sets, level of enthusiasm for the position, cultural and personality fit, reputation, and leadership style. 2.1 Communication We strongly believe that communication with our clients and candidates is essential to a successful search. Throughout the search, we communicate with our clients and candidates so that we all have the same shared expectations. 2.2 Resume Review Utilizing our targeted ADK analysis, we review the candidates' cover letters and resumes in depth. We create our ADK Talent Tracker, which is a detailed overview of all of the candidates for comparison and matching them against the expectations developed in the startup phase. 2.3 Questionnaire Selected candidates will be asked to respond to targeted questions at this point. These supplemental responses give us additional insight into the candidates, how they think, an example of their written communication skills, and more information than is typically found in a resume. 2.4 Assessment ADK is certified in a variety of professional behavior assessments and will select the appropriate assessment for the position being filled. Assessments have been shown to be effective tools for determining likely behavioral traits, motivations and leadership style. Assessments may give an indication of a person's predictability for success or lead to areas to explore further. ADK treats assessments as one tool in the toolbox and should not be over -weighted in the overall analysis. Specializing Exclusively in Airports 3 ADKCONSUMNG �� ExEcuriw SEA&CH 2.5 Video Recordings We also record a 7-10 minute video interview snippet and provide that interview snippet to the Client for review to gain insight into the person's presence and demeanor. 2.6 ADK Deliverables ADK will present recommendations and make support materials available for review including: cover letter, resumes, candidates' written responses to the supplemental questions, and links to video interview snippets. For reference and ease of comparison, the ADK Talent Tracker, in a spreadsheet format, will also be provided to the Client that includes detailed profiles of the individuals. This is a quick snapshot of our recommendations of candidates to move forward. This report describes the pool of talent available and their qualifications. Assessments are not included in deliverables. They are frequently misinterpreted by those who are not trained or certified. They are administered to give ADK insight into the individuals and help ADK determine the best fit based on personality and leadership. Deliverables will be made available via a link to the ADK cloud storage server or client preferred method. 2.7 Consultation We will provide our recommendations for candidates to move forward. After the Client reviews the materials, we will conference with you to discuss the candidates and concur on top candidates to move forward in the process. ADK will notify all candidates that the information has been forwarded to our client and they can expect to be contacted by Client regarding next steps. Those not movi ng forwa rd wi II be sent regrets by Ad K. At this point, ADI{ has completed the HR Assist process and considers the contract to be completed. Phase 3: CLIENT Screening 3.1 Interviews and Reference Checks Client will perform initial telephone or video interviews with the candidates you select as well as reference checks. 3.2 Other Client Responsibilities Client is responsible to develop your own final list of candidates as a result of your evaluation of the materials supplied by ADK and the results of your interviews and reference checks. At this time, we recommend that you notify candidates of their status. Upon request, and for no additional charge, ADK will be available to discuss the results of the screening processes with Client to assist in determining the candidates you wish to invite to finals. Specializing Exclusively in Airports 4 l li_ K ON5LILTIMSf cH Phase 4: Client Final Interviews and Selection 4.1 Background/Social Media Checks Background checks and social/media checks are an important part of a search process. We recommend that you perform these checks on the final list. 4.1 Final Interviews Client will conduct your final interviews, conduct negotiations with your selected candidate, and notify candidates of their status. Timeline Upon execution of an Agreement and/or Notice to Proceed, and after the first consultation between Client and ADK in Section 1.1 above, a firm timetable will be provided by ADK forthe various phases of the Scope of Work. The search schedule does have variables, including the time required to acquire information necessary to develop a recruitment brochure with your assistance, the process for Client to confirm and approve the recommended candidates, the establishment of the final interview dates, and the actual interview process itself. Holidays, vacations, and aviation conference schedules need to be considered as well. A potential timetable is shown below. If additional flexibility is required, ADK will work with Client to develop appropriate changes. Phase 1 ADK Brochure Posting & Candidate Pool development 4-5 weeks Phase 2 ADK Screening 2-2.5 weeks Phase 3 Client Screening TBD Phase 4 Final Interviews: Notification /travel planning and interviews TBD Contract Completion For contractual purposes, this contact is completed at the end of Phase 2.7 at which time a second invoice will be tendered to Client for payment. Specializing Exclusively in Airports 5 ON5LILTIMSf cH Pricing Our professional fee for an HR Assisted search is $17,500 for the first placement and any additional staff placements identified in this process will be $10,000 each if hired within 12 months of the first placement. There are no additional expenses anticipated for an HR Assist search unless there is travel to client's location at client's request or Client chooses optional services discussed below. The total fixed-price will be paid upon contract completion at the end of Phase 2.5. Miscellaneous expenses (phone, postage, office copies, and fax transmissions) are included in the professional fees above and will not be separately billed. Other expenses not mentioned above and not included in the expense are considered over and above {overnight shipping, reproduction of documents, e.g.} and will be billed only if the service is requested by Client. For example, all deliverables from ASK to Client are sent via electronic mail (Dropbox or email). If resume submissions and responses to questions are requested to be mailed or overnighted to Client, the copying, binding, and shipping the documents would be an over and above expense. Specializing Exclusively in Airports 5 EXHIBIT B INSURANCE CERTIFICATE Will be provided by The Hartford and the Philadelphia Insurance Companies when a contract is executed. 7