Res 1473 - Agrmt Waldron Res Re
COUNCIL BILL NO. 1873
RESOLUTION NO. 1473
A RESOLUTION ENTERING INTO AN AGREEMENT WITH WALDRON
RESOURCES, INC. TO PERFORM AN EXECUTIVE SEARCH AND RECRUITMENT
FOR THE POSmON OF WOODBURN CITY ADMINISTRATOR AND
AUTHORIZING THE MAYOR TO SIGN SAID AGREEMENT.
WHEREAS, the city administrator resigned effective February 28, 1998; and
WHEREAS, the City Council considered different proposals at its March 9, 1998
meeting of firms available to search for and recruit a new city administrator; and
WHEREAS, Waldron Resources, Inc. was chosen by the City Council as the entity of
most capable performing the city administrator selection; NOW, THEREFORE,
THE CITY OF WOODBURN RESOLVES AS FOLLOWS:
Section 1. That the City enter into an agreement with Waldron Resources, Inc. to
perform an executive search and recruitment for the position of Woodburn city administrator.
Section 2. That the Mayor is authorized to execute, on behalf of the City, said agreement
with Waldron Resources, Inc., a copy of which is affixed hereto as Attachment "A" and by this
reference is incorporated herein. I
APProVed...tofonnm~~ 31l'1 q."6
City Attorney Date
Passed by the Council
Submitted to the Mayor
Approved by the Mayor
Filed in the Office of the Recorder
ATTEST: /ll~ ~ +
Mary Te ant, City Recorder
City of Woodburn, Oregon
APPROVED: ~;71 . !:.--'~ 7 r
Nancy A. . ksey, Mayor
March 23, 1998
March 24. 1998
March 24, 1998
March 24. 1998
Page 1 - COUNCIL BILL NO. 1873
RESOLUTION NO. ~~73
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ATTACHMENT~
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PERSONAL SERVICES AGREEMENT
This Agreement is made and entered into by and between the City of Wood bum, Oregon,
hereinafter referred to as "City" and Waldron Resources, Inc., hereinafter referred to as "Waldron
Resources", a State of Washington corporation registered to do business in Oregon.
THE PARTIES HEREBY AGREE AS FOLLOWS:
1. Term. The tenn of this Agreement shall be from the date ofits execution by both parties
until the tasks specified in the attached Scope of Work (Exhibit "A") are complete, unless
earlier terminated in accordance herewith.
2. Services. Waldron Resources agrees to perform an executive search and recruitment for
the position of Woodburn City Administrator as described in the Scope of Work which is
attached as Exhibit "A" and by this reference is incorporated herein.
3. Compensation.
A Professional Services Fee - City shall pay to Waldron Resources the sum of
$12,500 for providing the professional services described in Exhibit "A". The professional
services fee shall be billed in three equal installments during the course of the City
Administrator search. The initial installment shall occur at the point the search is assigned
to Waldron Resources. The second installment shall be billed when the recruitment
campaign is in the final stages. The final installment shall be billed at the conclusion of the
search.
B. E~nses - City shall reimburse Waldron Resources for necessary expenses
incurred in conducting the City Administrator search in an amount not to exceed $4,500.
Waldron Resources shall pre-approve all expenditures with City and shall maintain
accurate records at all times. Expenses may include, but are not limited to the following:
i. Newspaper, trade journal and related advertising to announce the position.
ii. Direct mail announcement and regret letters.
W. Travel and related costs for the consultants assigned to the project.
IV. Photocopying of documents and materials.
v. Facsimile and delivery expenses.
VI. Travel and related expenses for candidates during the interview process.
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ATTACHMENT --LL-
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4. Guarantee. Waldron Resources guarantees the selection for a period of two years after
the City Administrator is appointed by the City Council. If the seleCted City Administrator
leaves the position or is terminated by the City for any reason, Waldron Resources agrees
to conduct a replacement search for City without the payment of any professional services
fee. This replacement search shall be of the same scope as the original search and shall
conform fully to the Scope of Work set forth in Exhibit "A" and to the terms of this
Agreement. The only cost to City shall be the necessary expenses related to the
replacement search process.
5. Independent Contractor. Waldron Resources, in carrying out the services to be
provided under this Agreement, is acting as an "independent contractor" and not an
employee of City, and as such accepts full responsibility for taxes or other obligations
associated with payment for services under this Agreement. Waldron Resources may
contract with other parties during the duration this Agreement.
6. Insurance. Waldron Resources shall maintain at all times commercial general liability
insurance, property damage/automobile insurance, and professional malpractice insurance
covering its activities and operations under this Agreement. Such insurance shall be in the
form and amounts not less than that set forth ORS 30.270 with the following limits and
coverage:
l)!pes of Insurance
Limits of Liability
General Liability
Each occurrence $500,000
General Aggregate
$500,000
Automobile Liability
covering any vehicle
used on City business
Combined singular limit $500,000
or bodily injury $200,000 per person
and $500,000 per occurrence
Property Damage
Per occurrence - $250,000
Professional Malpractice
$1,000,000
7. Indemnification. Waldron Resources releases and agrees to indemnify, defend, and
hold harmless City, its officers, employees and consultants, from any and all actions,
claims, damages, or injuries to persons or property, penalties, obligations or liabilities
arising out of or related to the acts or omissions of the Waldron Resources that are not
under the control of City and which result from the negligence or misconduct of Waldron
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Resources under this Agreement.
ATTACHMENT A
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8. Worker'. CompeDJation. Waldron Resources shall comply with 0&8 656 Chapter for
all employees who work in the State of Oregon. Waldron Resources shall obtain and
maintain at all times during the tenn of this Agreement, worker's compensation insurance
with the statutory limits and employer's liability insurance. Waldron Resources shall
provide City with evidence that it is a carrier-insured or self-insured employer in full
compliance with the requirements of 0&8 Chapter 656, or that it employs no persons
subject to the requirements of 0&8 Chapter 656.
9. Standard or Care and Warranty. Waldron Resources agrees to perform its services
within that standard of care, skill and diligence normally provided by professional
individuals in the performance of similar services. Waldron Resources warrants that the
recommendations, guidance and performance under this Agreement shall be in accordance
with professional standards and requirements.
10. Non-Assignment. No portion of this Agreement may be assigned to any other individual,
firm or entity without the express written approval by City.
11. Non-Discrimination. Waldron Resources agrees to comply with all applicable
requirements of federal and state civil rights and rehabilitation statutes, rules, and
regulations. Waldron Resources shall also comply with the Americans with Disabilities
Act of 1990, 0&8 659.425, and all regulations and administrative rules established
pursuant to those laws.
12. Compliance with Public Contracting Laws. Waldron Resources shall comply with all
applicable federal, state and local laws, rules, and regulations regarding public contracting.
All provisions of 0&8 Chapter 279 are specifically incorporated herein to the extent
applicable to personal service agreements.
13. Severability. In the event any provision of this Agreement is held to be unenforceable or
invalid by any court of competent jurisdiction, the remainder of this Agreement shall
remain in full force and effect and shall in no way be affected or invalidated thereby.
14. Governing Law. This Agreement shall be governed by the laws of the State of Oregon.
Any action commenced in connection with this Agreement shall be commenced in the
District or Circuit Court of Marion County.
15. Termination Without Cause. At any time, without cause, City shall have the right in its
sole discretion, to terminate this Agreement by giving notice to Waldron Resources. If
City terminates this Agreement pursuant to this paragraph, it shall pay Waldron Resources
for services rendered to the date of termination.
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ATTACHMENT A
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16. Attorneys Fees. In the event a suit or action is instituted to enforce any right guaranteed
pursuant to this Agreement, the prevailing party shall be entitled to~ in addition to the
statutory costs and disbursements, a reasonable attorneys fee to be fixed by trial and
appellate courts respectively.
17 . Notice. Any notice of termination or other communication having a material effect on this
Agreement shall be served by United States mail on the parties hereto.
18. Survival The terms, conditions, representations and warranties contained in this
Agreement shall survive the termination or expiration of the Agreement.
19. Complete Agreement. This Agreement is the complete and exclusive statement of the
Agreement between the parties and supersedes all prior agreements, oral or written, and
all other communications between the parties relating to the subject matter of this
Agreement. No waiver, consent, modification, or change in the terms of this Agreement
shall bind either party unless in writing and signed by both parties.
CITY OF WOODBURN
WALDRON RESOURCES, INC.
Nancy A Kirksey, Mayor
Paul Koch, Vice President
Date:
Date:
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EXHIBIT .-A
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EXlDBIT "A"
SCOPE OF WORK
A. OUTLINE FOR RECRUITMENT & PROJECT PLAN
1. Waldron Resources, Inc. (Waldron Resources) will act as the City of Woodburn's
agent in the sourcing, recruiting, pre-screening and thorough evaluation of the background and
skills offinal candidates for the position of City Administrator. Waldron Resources will do so by:
a. Conducting private interviews with the City Council and others as directed
to detennine desired skills, experiences and attributes.
b. Reviewing the current position description and other archival information
related to the City Administrator position and community issues.
c. Conducting a salary survey then presenting the results, along with a
recommended salary range, to the City Council.
d. Preparing a comprehensive Position Specification, which includes:
i. A general description of the city, its services, history, location,
organizational structure, mission and community issues.
ii. AU qualification requirements including education, employment
history, managerial and technical experience, as well as personal
qualities and characteristics.
ill. The basic functions, authority and responsibilities of the City
Administrator.
IV. Immediate and long-term priorities and issues facing the City.
B. PROJECT PLAN
I. In collaboration with the City Council, Waldron Resources will design and conduct
a targeted recruitment to identify and attract diverse, highly qualified candidates for the position.
Planning will proceed as follows:
a. The timetable and schedule of delivery dates of all aspects of the search will be
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c:"XHIBIT A
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reviewed and finalized with the City Council.
b. Paul Koch will be identified as the member of Waldron Resources staff directly
involved in the search.
c. Regular search progress updates will be prepared and delivered to the City Council
as the process continues.
d. A recruitment letter describing the position and supplemental questionnaire will be
written and a mailing list will be fully developed.
e. Initial discussions with the City Council will be held to design the final interview
process.
C. RECRUITMENT PHASE
1. The recruitment phase of the assignment begins at this point. After discussions
with Waldron Resources, the City Council will decide whether a regional or national search will
be conducted. After we have received direction as to the geographical scope of the search, the
following strategies will be implemented:
a. Waldron Resources associates will begin direct recruiting calls to
prospects.
b. Waldron Resources will place the advertising in newspapers, professional
journals, association newsletters and job lines.
c. A direct mail campaign will be launched utilizing our extensive in-house
database, existing contacts and mailing lists targeting professional
organizations and associations.
d. Contact will be made with those individuals identified as qualified and
potentially interested during our interviews with the City Council.
D. SCREENlNGIINTERVIEW PHASE
I. The screening phase of the process begins with an expression of interest by a
potential candidate. Once a candidate has contacted us as a result of our direct mail, personal
contacts or advertising campaign, or has been sourced through direct recruiting, hislher resume is
screened for essential qualifications, and a questionnaire is mailed for completion. Waldron
Resources has found its supplemental questionnaire to be a good sample of a candidate's writing
ability, an early indicator of the sincerity of hislher interest, and an opportunity to view a
candidate's specific skills as they relate to the unique demands of the position.
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2. Waldron Resource's practice is to schedule a work session with the client at the
end of the recruitment phase. At this time we will bring a preliminary pool of 1 S - 2S superior
candidates to the City Council for review. Using the resumes and questionnaires, semi-finalists
for the position are identified. This work session typically takes two hours and serves several
purposes:
a. The City Council can assess the quality of the candidates' responses.
b. The City Council develops an initial familiarity with the semi-finalists.
c. It provides the City Council with a quality control checkpoint to measure
the results of the recruitment.
d. It provides the City Council with the control to manage expenses involved
in the travelfmterview phase of the search.
3. After the preliminary screening and the work session, Waldron Resources will
conduct in-person interviews and preliminary referencing of the finalist group. Waldron
Resources will then recommend between four and six finalists who will compete in the
predetermined interview process. In-depth references are completed on selected final candidates
and include:
a. Professional references such as past or present supervisors, peers and staff
members identified by the candidates.
b. Confirmation of dates and places of employment.
c. Confirmation of education.
4. Prior to the final interviews, Waldron Resources will deliver a written report to the
City Council which includes finalists' resumes, questionnaire responses, and reference reports. In
addition, we will provide the following:
a. A selected list of interview questions which supplements the questions the
City Council may have already prepared.
b. A quantitative/qualitative scoring system that helps evaluate the merit of
each candidate.
c. Coordination and scheduling of any testing you may require. It is not
Waldron Resource's policy to administer any psychological or personality
testing~ however, Waldron Resources has a list of consultants whom we
can recommend.
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d. Assistance in making the needed arrangements for final interviews to assist
the City Council.
e. A Waldron Resources principal will be present and available during the
actual candidate interviews.
s. Waldron Resources recommends that all finalists be interviewed over a one or
two-day period. This enables a timely comparison of all candidates and minimizes the interruption
of regular work days. Should you wish, the staff and other interviewers can be scheduled to meet
with each individual candidate throughout the interview day to provide additional input to the
decision makers.
6. While it is not the policy of Waldron Resources to negotiate the final offer with the
selected candidate, Waldron Resources can help to establish a framework for negotiations by
identifying the desirable requirements and features ofan employment relationship. Waldron
Resources will serve as a facilitator to keep negotiations active throughout this period, provide
assistance in formulating terms of employment and act as an intermediary to the extent the City
desires.
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