Team HR ~ C110028 Contract#
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CITY OF TIGARD,OREGON
PERSONAL SERVICES AGREEMENT
THIS AGREEMENT made and entered into this 31" day of January, 2011, by and between the City of
Tigard, a municipal corporation of the State of Oregon, hereinafter called City, and Team HR, hereinafter
called Contractor.
RECITALS
City has need for the services of a company with a particular training, ability, knowledge, and experience
possessed by Contractor, and
City has determined that Contractor is qualified and capable of performing the professional services as City
does hereinafter require,under those terms and conditions set forth:
Therefore, the parties agree as follows:
SCOPE OF WORK
Contractor shall initiate services upon receipt of City's notice to proceed together with an executed copy of
this Agreement. Contractor agrees to complete work that is detailed in Exhibit A — Scope of Work and by
this reference made a part hereof.
EFFECTIVE DATE AND DURATION
This Agreement shall become effective upon signature by both parties and shall expire, unless otherwise
terminated or extended, on June 30, 2011. All work under this Agreement shall be completed prior to the
expiration of this Agreement.
COMPENSATION
City agrees to pay Contractor an amount not to exceed $3,000 and 00/100 Dollars ($3,000.00) annually for
performance of those services described in this Agreement. Payment will be made based on Contractor's
invoice, subject to the approval of the City, and not more frequently than monthly. Payment shall be
payable within thirty (30) days from the date of the Contractor's invoice.
CONTACT INFORMATION
All notices, bills, and payments shall be made in writing and may be given by personal delivery, mail, or fax.
Payments may be delivered by personal delivery, mail, or electronic transfer. The following addresses and
contacts shall be used to transmit notices, bills,payments, and other information:
City of Tigard . , 'Teal i HR'
Attn: Susan Hartnett Attn: Judy Clarke
13125 SW Hall Blvd. 610 SW Broadway, Suite 602
Tigard, Oregon 97223 Portland, OR 97205
Phone: 503 718-2427 Phone: 503-222-5811
Fax: 503 718.2748 Fax: 503-222-5830
Email Address: susan@dgard-or.gov Email Address: judy@team-hr.com
Contract#
CONTRACTOR As INDEPENDENT CONTRACTOR
Contractor acknowledges that for all purposes related to this Agreement, Contractor is and shall be deemed to
be an independent contractor as defined by ORS 670.600 and not an employee of City, shall not be entitled to
benefits of any kind to which an employee of City is entitled and shall be solely responsible for all payments and
taxes required by law. Furthermore, in the event that Contractor is found by a court of law or any
administrative agency to be an employee of City for any purpose, City shall be entitled to offset compensation
due, or to demand repayment of any amounts paid to Contractor under the terms of this Agreement, to the full
extent of any benefits or other remuneration Contractor receives (from City or third party) as a result of said
finding and to the full extent of any payments that City is required to make (to Contractor or to a third party) as
a result of said finding.
Contractor acknowledges that for all purposes related to this Agreement, Contractor is not an officer, employee,
or agent of the City as those terms are used in ORS 30.265,
INDEMNIFICATION
City has relied upon the professional ability and training of Contractor as a material inducement to enter into
Chis Agreement. Contractor warrants that all its work will be performed in accordance with generally accepted
professional practices and standards as well as the requirements of applicable federal, state and local laws, it
being understood that acceptance of a contractor's work by City shall not operate as a waiver or release.
Contractor and City agree to indemnify and defend the other, and the other's officers, agents and employees
and hold them harmless from any and all liability, causes of action, claims, losses, damages, judgments or other
costs or expenses including attorney's fees and witness costs and (at both trial and appeal level,whether or not a
trial or appeal ever takes place) incurred by the party being indemnified resulting from the indemnifying party's
acts (or failure to act when action is appropriate) that may be asserted by any person or entity which in any way
arise from or relate to this Agreement or the performance of obligations under this agreement, except liability
arising out of the sole negligence of the party being indemnified. The indemnification by Contractor of the City
shall also cover claims brought against the City under state or federal worker's compensation laws. If any aspect
of this indemnity shall be found to be illegal or invalid for any reason whatsoever, such illegality or invalidity
shall not affect the validity of the remainder of this indemnification.
INSURANCE
Contractor shall maintain insurance acceptable to City in full force and effect throughout the term of this
contract. Such insurance shall cover all risks arising directly or indirectly out of Contractor's activities or work
hereunder.
The policy or policies of insurance maintained by the Contractor shall provide at least the following limits and
coverages:
a) Business Automobile Liability Insurance
If Contractor will be delivering the goods, Contractor shall provide City a certificate indicating that
Contractor has automobile liability coverage for all owned, hired, and non-owned vehicles. The
bodily injury and property damage liability limits shall be not less than; $25,000 per person, $50,000
per crash for bodily injury to others; and $10,000 per crash for damage to the property of others.
In addition, Contractor, in accordance with State law shall carry both Personal Injury Protection
(for reasonable and necessary medical, dental, and other expenses one year after crash) for not less
than $15,000 per person and Uninsured Motorist Coverage of not less than $25,000 per person and
$50,000 per crash for bodily injury.
Contract#
Said insurance shall name City as an additional insured and shall require written notice to City thirty
(30) days in advance of cancellation. If Contractor hires a carrier to make delivery, Contractor shall
ensure that said carrier complies with this paragraph.
c. Workers' Compensation Insurance
The Contractor and all employers providing work, labor or materials under this Contract that are either
subject employers under the Oregon Workers' Compensation Law and shall comply with ORS 656.017,
which requires them to provide workers' compensation coverage that satisfies Oregon lav for all their
subject workers or employers that are exempt under ORS 656.126. Out-of-state employers must
provide Oregon workers'compensation coverage for their workers who work at a single location within
Oregon for more than 30 days in a calendar year. Contractors who perform work without the
assistance or labor of any employee need not obtain such coverage. This shall include Employer's
Liability Insurance with coverage limits of not less than$500,000 each accident.
d. Insurance Carrier Rating
Coverages provided by the Contractor must be underwritten by an insurance company deemed
acceptable by the City. The City reserves the right to reject all or any insurance.carrier(s) with an
unacceptable financial rating.
e. Certificates of Insurance or Copies of Auto Insurance Coverage
As evidence of the insurance coverage required by the contract, the Contractor shall furnish a
Certificate of insurance or copies of their auto insurance to the City. No contract shall be effected
until the required certificates have been received and approved by the City.
The procuring of such required insurance shall not be construed to limit contractor's liability hereunder.
Notwithstanding said insurance, Contractor shall be obligated for the total amount of any damage, injury, or
loss caused by negligence or neglect connected with this contract.
TERMINATION
The parties agree that any decision by either party to terminate this Agreement before either before the
work is completed or the 30`x' day of June, 2011 shall be accompanied by thirty (30) days written notice to
the other party prior to the date termination would take effect. There shall be no penalty for early
termination. If City terminates the contract pursuant to this paragraph, it shall pay Contractor for services
rendered prorated to the date of termination.
AGREEMENT MODIFICATIONS
Modifications to this Agreement are valid only if made in writing and signed by all parties.
OWNERSHIP OF WORK PRODUCT
City shall be the owner of and shall be entitled to possession of any and all work products of Contractor which
result from this Agreement, including any computations, plans, correspondence or pertinent data and
information gathered by or computed by Contractor prior to termination of this Agreement by Contractor or
upon completion of the work pursuant to this Agreement.
GOVERNING LAW
Contractor shall comply with all applicable federal, state and local laws; and rules and regulations on non-
discrimination in employment because of race, color, ancestry, national origin, religion, sex, marital status,
age, medical condition or disability. The provisions of this Agreement shall be construed in accordance with
the provisions of the laws of the State of Oregon. All provisions required by ORS Chapter 279 to be included
Contract#
in a contract of this type are incorporated into this Agreement as though fully set forth herein. Any action or
suits involving any question arising under this Agreement must be brought in the appropriate court of the State
of Oregon.
CONDITIDNs OF SUPPLYING A PUBLIC AGENCY
Where applicable, Contractor must make payment promptly as due to persons supplying Contractor labor or
materials for the execution of the work provided by this order. Contractor must pay all contributions or amounts
due from Contractor to the Industrial Accident Fund incurred in the performance of this order. Contractor shall
not pen-nit any lien or claim to be filed or prosecuted against Buyer or any subdivision of City on account of any
labor or material to be furnished. Contractor further agrees to pay to the Department of Revenue all sums withheld
from employees pursuant to ORS 316.167.
COMPLETE AGREEMENT
This Agreement and attached exhibit constitutes the entire Agreement between the parties. No waiver,
consent,modification,or change of terms of this Agreement shall bind either party unless in writing and signed
by both parties. Such waiver, consent, modification, or change if made, shall be effective only in specific
instances and for the specific purpose given. There are no understandings,agreements,or representations,oral
or written, not specified herein regarding this Agreements Contractor, by the signature of its authorized
representative, hereby acknowledges that he/she has read this Agreement, understands it and agrees to be
bound by its terms and conditions.
IN WITNESS WHEREOF, City has caused this Agreement to be executed by its duly authorized undersigned
officer and Contractor has executed this Agreement on the date hereinabove first written.
CITY OF TIGARD C CTOR
By:Authorized City staffy'Auth . ed Agent of Contractor
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Date Date
Contract#
Exhibit A
Scope of Work
Provide team building consultant services for the High Capacity Transit team and one-on-one coaching for
team members.
CITY OF TIGARD,OREGON
PERSONAL SERVICES AGREEMENT
THIS AGREEMENT made and entered into this 28th of May, 2010, by and between the CITY OF TIGARD, a
municipal corporation of the State of Oregon, hereinafter called City, and Team HR, hereinafter called
Contractor.
RECITALS
City has need for the services of a company with a particular training, ability, knowledge, and experience
possessed by Contractor, and
City has determined that Contractor is qualified and capable of performing the professional services as City
does hereinafter require, under those terms and conditions set forth:
Therefore, the parties agree as follows:
SCOPE OF WORK
Contractor shall initiate services on 28th of Mav, 2010upon receipt of City's notice to proceed, together with an
executed copy of this Agreement. Contractor agrees to complete work that is detailed in Exhibit A — Scope of
Work and by this reference made a part hereof.
EFFECTIVE DATE AND DURATION
This Agreement shall become effective upon 28t of May. 2010 and shall expire, unless otherwise terminated or
extended, on 31St of December, 2010. All work under this Agreement shall be completed prior to the expiration
of this Agreement.
COMPENSATION
City agrees to pay Contractor an amount not to exceed $175.00/hour, not to exceed 10 hours for performance of
those services described in this Agreement. Payment will be made based on Contractor's invoice, subject to the
approval of Ron Bunch, Community Development Director, and not more frequently than monthly. Payment
shall be payable within thirty (30) days from the date of receipt by the City.
CONTACT INFORMATION
All notices, bills, and payments shall be made in writing and may be given by personal delivery, mail, or fax.
Payments may be delivered by personal delivery, mail, or electronic transfer. The following addresses and
contacts shall be used to transmit notices, bills,payments, and other information:
Contact Manager for City: Contact Manager for Contractor:
City of Tigard Company: Team HR
Attn: Ron Bunch, Director of Community Dev. Attn: Judy Clarke
13125 SW Hall Blvd., Tigard, Oregon 97223 Address: 610 SW Broadway, Suite 602, Portland, OR
97205
Phone: 503-639-4171 ext. 2443 Phone: 503-222-5811
Fax: 503-718-2748 Fax: 503-222-5830
Email Address: ron@tigard-or.gov Email Address:judy@team-hr.com
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CONTRACTOR As INDEPENDENT CONTRACTOR
Contractor acknowledges that for all purposes related to this Agreement, Contractor is and shall be deemed to be an
independent contractor as defined by ORS 670.600 and not an employee of City, shall not be entitled to benefits of
any kind to which an employee of City is entitled and shall be solely responsible for all payments and taxes
required by law. Furthermore, in the event that Contractor is found by a court of law or any administrative agency
to be an employee of City for any purpose, City shall be entitled to offset compensation due, or to demand
repayment of any amounts paid to Contractor under the terms of this Agreement, to the full extent of any benefits
or other remuneration Contractor receives (from City or third party) as a result of said finding and to the full extent
of any payments that City is required to make (to Contractor or to a third party) as a result of said finding.
Contractor acknowledges that for all purposes related to this Agreement, Contractor is not an officer, employee, or
agent of the City as those terms are used in ORS 30.265.
INDEMNIFICATION
City has relied upon the professional ability and training of Contractor as a material inducement to enter into this
Agreement. Contractor warrants that all its work will be performed in accordance with generally accepted
professional practices and standards as well as the requirements of applicable federal, state and local laws, it being
understood that acceptance of a contractor's work by City shall not operate as a waiver or release.
Contractor and City agree to indemnify and defend the other, and the other's officers, agents and employees and
hold them harmless from any and all liability, causes of action, claims, losses, damages,judgments or other costs or
expenses including attorney's fees and witness costs and (at both trial and appeal level, whether or not a trial or
appeal ever takes place) incurred by the party being indemnified resulting from the indemnifying party's acts (or
failure to act when action is appropriate) that may be asserted by any person or entity which in any way arise from
or relate to this Agreement or the performance of obligations under this agreement, except liability arising out of
the sole negligence of the party being indemnified. The indemnification by Contractor of the City shall also cover
claims brought against the City under state or federal worker's compensation laws. If any aspect of this indemnity
shall be found to be illegal or invalid for any reason whatsoever, such illegality or invalidity shall not affect the
validity of the remainder of this indemnification.
INSURANCE
Contractor shall maintain insurance acceptable to City in full force and effect throughout the term of this contract.
Such insurance shall cover all risks arising directly or indirectly out of Contractor's activities or work hereunder.
The policy or policies of insurance maintained by the Contractor shall provide at least the following limits and
coverages:
a. Business Automobile Liability Insurance
If Contractor will be delivering the goods, Contractor shall provide City a certificate indicating that
Contractor has business automobile liability coverage for all owned, hired, and non-owned vehicles. The
Combined Single Limit per occurrence shall not be less than $1,000,000. Said insurance shall name City as
an additional insured and shall require written notice to City thirty (30) days in advance of cancellation. If
Contractor hires a carrier to make delivery, Contractor shall ensure that said carrier complies with this
paragraph.
b. Workers' Compensation Insurance
The Contractor and all employers providing work, labor or materials under this Contract that are either
subject employers under the Oregon Workers' Compensation Law and shall comply with ORS 656.017,
which requires them to provide workers' compensation coverage that satisfies Oregon law for all their
subject workers or employers that are exempt under ORS 656.126. Out-of-state employers must provide
Oregon workers' compensation coverage for their workers who work at a single location within Oregon for
more than 30 days in a calendar year. Contractors who perform work without the assistance or labor of any
r employee need not obtain such coverage. This shall include Employer's Liability Insurance with coverage
limits of not less than $500,000 each accident.
c. Insurance Carrier Rating
Coverages provided by the Contractor must be underwritten by an insurance company deemed
acceptable by the City. The City reserves the right to reject all or any in carrier(s) with an
unacceptable financial rating.
d. Certificates of Insurance
As evidence of the insurance coverage required by the contract, the Contractor shall furnish a Certificate
of Insurance to the City. No contract shall be effected until the required certificates have been received
and approved by the City.
The procuring of such required insurance shall not be construed to limit contractor's liability hereunder.
Notwithstanding said insurance, Contractor shall be obligated for the total amount of any damage, injury, or loss
caused by negligence or neglect connected with this contract.
TERMINATION
The parties agree that any decision by either party to terminate this Agreement before 31 S` of December, 2010
shall be accompanied by sixty (60) days written notice to the other party prior to the date termination would
take effect. There shall be no penalty for early termination. If City terminates the contract pursuant to this
paragraph, it shall pay Contractor for services rendered prorated to the date of termination.
AGREEMENT MODIFICATIONS
Modifications to this Agreement are valid only if made in writing and signed by all parties.
OWNERSHIP OF WORK PRODUCT
City shall be the owner of and shall be entitled to possession of any and all work products of Contractor which
result from this Agreement, including any computations, plans, correspondence or pertinent data and information
gathered by or computed by Contractor prior to termination of this Agreement by Contractor or upon completion of
the work pursuant to this Agreement.
GOVERNING LAW
Contractor shall comply with all applicable federal, state and local laws; and rules and regulations on non-
discrimination in employment because of race, color, ancestry, national origin, religion, sex, marital status, age,
medical condition or disability. The provisions of this Agreement shall be construed in accordance with the
provisions of the laws of the State of Oregon. All provisions required by ORS Chapter 279 to be included in a
contract of this type are incorporated into this Agreement as though fully set forth herein. Any action or suits
involving any question arising under this Agreement must be brought in the appropriate court of the State of
Oregon.
I
CONDITIONS OF SUPPLYING A PUBLIC AGENCY • +
Where applicable, Contractor must make payment promptly as due to persons supplying Contractor labor or materials
for the execution of the work provided by this order. Contractor must pay all contributions or amounts due from
Contractor to the Industrial Accident Fund incurred in the performance of this order. Contractor shall not permit any
lien or claim to be filed or prosecuted against Buyer or any subdivision of City on account of any labor or material to be
furnished. Contractor further agrees to pay to the Department of Revenue all sums withheld from employees pursuant
to ORS 316.167.
COMPLETE AGREEMENT
This Agreement and attached exhibit constitutes the entire Agreement between the parties. No waiver, consent,
modification, or change of terms of this Agreement shall bind either party unless in writing and signed by both
parties. Such waiver, consent, modification, or change if made, shall be effective only in specific instances and for
the specific purpose given. There are no understandings, agreements, or representations, oral or written, not
specified herein regarding this Agreement. Contractor, by the signature of its authorized representative, hereby
acknowledges that he/she has read this Agreement, understands it and agrees to be bound by its terms and
conditions.
IN WITNESS WHEREOF, City has caused this Agreement to be executed by its duly authorized undersigned
officer and Contractor has executed this Agreement on the date hereinabove first written.
CITY TIGARD TRACTOR
By: Authorized City staff y: Au ized
gent of Contractor
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Date Date
Exhibit A
Scope of Work
Contractor shall perform up to 10 hours of executive coaching at$175.00 an hour.
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CITY OF TIGARD
CONTRACT SUMMARY FORM C(
(THIS MUST ACCOMPANYEACH CONTRACT BEFORE A UTHORM TION SIGNATURE CAN BE ACQ UIRED)
Title of Contract: Personal Services Contract Contract#:
Contractor:Team Hr V cul 04 3 1 Total: $175/hour for up to 10 hours
Brief Overview: Contractor to provide Tp to 10 hours of executive coaching services.
Changes Made To Removed Commercial General Liability insurance requirement
Boilerplate Contract
Type of Contract: ❑ Purchase Agreement X Personal Service ❑ Construction ❑ Other
Start Date: 5/28/10 End Date: 12/31/10 LCRB Award Date:
Contract Manager: Ron Bunch Extension: 2443 Department: CD
Quotes/Bids/Proposals: COMPANY AMOUNT / SCORE
Team HR $175/hour
Department Comments:
Department Signature Date:
Purchasing Comments:
PurchasingDate:
Administration: Date:
Certificate of Insurance Received? ❑Yes ❑ No ❑ Self-Insured (Form Received
Business Tax Current? ❑ Yes ❑ No n/a Contractor License Current? ❑Yes ❑ No n/a
Federal TIN/1099 #: �) - — Bonds Required: ❑Yes X No
Accounting String: Fund Division Account Total
100 3000 54001 Approx$1750