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R96-122RESOLUTION NO. R96-/~¢,=,,~ A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF BOYNTON BEACH, FLORIDA, AUTHORIZING THE MAYOR AND CITY CLERK TO EXECUTE A PROFESSIONAL SERVICES AGREEMENT FOR EXECUTIVE SEARCH SERVICES (CITY MANAGER) BETWEEN THE CITY OF BOYNTON BEACH AND DAVID M GRIFFITH & ASSOCIATES, LTD.; AND PROVIDING AN EFFECTIVE DATE. WHEREAS, the City Commission on August 6, 1996, identified David M. Griffith (DMG) as the firm to complete the search for the new City Manager; and WHEREAS, the City Commission deems it to be in the best interests of the residents and citizens of the City of Boynton Beach to enter into an Agreement with David M Griffith & Associates, Ltd. to conduct a search for a new City Manager, in an amount not to exceed $11,865.00 for professional services and an amount not to exceed $3,500 for expenses; NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF BOYNTON BEACH, FLORIDA, THAT: Section 1. Each Whereas clause set forth above is true and correct and incorporated herein by this reference. Section 2. The City Commission of the City of Boynton Beach, Florida does hereby authorize the Mayor and City Clerk to execute a Professional Services Agreement for Executive Search Services for a new City Manager for the City of Boynton Beach, a copy of said Agreement being attached hereto as Exhibit "A". Section 3. That this Resolution shall become effective immediately upon passage. PASSED AND ADOPTED this ~,~ day of August, 1996. ATTEST: Cit~ Clerk ..,,,,"'?!'!7%,.. Commissioner JCommissioner PROFESSIONAL SERVICES AGREEMENT EXECUTIVE SEARCH SERVICES This Agreement is made by and between the City of Boynton Beach, Florida ("the City"), and David M. Griffith & Associates, Ltd. ("the Consultant"). Search Engagement. The City agrees to engage the Consultant to perform those services described below, for completion of the project described as follows: City Manager ("the Search"). Services. The Consultant agrees to perform certain services necessary for completion of the Search, which services shall include, without limitation, the following: g. h. i. Position analysis Place advertisements in appropriate journals and publications. Candidate identification Resume review and screening Preliminary interviews with leading candidates Detailed reference checks on leading candidates Verify educational credentials Recruitment report Assist with interviews and negotiations o A complete description of the services to be provided are contained in a proposal from the Consultant to the City dated July 26, 1996, which is incorporated herein by reference. Relationship. The Consultant is an independent contractor and is not to be considered an agent or employee of the City. Compensation. As full compensation for the Consultant's professional services performed hereunder, the City shall pay the Consultant the fixed mount of $11,865 (Eleven Thousand Eight Hundred Sixty-Five Dollars). Expense Reimbursement. The Consultant shall be entitled to reimbursement for expenses from the City for such expenses as travel, printing and binding, postage and delivery, and clerical and long-distance telephone charges. The City will directly pay the cost for all advertisements. Expenses are not-to-exceed $3,500 (Three Thousand Five Hundred Dollars). The Consultant shall provide the City with a listing of expenses by category of expense as a part of monthly billings. 10. 11. Compensation for Additional Services. In the event the City requires services in addition to those described in Paragraph 2, the Consultant shall be compensated at the Consultant's standard hourly rates for professional services, plus reimbursement of expenses. Method of Payment. Progress payment of the Consultant's professional services fee and expenses shall be made on a monthly basis by the City upon receipt of billings from the Consultant. Term. The term of this agreement shall commence on August 20, 1996, at which time the Consultant shall begin work on the Search and shall continue, subject to the termination provisions of Paragraph 9, until the date that the Consultant completes the Search. The time of completion of the Search is estimated to be 60-90 days from project initiation as described in Paragraph 2a. Termination. This agreement may be terminated: (a) by either party at any time for failure of the other party to comply with the terms and conditions of this Agreement; (b) by either party upon 10 days prior written notice to the other party; or (c) upon mutual written agreement of both parties. In the event of termination, the Consultant shall stop work immediately and shall be entitled to compensation for professional service fees and for expense reimbursement to the date of termination. Insurance. The Consultant shall maintain in force during the term of the agreement, General Liability Insurance including Personal Injury; Excess Umbrella Liability; Automobile Liability Insurance, including Non-Owned and Hired Liability; and Workers' Compensation and Employers' Liability Insurance. Miscellaneous. ao The entire agreement between the parties with respect to the subject matter hereunder is contained in this agreement. bo Neither this agreement nor any rights or obligations hereunder shall be assigned or delegated by the Consultant without the prior written consent of the City. This agreement shall be modified only by a written agreement duly executed by the City and the Consultant. Should any of the provisions hereunder be found to be invalid, void or voidable by a court, the remaining provisions shall remain in full force and effect. This agreement shall be governed by and construed in accordance with the laws of the State of Florida. fo All notices required or permitted under this agreement shall be deemed to have been given if and when deposited in the United States mail, properly stamped and addressed to the party for whom intended at such party's address listed below, or when delivered personally to such party. A party may change its address for notice hereunder by giving written notice to the other party. APPROVED: Dated: August 13, 1996 David M. Griffith & Associates, Ltd. 1621 Metropolitan Blvd. Suite A Tallahasse~, FL 32308 Regional Director Dated: City of Boynton Beach, Florida Title: FC'~/,-r~ ~R~ED AS TO FORM~ CITY ATI'O RN Ey