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HomeMy WebLinkAbout22-156 - StrategyClicks - The Adaptive Lab: Organizational Effectiveness & Leadership Development WorkshopsCity of Tukwila 6200 Southcenter Boulevard, Tukwila WA 98188 Agreement Number: 22-156(b) Council Approval N/A CONTRACT FOR SERVICES Amendment #2 Between the City of Tukwila and StrategyClicks Inc. That portion of Contract No. 22-156 between the City of Tukwila and StrategyClicks Inc. is hereby amended as follows: Section 3: The Period of Performance and date by which all services and work are to be provided is hereby extended to December 31, 2024. All other provisions of the contract shall remain in full force and effect. Dated this 16th day of November, 2023. CITY OF TUKWILA CONTRACTOR: DocuSigned by: (--DocuSigned by: ri4J Iw.._"""' 11/21/2023 1 5:39 PM PST - B0042F1 EB33F4BA... Pete Mayer, Acting Deputy City Administrator/ Parks & Recreation Director CA Reviewed May 2020 By: ? 11/17/2023 1 9:26 AM PST 1F4D49D318194C5_. Printed Name:shelley Roberts Title: CEO/Consultant Page 1 of 1 DocuSign Envelope IIID° 151D61FIE54-229C-48A2-A61B1B-1 C71D631E87551D City of Tukwila 6200 Southcenter Boullevard, Tukwilla WA8188 Agreement (Number: 22-156(a) Council Approval N/A CONTRACT FOR SERVICES Amendment #1 Between the City of Tukwila and StlrtegyCllicks, llnc. That portion of Contract No. 22-156 between the City of Tukwila and StrategyCllcks, Inc. is hereby amended as follows: Exhibit B: Additional Sco «e of Services is added to the contract at a value of $14,650, increasing total compensation for the contract to $39,650. All other provisions of the contract shall remain in full force and effect. Dated this 110th day of April, 2023. CITY OF TUKWILA eSIgnetl via SeamleeeDooe.00m Key: 2b,1,056-d516-17oG55b1-3,1,12,be6o Man Ekberg, Mayor 04-21-2023 ATTEST/AUTHENTICATED: eSIgned via SeamleeeDooe.00m C?httary OQ1c tr.e ty Key: 5757[5tl5-0c1 1-,1,151-6552-P1 tlaoo6ofi5e Christy O'Flaherty, City Clerk APPROVED AS TO FORM: e5icn�etl'✓ia Sean�leeeDuce.con� Key: 51374cdf-0a6441'e-826-06@E61665..0 Office of the City Attorney ('A Reviewed May 2020 CONTRACTOR: By: DocuSigned by: Printed Name:shelley Roberts Title: CEO/Consultant Page 1 of 1. DocuSign Envelope IIID° 151D61FIE54 229C-48A2-A61B1B-1 C71D631E87551D ratesyClicks� ORGANIZATIONAL EFFECTIVENESS CONSULTING: City of Tukwila, Parks & Recreation Department Letter of Agreement Addendum Exhibit B: Additional Sco • e of Services Using accelerated learning and engagement tools, StlrategyClicks professional staff will develop the framework for and facilitate team workshop events, leadership development and leadership coaching. Unless otherwise stated, all terms of the Letter of Agreement dated November 16, 2022 apply. EVENT LOCATION DELIVERABLE RATE REC TEAM EFFECTIVENESS AND ADAPTIVE MINI -LAB SERIES ONSITE Dates TBD Includes • 1 full day and 3 half-day skills workshop, design tllme, (pre -work and participant Iprelparatnoln, sponsor consultation, and copyrighted workbook materials. Session objectives (Include: • Role clarity (as a team member) • Adaptive skills for managing ambiguity and building trust • Additional customization as needed $14,650. Professional Fees and Expenses • Professional fees are (payable upon invoice. Fees are non-refundable. • Expenses for venue and additional resources not covered in this agreement will be arranged by the signors at the City of Tukwila or invoiced as incurred plus a 5% administration fee. • Fees quoted will be vapid for 6 (six) months from date of contract signing. CILIENT SIGNING AUTHORITY (City of Tukwila) DacuSigned by: ,,,y r hall f r �1,'ff -,.. Signed By: 1300421-1 E=13331 -413A... Print Name:Pete Mayer Title: Di rector Date: 4/19/2023 11:18 AM PDT THE COMPANY (STRATEGYCLICKS INC.) Signed By: Print Name: Shelley L. Roberts Title: CEO/Managing Consultant Date: March 27, 2022 \^s 001,StIrdt Page 1 of 1 City of Tukwila 6200 Southcenter Boulevard, Tukwila WA 98188 Contract Number: 22-156 Council Approval N/A PROFESSIONAL SERVICES AGREEMENT (Includes consultants, architects, engineers, accountants, and other professional services) THIS AGREEMENT is entered into between the City of Tukwila, Washington, hereinafter referred to as "the City", and StirategyClliiclks, hereinafter referred to as "the Consultant", in consideration of the mutual benefits, terms, and conditions hereinafter specified. 1. Pira"ect Desi. nation. The Consultant is retained by the City to provide organizational effectiveness and leadership development consulting, Executive Coaching and Team Facilitation, in connection with the project titled "The Adaptive Lab". 2. Sco.e of Services. The Consultant agrees to perform the services, identified on Exhibit "A'" attached hereto, including the provision of all labor, materials, equipment and supplies unless otherwise stipulated and agreed to Iby the parties. 3 Duration of Agreement; Time for Performance. This Agreement shall be in full force and effect for a period commencing upon execution and ending December 31, 2023, unless sooner terminated under the provisions hereinafter specified. Work under this Agreement shall commence upon written notice by the City to the Consultant to proceed. The Consultant shall perform all services and provide all work product required pursuant to this Agreement no later than December 31, 2023, unless an extension of such time is granted in writing by the City. 4. Payment. The Consultant shall be paid by the City for completed work and for services rendered under this Agreement as follows: A. Payment for the work provided by the Consultant shall be made as provided on Exhibit "A" attached hereto, provided that the total amount of payment to the Consultant shall not exceed $25,000 without express written modification of the Agreement signed by the City. B. The Consultant may submit vouchers to the City once per month during the progress of the work for partial payment for that portion of the project completed to date. Such vouchers will be checked by the City and, upon approval thereof, payment shall be made to the Consultant in the amount approved. C. Final payment of any balance due the Consultant of the total contract price earned will be made promptly upon its ascertainment and verification by the City after the completion of the work under this Agreement and its acceptance by the City. D. Payment as provided in this section shall be full compensation for work performed, services rendered, and for all materials, supplies, equipment and incidentals necessary to complete the work. E. The Consultant's records and accounts pertaining to this Agreement are to be kept available for inspection by representatives of the City and the state of Washington for a period ' of three (3) years after final payments. Copies shall be made available upon request. 5. Ownership and Use of Documents. All documents, drawings, specifications and other materials produced by the Consultant in connection with the services rendered under this Agreement shall be the property of the City whether the project for which they are made is executed or not. All material, information, data, or records provided by the City to the Consultant slhalli be the sole and exclusive property of the City. Upon termination of this Agreement for any reason, the Consultant slhalli return to the City all copies of any data, records, or material provided to the Consultant by the City. The City hereby grants Consultant a Iliicense to use the City's logo or trademarks as may be necessary to accomplish the Services. All right, title, and interest in and to the materials of the Consultant used in the performance of the Services, shall be owned by the Consultant and will not be reproduced by the City without express permission and negotiated fees for use. 6. Com (Bance with Laws. The Consultant shall, in performing the services contemplated by this Agreement, faithfully observe and comply with all federal, state, and Ilocall laws, ordinances and regulations, applicable to the services rendered under this Agreement. 7 indemnification. The Consultant and City each agree to defend, indemnify and hold harmless the other, their officers, officials, employees and volunteers from any and all claims, injuries, damages, (losses or suits including attorney fees, arising out of or resulting from the acts, errors or omissions in performance of this Agreement, except for injuries and damages caused by the sole negligence of the other party. Should a court of competent jurisdiction determine that this Agreement is subject to RCW 4.24.115, then, in the event of IIialbility 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, the Consultant's liability hereunder shall be only to the extent of the Consultant's negligence. It is further specifically and expressly understood that the indemnification provided herein constitutes the Consultant's waiver of immunity under Industrial Insurance, Title 51 RCW, solely for the purposes of this indemnification. This waiver has been mutually negotiated by the parties. The provisions of this section shall survive the expiration or termination of this Agreement. 8. Insurance. The Consultant shall procure and maintain for the duration of the Agreement, insurance against claims for injuries to persons or damage to property which may arise from or in connection with the performance of the work hereunder by the Consultant, its agents, representatives, or employees. Consultant's maintenance of insurance as required by the agreement shall not be construed to limit the Viability of the Consultant to the coverage provided by such insurance, or otherwise limit the City's recourse to any remedy available at (law or in equity. A. Minimum Amounts and Scope of insurance. Consultant shall obtain insurance of the types and with the IIimits described below: 1. Workers' Compensation coverage as required by the Industrial Insurance (laws of the State of Washington. 2. Professional Liialbiilliit with Iliiimiits no (less than $1,000,000 per claim and $1,000,000 policy aggregate limit. Professional Liability insurance shall be appropriate to the Consultant's profession. B. Public Entity Full Availability of Contractor Limits. If the Contractor maintains higher insurance Iliiimiits than the minimums shown above, the Public Entity slhalli be insured for the full available Iliiimiits of Commercial General and Excess or Umbrella Iliialbiilliity maintained by the Contractor, irrespective of whether such Iliiimiits maintained by the Contractor are greater CA revised May 2020 Page 2 than those required by this Contract or whether any certificate of insurance furnished to the Public Entity evidences Iliimits of Ilialbility lower than those maintained by the Contractor. C. Other Insurance Provision. The Consultant's Automobile Liability and Commercial General Liability insurance policies are to contain, or be endorsed to contain that they shall be primary insurance with respect to the City. Any Insurance, self-insurance, or insurance pool coverage maintained by the City shall be excess of the Consultant's insurance and shall not be contributed or combined with it. D. Acceptability of Insurers. Insurance is to be placed with insurers with a current A.M. Best rating of not (less than A:VI I. F. Verification of Coverage. Consultant shall furnish the City with original certificates and a copy of the amendatory endorsements, including but not necessarily (limited to the additional insured endorsement, evidencing the insurance requirements of the Contractor before commencement of the work. Upon request by the City, the Consultant shall furnish certified copies of all required insurance policies, including endorsements, required in this Agreement and evidence of all subcontractors' coverage. F. Notice of Cancellation. The Consultant shall provide the City with written notice of any pollicy cancellation, within two business days of their receipt of such notice. G. Failure to Maintain Insurance. Failure on the part of the Consultant to maintain the insurance as required shall constitute a material breach of contract, upon which the City may, after giving five business days notice to the Consultant to correct the breach, immediately terminate the contract or, at its discretion, procure or renew such insurance and pay any and all premiums in connection therewith, with any sums so expended to be repaid to the City on demand, or at the sole discretion of the City, offset against funds due the Consultant from the City. Independent Contractor. The Consultant and the City agree that the Consultant is an independent contractor with respect to the services provided pursuant to this Agreement. Nothing in this Agreement shall be considered to create the relationship of employer and employee between the parties hereto. Neither the Consultant nor any employee of the Consultant shall be entitled to any benefits accorded City employees by virtue of the services provided under this Agreement. The City shall not be responsible for witlhlholdiiing or otherwise deducting federal income tax or social security or for contributing to the state industrial insurance program, otherwise assuming the duties of an employer with respect to the Consultant, or any employee of the Consultant. 10. Covenant Against Contingent Fees. The Consultant warrants that he has not employed or retained any company or person, other than a Ibonafde employee working solely for the Consultant, to solicit or secure this contract, and that he has not paid or agreed to pay any company or person, other than a bonafide employee working solely for the Consultant, any fee, commission, percentage, brokerage fee, gifts, or any other consideration contingent upon or resulting from the award or making of this contract. For breach or violation of this warrant, the City shall have the right to annul this contract without Iliiabiilliity, or in its discretion to deduct from the contract Iprice or consideration, or otherwise recover, the full amount of such fee, commission, percentage, brokerage fee, gift, or contingent fee. 11. Discrimination Prohibited. Contractor, with regard to the work performed by it under this Agreement, will not discriminate on the grounds of race, religion, creed, color, national origin, age, veteran status, sex, sexual orientation, gender identity, marital status, Ipolliitical affiliation, the presence of any disability, or any other protected class status under state or federal (law, in the selection and retention of employees or procurement of materials or supplies. 12. Assignment. The Consultant slhalll not sulbllet or assign any of the services covered by this Agreement without the express written consent of the City. CA revised May 2020 Page 3 13. Non -Waiver. Waiver by the City of any provision of this Agreement or any time limitation provided for in this Agreement shall not constitute a waiver of any other provision. 14. Termination. A. Either party may terminate this Agreement at any time by giving ten (10) days written notice to the other party. B. In the event of the death of a member, partner or officer of the Consultant, or any of its supervisory personnel assigned to the project, the surviving members of the Consultant hereby agree to complete the work under the terms of this Agreement, if requested to do so Iby the City. This section shall snot be a bar to renegotiations of this Agreement between surviving members of the Consultant and the City, if the City so chooses. 15. A .Ilicalble Law• Venue. Attorne ''s Fees. This Agreement shall be subject to, and the Consultant shall at all times comply with, all applicable federal, state and (local laws, regulations, and rules, including the provisions of the City of Tukwila Municipal Code and ordinances of the City of Tukwila. In the event any suit, arbitration, or other proceeding is instituted to enforce any term of this Agreement, the parties specifically understand and agree that venue shall be properly (laid in King County, Washington. The prevailing party in any such action shall be entitled to its attorney's fees and costs of suit. Venue for any action arising from or related to this Agreement shall be exclusively in King County Superior Court. 16. Seveirabili and Survival. If any term, condition or provision of this Agreement is declared void or unenforceable or limited in its application or effect, such event shall not affect any other provisions hereof and all other provisions shall remain fully enforceable. The provisions of this Agreement, which by their sense and context are reasonably intended to survive the completion, expiration or cancellation of this Agreement, shall survive termination of this Agreement. 17. Notices. Notices to the City of Tukwila shall be sent to the following address: City Clerk City of Tukwila 6200 Southcenter Boulevard Tukwila, WA 98188 Notices to Consultant shall be sent to the following address: Shelley L. Roberts CEO/Managing Consultant 1806 224th St SW Bothell, WA 98021 18. Entire Agreement; Modification. This Agreement, together with attachments or addenda, represents the entire and integrated Agreement between the City and the Consultant and supersedes all prior negotiations, representations, or agreements written or oral. No amendment or modification of this Agreement shall be of any force or effect unless it is in writing and signed by the parties. CA revised May 2020 Page 4 DATED this 161h day of N©vernlbeir, 2022. CITY fiF TI ➢KUU"II A. Peter M. Mayer, Interim Director City of Tulkwiia Parks and Recreation eSignecl via Seam essDece.com 6'kGe/tg ...................... Key: ObO8c9e41c1f45tl65tl8752tlCJ9692c13 Allan Ekberg, Mayor 12-14-2022 CONSULTANT By: Planted Name: Slhelllley Roberts Tiitie: CEO Attest/Authenticated: Approved as to Form: eh/vat-9 06,241h&v-9 Key: ftl9fee945f14.4-91,,,,,9662tlb4 eSlgaecl vla SeamlessCocs.com ..................... Kay: eoaasoae-a7a7<,eae-aeas�aiieasiaaee City Clerk, Christy O'Fllalheirty Office of the City Attorney CA revised May 2020 Page 5 EXHIBIT A ate yC i c ks THE ADAPTIVE LAB Building the Parks & Recreation Department at the City of Tukwila: Habits for Organizational Effectiveness Using accelerated learning and engagement tools, StrategyCllicks professional staff will develop the framework for and facilitate workshop events for Organizational Effectiveness and Leadership Development. EVENT LOCATION DELIVERABLE THE ADAPTIVE LAB: Phase 1 Nov -Dec 2022 Onsite (Tukwila, WA) and Online (Zoom) Includes • Identify specific conditions and goals to customize The Adaptive Lab Workshop to the needs of the City of Tukwila and the Parks and Recreation Department. • Discovery interviews with agreed upon designated leaders and stakeholders • Identify Cohort 1 roster (with Sponsor) THE ADAPTIVE LAB: Phase 11: The Adaptive Toolkit Dec 2022 (Dates TBD) Onsite (Tukwila, WA) Includes . 2 -day Customized Workshop for Cohort 1 • Department and City Leaders learn and practice tools for adaptation (Capacity 16) . Apply Action Research Model so leaders become part of the development process / Ideal future state . Develop the context for adaptation and performance • Habits, Agreements, Values, Behaviors, THE ADAPTIVE LAB: Phase III: A Culture of Adaptation Jan -May 2023 (Dates TBD) Onsite (Tukwila, WA) and Online (Zoom) Includes Cohort Workshops & Team Coaching • Action -research based/Customized and additional tools • 2x 4hour workshops (in person) • 3x 2hour workshops (online) **scheduled in advance every 2-4 weeks 1:1 Just -in -Time Coaching • As needed, up to 3 hours per participant SPONSOR CONSULTING AND COACHING Dec — May 2023 Onsite (Tukwila, WA) and Online (Zoom or by phone) Monthly or as needed All events include customization and design time, professional and travel expenses, pre -work and participant preparation, sponsor consultation, and copyrighted workbook materials. CA revised May 2020 Page 6 Technical Requirements For online sessions, each participant is required to have individual to a computer, camera, and screen, and working knowledge of how to log -in. On -camera participation with video and speakers is required. Each participant will be required to collect the supply list and set up their workspace so they can speak freely. StrategyClicks will send the link to the online platform (Zoom), the supply list, and tutorials on how to use the technology well in advance of the first session. Professional Fees and Expenses • Fees are non-refundable. • Expenses for additional resources not covered in this agreement will be arranged by the signors at City of Tukwila or invoiced as incurred. Additional services may be added and provided under this agreement for additional agreed upon fees. All terms apply. • Fees quoted will be valid for 12 (twelve) months from date of contract signing. When People Click, Strategy Clicks. CA revised May 2020 Page 7