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HomeMy WebLinkAboutContract . _ _ __ _ DocuSign Envelope ID:7B53E58E-3968-4AE2-98�06B3946C6E � CAG-18-006 CiTY OF J • - �n �n � AGREEMENT FOR TEMPORARY AND TEMPORARY-TO-HIRE SERVICES " THIS AGREEMENT ("Agreement"), dated 1/4/2018 ("Effective Date"), is by and between the City of Renton (the "City"), a Washington municipal corporation, and Howroyd-Wright Employment Agency, Inc. dba AppleOne Employment Services, ("Consultant"), a California corporation.The City and the Consultant are referred to collectively in this Agreement as the"Parties." Once fully executed by the Parties,this Agreement is effective as of the last date signed by both Parties. 1. Scope of Work: Consultant agrees to provide temporary and temporary-to-hire services as specified in Attachment A, which is attached and incorporated herein and may hereinafter be referred to as the "Work." 2. Chan�es in Scope of Work: The City, without invalidating this Agreement, and upon review and agreement by Consultant, may request changes to the Work consisting of additions, deletions or modifications. Any such changes to the Work shall be ordered by the City in writing and the Compensation shall be equitably adjusted consistent with the rates set forth in Attachment B or as otherwise mutually agreed by the Parties. 3. Time of Performance:Consultant shall commence performance of the Agreement upon the AgreemenYs effective date. 4. Compensation: A. Amount. Compensation to Consultant for Work shall be as provided in Attachment B, plus any applicable state and local sales taxes. Compensation shall be paid based upon Work actually performed according to the rate(s)or amounts specified in Attachment B.The Consultant agrees that any hourly or flat rate charged by it for its Work shall remain locked at the negotiated rate(s) unless otherwise agreed to in writing or provided in Attachment B. Except as specifically provided herein, the Consultant shall be solely responsible for payment of any taxes related to the wages paid by Consultant to Consultant's employees performance of Work provided to City under this Agreement. To the extent that AppleOne may be required to pay the Consultant employee overtime or double time under any federal,state,or local law,Consultant will bill City,as applicable: 1)at the appropriate legal rate, based upon the employee's base wage for overtime or double time work, plus the negotiated mark-up set forth herein or 2) for an overtime bill rate, which will be calculated by applying a multiplier of 1.5 or 2.0 (based upon the legally applicable overtime wage rate) to the Consultant employee's standard hourly bill rate. B. Method of Pavment. Consultant shall submit a weekly voucher or invoice in a form specified by the City, including a description of what Work has been performed, the name of the personnel performing such Work,and any hourly labor charge rate for such personnel.The Consultant shatl also submit a final bill upon completion of all Work. Payment shall be made by the City net upon receipt of invoice for Work performed after receipt and approval by the appropriate City representative of the voucher or invoice. If the Consultant's performance does not meet the requirements of this DocuSign Envelope ID:7653E58E-3968-4AE2-98.:�D663946C6E � Agreement,the Consultant will correct or modify its performance to comply with the Agreement.The City may withhold payment for work that does not meet the requirements of this Agreement. C. Effect of Pavment. Payment for any part of the Work shall not constitute a waiver by the City of any remedies it may have against the Consultant for failure of the Consultant to perform the Work or for any breach of this Agreement by the Consultant. D. Non-Appropriation of Funds. If sufficient funds are not appropriated or allocated for payment under this Agreement for any future fiscal period, the City shall not be obligated to make payments for Work or amounts incurred after the end of the current fiscal period, and this Agreement will terminate upon the completion of all remaining Work for which funds are allocated. No penalty or expense shall accrue to the City in the event this provision applies. 5. Termination: A. The City or Consultant reserves the right to terminate this Agreement at any time, with or without cause by giving ten (10) calendar days' notice to the non-terminating party in writing. In the event of such termination or suspension, all finished or unfinished documents, data, studies, worksheets, models and reports, or other material prepared by the Consultant pursuant to this Agreement shall be submitted to the City, if any are required as part of the Work. B. In the event this Agreement is terminated by the City,the Consultant shall be entitled to payment for all hours worked to the effective date of termination, less all payments previously made. If the Agreement is terminated by the City after partial performance of Work for which the agreed compensation is a fixed fee,the City shall pay the Consultant an equitable share of the fixed fee. This provision shall not prevent the City from seeking any legal remedies it may have for the violation or nonperformance of any of the provisions of this Agreement. No payment shall be made by the City for any expenses incurred or work done following the effective date of termination unless authorized in advance in writing by the City. 6. Warranties And Risht To Use Work Product: Consultant represents and warrants that Consultant will perform all Work identified in this Agreement in a professional and workmanlike manner and in accordance with all reasonable and professional standards and laws. Compliance with professional standards includes, as applicable, performing the Work in compliance with applicable City standards or guidelines (e.g. design criteria and Standard Plans for Road, Bride and Municipal Construction). Professional engineers shall certify engineering plans, specifications, plats, and reports, as applicable, pursuant to RCW 18.43.070. Consultant further represents and warrants that all final work product created for and delivered to the City pursuant to this Agreement shall be the original work of the Consultant and free from any intellectual property encumbrance which would restrict the City from using the work product. Consultant grants to the City a non-exclusive, perpetual right and license to use, reproduce, distribute, adapt, modify, and display all final work product produced pursuant to this Agreement.The City's or other's adaptation,modification or use of the final work products other than for the purposes of this Agreement shall be without liability to the Consultant. The provisions of this section shall survive the expiration or termination of this Agreement. 7. Record Maintenance: The Consultant shall maintain accounts and records, which properly reflect all direct and indirect costs expended and Work provided in the performance of this Agreement and retain such records for as long as may be required by applicable Washington State records retention laws, but in any event no less than six (6) years after the termination of this Agreement. To the extent permitted by applicable law and not in violation of any privacy and/or confidentiality laws, Consultant agrees to provide access to and copies of any records related to this Agreement as required by the City to audit expenditures and charges and/or to comply with the Washington State Public Records Act(Chapter 42.56 RCW).The provisions of this section shall survive the expiration or termination of this Agreement. � � — __._ �� _..�. � � Page2of8 DocuSign Envelope ID:7B53E58E-3968-4AE2-98�,OBB3946C6E �rr�' 8. Public Records Compliance: To the full extent the City determines necessary to comply with the Washington State Public Records Act, Consultant shall make a due diligent search of all records in its possession or control relating to this Agreement and the Work, including, but not limited to, e-mail, correspondence, notes, saved telephone messages, recordings, photos, or drawings and provide them to the City for production. In the event Consultant believes said records need to be protected from disclosure, Consultant will provide a written objection to City's production of all or parts of Consultant's records. Upon receipt of Consultant's objection, should City determine that City will produce all or any portions of Consultant's records pursuant to the Washington State Public Records Act,Consultant may,at Consultant's own expense,seek judicial protection.Consultant shall indemnify,defend,and hold harmless the City for all costs, including reasonable attorneys' fees, related to a Public Records Act request for which Consultant has responsive records and for which Consultant has withheld records or information contained therein, or not provided them to the City in a timely manner. Consultant shall produce for distribution any and all records responsive to the Public Records Act request in a timely manner, unless those records are protected by court order. The provisions of this section shall survive the expiration or termination of this Agreement. 9. Independent Contractor Relationship: A. The Consultant is retained by the City only for the purposes and to the extent set forth in this Agreement.The nature of the relationship between the Consultant and the City during the period of the Work shall be that of an independent contractor, not employee. The Consultant, not the City, shall have the power to control and direct the details, manner or means of Work.Specifically, but not by means of limitation, the Consultant shall have no obligation to work any particular hours or particular schedule, unless otherwise indicated in the Work or where scheduling of attendance or performance is mutually arranged due to the nature of the Work. Consultant shall retain the right to designate the means of performing the Work covered by this Agreement,and the Consultant shall be entitled to employ other workers at such compensation and such other conditions as it may deem proper, provided, however,that any contract so made by the Consultant is to be paid by it alone,and that employing such workers,it is acting individually and not as an agent for the City. B. The City shall not be responsible for withholding or otherwise deducting federal income tax or Social Security or contributing to the State Industrial Insurance Program, or otherwise assuming the duties of an employer with respect to Consultant or any employee of the Consultant. C. If the Consultant is a sole proprietorship or if this Agreement is with an individual, the Consultant agrees to notify the City and complete any required form if the Consultant retired under a State of Washington retirement system and agrees to indemnify any losses the City may sustain through the Consultant's failure to do sa 10. Hold Harmless:The Consultant agrees to release, indemnify, defend, and hold harmless the City; elected officials, employees, officers, representatives, and volunteers from any and all claims, demands, actions, suits, causes of action, arbitrations, mediations, proceedings, judgments, awards, injuries, damages, liabilities, taxes, losses, fines, fees, penalties, expenses, reasonable attorney's or attorneys' fees, costs, and/or litigation expenses (collectively "Claims") to or by any and all persons or entities, arising from, resulting from, or related to the negligent acts or willful misconduct of the Consultant in its performance of this Agreement or a breach of this Agreement by Consultant, except for that portion of the Claims arising from, resulting from, or related to by the City's violation of applicable law, negligence or willful misconduct. Should a court of competent jurisdiction determine that this Agreement is subject to RCW 4.24.115, (Validity of agreement to indemnify against liability for negligence relative to construction, alteration, improvement, etc., of structure or improvement attached to real estate...) then, in the event of liability � _.. . _. ; �,, Page 3 of 8 r ` DocuSign Envelope ID:7653E58E-3968-4AE2-98�BB3946C6E � � 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 and volunteers, Consultant's liability shall be only to the extent of Consultant's negligence. To the maximum extent permitted by applicable law, the Parties acknowledge and agree that neither Consultant nor City, nor any of their respective affiliates, nor any of all of their respective officers, directors,employees,or agents shall have any liability for any indirect,consequential,special or incidental damages, damages for loss of profits or revenues, whether in an action in contract or tort, even if such party has been advised of the possibility of such damages. The provisions of this section shall survive the expiration or termination of this Agreement. 11. Gifts and Conflicts: The City's Code of Ethics and Washington State law prohibit City employees from soliciting, accepting, or receiving any gift, gratuity or favor from any person,firm or corporation involved in a contract or transaction. To ensure compliance with the City's Code of Ethics and state law, the Consultant shall not give a gift of any kind to City employees or officials. Consultant also confirms that Consultant does not have a business interest or a close family relationship with any City officer or employee who was, is, or will be involved in selecting the Consultant, negotiating or administering this Agreement,or evaluating the Consultant's performance of the Work. 12. Citv of Renton Business License: The Consultant shall obtain a City of Renton Business License prior to performing any Work and maintain the business license in good standing throughout the term of this agreement with the City. Information regarding acquiring a city business license can be found at: http://rentonwa.Qov/business/d efault.aspx?id=548&mid=328. Information regarding State business licensing requirements can be found at: http://dor.wa.gov/content/doin�business/re�istermvbusiness/ 13. Insurance:Consultant shall secure and maintain: A. Commercial general liability insurance in the minimum amounts of $1,000,000 for each occurrence/$2,000,000 aggregate for the Term of this Agreement. B. In the event that Work delivered pursuant to this Agreement either directly or indirectly involve or require Professional Services, Professional Liability, Errors and Omissions coverage shall be provided with minimum limits of$1,000,000 per occurrence. "Professional Services", for the purpose of this section,shall mean any Work provided by a licensed professional or Work that requires a professional standard of care. C. Workers' compensation coverage, as required by the Industrial Insurance laws of the State of Washington,shall also be secured. D. Commercial Automobile Liability for owned, leased, hired or non-owned,leased, hired or non-owned, with minimum limits of$1,000,000 per occurrence combined single limit, if there will be any use of Consultant's vehicles on the City's Premises by or on behalf of the City, beyond normal commutes. E. Consultant shall name the City as an Additional Insured on its commercial general liability policy on a non-contributory primary basis.The City's insurance policies shall not be a source for payment of any Consultant liability, nor shall the maintenance of any insurance required by this Agreement be construed to limit the liability of Consultant to the coverage provided by such insurance or otherwise limit the City's recourse to any remedy available at law or in equity. ... _._ _.._ ' : '" � � Page 4 of 8 � � � DocuSign Envelope ID:7853E58E-3968-4AE2-98�OB63946C6E � F. Subject to the City's review and acceptance, a certificate of insurance showing the proper endorsements,shall be delivered to the City before performing the Work. G. Consultant shall provide the City with written notice of any policy cancellation, within two (2) business days of their receipt of such notice. 14. Delavs: Consultant is not responsible for delays caused by factors beyond the Consultant's reasonable control. When such delays beyond the Consultant's reasonable control occur, the City agrees the Consultant is not responsible for damages, nor shall the Consultant be deemed to be in default of the Agreement. 15. Successors and Assi�ns: Neither the City nor the Consultant shall assign,transfer or encumber any rights, duties or interests accruing from this Agreement without the written consent of the other. 16. Notices:Any notice required under this Agreement will be in writing, addressed to the appropriate party at the address which appears below (as modified in writing from time to time by such party), and given personally, by registered or certified mail, return receipt requested, by facsimile or by nationally recognized overnight courier service.Time period for notices shall be deemed to have commenced upon the date of receipt, EXCEPT facsimile delivery will be deemed to have commenced on the first business day following transmission. Email and telephone may be used for purposes of administering the Agreement,but should not be used to give any formal notice required by the Agreement. CITY OF RENTON CONSULTANT Kari Roller, Financial Services Manager Michael A. Hoyal,CFO 1055 South Grady Way Howroyd-Wright Employment Agency, Inc. dba Renton,WA 98057 AppleOne Employment Services Phone:(425)430-6931 327 W Broadway kroller@rentonwa.gov Glendale, CA 91024 Phone:[AppleOne: Please add] mcraig@appleone.com 17. Discrimination Prohibited: Except to the extent permitted by a bona fide occupational qualification, the Consultant agrees as follows A. Consultant, and Consultant's agents, employees, representatives, and volunteers with regard to the Work performed or to be performed under this Agreement, shall not discriminate on the basis of race, color, sex, religion, nationality, creed, marital status, sexual orientation or preference, age (except minimum age and retirement provisions), honorably discharged veteran or military status,or the presence of any sensory, mental or physical handicap, unless based upon a bona fide occupational qualification in relationship to hiring and employment, in employment or application for employment,the administration of the delivery of Work or any other benefits under this Agreement, or procurement of materials or supplies. B. The Consultant will take affirmative action to insure that applicants are employed and that employees are treated during employment without regard to their race,creed,color, national origin, sex, age, sexual orientation, physical, sensory or mental handicaps, or marital status. Such action shall include, but not be limited to the following employment, upgrading, demotion or transfer, recruitment or recruitment advertising, layoff or termination, rates of pay or other forms of compensation and selection for training. C. If the Consultant fails to comply with any of this Agreement's non-discrimination provisions,the City shall have the right,at its option,to cancel the Agreement in whole or in part. _ - , �. � � Page 5 of S .. _. � �,' DocuSign Envelope ID:7853E58E-3968-4AE2-98.:�;OB63946C6E r� D. The Consultant is responsible to be aware of and in compliance with all federal, state and local laws and regulations that may affect the satisfactory completion of the project, which includes but is not limited to fair labor laws,worker's compensation, and Title VI of the Federal Civil Rights Act of 1964, and will comply with City of Renton Council Resolution Number 4085. 18. Miscellaneous:The Parties hereby acknowledge: A. The City is not responsible to train or provide training for Consultant. 6. Consultant will not be reimbursed for job related expenses except to the extent specifically agreed within the attached exhibits. C. Consultant shall furnish all tools and/or materials necessary to perform the Work except to the extent specifically agreed within the attached exhibits. D. In the event special training, licensing, or certification is required for Consultant to provide Work, Consultant will acquire or maintain such at Consultant's own expense and, if Consultant employs, sub-contracts, or otherwise assigns the responsibility to perform the Work, said employee/sub- contractor/assignee will acquire and or maintain such training, licensing,or certification. E. This is a non-exclusive Agreement and Consultant is free to provide its Work to other entities,so long as there is no interruption or interference with the provision of Work called for in this Agreement. F. Consultant is responsible for its own insurance,including,but not limited to health insurance. G. Consultant is responsible for its own Worker's Compensation coverage as well as that for any persons employed by the Consultant. 19. Other Provisions: A. Approval Authoritv. Each individual executing this Agreement on behalf of the City and Consultant represents and warrants that such individuals are duly authorized to execute and deliver this Agreement on behalf of the City or Consultant. B. General Administration and Manasement. The City's project manager is Kari Roller. In providing Work,Consultant shall coordinate with the City's contract manager or his/her designee. C. Amendment and Modification. This Agreement may be amended only by an instrument in writing, duly executed by both Parties. D. Conflicts. In the event of any inconsistencies between Consultant proposals and this Agreement, the terms of this Agreement shall prevail. Any exhibits/attachments to this Agreement are incorporated by reference only to the extent of the purpose for which they are referenced within this Agreement. To the extent a Consultant prepared exhibit conflicts with the terms in the body of this Agreement or contains terms that are extraneous to the purpose for which it is referenced,the terms in the body of this Agreement shall prevail and the extraneous terms shall not be incorporated herein. E. Governin� Law. This Agreement shall be made in and shall be governed by and interpreted in accordance with the laws of the State of Washington and the City of Renton.Consultant and all of the Consultant's employees shall perform the Work in accordance with all applicable federal, state, county and city laws,codes and ordinances. .,� __ „ ; �, Page 6 of 8 DocuSign Envelope ID:7B53E58E-3968-4AE2-98�BB3946C6E � F. Joint Draftin� Effort. This Agreement shall be considered for all purposes as prepared by the joint efforts of the Parties and shall not be construed against one party or the other as a result of the preparation,substitution,submission or other event of negotiation,drafting or execution. G. Jurisdiction and Venue. Any lawsuit or legal action brought by any party to enforce or interpret this Agreement or any of its terms or covenants shall be brought in the King County Superior Court for the State of Washington at the Maleng Regional Justice Center in Kent, King County, Washington, or its replacement or successor. H. Severabilitv. A court of competent jurisdiction's determination that any provision or part of this Agreement is illegal or unenforceable shal! not cancel or invalidate the remainder of this Agreement, which shall remain in full force and effect. I. Sole and Entire A�reement. This Agreement contains the entire agreement of the Parties and any representations or understandings,whether oral or written,not incorporated are excluded. 1. Time is of the Essence.Time is of the essence of this Agreement and each and all of its provisions in which performance is a factor. Adherence to completion dates set forth in the description of the Work is essential to the Consultant's performance of this Agreement. K. Third-Partv Beneficiaries. Nothing in this Agreement is intended to, nor shall be construed to give any rights or benefits in the Agreement to anyone other than the Parties, and all duties and responsibilities undertaken pursuant to this Agreement will be for the sole and exclusive benefit of the Parties and no one else. L. Binding Effect. The Parties each bind themselves, their partners, successors, assigns, and legal representatives to the other party to this Agreement, and to the partners, successors, assigns, and legal representatives of such other party with respect to all covenants of the Agreement. M. Waivers. All waivers shall be in writing and signed by the waiving party. Either party's failure to enforce any provision of this Agreement shall not be a waiver and shall not prevent either the City or Consultant from enforcing that provision or any other provision of this Agreement in the future. Waiver of breach of any provision of this Agreement shall not be deemed to be a waiver of any prior or subsequent breach unless it is expressly waived in writing. N. Counterparts.The Parties may execute this Agreement in any number of counterparts,each of which shall constitute an original, and all of which will together constitute this one Agreement. The Parties agree that any electronic signature appearing on this Agreement, including any Attachments, is the same as a handwritten signature for the purposes of validity, enforceability, and admissibility. Further,the exchange of this entire executed Agreement,and any Attachments,that is in photostatic or portable document format (.pdf) form by electronic mail or by another electronic means shall be considered original(s)and shall constitute effective execution and delivery of the original(s). IN WITNESS WHEREOF,the Parties have voluntarily entered into this Agreement as of the date last signed by the Parties below. CITY OF RENTON CONSULTANT DocuSigned by: BY: � 6 : n��,�, a. �by�, � 1 �f�„�,-�t / SFD9110AC150487... `�.ri�.��ww v— ., ._. ... Page 7 of 8 __ ..,...__v_ , , �� DocuSign Envelope ID:7B53E58E-3968-4AE2-98�0BB3946C6E � Jan Nawn � Michael A. Hoyal ASD Administr�tor Chief Financial Officer �'��(� 1/4/2018 Date Date Attest.. Jaso .Seth City Cler Approved as to Legal Form .r�����,�jy�,e /���„��(.+•��'.• Shane Moloney Renton City Attorney Contract Template Updated 07/19/2017 _ . . Page8of8 � � � � �� � � . ° � DocuSign Envelope Id:7B53E58E-3968-4AE2-989� :J663946C6E �"' � ATTACHMENT A TEMPORARYANDTEMPORARY-TO-HIRE SERVICES 1. Consultant employees are subject at all times to City's direct and indirect supervision while on assignment with City; Consultant does not supervise such employees on their assignments. City further agrees that while Consultant employees are on assignment with City,they shall not be permitted,without express advance written approval by an officer of Consultant,to i)engage in travel or otherwise operate a motor vehicle or any non-office machinery or equipment on behalf of City, ii)handle cash or valuables or negotiable instruments(City shall also not pay employees directly or advance any funds to them.), iii) be permitted unsupervised or uncontrolled access to confidential or proprietary information, including confidential access codes provided that such temporary employee has completed the Tax and License Confidentiality Affidavit attached as Exhibit 1 of this Attachment A, iv) be permitted unsupervised access to or control of City's business premises,v) remove any property of City from City's business premises, vi) purchase, consume or distribute any alcohol, or vii) consume drugs, unless advance written authorization is provided by a physician. Should any Consultant employee be permitted by City to engage in any of the activities described in i)- vii) above, City agrees to indemnify, defend and hold harmless Consultant from claims arising therefrom and Consultant shall have no liability or responsibility for losses resulting from the employee's conduct. 2. Background checks are available for an additional fee and must be agreed to in writing by Consultant and City. Consultant shall have no liability in connection with the acts or omissions of third-party vendor(s)who perform any background check services. 3. City agrees to comply with all applicable state and federal laws, including, but not limited to, civil rights and employment-related ►aws. City agrees to indemnify, defend and hold harmless Consultant and its subsidiaries and related entities, and all of their respective officers,directors,shareholders,employees,agents,and representatives(collectively,"Consultant Parties")for claims, damages or penalties arising out of any violation of laws by City. In addition, City agrees to comply with all laws, regulations and ordinances relating to work site health and safety, and agrees to provide Consultant employees a safe and healthful workplace. City agrees to indemnify, defend and hold harmless Consultant Parties for claims, damages or penalties arising out of City's violations of the Occupational Safety and Health Act of 1970, or any similar state law with respect to workplaces owned, leased or supervised by City, and/or to which Consultant employees are assigned. In the event of an accident, medical treatment, serious illness or injury, or death involving a Consultant employee assigned to City, City shall notify Consultant immediately. For any serious injury, illness or death, of an Consultant employee occurring in a place of employment or in connection with an Consultant employee's assignment with City, City is required to report immediately, by telephone or fax, to the nearest Occupational Safety and Health Administration ("OSHA") office and is authorized and required by Consultant to make the report on behalf of both Consultant and City. City shall provide to OSHA all information required by applicable law, as well as Consultant's name, address, phone number and contact person, and the Consultant employee's name. City shall notify Consultant immediately after the report has been made. 4. City will not reassign or relocate a Consultant employee without prior written authorization by Consultant. City agrees to assume all liability for any third party claim arising after any reassignment or relocation that occurs without such authorization. 5. City understands that Consultant employees are assigned to City to render temporary service ar�d, absent an agreement to the contrary, are not assigned to become employed by City. City acknowledges the considerable expense incurred by Consultant to advertise, recruit, evaluate, train and quality control its employees. City will not, without prior written authorization by Consultant, hire a Consultant employee, interfere with the employment relationship between Consultant and its employee, or directly or indirectly cause a Consultant employee to transfer to another temporary help service. 6. City understands that Consultant may refer candidates for City's evaluation or assign Consultant employees to render temporary services at City often while such persons seek direct hire employment through Consultant. If City, either directly or indirectly, such as through any company within City's control,either solicits,offers employment to and/or hires any Consultant candidate or employee as an employee or consultant in any position, or utilizes such person's services through another temporary or outsourcing service, or any party affiliated with City refers such person to any other employer and said person becomes employed by that employer: i) at any time from tlie date such person's identity is provided by Consultant to City until six (6) months thereafter, or ii) within six (6) months after termination of such person's temporary assignment through Consultant at City,whichever is the later, City agrees to pay Consultant a direct hire fee in accordance with Consultant's standard fee schedule stipulated by the Parties to be equal to thirty percent (30%) of such person's first year annualized wage or salary. Unless City presents written evidence to Consultant of City's prior knowledge of an Consultant referred candidate i)within three(3)business days of Consultant's referral of such candidate to City or ii) prior to City's interview of such candidate or iii) prior to Consultant's AppleOne-City of Renton Attachment A Page 1 of 3 DocuSign Envelope ID:7B53E58E-3968-4AE2-98� �B63946C6E � �rr assignment of such candidate at City,whichever is earliest, City understands and agrees that City is liable for the payment of any fees due to Consultant pursuant to this Agreement. 7. Consultant offers temporary-to-hire services to City. A Consultant employee temporarily assigned to City is an employee of Consultant until released to City. Should City be interested in hiring a Consultant employee, Ciry shall contact Consultant, who will establish the terms and conditions for releasing the employee to City's payroll,including the conversion fee to be paid by City pursuant to the terms as set forth in Attachment B. INVOICING AND PAYMENT 8. City understands that Consultant employees must be paid weekly and agrees to promptly review, and approve or verify, timecards or hours worked. City will be liable for any and all charges incurred based upon City approved or verified timecards or hours or similar information submitted by City to Consultant. If timecards or hours lack timely City approval or verification, Consultant will process payroll and invoices based upon the timecards or hours submitted by the employees. 9. Consultant shall invoice City weekly. Payment of invoices is due upon receipt. City agrees that an account balance that remains unpaid thirty(30)days after the invoice date will be considered in default and that Consultant may assess a default charge of one and one-half percent(1.5%) per month on any such balance. City agrees to pay any such default charges and attorneys'fees for the cost of collection. 10. City and Consultant acknowledge that through the Patient Protection and Affordable Care Act of 2010, as amended ("ACA"),and regulations promulgated thereby, statutory requirements have been imposed upon certain employers of certain employees working in the United States. Consultant is committed to fulfilling its ACA obligations through offering ACA-compliant benefits to eligible contingent workers, including Consultant employees assigned to City. In demonstrating City's commitment to ACA compliance, effective January 1, 2016, City agrees to share in ACA-related costs by paying a $0.54 surcharge for each hour of service provided by each Consultant employee assigned to City.The surcharge will be billed to City in a separate line item on the invoice. 11. City's payment method(Check box.): ❑ ApplePay's eCheck is the preferred method.�ACH/Other shall be discussed between City and the Consultant representative. �� 12. Additional agreed upon pricing for the services to City under this Agreement may be set forth in one(1)or more exhibit(s)to this Agreement or as mutually agreed upon by the Parties in writing. The Parties agree that upon thirty (30) days' written notice to City, pricing under this Agreement may change to accommodate any increase or addition of any government-imposed taxes,fees or costs incurred by Consultant after the Effective Date or an increase in the ACA surcharge. City and Consultant agree that such written notice may be in the form of an electronic communication,including email. OTHER TERMS 13. This Agreement supersedes any and all other agreements, either oral or written, between the Parties or anyone acting on behalf of a party hereto, with respect to the subject matter hereof. This Agreement contains all of the covenants, conditions, warranties, representations, inducements, promises or agreements (oral, written, on a website, or otherwise) ("Promises") between the Parties with respect to the subject matter hereof. Each party hereto acknowledges that no Promises have been made by any party or anyone acting on behalf of any party which are not embodied herein and that no other Promises,which are not contained herein,shall be valid or binding.Any oral Promises or modifications concerning this Agreement shall be of no force or effect,except by a subsequent written amendment to this Agreement. 14. The confidential and/or proprietary information of the disclosing party will be held in strict confidence by the receiving pa rty and will not be disclosed by the receiving party to any third party, or used by the receiving party for its own purposes, except to the extent that such disclosure or use is necessary in the performance by the receiving party of its obligations under this Agreement or under the Washington Public Records Act, RCW Chapter 42.5b("PRA").The receiving party upon the request of the disclosing party will destroy or return all writings or documents that contain information subject to the protections of this section, unless contrary to the PRA. AppleOne-City of Renton Attachment A Page 2 of 3 DocuSign Envelope ID:7B53E58E-3968-4AE2-98�' �BB3946C6E � ,��r✓' � � ���� � ApplePay's eCheck Authorization Form j"'�� '()' Please complete this form, sign and fax to(310)750-1107 1''� � or email to ElectronicPavments(c�ain1.com. You can also complete this form online at: www.apqleqav.com. � Company Name: � � ������ Customer No.: � i � � ;Name on Account(if different from Company): � � �� � � � �Address: �� ����m����u_������• City,State,and Zip Code:W������������—�^_LL�� i � � � � Phone Number: E-mail Address(for invoice&receipt delivery): � � i ___ �._�_ _ _ ____ _I___ � _ ____�__ ____� � � (Customer Name) authorizes All in One, Inc. dba ALL-IN-1, on behalf of Howroyd-Wright Employment Agency, Inc. dba Consultant Employment Services, to electronically debit invoice payment(s) from the bank account referenced. A Preview of the current invoice(s) will be sent every Friday to the email address on file and the account will be electronically debited according to the payment terms. In the event that any payment is Returned from the financial institution, a notification will be emailed prior to the resubmission of the returned payment(s). It is understood and agreed upon that the original amount, in addition to a return item fee will be electronically debited from the bank account on file. FOR ALL FUTURE INVOICES—PLEASE CHECK BOX: ❑ � .�, .. ..�, � � � . .- . $ $ $ . ALL-IN-1• 1999 W. 190 Street•Torrance,CA 90504•Phone:(866)898-7152 Director of Credit 06/20/2016 ApplePay is a registered trademark of Howroyd-Wright Employment Agency, Inc.dba AppleOne Employment Services. AppleOne-City of Renton Attachment A Page 3 of 3 ��t�i�i'�" � �� �- � ��C'P�-�t����Y�C -� , , EXC/SEC Oepartment of Revenue �- Woshington Stoie Tax and License Confidentiality Affidavit This form must be completed and signed by every individual(including mayar,councilmember,treasurer,city manager,etc.) with access to confidential tax or licensing information. An individual who discloses confidential information to an unauthorized person is guilry of a misdemeanor. See RCW 82.32.330(6)and 19A2.115(5) Acknowledgement of ConfidenNality I employed by (Print name) swear or affirm that I have read and understand the requirements regarding the protection of tax and/or licensing information provided by the Deparhnent as stated in RCW 8232330 and 19.02.115. I further understand that this information is privileged and confidential,and therefore shall not be disclosed to any person noE entitled to knowledge of such information. I understand that my use or disclosure of confidential tax information may be further restricted by an information-sharing agreement. Dated: (Signature) SUBSCRIBED AND SWORN TO before me this day of , (Signature of Notary Public) Notary in and for the State of Residing at My commission expires Authorization-Authorization is given by someone other than the person being given access to information. I of (Prr`nt name and title) (PrintjerrisdictionJ authorize who has a business need to access the following (Print name and title) from the Washington State Department of Revenue(check all that apply): ❑ Licensing Information ❑ Tax Information (Slgnature) REV 27 0056e(S120�l4) � � Taxpayer and licensing information reported to the Department of Revenue(Department) is confidential and only authorized individuals with a business need may view these records. In addition,the information may only be shared with individuals in your jurisdiction who have a signed Confidentiality Affidavit on file with the Department. Licensing Inforaration RCW i9.02.115 http:/lapps.le .�wa.�ov/RCWtdefault.aspx?cite=19.02.115 Licensing information that is collected and maintained through the Business Licensing Service(BLS) is confidential and may not be disclosed by any person unless and to the extent expressly authorized by statute, local law, or administrative rule. Licensing information is defined under RCW 19.02.115(1)(b)and includes,without lirnitation, all inforcnation included in any initial and renewal business license applications and business licenses under the BLS program. Tax Information RCW 82.32.330 http:1lapps.le�.wa.govlRC W/default.aspx?cite=82.32.330 Tax information is information reported to the Department by a taxpayer, any Department actions with a taxpayer, or other data received by,recorded by,prepazed by, fizrnished to,or collected by the Department with respect to any actions with the taxpayer. Tax information includes the taxpayer's identity,nature, source,or amount of the taxpayer's income,payments, credits, or tax payments. The following taxes are covered by this statute including but not limited to: • Business&Occupation Tax • Sales/Use Tax • Lodging taxes • Public Utility Tax � Brokered Natural Gas(BNG) • E-9ll taxes • Real Estate Excise Tax(REET) • Leasehold Excise Tax Data Security Keep all data secure regardless of inedium. ✓ Print only information you need ✓ Do not leave documents on printers ✓ Copy or download electronic data only as needed and save where only authorized persons can access ✓ Communication of confidential information via email, including attachments, is prohibited Determining Whether Information is Confidential Pages 3 and S of this form include examples demonstrating what is confidential,when information may be disclosed, and to whom it may be disclosed. Disclosure Penalty Any person acquiring knowledge of any licensing or tax information as provided under RCW 19.Q2.115 or 82.32.330 who discloses any such licensing or tax information to another person not entitled to knowledge of such information under the provisions of these statutes is guilty of a misdemeanor. Forms Submission &Questions Send your completed form to Patti Wilson,Local Government Liason at PattiW(u�dor.wa.gov. If you have questions contact by email or by caliing(360) 534-1543. REV 27 0056e(5�20114) � � What types of tax or licensing information received from the Department are confidential? This table provides examples of when information your jurisdiction receives from the Department may or may not be shared with others. Confidential Information # Scenario Access Yes or No? l. The Mayor asks if Yes,detailed information If the Mayor has a business ABC Painting is about a business's tax need and submitted a signed reporting sales tax to reporting is confidential. Confidentiality Affidavit to your city. Even though the mayor the Department,the didn't ask for actual dollar information may be shared. amounts,disclosing whether the business has reported or not is considered a disclosure. , 2. A councilmember asks Yes, detailed information If the councilmember has a how much tax Jim's regarding a business's tax business need and submitted Plumbing has reported reporting is confidential. a signed Confidentiality to your jurisdiction. Affidavit to the Department, the information may be shared. 3. An employee of the Yes,the information If the employee of the fire fire department wants contained on the business department has a business to know if Joe's application, including the need and submitted a signed Automotive indicated city addendum,is Confidentiality Affidavit to on their business confidential. the Department,the Iicense that they would information may be shared. be storing flammable or toxic materials. 4. The county's monthly No,talking about the General public, citylcounty local tax distribution distribution amounts as a staff,media amount is higher than whole and even stating normal due to that it is due to one reporting of one taxpayer's reporting is taxpayer. At a council allowed as long as the meeting,the difference taxpayer's name and the is discussed but no amount the taxpayer taxpayer name is reported is not disclosed. disclosed. The taxpayer's business activity(i.e. hotel)cannot be disclosed if there aze less than three businesses with that activity in the 'urisdiction. REV 27 0056e(5�20114) � � Confidential Information # - Scenario Access ' Yes or No? 5. The Treasurer asks No,any information General public, citylcounty whether a business is contained in the on-line staff, media registered and if so Business Registration what is their address? LoOkup is considered public information. (http:lldor.wa.go vdcontenUdoi n �busi nesslre$istermybusiness/br � Information contained in the Department's on-line Business License Lookut� is also considered public information. (http:llbl s.dor.wa.govtLicenseS earch/ 6. Another jurisdiction Yes,the information we The Department provides contacts you to see if send one jurisdiction may each jurisdiction the ABC Fainting has not be shared with another. information they are entitled reported sales tax to to receive based on how the your jurisdiction. taxpayer has reported on their Combined Excise Tax Return. The jurisdiction requesting the information should contact the Department to investigate the taxpayer's local tax codin . 7. A reporter contacts Yes. Even though the reporter got you to confum the the amount from the taxpayer, amount of tax reported any confirmation by a local by a taxpayer to your jurisdiction is considered a jurisdiction. The release of confidential reporter got the figure information. from the business. REV 27 0056e{5�20i 14) � �: Confidential Information # Scenario < Access ; Yes or No? 8. A Finance Director Depends on the number of If less than three-only the prepares a report for a taxpayers: jurisdiction's employees or council meeting Yes authorized individuals showing the sales tax As a policy,DOR does not (mayor,councilperson, etc.) distributions by disclose information when with a business need and a NAICS code. there are less than three signed Confidentiality taxpayers in a NAICS Affidavit on file may view code. If there are less than the information. three,the public or the taxpayers involved may be Three or more-general able to determine the public,citylcounty staff, income reported by the media. taxpayers. No If there are three or more taxpayers,there is no risk of disclosure. NOTE: a local jurisdiction may release taxpayer information if you provide the Department a Confidential Tax Information Authorization form(http:fldor.wa.�ovlDocs/formsfMisc/27-OOSSe.pdfl signed by the taxpayer. To inquire about this form in an alternate format,please call 1-800-647-7706.Teletype(TTY)users may use the Washington Relay Service by calling 711. REV 27 0056e(5;26J I4) � ATTACHMENT B This Attachment 6 ("Attachment B") will serve as written confirmation of the rates being offered to City of Renton ("City"). These reduced rates will be available to City until December 31.2018. . . . .�.L�.."� Tt��Iy� ��4'� �'1'��� ,t��,��,,,�E�,�,w�r��e�,� ��.�Y' �.�w,K�.��..., �����,,., �����,:��Na�� ��� '`� �ppk�t�ne . if1:2h�.ph'1Y'a&rtb�s"Nk.iAa�Ai In an effort to provide City with the most qualified candidates, Consultant may enlist assistance from one or more of Consultant ancillary companies. Prior to utilizing any of the above ancillary companies, City will be notified and provided with an addendum containing modified rates(if applicable). .� , � , � � •. • � • • Consultant agrees to lock in City into the following bill rate("Bill Rate") Ranges: Position Bill Rate Range Clerical-Data Entry $23.10 to$26.40 per hour Administrative Assistant $26.40 to$31.35 per hour Consultant's Bill Rate includes the following: candidate's pay rate plus payroll taxes, W-2 reporting, workers compensation and all applicable administrative costs. CONVERSION: City may convert any Consultant temporary employee to a full-time employee according to the following schedule: HOURS COMPLETED CONVERSION FEE AS A PERCENTAGE OF THE FIRST YEAR ANNUALIZED SALARY 1-240 Hours 20%of Annual Salary 241-480 Hours 15%of Annual Salary 481-719 Hours 10%of Annual Salary 720+Hours 5%of Annual Salary Hours completed by one temporary employee are non-transferable to another temporary employee. • � � �� The current average rate of unemployment has dropped under five percent (5%). Based on this market, Consultant is committing to paying temporary employees up to six(6)of the major holidays ("Holidays")per year to stay competitive when attracting and retaining top talent. Consultant's temporary employees will qualify for Holiday pay ("Holiday Pay") only after completing 520 hours with City.The annual Holidays are outlined as follows: New Year's Day, Memorial Day, Fourth of July, Labor Day,Thanksgiving Day&Christmas Day Following is a quote from one of Consultant's temporary employee who expressed such employee's gratitude for receiving Holiday Pay: "1 think that this generosity encourages us to continue to go above and beyond in assisting with the company's success in any way we can:'—B.Walling,Administrative Assistant AppleOne-City of Renton Attachment B 1 �: � � . Position Holiday Hourly Bill Rate After 520 Hours Clerical-Data Entry $17.08 to$19.52 per hour Administrative Assistant $19.52 to$23.18 per hour . . Federal, state or local laws, either currently existing or enacted in the future, may require Consultant to provide covered employees with certain paid sick leave. Consultant agrees to comply will all provisions of each sick time law("Sick Time Law") with respect to its covered employees as such laws become effective. To address the increased costs for compliance with Sick Time Law, City agrees to be invoiced for paid sick time of a temporary employee assigned to City according to the below sick time hourly bill rate schedule after the associate has completed 520 hours; provided that the specific criteria required for the payment of such sick time to such employee under the applicable Sick Time Law has been met. Position Sick Time Hourly Bill Rate After 520 Hours Clerical-Data Entry $17.08 to$19.52 per hour Administrative Assistant $19.52 to$23.18 per hour � � • • � • •• � • Consultant's payroll accommodation program allows the City to select the candidate and determine the salary that meets the City's specific requirements. Consultant will payroll these candidates at a forty-five percent (45%) mark-up over the candidate's pay rate. The mark-up percentage includes all applicable taxes, workers' compensation, and all government reporting such as W2 forms,etc. City agrees to be invoiced for the paid sick time and Holiday time of these payroll candidates at a forty-five percent(45%) mark- up over payroll candidate's pay rate. � � � � � • • Marnie Craig, an experienced staffing professional from Consultant's Kent office, has been selected to manage the partnership with City and will be responsible for establishing consistent guidelines, maintaining effective communication, and providing comprehensive usage reporting capabilities. Marnie Craig will tour your facility to fully comprehend the culture and environment at City,thus, enabling Consultant's office to recruit, screen, evaluate, and qualify candidates who possess the tangible and intangible skills required to be productive at City. AppleOne-City of Renton Attachment B 2