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15-012 ManpowerGroup US Inc, contract services at Cupertino Compost Facility AGREEMENT BETWEEN THE CITY OF CUPERTINO AND MANPOWERGROUP US INC. FOR CONTRACT SERVICES AT CUPERTINO COMPOST FACILITY THIS AGREEMENT, is entered into this 9 day of March, 2015, by and between the CITY OF CUPERTINO, a California municipal corporation ("City"), and MANPOWERGROUP US INC., a Wisconsin corporation whose address is 100 Manpower Place, Milwaukee, WI (hereinafter referred to as "Consultant") (collectively referred to as the"Parties"). RECITALS: A. City is a municipal corporation-duly organized and validly existing under the laws of the State of California with the power to carry on its business as it is now being conducted under the Constitution and the statutes of the State of California and the Cupertino Municipal Code. B. Consultant is specially trained, experienced and competent to perform the special services which will be required by this Agreement. C. , Consultant possesses the skill, experience, ability, background, certification and knowledge to provide the services described in this Agreement on the terms.and conditions described herein. D. City and Consultant desire to enter into an agreement for services at the Cupertino Compost Facility upon the terms and conditions herein. NOW, THEREFORE, the Parties mutually agree as follows: 1. TERM The term of this Agreement shall commence on March 9, 2015, and shall terminate on November 1, 2017,unless terminated earlier as set forth herein. 2. SERVICES TO BE PERFORMED Consultant shall perform each and every service set forth in Exhibit "A" pursuant to the schedule of performance set forth in Exhibit `B" attached hereto and incorporated herein by this reference. 3. COMPENSATION TO CONSULTANT Consultant shall be compensated for services performed pursuant to this Agreement in a total amount not to exceed thirteen thousand dollars ($13,000.00) based on the rates and terms set forth in Exhibit "C" which,is attached hereto and incorporated herein by this reference. 4. STANDARD OF CARE Consultant agrees to perform all services required by this Agreement in a manner commensurate with the prevailing standards of like professionals in the San Francisco Bay Area and agrees that all services shall be performed by qualified and experienced personnel who are not employed by the City.nor have any contractual relationship with Page 1 of 18 Consultant contract- updated 2/2015 - r city. 5. INDEPENDENT PARTIES City and Consultant intend that the relationship between them created by this Agreement is that of an independent contractor. The manner and means of conducting the work are under the control of Consultant, except to the extent they are limited by statute, rule or regulation and the express terms of this Agreement. No civil service status or other right of employment will be acquired by virtue of Consultant's services. None of the benefits provided by City to its employees, including but not limited to, unemployment insurance, workers' compensation plans, coverage under the Affordable Care Act, vacation, and sick leave are available from City to Consultant, its employees or agents. Deductions shall not be made for any state or federal taxes, FICA payments, PERS payments, or other purposes normally associated with an employer-employee relationship from any fees due Consultant. Payments of the above items, if required, are the responsibility of Consultant. City agrees to supervise and control the work, premises, processes and systems to be performed by Consultant's assigned employees ("Assigned Employees"). Consultant shall at all times remain the sole employer of its Assigned Employees and will exercise supervisory authority over all day-to-day employment relationship decisions relating to its Assigned Employees, including those decisions relating to: wages, hours, terms and conditions of employment, hiring, discipline, performance evaluations, termination, counseling and scheduling. 6. SPECIAL REQUIREMENTS Fingerprinting. Consultant agrees to complete fingerprinting and criminal background checks for all individuals covered under this Agreement. 7. IMMIGRATION REFORM AND CONTROL ACT (IRCA) Consultant assumes any and all responsibility for verifying the identity and employment authorization of all of his/her employees performing work hereunder, pursuant to all applicable IRCA or other federal, or state rules and regulations. Consultant shall indemnify and hold City harmless from and against any loss, damage, liability, costs or expenses arising from any noncompliance of this provision by Consultant. 8. NON-DISCRIMINATION Consistent with City's policy prohibiting harassment and discrimination, Consultant agrees that it shall not harass or discriminate against a job applicant, a City employee, or a citizen by Consultant or Consultant's employee or subcontractor on the basis of race, religious creed, color, national origin, ancestry, handicap, disability, marital status, pregnancy, sex, age, sexual orientation, or any other protected class. Consultant agrees that any and all violations of this provision shall constitute a material breach of this Agreement. 9. HOLD HARMLESS Standard Indemnification: Consultant shall, to the fullest extent allowed by law and without limitation of the Page 2 of 18 Consultant contract- updated 2/2015 provisions of this Agreement related to insurance, with respect to all services performed in connection with the Agreement, indemnify, defend, and hold harmless the City:and its officers, officials, agents, employees and volunteers from and against any and all liability, claims, actions, causes of action or demands whatsoever against any of them, including any injury to or death of any person or damage to property or other liability of any nature, whether physical, emotional;:consequential or otherwise, to the extent caused by the negligent performance: of this Agreement by .Consultant-;or .Consultant's employees, officers, officials, agents or independent contractors.. The acceptance of the Services by City'shall not operate as a waiver of the right of indemnification. The provisions of this Section survive the completion of the Services or termination of this Contract. UNLESS EXPRESSLY PROVIDED HEREIN, AND WITHOUT LIMITING THE REQUIREMENTS FOR INDEMNIFCIATION AS SET FORTH ABOVE, NEITHER PARTY SHALL BE LIABLE FOR OR REQUIRED TO INDEMNIFY THE OTHER PARTY FOR ANY INCIDENTAL, CONSEQUENTIAL, EXEMPLARY, SPECIAL OR PUNITIVE DAMAGES, INCLUDING LOST PROFIT, REGARDLESS OF HOW CHARACTERIZED AND EVEN IF SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF.SUCH DAMAGES, WHICH ARISE FROM THE PERFORMANCE OF THIS AGREEMENT OR IN CONNECTION`WITH THIS AGREEMENT, AND REGARDLESS OF THE FORM OF ACTION (WHETHER IN CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR ,OTHERWISE). EITHER PARTY'S-LIABILITY FOR DAMAGES HEREUNDER, REGARDLESS OF THE FORM OF ACTION, SHALL NOT EXCEED PER CLAIM OR IN THE AGGREGATE THE TOTAL AMOUNT PAID UNDER THIS AGREEMENT, EXCEPT AS COVERED BY THE INSURANCE AS DESCRIBED BELOW. 10. INSURANCE: A. General Requirements. On or before the commencement of the term of this Agreement, Consultant shall furnish City with certificates showing the type, amount, class of operations covered, effective dates and dates of expiration of insurance coverage in compliance with the requirements listed in Exhibit "D". Such certificates, which do not limit Consultant's indemnification, shall also contain substantially the following statement: "Should any of the above insurance covered by this certificate be canceled or coverage reduced before the expiration date thereof, the insurer affording coverage shall provide prompt advance written notice to the City of Cupertino by certified mail, Attention: City Manager." Consultant shall maintain in force at all times during the performance of this Agreement all appropriate coverage of insurance required by this Agreement with an insurance company that is licensed to do insurance business in the State of California. Endorsements naming the City as additional insured shall be submitted with the Commercial General Liability insurance certificates. B. Subrogation Waiver. Consultant agrees that in the event of loss due to any of the perils for which he/she has agreed to provide comprehensive general and excess automotive liability insurance, Consultant shall look solely to his/her insurance for recovery. Consultant hereby grants to City, on behalf of any insurer providing comprehensive general and automotive liability insurance to either Consultant or City with respect to the services of Consultant herein, a waiver of any right to subrogation which any such insurer of said Consultant may acquire against City by virtue of the payment of any loss under such insurance. C. INTENTIONALLY DELETED Page 3 of 18 Consultant contract- updated 2/2015 e f D. Additional Insured. City, its City Council, boards and commissions, officers, employees and volunteers shall be named as an additional insured under all insurance coverages, except any professional liability insurance, required by this Agreement to the extent of the negligent act(s) or omission(s) of Consultant or its Assigned Employees in the performance of services. The naming of an additional insured shall not affect any recovery to which such additional insured would be entitled under this policy if not named as such additional insured. An additional insured named herein shall not be held liable for any premium, deductible portion of any loss, or expense of any nature on this policy or any extension thereof. Any other insurance held by an additional insured shall not be required to contribute anything toward any loss or expense covered by the insurance provided by this policy. E. Sufficiency of Insurance. The insurance limits required by City are not represented as being sufficient to protect Consultant. Consultant is advised to confer'with Consultant's insurance broker to'determine adequate coverage for Consultant. F. Maximum Coverage, and Limits. It shall be a requirement under .this Agreement that any available insurance .proceeds broader than or in excess of the specified minimum Insurance coverage requirements and/or limits shall be available to the additional insured City. Furthermore, the requirements for coverage and limits shall be the minimum coverage and limits specified in this Agreement, or the broader coverage and maximum limits of coverage of any insurance policy or proceeds available to the named insured,whichever is greater. 11. CONFLICT OF INTEREST Consultant warrants that it presently has no interest, and will not acquire any interest, direct or indirect, financial or otherwise, that would conflict in any way with the performance of this Agreement, and that it will not employ any person having such an interest. Consultant agrees to advise City immediately if any conflict arises and understands that it may be required to fill out a conflict of interest form if the services provided under this Agreement require Consultant to make certain governmental decisions or serve in a staff capacity as defined in Title 2, Division 6, Section 18700 of the California Code of Regulations. This provision shall not in any way restrict Consultant from servicing other customers. 12. PROHIBITION AGAINST TRANSFERS Consultant shall not assign, sublease, hypothecate, or transfer this Agreement, or any interest therein, directly or indirectly, by operation of law or otherwise, without prior written consent of City. Any attempt to do so without said consent shall be null and void, and any assignee, sublessee, hypothecate or transferee shall acquire no right or interest by reason of such attempted assignment, hypothecation or transfer. However, claims for money by Consultant from City under this Agreement may be assigned to a bank, trust company or other financial institution without prior written consent. Written notice of such assignment shall be promptly furnished to City by Consultant. 13. PERMITS AND LICENSES Consultant, at his/her sole expense, shall obtain and maintain during the term of this Agreement, all appropriate pennits, certificates and licenses including, but not Page 4 of 18 Consultant contract- undated 2/2015 limited to, a City Business License, that may be required in connection with the performance of services hereunder. 14. REPORTS A. Each and every report, draft, work product, map, record and other document, hereinafter collectively referred to as "Report", reproduced, prepared or caused to be prepared by Consultant pursuant to or in connection with this Agreement, shall be the exclusive property of City. Consultant shall not copyright any Report required by this Agreement and shall execute appropriate documents to assign to City the copyright to Reports created pursuant to this Agreement. Any Report, information and data acquired or required by this Agreement shall become the property of City, and all I ublication rights are reserved to City. Consultant may retain a copy of any report furnished to the City pursuant to this Agreement. B. All Reports prepared by Consultant may be used by City in execution or implementation of: (1) The original Project for which Consultant was hired; (2) Completion of the original Project by others; (3) Subsequent additions to the original project; and/or(4) Other City projects as City deems appropriate. C. Consultant shall, at such time and in such form as City may require, furnish reports concerning the status of services required under this Agreement. .D. All Reports required to be provided by this Agreement shall be printed on recycled paper. All Reports shall be copied on both sides of the paper except for one original, which shall be single sided. E. No Report, information or other data given to or prepared or assembled by Consultant pursuant to this Agreement shall be made available to any individual or organization by Consultant without prior approval by City. 15. RECORDS Consultant shall maintain complete and accurate records with respect to sales, costs, expenses, receipts and other such information required by City that relate to the performance of services under this Agreement, in sufficient detail to permit an evaluation of services. All such records shall be maintained in accordance with generally accepted accounting principles and shall be clearly identified and readily accessible. Consultant shall provide free access to such books and records to the representatives of City or its designees at all proper times, and gives City the right to examine and audit same, and to snake transcripts therefrom as necessary, and to allow inspection of all work, data, documents, proceedings and activities related to this Agreement. Such records, together with supporting documents, shall be kept separate from other documents and records and shall be maintained for a period of three (3) years after Consultant receives final payment from City for all services required under this agreement. If supplemental examination or audit of the records is necessary due to concerns raised by City's preliminary examination or audit of records, and the City's supplemental examination or audit of the records discloses a failure to adhere to appropriate internal financial controls, or other breach of contract or failure to act in good faith, then Consultant shall reimburse City for all reasonable costs and expenses associated with the supplemental examination or audit. 16. NONAPPROPRIATION Page 5 of 18 Consultant contract- updated 2/2015 T This Agreement is subject to the fiscal provisions of the Cupertino Municipal Code and Agreement will terminate without any penalty (a) at the end of any fiscal year in the event that funds are not appropriated for the following fiscal year, or (b) at any time within a fiscal year in the event that funds are only appropriated for a portion of the fiscal year and funds for this Agreement are no longer available. This Section shall take precedence in the event. of a conflict with any other covenant, term, condition, or provision of this Agreement. 17. ENVIRONMENTALLY PREFERABLE PURCHASING Consultant shall comply with the City's Environmentally Preferable Procurement Policy whenever practicable in completing_ any work under this agreement, including but not limited to: • Using paper products made with recycled content and recycled/remanufactured toner and ink jet cartridges; • Printing with soy or low volatile organic compounds (VOC) inks; • Using energy-star compliant equipment; • Using cleansers and working with janitorial contractors to meet Green Seal's Industrial and Institutional Cleaners Standard; and • Ordering supplies electronically and practicing other internal waste reduction and reuse protocols. 18. NOTICES All notices, demands, requests or approvals to be given under this Agreement shall be given in writing and conclusively shall be deemed served when delivered personally or on the second business day after the deposit thereof in the United States Mail,postage prepaid, registered or certified, addressed as hereinafter provided. All notices, demands, requests, or approvals shall be addressed as follows: TO CITY: City of Cupertino 10300 Torre Avenue Cupertino, CA 95014 Attention: Alex Wykoff TO CONSULTANT: ManpowerGroup US Inc. Attn: Business Law Department 100 Manpower Place Milwaukee,WI 53212 19. TERMINATION In the event Consultant fails or refuses to perform any of the provisions hereof at the time and in the manner required hereunder, Consultant shall be deemed in default in the performance of this Agreement. If Consultant fails to cure the default within the time specified and according to the requirements set forth in City's written notice of default, and in addition to any other remedy available to the City by law, the City Manager may Page 6 of 18 Consultant contract- updated 2/2015 terminate the Agreement by giving Consultant written notice thereof, which shall be effective immediately. Either party shall also have the option, at its sole discretion and without cause, of terminating this Agreement by giving thirty (30) calendar days' prior written notice to the other party as provided herein. Upon receipt of any notice of termination, Consultant shall immediately discontinue performance. City shall pay Consultant for services satisfactorily performed up to the effective date of termination. If the termination if for cause, City may deduct from such payment the amount of actual damage, if any, sustained by City due to Consultant's failure to perform its material obligations under this Agreement. Upon termination, Consultant shall immediately deliver to the City any and all copies of studies, sketches, drawings, computations, and other material or products, whether or not completed, prepared by Consultant or.given to Consultant, in connection with this Agreement. Such materials shall become the property of City. 20. COMPLIANCE Consultant shall comply with all state or federal laws and all ordinances, rules, policies and regulations enacted or issued by City. 21. CONFLICT OF LAW This Agreement shall be interpreted under, and enforced by the laws of the State of California excepting any choice of law rules which may direct the application of laws of another jurisdiction. The Agreement and obligations of the parties are subject to all valid laws, orders, rules, and regulations of the authorities having jurisdiction over this Agreement (or the successors of those authorities). Any suits brought pursuant to this Agreement shall be filed with the Superior Court of the County of Santa Clara, State of California. 22. ADVERTISEMENT Consultant shall not post, exhibit, display or allow to be posted, exhibited, displayed any signs, advertising, show bills, lithographs, posters or cards of any kind pertaining to the services performed under this Agreement unless prior written approval has been secured from City to do otherwise. 23. WAIVER A waiver by City of any breach of any term, covenant, or condition contained herein shall not be deemed to be a waiver of any subsequent breach of the same or any other term, covenant, or condition contained herein, whether of the same or a different character. 24. INTEGRATED CONTRACT This Agreement represents the full and complete understanding of every kind or nature whatsoever'between the Parties, and all preliminary negotiations and agreements of whatsoever kind or nature are merged herein. No verbal agreement or implied covenant shall be held to vary the provisions hereof. Any modification of this Agreement will be effective only by written execution signed by both City and Consultant. Page 7 of 18. Consultant contract- updated 2/2015 25. AUTHORITY The individual(s) executing this Agreement represent and warrant that they have, the legal capacity and authority to do so on behalf of their respective legal entities. 26. INSERTED PROVISIONS Each provision and clause required by law to be inserted into the Agreement shall be deemed to be enacted herein, and the Agreement shall be read and enforced as though each were included herein. If through mistake or otherwise, any such provision is not inserted or is not correctly inserted, the Agreement shall be amended to make such insertion on application by either party. 27. CAPTIONS AND TERMS The captions in this Agreement are for convenience only, are not a part of the Agreement and in no way affect, limit or amplify the terms or provisions of this Agreement. All unchecked boxes do not apply to this Agreement. IN WITNESS WHEREOF, the parties have caused the Agreement to be executed. CONSULTANT ❑Over$175,000-Council Approval Required Man owerGrou US Inc. El Over$45,000-Department Head Approval Required 1� p llc. ✓ Up to $45,000- Designated Supervisor Approval Required By `V35ZZyA.-g-kLeU`^ Title 10 Date 5 '1 G RECOMMENDED FOR PPROVAL 9onn-'Ily Environmental Programs Manager APPAZOVED AS TO FORM: ( PH � A AV �iCityVio'rney —4L CITY OF CUPERTINO AT EST: A Municipal Corporation swx--�d� //��((�� City Clerk (��-�`1•-- By l,��le+rl b0 e` Title 6'jk(0V1fflWW &zioym Nr- Date Page 8 of 18 Consultant contract- updated 2/2015 Contract No. Exhibits: (Check box for exhibits that apply to this contract and attach) Exhibit"A"- Scope of Services Exhibit`B"- Schedule of Performance Exhibit"C"- Compensation Exhibit"D"- Insurance Requirements and Proof of Insurance Exhibit"E"- Background/Fingerprint Declaration 9 Cupertino Standard Form Contract-updated 2/2015 Contract No. Exhibit A Scope of Services COMPOST FACILITY ATTENDANT I: Part-time, temporary Compost Facility Attendant I: Work at the City of Cupertino Compost Facility where free compost is provided to Cupertino residents each Friday and Saturday morning between March and October. This position reports to the Public Works Department, Environmental Programs Division. While at the Compost Facility, Attendant I will receive direction from the Compost Facility Attendant II. Attendant I is part of a two-person team and is responsible for overseeing the smooth operation of the facility during distribution days. This includes opening and closing the facility, safely organizing and managing traffic control to drivers arriving to and exiting the facility, verifying residency requirements through personal contact with each customer, and providing City supplied materials to customers as needed. This position entails outdoor work and may involve standing for extended periods of time in varying weather conditions. The work requires a firm commitment to working each Friday and Saturday morning mid-March through the end of October. Compost distribution begins, weather permitting, March 20, 2015 and the program is scheduled to close for the season on October 17, 2015 Ability to: Work Friday and Saturday mornings between 8:00 a.m. and 12:00 p.m. to ensure the facility is opened and closed on time. Provide excellent customer service to facility patrons and cooperatively work with other staff as part of a team. Communicate and give directions to the public clearly and concisely. Lift and carry barricade signs and safety cones for placement at the facility and adjacent to Stevens Canyon Road. Maintain a record of vehicles arriving at the site and the number of compost bags distributed. Exercise sound judgment to apply a time limit to each resident so that all can be served. Manage effective vehicle circulation into and out of the site. Securely close the site and report the estimated amount of compost and/or bags remaining at closing time each Saturday. COMPOST FACILITY ATTENDANT II: Part-time, temporary Compost Facility Attendant II: Work at the City of Cupertino Compost Facility where free compost is provided to Cupertino residents each Friday and Saturday morning between March and October. This position reports to the Public Works Department, Environmental Programs Division. While at the Compost Facility, Attendant II will provide direction to Attendant I. Attendant II is part of a two-person team and will be expected to act as a lead to Attendant I and provide oversight of the facility during distribution days. This includes opening and closing the facility, safely organizing and managing traffic control to drivers arriving to and exiting the facility, verifying residency requirements through personal contact with each customer, and providing City supplied materials to customers as needed. This position entails outdoor work and may involve standing for extended periods of time in varying weather conditions. The position requires a firm commitment to working each Friday and Saturday morning mid-March through the end of October. Compost distribution begins, weather permitting, March 20, 2015 and the program is scheduled to close for the season on October 17, 2015. Ability to: Work Friday and Saturday mornings between 8:00 a.m. and 12:00 p.m. to ensure the facility is opened and closed on time. Provide excellent customer service to facility patrons and 10 Cupatino Standard Form Contract-updated 2/2015 t Contract No. cooperatively work with other staff as part of a team. Communicate and give directions to the public clearly and concisely. Provide leadership and direction to Attendant I and accept responsibility for the daily operation of the facility. Lift and carry barricade signs and safety cones for placement at the facility and adjacent to Stevens Canyon Road. Maintain a record of vehicles arriving at the site and the number of compost bags distributed. Exercise sound judgment to apply a time limit to each resident so that all can be served. Manage effective vehicle circulation into and out of the site. Securely close the site and report the estimated amount of compost and/or bags remaining at closing time each Saturday. Prepare and submit weekly facility usage reports the Environmental Programs Division in a timely manner. 11 Cupertino Standard Form Contract-updated 2/2015 Contract No. Exhibit B Schedule of Performance March through October, Friday and Saturday between 8 a.m. and 12:00 p.m. and meetings as needed. The compost facility may be closed, dependent upon inclement weather as determined by staff. 12 Cupmino Standard Form Contract-updated 212015 Contract No. Exhibit C Compensation Consultant will invoice City weekly, and payment will be due within fifteen (15) days upon receipt of invoice. City shall compensate Consultant for professional services in accordance with the terms and conditions of this Agreement based on the rates and compensation schedule set forth below. Compensation shall be calculated based on the hourly rates set forth below up to the not to exceed budget amount set forth below. The compensation to be paid to Consultant under this Agreement for all services described in Exhibit "A" and reimbursable expenses shall not exceed a total of thirteen thousand dollars ($13,000), as set forth below. Any work performed or expenses incurred for which payment would result in a total exceeding the maximum amount of compensation set forth herein shall be at no cost to the City. If Consultant is required to increase wage and/or payroll burden costs at any time during the term of this Agreement as the direct result of any determination, order or action by any applicable federal, state or local governmental authority including prevailing wage and benefit requirements, or in order to meet employer obligations, City will reimburse Consultant at cost for any such increase or equitable adjustment. Task Not to Exceed Amount Compost facility daily oversight $13,000 Total $13,000 Rates Compost Facility Attendant I [$15.50/hr.] Compost Facility Attendant II [$17.00/hr.] Invoices X�M:�onthlInvoicing: In order to request payment, Consultant shall submit weekly invoices to the CITY describing the services performed and the applicable charges (including.a summary of work perfonned during that period, personnel who performed the services, hours worked, task(s) for which work was performed). - ❑ Invoicing based on percentage of work complete: (select Public Works contracts only) On the first day of each month, Consultant shall submit a written estimate of the total amount of work done the previous month. Payment shall be made for 90% of the value of the work. The City shall retain 10% of the value of the work as partial security for the completion of the work by Consultant. Retained amounts shall be paid to Consultant within days of acceptance by the City of the project. Payment shall not be construed as acceptance of defective work. No interest will be paid to Consultant on retained funds. ❑ Other billing: Reimbursable Expenses 13 Cupertino Standard Form Contract-updated 2/2015 ' Contract No. Administrative, overhead, secretarial time or overtime, word processing, photocopying, in house printing, insurance and other ordinary business expenses are included within the scope of payment for services and are not reimbursable expenses. Travel expenses must be authorized in advance and shall only be reimbursed to the extent consistent with City travel policy. Additional Services Consultant shall provide additional services outside of the services identified in Exhibit A only by advance written authorization from the City's Project Manager prior to commencement of any additional services. Consultant shall submit, at the Project Manager's request, a detailed written proposal including a description of the scope of additional services, schedule, and proposed maximum compensation. 14 Cupwino Standard Form Contract-updated 7/2015 Contract No. Manpower EXHIBIT C 1. JOB DESCRIPTIONS AND LOCATIONS" Job Title I Job Description LAve.ocatlon "General Laborers" (See attached) 10300 Torre Ave. Light industrial Classification Cupertino,CA95014 If the parties decide to change the scope of the Agreement by,for example,adding or deleting Jobs or locations,they must execute an amendment to this Agreement reflecting the Intended change. Manpower reserves the right not 10 provide an Assigned Employee or candidate for any reason. 2. RATES* Job Tills 2015 Mark-up of Hourly Rate "Goneral Laborers" 51% Light 6rdashial Classlf/catlon 'The above Rates are comprised In part of the following coats associated with Manpower's Employer Obligations and are Subject to . Section 4(b)(1)of the Agreement:FICA,FUTA,SUTA,and Walker's Compensation statutory minimums. 3. ADDITIONAL BACKGROUND CHECKS AND TESTING Required Check or Test Requirements,If Any Cost Y/N Criminal Record Check SSN Trace+7 year hlstoyy county criminal search 16.25 per employee. DrugTests 6 panel Oral where allowed by law $0.00 per employee. • Drug Tests 5 panel Udnal als $30,00 per employee Education Verification Highest degree received 7.60+Fees per mployes. Employment Verification Maxlmum2 em to eis 15.00+Fees per employee Driving Record Check $ 2,00+fear.peremployea Credit Check $3.76 Deremployee. Other(define and request $_per employee. Pricing before final e reemenl Is shined) 4. CONVERSION FEES a. Conversion During Agreement. Manpower will receive a scaled fee calculated based on the compensntion to be paid to the Assigned Employee as a employee of Client during ilia first(twelve)12 months of hire by Client plus all applicable taxes. Compensation Includes base gross salary,gross compensation for services•fees,wages,guaranteed and/or anticipated bonus and commission earnings,oilowanoes,Inducement payments,Incentive bonwas and all other payments to be made to the Assigned Employee during the first year of employment.Where Client provides a company car,the monetary value will be added to the salary. Days on Assignment V.of compensation 030 20% 31-60 15% 61-90 10% 91+ 5°/a b. Convereton upon Termination of Agreement. Manpower will receive a fiat,one-time placement fee In the amount of$3,000 for the Aaslghed Employee. o, Placement Fees. Client agrees to pay a fee if Client hires or retains a candidate,In any capacity,referred by Manpower within one(1)year after that candidate was presented to Client,regardless of whether Client Ieamod of or could have learned of the candidate through other means.As follows Is the fee payable,which is a fixed percentage of Compensailon'paid by Client: R2.11.09 15 Cupwino Standard Fonn Contract-updated 2/2015 Contract No. Annualized Cote nation Feo•Poreonta e Below 4p 000 1 15% 40Op0.$59,9990/1 00,000-$7%999 25% $80,000 and above 30% ,'Compensatlon Includes base gross salary,gross compensation for services,Taos,wages,guaranteed andfor anticipated bonus and commission earnings,to be made to the candidate during the first twelve(12)months of employment. ADDITIONAL FEES Description Foe The Client cancels an assignmentwbthout providing twanty-four(24)hours notice prior to the Amount equal to the bill rate commencement of the assignment. for 4 hours of woric performed. GUARANTEE FOR STAFFING SERVICES In the event that Manpower removes an Assigned Employee pursuant to Section 1(d),Client will be relieved of the obligation to pay for the first four(4)hours of work performed by that Asslgned Employee. GUARANTEE FOR PERMANENT PLACEMENTSERVICES Except for a Client-Initlated reduction In workforce,elimination of the position or Insufficient work for candidate,If a candidate hired by Client Ls no longer employed by Client ninety(90)days after candidate's start date with Client,and provided that Client has paid all Invoices asscclated vdth such candidate,Manpower will,on a one-time basis,use its best efforts to replace the candidate at no additional cost. Nothing harm shall entitle Client to a refund of any fee paid to Manpower, 16 Cupertino Standard Form Contract-updated 212015 Contract No. Exhibit D Insurance Requirements and Proof of Insurance Proof of insurance coverage described below is attached to this Exhibit,with City named as additional insured. Consultant shall maintain the following minimum insurance coverage: A. COVERAGE: (1) Workers' Compensation: Statutory coverage as required by the State of California. (2) Liability: Commercial general liability coverage in the following minimum limits: Bodily Injury: $500,000 each occurrence $1,000,000 aggregate-all other Property Damage: $100,000 each occurrence $250,000 aggregate If submitted, combined single limit policy with aggregate limits in the amounts of$1,000,000 will be considered equivalent to the required minimum limits shown above. (3) Automotive: Excess automotive liability coverage in the following minimum limits: Bodily Injury: $500,000 each occurrence Property Damage: $100,000 each occurrence or Combined Single Limit: $500,000 each occurrence 17 Cupcniuo Standard Form Contract-updmed 7/2015 Contract No. Exhibit E City of Cupertino Consultant Declaration Fingerprinting The undersigned does hereby certify that: 1. I am a representative of ManpowerGroup US, Inc; that I am familiar with the facts herein and am authorized and qualified to execute this declaration. 2. I declare that ManpowerGroup US, Inc. has complied with fingerprinting and criminal background investigation requirements with respect to all Consultant's employees who may have contact with minors in the course of providing services pursuant to the Agreement, and the California Department of Justice has determined that none of those employees has been convicted of a felony, as that term is defined in California Penal Code Section 11105.3. 3. That a complete and accurate list of Consultant's employees is included below. A List of all Consultant Employees Working for the City of Cupertino: 4. The City of Cupertino will be notified by Consultant of any new employees and will be added to the above list prior to beginning work for the City of Cupertino. I declare under penalty of perjury that the foregoing is true and correct: Date Place Consultant Signature Staff Title: 18 Cupertino Standard Form Contract-updated 2/2015