HomeMy WebLinkAboutFD Deputy Director of Emergency Management Executive CoachingAGREEMENT FOR PROFESSIONAL SERVICES WITH
MUNICIPAL RESOURCE GROUP LLC (MRG)
This Agreement is made and entered into this /D day of /4dt(.14 , 20e�,,Zby
and between the CITY OF SAN RAFAEL (hereinafter "CITY"), and MUNICIPAL RESOURCE
GROUP LLC (MRG) (hereinafter "CONSULTANT").
RECITALS
WHEREAS, the CITY has determined that professional services are required for executive
coaching, specifically career and leadership strategy for the Deputy Director of Emergency
Management; and
WHEREAS, the CONSULTANT has agreed to render such services;
AGREEMENT
NOW, THEREFORE, the parties hereby agree as follows:
PROJECT COORDINATION.
A. CITY'S Project Manager. The Fire Chief is hereby designated the PROJECT
MANAGER for the CITY and said PROJECT MANAGER shall supervise all aspects of the progress
and execution of this Agreement.
B. CONSULTANT'S Project Director. CONSULTANT shall assign a single
PROJECT DIRECTOR to have overall responsibility for the progress and execution of this
Agreement for CONSULTANT. Mary Egan is hereby designated as the PROJECT DIRECTOR for
CONSULTANT. Should circumstances or conditions subsequent to the execution of this Agreement
require a substitute PROJECT DIRECTOR, for any reason, the CONSULTANT shall notify the
CITY within ten (10) business days of the substitution.
2. DUTIES OF CONSULTANT.
CONSULTANT shall perform the duties and/or provide services as follows:
As requested by the PROJECT MANAGER, CONSULTANT shall provide executive coaching,
specifically around career and leadership strategy, enhancing team dynamics and maximizing
strengths and talents. Individualized coaching to include 60 — 90 minutes sessions weekly or twice a
month to include assessments, exercises and tools specifically for personal, professional and
leadership development, 12-20 hours as outlined in the CONSULTANT'S "Proposed Scope of
Work" dated February 23, 2022, marked as Exhibit "A," attached hereto, and incorporated herein.
3. DUTIES OF CITY.
CITY shall compensate CONSULTANT as provided in Paragraph 4, and shall perform the
duties as described in Exhibit "A" attached hereto and incorporated herein.
4. COMPENSATION.
For the full performance of the services described herein by CONSULTANT, CITY shall
pay CONSULTANT on a time and materials basis for services rendered at the hourly rates shown in
CONSULTANT'S Project Fee section included in Exhibit "A" attached, in a total contract amount
not to exceed $5,000, including reimbursable expenses.
TERM OF AGREEMENT.
The term of this Agreement shall be for 12 months commencing on March 7, 2022 and ending
on March 31, 2023. Upon mutual agreement of the parties, and subject to the approval of the Fire
Chief the tenn of this Agreement may be extended for an additional period of up to 6 months.
6. TERMINATION.
A. Discretionary. Either party may terminate this Agreement without cause upon thirty
(30) days written notice mailed or personally delivered to the other party.
B. Cause. Either party may terminate this Agreement for cause upon fifteen (15) days
written notice mailed or personally delivered to the other party, and the notified party's failure to cure
or correct the cause of the termination, to the reasonable satisfaction of the party giving such notice,
within such fifteen (15) day time period.
C. Effect of Termination. Upon receipt of notice of termination, neither party shall
incur additional obligations under any provision of this Agreement without the prior written consent
of the other.
D. Return of Documents. Upon termination, any and all CITY documents or materials
provided to CONSULTANT and any and all of CONSULTANT's documents and materials
prepared for or relating to the performance of its duties under this Agreement, shall be delivered to
CITY as soon as possible, but not later than thirty (30) days after termination.
OWNERSHIP OF DOCUMENTS.
The written documents and materials prepared by the CONSULTANT in connection with
the performance of its duties under this Agreement, shall be the sole property of CITY. CITY may
use said property for any purpose, including projects not contemplated by this Agreement.
INSPECTION AND AUDIT.
Upon reasonable notice, CONSULTANT shall make available to CITY, or its agent, for
inspection and audit, all documents and materials maintained by CONSULTANT in connection with
its performance of its duties under this Agreement. CONSULTANT shall fully cooperate with CITY
or its agent in any such audit or inspection.
Revised 3/2/2022
9. ASSIGNABILITY.
The parties agree that they shall not assign or transfer any interest in this Agreement nor the
performance of any of their respective obligations hereunder, without the prior written consent of the
other party, and any attempt to so assign this Agreement or any rights, duties or obligations arising
hereunder shall be void and of no effect.
10. INDEMNIFICATION.
A. CONSULTANT shall, to the fullest extent permitted by law, indemnify, release,
defend with counsel approved by CITY, and hold harmless CITY, its officers, agents, employees
and volunteers (collectively, the "City Indemnitees"), from and against any claim, demand, suit,
judgment, loss, liability or expense of any kind, including but not limited to attorney's fees, expert
fees and all other costs and fees of litigation, (collectively "CLAIMS"), arising out of
CONSULTANT'S performance of its obligations or conduct of its operations under this
Agreement. The CONSULTANT's obligations apply regardless of whether or not a liability is
caused or contributed to by the active or passive negligence of the City Indemnitees. However,
to the extent that liability is caused by the active negligence or willful misconduct of the City
Indemnitees, the CONSULTANT's indemnification obligation shall be reduced in proportion to
the City Indemnitees' share of liability for the active negligence or willful misconduct. In
addition, the acceptance or approval of the CONSULTANT's work or work product by the CITY
or any of its directors, officers or employees shall not relieve or reduce the CONSULTANT's
indemnification obligations. In the event the City Indemnitees are made a party to any action,
lawsuit, or other adversarial proceeding arising from CONSULTANT'S performance of or
operations under this Agreement, CONSULTANT shall provide a defense to the City
Indemnitees or at CITY'S option reimburse the City Indemnitees their costs of defense,
including reasonable attorneys' fees, incurred in defense of such claims.
B. The defense and indemnification obligations of this Agreement are undertaken in
addition to, and shall not in any way be limited by, the insurance obligations contained in this
Agreement, and shall survive the termination or completion of this Agreement for the full period
of time allowed by law.
11. NONDISCRIMINATION.
CONSULTANT shall not discriminate, in any way, against any person on the basis of age,
sex, race, color, religion, ancestry, national origin or disability in connection with or related to the
performance of its duties and obligations under this Agreement.
12. COMPLIANCE WITH ALL LAWS.
CONSULTANT shall observe and comply with all applicable federal, state and local laws,
ordinances, codes and regulations, in the performance of its duties and obligations under this
Agreement. CONSULTANT shall perform all services under this Agreement in accordance with
these laws, ordinances, codes and regulations. CONSULTANT shall release, defend, indemnify and
Revised 3/2/2022
hold harmless CITY, its officers, agents and employees from any and all damages, liabilities,
penalties, fines and all other consequences from any noncompliance or violation of any laws,
ordinances, codes or regulations.
13. NO THIRD PARTY BENEFICIARIES.
CITY and CONSULTANT do not intend, by any provision of this Agreement, to create in
any third party, any benefit or right owed by one party, under the terms and conditions of this
Agreement, to the other party.
14. NOTICES.
All notices and other communications required or permitted to be given under this Agreement,
including any notice of change of address, shall be in writing and given by personal delivery, or by
email, addressed to the parties intended to be notified. Notice shall be deemed given as of the date of
personal delivery, or if emailed, upon the date of sending the email. Notice shall be given as follows:
TO CITY's Project Manager:
TO CONSULTANT's Project Director:
15. INDEPENDENT CONTRACTOR.
Darin White
City of San Rafael
1375 Fifth Avenue
San Rafael, CA 94901
Email: Darin.White@cityofsanrafael.org
Mary Egan
MRG
Email: eepan a solutions-mrg.com
For the purposes, and for the duration, of this Agreement, CONSULTANT, its officers,
agents and employees shall act in the capacity of an Independent Contractor, and not as employees of
the CITY. CONSULTANT and CITY expressly intend and agree that the status of
CONSULTANT, its officers, agents and employees be that of an Independent Contractor and not
that of an employee of CITY.
16. ENTIRE AGREEMENT -- AMENDMENTS.
A. The terms and conditions of this Agreement, all exhibits attached, and all documents
expressly incorporated by reference, represent the entire Agreement of the parties with respect to the
subject matter of this Agreement.
B. This written Agreement shall supersede any and all prior agreements, oral or written,
regarding the subject matter between the CONSULTANT and the CITY.
C. No other agreement, promise or statement, written or oral, relating to the subject
matter of this Agreement, shall be valid or binding, except by way of a written amendment to this
Revised 3/2/2022
Agreement.
D. The terms and conditions of this Agreement shall not be altered or modified except
by a written amendment to this Agreement signed by the CONSULTANT and the CITY.
E. If any conflicts arise between the terms and conditions of this Agreement, and the
terms and conditions of the attached exhibits or the documents expressly incorporated by reference,
the terms and conditions of this Agreement shall control.
17. SET-OFF AGAINST DEBTS.
CONSULTANT agrees that CITY may deduct from any payment due to CONSULTANT
under this Agreement, any monies which CONSULTANT owes CITY under any ordinance,
agreement, contract or resolution for any unpaid taxes, fees, licenses, assessments, unpaid checks or
other amounts.
18. WAIVERS.
The waiver by either party of any breach or violation of any term, covenant or condition of
this Agreement, or of any ordinance, law or regulation, shall not be deemed to be a waiver of any
other term, covenant, condition, ordinance, law or regulation, or of any subsequent breach or violation
of the same or other term, covenant, condition, ordinance, law or regulation. The subsequent
acceptance by either party of any fee, performance, or other consideration which may become due or
owing under this Agreement, shall not be deemed to be a waiver of any preceding breach or violation
by the other party of any term, condition, covenant ofthis Agreement or any applicable law, ordinance
or regulation.
19. COSTS AND ATTORNEY'S FEES.
The prevailing party in any action brought to enforce the terms and conditions of this
Agreement, or arising out of the performance of this Agreement, may recover its reasonable costs
(including claims administration) and attorney's fees expended in connection with such action.
20. CITY BUSINESS LICENSE / OTHER TAXES.
CONSULTANT shall obtain and maintain during the duration of this Agreement, a CITY
business license as required by the San Rafael Municipal Code CONSULTANT shall pay any and
all state and federal taxes and any other applicable taxes. CITY shall not be required to pay for any
work performed under this Agreement, until CONSULTANT has provided CITY with a completed
Internal Revenue Service Form W-9 (Request for Taxpayer Identification Number and Certification).
21. SURVIVAL OF TERMS.
Any terms of this Agreement that by their nature extend beyond the term (or termination) of
this Agreement shall remain in effect until fulfilled and shall apply to both Parties' respective
successors and assigns.
Revised 3/2/2022
22. APPLICABLE LAW.
The laws of the State of California shall govern -this Agreement.
23. COUNTERPARTS AND ELECTRONIC SIGNATURE.
This Agreement may be executed by electronic signature and in any number of counterparts,
each of which shall be deemed an original, but all of which together shall constitute one document.
Counterpart signature pages may be delivered by telecopier, email or other means of electronic
transmission.
IN WITNESS WHEREOF, the parties have executed this Agreement as of the day, month
and year first above written.
CITY OF SAN RAFAEL
I ITTiii1
ATTEST:
Fire Chief
t
7kY LINDSAY LARA, City Clerk
APPROVED AS TO FORM:
ROBERT F. EPSTEIN, ity Attorney
Revised 3/2/2022
CONSULTANT
Mary Egan, CEO Managi Partner
[If CONSULTANT is a corporation, add signature of
second corporate officer]
By:
Name:
Title:
Exhibit A
February 23, 2022
Quinn Gardner
Deputy Director of Emergency Management
City of San Rafael
1375 Fifth Avenue
San Rafael, California 94901
Re: Leadership Development
Dear Quinn:
Thank you for requesting a proposal from Municipal Resource Group LLC (MRG) to provide
leadership coaching. MRG Consultant Lisa Alessi has prepared a scope of work for your review.
The proposed services focus on supporting you as you advance your leadership capabilities. Lisa
will provide executive coaching, specifically around career and leadership strategy, enhancing
team dynamics and maximizing strengths and talents as you progress in your leadership role.
MRG has built our practice around assisting our clients in identify core issues impacting
performance and organizational health and developing effective strategies for removing these
barriers. We consider these engagements an opportunity to work with staff, to help them grow
and develop, to ensure they fully understand the recommendations and rationale for change, as
well as provide staff with practical tools to continue building healthy relationships with each
other. We are "no surprises" consultants, and we work with leadership to define a path for
redesign and to achieve desired realistic outcomes.
Please review the scope of work. Let us know if you have any questions. We look forward to
working with you!
Sincerely,
Mary Egan
CEO/Managing Partner
MRG, LLC
916-261-7547
egan@solutions-mrg.com
P. O. Box 561, Wilton, CA 95693 916-261-7547 www.Solutions-MRG.com
Exhibit A
City of San Rafael
Proposed Scope of Work
Project Summary
Exhibit A
IMRGI
To provide executive coaching, specifically around career and leadership strategy, enhancing
team dynamics and maximizing strengths and talents. Individualized coaching to include 60 — 90
minutes sessions weekly or twice a month to include assessments, exercises and tools specifically
for personal, professional and leadership development, 12-20 hours. This estimate of time
includes preparation, coaching sessions and follow up communication.
Objective:
• Strengthen leadership presence, influence and capabilities
• Develop clarity of strengths, purpose and values
■ Align strategy, goals and expectations to maximize effectiveness
• Develop clarity in prioritization and decision making
• Cultivate team cohesion and alignment and develop interpersonal relationships
• Bring greater awareness to blind spots, triggers and reactivity
• Increase personal resilience with advancing responsibilities and new role
Mutual Commitments:
• The coach will design an impactful customized approach for client and hold all
discussions with client confidential.
• The coach will be prepared, responsive and engaged throughout the coaching
agreement.
• The coach will be kind, honest and direct and support client in considering new
perspectives.
■ The client will be prepared for and make time available for each coaching session.
■ The client will complete all assessments and exercises as asked.
■ The client will take notes and be responsible for learning and take-aways.
2
Exhibit A
MRG
Project Fees
This coaching engagement is based on an estimate of up to 20 hours of professional coaching
and consulting hours that will begin in March 2022. Coaching will be invoiced at $250 per hour,
up to $5,000 for the scope of services outlined above. The scope of work is intended to be
completed by remote methods via email, teleconference, and video conference.
Following the initial assessment, adjustments may be made to the proposed scope. Based on the
outcomes of the current scope, we may recommend interviews and data gathering with key
stakeholders to craft leadership development plan and/or additional Team Development which
may include team coaching and training. MRG will work in partnership and collaboration with
Quinn to address and refine priorities and expectations throughout this coaching engagement.
MRG will only invoice for actual hours and expense incurred on the project on a monthly basis.
We may incur minor costs and expenses in performing these consulting services and assessments
such as Leadership Circle Development 360, Communication Style, Character Strengths, Strength
finders or Conflict Management Approach. The invoice for these services will include all costs
incurred, in addition to the hourly fee.
If additional services are requested or additional time needed, those hours will be billed at $250
per hour after being approved by the City of San Rafael and MRG.
3
Exhibit A
IMRGI
About Lisa Alessi
Lisa Alessi, Founder and CEO of Renaissance Leader, is an executive coach dedicated to helping
whole hearted leaders remove obstacles to their growth so they can lead from a position of
strength, expand their circles of influence and have greater impact in their roles and
organizations.
61,
As an expert in the area of helping people discover their
Enneagram type and what they stand for and believe in, Lisa taps
her strong sense of curiosity to read between the lines to get
below the surface of what truly motivates people and their
patterns of success that are critical to effective leadership.
Lisa is known for her insight, breadth and depth of knowledge,
creativity, enthusiasm and energy in helping people achieve their
goals.
She spent more than 25 years working with many influential
clients and colleagues in a consultative capacity in a diverse
range of roles within Fortune 500, government, non-profit,
foundations and entrepreneurial and small business ventures.
She has extensive experience working with leadership teams as well as national and community
thought leaders in the areas of management & consulting, technology, learning & development,
sales, business development and operations in many different industries.
Lisa brings her in depth experience as a leader, consultant and educator in many different
coaching disciplines to her executive practice. She is a certified through The Enneagram in
Business, Leadership Circle Group and the Martha Beck Institute for Wayfinder coaching. She's
trained in positive psychology in the area of strength -based living with the VIA Institute, the
Arbinger Institute for Conflict Resolution and is a member of the International Coaching
Federation and Institute of Coaching, McLean/Harvard Medical School.
For more information, visit: www.RenaissanceLeader.com
4
Exhibit A
MR
What Clients are Saying
"Lisa is an amazing Executive Coach. She helped me in my development as a relatively new CEO
of a growing educational organization. Through her savvy coaching, she supported me to tap
into my strengths and assets, as well as those of my team. As a result, I was able to lead clearly
and competently through a myriad of change initiatives and challenges. Lisa's coaching is a gift
to any leader - new or seasoned."
—Jenna Stauffer, CEO Lighthouse Public Schools
"Lisa has been an outstanding executive/leadership coach and guide in my professional mission.
I turn to her when I'm uncertain of a game plan in my work or when I need to navigate complex
situations. She helps me set ambitious values -driven goals for my work, and for my professional
growth and leadership development. When I need to really push myself and others to new levels,
I turn to Lisa for support plotting it out. When my vision gets foggy, she somehow helps me clarify
it and find my own way. Lisa is able to do all this because she strives to deeply understand her
clients' core motivations and values, and her coaching always builds on that. I have been amazed
by what she remembers, what she sees, and how she helps me process it. I enthusiastically
recommend her as an executive coach and leadership trainer, and generally to anyone looking to
grow professionally and chart their own path in work and life."
—Liz Judge, Program Strategist, Tempest Advisors
"Lisa is the best kind of coach I could ever imagine having. Every time we talk, new issues emerge
that I need to address as I grow in my awareness. As I have a tendency to be hard on myself, she
guides me through my thoughts like a master — and gently helps me see where I can learn, all
without guilt or admonition. One of the things I most appreciate about Lisa, is that no matter
where my mind is at when we start our call, she meets me where I am — and helps me navigate
through what I'm supposed to learn that day. I can say that without a shadow of a doubt, the
work that Lisa and I have done have not only affected me in a mighty way, but also those closest
to me that I love — which is a true testament to her skills and guidance. Whether you are looking
to discover your why, become a better leader, or more self aware, Lisa is an amazing resource
that I highly recommend!"
— Becca Atterberry, CEO & Team Leader, Keller Williams, Seattle
"From day one working with her, Lisa has been a tremendously wise and insightful partner and
coach. Aided by her foundational process and exercises, I gained increased clarity and confidence
in pursuing the next steps on my leadership journey. Now, as a nonprofit executive director, I
continue to greatly value her expertise and compassion through my transition and beyond. I am
a better leader for having worked with Lisa. And I have consistently found her great fun to work
with."
— Jen Ratay, Executive Director, Silicon Valley Social Venture Fund (SV2)
5
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CONTRACT ROUTING FORM
INSTRUCTIONS: Use this cover sheet to circulate all contracts for review and approval in the order shown below.
TO BE COMPLETED BY INITIATING DEPARTMENT PROJECT MANAGER:
Contracting Department: Fire
Project Manager: Thomas Wong Extension: x5360
Contractor Name: MRG
Contractor's Contact: Mary Egan Contact's Email: Egan@solutions-mrg.com
❑ FPPC: Check if Contractor/Consultant must file Form 700
Step
RESPONSIBLE
DESCRIPTION
COMPLETED
REVIEWER
DEPARTMENT
DATE
Check/Initial
1
Project Manager
a. Email PINS Introductory Notice to Contractor
Click here to
❑
enter a date.
b. Email contract (in Word) and attachments to City
3/1/2022
Attorney c/o Laraine.Gittens@cityofsanrafael.org
❑X
2 City Attorney a. Review, revise, and comment on draft agreement
3/2/2022
and return to Project Manager
3/2/2022
❑X `
b. Confirm insurance requirements, create Job on
send PINS insurance notice to contractor
_PINS,
3 Department Director Approval of final agreement form to send to
Cli k ta{�
❑
contractor
4a
4 Project Manager Forward three (3) originals of final agreement to
❑
contractor for their signature
5
Project Manager
When necessary, contractor -signed agreement
❑ N/A
agendized for City Council approval *
*City Council approval required for Professional Services
Agreements and purchases of goods and services that exceed
Or
$75,000; and for Public Works Contracts that exceed $175,000
Click here to
i Date of City Council approval
enter a date.
PRINT
CONTINUE ROUTING PROCESS WITH HARD COPY
6
Project Manager
Forward signed original agreements to City
3/3/2022
TW
Attorney with printed copy of this routing form
7
City Attorney
Review and approve hard copy of signed
313 )2DZZ--
agreement
Review and approve insurance in PINS, and bonds
8
City Attorney
(for Public Works Contracts)
9
City Manager/ Mayor
Agreement executed by City Council authorized
lv �✓
City Clerk
official
Attest signatures, retains original agreement and
4JRV/1
10
forwards copies to Project Manager