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HomeMy WebLinkAbout2023-230-E-Finance Dept-Randstad USA-Temporary staffing for annual financial audit engagementRevised 04/23 [Departmental Use Only] TITLE FY 2023 (ending 06/30/23) NORTH CAROLINA TEMPORARY SERVICES AGREEMENT ORANGE COUNTY THIS AGREEMENT, is made and entered into this 11th day of May, 2023 by and between Orange County, North Carolina (the "County") party of the first part; and Randstad USA (the "Provider"), party of the second part; W I T N E S S E T H: For the purpose and subject to the terms and conditions hereinafter set forth, the County hereby contracts for the services of the Provider, and the Provider agrees to provide the services to the County in accordance with the terms of this Agreement. 1. TERM Beginning 05/15/2023 through such time as the County retains a full time Accountant. In no event shall this Agreement extend more than 180 days beyond 05/15/2023 unless a written agreement modifying this Agreement is signed by both Parties as an amendment to this Agreement. 2. MAXIMUM AMOUNT PAYABLE The contract amount shall not exceed 25,000. 3. SERVICES Provider agrees to provide the following services: Temporary finance staffing needs for Orange County (NC) Finance & Administrative Services. 4. PAYMENT Provider shall submit an invoice for services provided on or within a reasonable amount of time after the last business day of each month of service. The invoice shall contain Provider's name and federal tax identification number and shall be signed and dated by the Provider or an officer or agent of Provider. It shall detail all services provided in payment requests along with detailed timekeeping of time spent in furtherance of the provision of services set out in this Agreement. The County will endeavor to make payments to Provider within fifteen (15) days of receipt of and approval of the invoice by the contracting department. In the event the amount stated on an invoice is disputed by the County, the County may withhold payment of all or a portion of the amount stated on an invoice until the parties resolve the dispute. Should Provider fail to perform its duties under the terms of this Agreement, County may, without fault or penalty, withhold any payment associated with the work to be performed until such time as said work is completed. 5. RELATIONSHIP OF PARTIES Provider is an independent contractor of the County. Provider represents that it has or will secure, at its own expense, all personnel required in performing the services under this Agreement. Such personnel shall not be employees of or have any contractual relationship with the County. All personnel engaged in work under this Agreement shall be fully qualified and shall be authorized or permitted under state and local law to perform such services. It is further agreed that the Provider DocuSign Envelope ID: DF2096E5-0587-4098-9E28-4618EE074BD2 Revised 04/23 2 will obey all State and Federal statutes, rules and regulations which are applicable to provisions of the services called for herein. Neither Provider nor any employee of the Provider shall be deemed an officer, employee or agent of the County. 6. WORKER’S COMPENSATION AND INSURANCE Provider shall obtain, at its sole expense, Commercial General Liability Insurance, Automobile Insurance, Workers’ Compensation Insurance, and any additional insurance as may be required by Owner’s Risk Manager as such insurance requirements are described in the Orange County Risk Transfer Policy and Orange County Minimum Insurance Coverage Requirements (each document is incorporated herein by reference and may be viewed at http://www.orangecountync.gov/departments/purchasing_division/contracts.php). If Owner’s Risk Manager determines additional insurance coverage is required such additional insurance shall consist of N/A (if no additional insurance required mark N/A as being not applicable). Provider shall not commence work until such insurance is in effect and certification thereof has been received by the Owner's Risk Manager. 7. EXPENSE REIMBURSEMENT Provider will be reimbursed for routine travel expenses incurred upon the County’s request and approval, these routine expenses to be defined as N/A. Travel reimbursement shall not be made for travel between Provider’s place of residence and place of business or for other routine travel. Payment of Reimbursable Expenses shall be subject to Provider’s timely submission of valid receipts for any such expenses and approval by the County. Any additional charges not specified herein, must be mutually agreed to in advance by County and Provider and documented in writing with a letter signed by authorized representatives for County and Provider and, subject to budgeted funds. 8. TERMINATION This Agreement may be terminated by Provider upon thirty (30) days' written notice to the County, and the County may terminate this Agreement upon thirty (30) days' written notice to Provider. County may suspend this Agreement upon five (5) days’ reasonable notice to Provider. Either party may terminate this Agreement upon notice to the other party that obligations pursuant to this Agreement are made impossible due to declarations of emergency by Orange County or by North Carolina due to events directly impacting Orange County. Both parties shall remain responsible for all payment and performance due up to the receipt of such notice, but shall have no further obligation or responsibility beyond that date provided the terminating party has taken all reasonable steps to complete the performance of its obligations. 9. INDEMNITY Provider agrees to waive the right to file any claim, lien, action or suit of any kind against the County relating to or connected with any injury whether physical, mental or other, or any loss of or damages to the Provider’s property regardless of whether such injury, loss or damage occurred at a time when Provider was carrying out duties or responsibilities in furtherance of the provision of services set out in this Agreement. The Provider agrees to defend, indemnify, and hold harmless Orange County from all losses, liabilities, claims, demands, suits, costs, damages or expenses (including reasonable attorney's fees) arising from bodily injury, including death, to any person or persons or damage to or destruction of any property caused in whole or in part by any negligent or intentional act or omission on the part of the Provider. DocuSign Envelope ID: DF2096E5-0587-4098-9E28-4618EE074BD2 Revised 04/23 3 10. CONFIDENTIALITY Provider may, during the course of providing services hereunder or in relation to this Agreement have access to, and acquire knowledge regarding personnel, materials, data, systems, legal, economic development, tax, or other information which may not be accessible or known to the general public. Any such knowledge acquired by the Provider shall not be used, published or divulged by the Provider to any person, firm or other entity without prior written approval of the County unless such use, publication or divulgence is in the direct furtherance of the provision of services set out in this Agreement. Provider specifically agrees that the foregoing confidentiality obligation applies to the terms of this Agreement and any information disclosed to the Provider in any document provided to the Provider by the County. Provider agrees to be bound by the terms of this section of this Agreement in perpetuity. 11. RECORD AND DOCUMENT RETENTION AND SECURITY Provider agrees to maintain all records and documents of, or related to, the employment and services set out in this Agreement on the property of the County, specifically, in the office of Finance & Administrative Services. In the event the removal of such records and documents from the property of the County is necessary for the furtherance of the employment and provision of services set out in this Agreement the Provider agrees to maintain such records and documents in a safe and secure location. Provider agrees that upon the conclusion of the provision of services to the County it will leave all records and documents and things accumulated in the furtherance of the provision of services set out in this Agreement in a safe and secure location upon the property of the County, specifically, Finance & Administrative Services. 12. NONAPPROPRIATION Provider acknowledges that County is a governmental entity, and the contract validity is based upon the availability of public funding under the authority of its statutory mandate. In the event that public funds are unavailable and not appropriated for the performance of County’s obligations under this contract, then this contract shall automatically expire without penalty to County thirty (30) days after written notice to Provider of the unavailability and non-appropriation of public funds. It is expressly agreed that County shall not activate this non-appropriation provision for its convenience or to circumvent the requirements of this contract. In the event of a change in the County’s statutory authority, mandate and mandated functions, by state and federal legislative or regulatory action, which adversely affects County’s authority to continue its obligations under this contract, then this contract shall automatically terminate without penalty to County upon written notice to Provider of such limitation or change in County’s legal authority. 13. SEVERABILITY Should any word, sentence, paragraph or clause of this Agreement be determined to be unlawful, it shall have no bearing or impact on the remaining terms of the Agreement which shall remain fully enforceable as if the unlawful word, sentence, paragraph, or clause had been absent from the initial drafting of the Agreement. 14. SIGNATURES DocuSign Envelope ID: DF2096E5-0587-4098-9E28-4618EE074BD2 Revised 04/23 4 This Agreement together with any amendments or modifications may be executed electronically. All electronic signatures affixed hereto evidence the consent of the Parties to utilize electronic signatures and the intent of the Parties to comply with Article 11A and Article 40 of North Carolina General Statute Chapter 66. 15. ENTIRE AGREEMENT The parties have read this Agreement and agree to be bound by all of its terms, and further agree that it constitutes the complete and exclusive statement of the Agreement between the Parties unless and until modified by a written instrument signed by the Parties. Modifications may be evidenced by telefacsimile signatures. 16. GOVERNING LAW AND NOTICES Both parties agree that this Agreement shall be governed by the laws of the State of North Carolina. Provider affirms it is in compliance with North Carolina E-Verify requirements and the Iran Divestment Act if applicable. Any notice required or related to this Agreement shall be in writing. ORANGE COUNTY, NORTH CAROLINA PROVIDER By _________________________ By _________________________________ County Manager 4800 Six Forks Rd, Suite 100, Raleigh, NC 27609 (Mailing Address) DocuSign Envelope ID: DF2096E5-0587-4098-9E28-4618EE074BD2 Revised 04/23 5 ORANGE COUNTY—INTERNAL USE ONLY ______________________________________________________________________________ Finance Information Vendor Name: Randstad USA Vendor Contact Person: Scott Melvin Phone: 9197147340 Address: 4800 Six Forks Rd, Suite 100 City Raleigh State: NC Zip: 27609 Department: Finance & Administrative Services Amount: not to exceed $25,000 Purpose: Temporary staffing for annual financial audit engagement Budget Code(s): 10230010- 511000 Vendor # 68039 Vendor Status with NCSOS: Current - Active Vendor is a BOCC consultant: Yes No Contract Details Contract Type: New Amendment (Original Contract: ) (Most Recent Amendment ) Effective Date 05/15/2023 End Date 06/30/2023 Notice Date 05/15/2023 (Notice Purpose New Contract) Award Approved by Board (Agenda Date: ); Made or Administered by Signature Authority - BOCC Express Delegation (Agenda Date: ) - Policy 9.4: Under $5,000; Service Under $90,000; Construction Under $250,000 - Budget Policy Section XV (Capital Improvement Project: ) Bidding Informal Bidding ($30k-$90k); Formal RFP ($90k+); Other (<$30k); Exception(# ) Department Affirmation This agreement is approved as to technical form and content and I as Department Director affirmatively state work on this project has not been initiated prior to execution of the agreement. Services related to this agreement have already begun or been completed. Description of the nature of the emergency condition that was addressed: Department Director’s Signature ________________________________________ Date: ________ Information Technologies This agreement has been reviewed and is approved as to information technology content and specifications: Office of the Chief Information Officer___________________________________ Date: ________ Inapplicable because no hardware/software purchases or related services Risk Management This agreement is approved for sufficiency of insurance standards, specifications, and requirements: Office of the Risk Management Officer___________________________________ Date: _________ Financial Services This instrument has been pre-audited in the manner required by the Local Government Budget and Fiscal Control Act: Office of the Chief Financial Officer ____________________________________ Date: _________ Legal Services This agreement is approved as to legal form and sufficiency: Office of the County Attorney __________________________________________Date: ________ Clerk to the Board All Docusign contracts must be copied to the Clerk upon completion: occlerkdocs@orangecountync.gov The following signature block is for hard copies only and is not required for Docusign contracts: DocuSign Envelope ID: DF2096E5-0587-4098-9E28-4618EE074BD2 5/12/2023 5/12/2023 5/24/2023 5/24/2023 Revised 04/23 6 Received for record retention: Office of the Clerk to the Board __________________________________________Date:_________ DocuSign Envelope ID: DF2096E5-0587-4098-9E28-4618EE074BD2 Randstad Service Terms Finance & Accounting Division April 24, 2023 Chaz Offenburg Orange County 131 West Margaret St Suite 333 Hillsborough, NC 27278 Dear Chaz, Thank you for choosing Randstad to fulfill your company’s staffing needs. The following outlines Randstad’s service terms for our t emporary, temporary to hire and permanent placement service options in the Orange County, NC area. All terms outlined in this letter will apply to all positions staffed at the referenced location. Your hourly bill rate for each temporary position staffed will be confirmed by email and will vary depending on the hourly pay rate of the candidate selected. This hourly rate includes the hourly salary of the employee, all employer payroll taxes including FICA, state and federal unemployment insurance, W-2 and W-4 forms, workers compensation, and Randstad’s service fee, which includes Randstad’s compliance with all provisions of the Patient Protection and Affordable Care Act applicable to temporary employees assigned to you. Approved timesheets should be submitted via Randstad electronic time capture by the end of day on Monday. Invoices, including applicable sales taxes and other taxes on fees, will be provided via eBilling and are payable within 14 days of invoice date. You acknowledge that Randstad is providing temporary employees to perform work under your supervision and direction and that you are responsible for the work and the work product of these employees and that you will provide a safe place to work that complies with all applicable laws and ord inances relating to work site health and safety and all necessary site-specific safety training and equipment. No changes to the job or duties of any Randstad employee shall be made without first giving Randstad prior written notice and Randstad responding with approval. Randstad offers a choice of additional qualifying and screening processes. These additional services will b e invoiced separately as listed below along with any state mandated fees associated with the MVR and background check. Randstad will not conduct these screenings unless specifically requested by you. Drug Screening, 6 panel Included Motor vehicle report (MVR) N/A (unless for driver roles) Criminal background check (per jurisdiction) Included Credit report N/A Education verification N/A Please note that overtime will be billed at 1.5 times the bill rate for any hours worked consistent with your state’s overtime regulations, Monday through Sunday. A four-hour minimum billing will be incurred if talent is enroute to a job or arrives on a specific day and is not utilized. When you choose to transition a Randstad temporary employee to your company payroll or to the payroll of another staffing firm at any time during the assignment or in the 6 months immediately following the end of the temporary employee's last assignment, the following temporary-to-hire conversion fees will apply. The conversion fee is calculated based on the total annual compensation the candidate is offered when converted from Randstad’s payroll. Hours Worked by Talent on Randstad’s Payroll Conversion Fee > 1040 hours 0% 801 – 1040 hours 10% 601 – 800 hours 15% 401 – 600 hours 20% 1-400 hours 25% The placement fee shall be earned by Randstad when a candidate referred by Randstad is subsequently employed by your company within six (6) months of the first presentation of such candidate to your company. These candidates have not worked on a temporary basis at your company through Randstad. A permanent placement fee will be 25% of annual salary. Randstad offers a 60 day permanent placement guarantee based on the following terms: • If within 60 days of placement, the candidate should be terminated for performance reasons or should voluntarily resign from the position, the client may request and receive a replacement at no additional cost. (Terminations due to position elimination or economic downsizing do not qualify for the guarantee). • In the event that Randstad is unable to provide a qualified replacement, Randstad will offer a pro-rated refund. • This guarantee is valid only if payment is received within 30 days of the start date of the initial placement. If payment is not received within that time frame, the guarantee will not apply and the fee will remain payable in full. Again, thank you for choosing Randstad. We look forward to a long and mutually satisfactory relationship with you. Regards, ___________________________________________________ ___________________ Randstad representative signature Date ___________________________________________________ ___________________ Client representative signature Date DocuSign Envelope ID: DF2096E5-0587-4098-9E28-4618EE074BD2 5/12/2023 5/12/2023 Holder Identifier : 7777777707070700077761616045571110755534036335464107673134670724000071740766255131010762614221167131107571427367511123072440457167213000770153137244130107615530432242010076727242035772000777777707000707007 7777777707070700073525677115456000766001502562757607562226752563551074337322025265000713336721752204107133336342172010070233372430720000712233734316211107022227352072110077756163351765540777777707000707007Certificate No : 570085997319 CERTIFICATE OF LIABILITY INSURANCE DATE(MM/DD/YYYY) 02/08/2021 IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. PRODUCER Aon Risk Services South, Inc. Atlanta GA Office 3550 Lenox Road NE Suite 1700 Atlanta GA 30326 USA PHONE(A/C. No. Ext): E-MAILADDRESS: INSURER(S) AFFORDING COVERAGE NAIC # (866) 283-7122 INSURED 22667ACE American Insurance CompanyINSURER A: 43575Indemnity Insurance Co of North AmericaINSURER B: 20702ACE Fire Underwriters Insurance Co.INSURER C: 37273AXIS Insurance CompanyINSURER D: 16535Zurich American Ins CoINSURER E: INSURER F: FAX(A/C. No.):(800) 363-0105 American Guarantee & Liability Ins Co 26247 CONTACTNAME: Randstad Professionals US, LLC 3625 Cumberland Blvd., Ste. 600 Atlanta GA 30339 USA COVERAGES CERTIFICATE NUMBER:570085997319 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, Limits shown are as requested POLICY EXP (MM/DD/YYYY)POLICY EFF (MM/DD/YYYY)SUBRWVDINSR LTR ADDL INSD POLICY NUMBER TYPE OF INSURANCE LIMITS COMMERCIAL GENERAL LIABILITY CLAIMS-MADE OCCUR POLICY LOC EACH OCCURRENCE DAMAGE TO RENTED PREMISES (Ea occurrence) MED EXP (Any one person) PERSONAL & ADV INJURY GENERAL AGGREGATE PRODUCTS - COMP/OP AGG X X X GEN'L AGGREGATE LIMIT APPLIES PER: $1,000,000 $1,000,000 $10,000 $1,000,000 $2,000,000 $1,000,000 E 01/01/2021 01/01/2022GLO824974311 PRO- JECT OTHER: AUTOMOBILE LIABILITY ANY AUTO OWNED AUTOS ONLY SCHEDULED AUTOS HIRED AUTOS ONLY NON-OWNED AUTOS ONLY BODILY INJURY ( Per person) PROPERTY DAMAGE (Per accident) X BODILY INJURY (Per accident) $2,000,000A10/01/2020 10/01/2021 COMBINED SINGLE LIMIT (Ea accident)ISA H25314785 EXCESS LIAB X OCCUR CLAIMS-MADE AGGREGATE EACH OCCURRENCE DED $5,000,000 $5,000,000 01/01/2021UMBRELLA LIABF 01/01/2022AUC021337303 RETENTION X E.L. DISEASE-EA EMPLOYEE E.L. DISEASE-POLICY LIMIT E.L. EACH ACCIDENT $1,000,000 X OTH-ERPER STATUTEB10/01/2020 10/01/2021 WC - AOS SCFC6745764AC 10/01/2020 10/01/2021 $1,000,000 Y / N (Mandatory in NH) ANY PROPRIETOR / PARTNER / EXECUTIVE OFFICER/MEMBER N / AN WC - WI WORKERS COMPENSATION AND EMPLOYERS' LIABILITY If yes, describe under DESCRIPTION OF OPERATIONS below $1,000,000 WLRC67457687 Ea Claim / AggregateEOC43591381201/01/2021 01/01/2022 Claims Made w/Cyber Liab. E&O-MPL-PrimaryE SIR applies per policy terms & conditions $10,000,000 DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) Evidance of Insurance. CANCELLATIONCERTIFICATE HOLDER AUTHORIZED REPRESENTATIVERandstad Professionals US, LLC 3625 Cumberland Blvd., Ste. 600 Atlanta GA 30339 USA ACORD 25 (2016/03) ©1988-2015 ACORD CORPORATION. All rights reserved The ACORD name and logo are registered marks of ACORD SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. DocuSign Envelope ID: DF2096E5-0587-4098-9E28-4618EE074BD2 AGENCY CUSTOMER ID: ADDITIONAL REMARKS SCHEDULE LOC #: ADDITIONAL REMARKS THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER:ACORD 25 FORM TITLE:Certificate of Liability Insurance EFFECTIVE DATE: CARRIER NAIC CODE POLICY NUMBER NAMED INSUREDAGENCY See Certificate Numbe See Certificate Numbe 570085997319 570085997319 Aon Risk Services South, Inc. 570000019132 ADDITIONAL POLICIES If a policy below does not include limit information, refer to the corresponding policy on the ACORD certificate form for policy limits. INSURER INSURER INSURER INSURER INSURER(S) AFFORDING COVERAGE Page _ of _ NAIC # Randstad Professionals US, LLC TYPE OF INSURANCE POLICY NUMBER LIMITS WORKERS COMPENSATION A WLRC67457602 10/01/2020 10/01/2021 OTHER D ERISA Bond P00100020901202 10/01/2020 10/01/2021 Client Coverage Amt $5,000,000 WC - MA & CA Crime-Client Property N/A ADDL INSD INSR LTR SUBR WVD POLICY EFFECTIVE DATE (MM/DD/YYYY) POLICY EXPIRATION DATE (MM/DD/YYYY) SIR applies per policy terms & conditions ACORD 101 (2008/01)© 2008 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD DocuSign Envelope ID: DF2096E5-0587-4098-9E28-4618EE074BD2 Schedule of Insureds AGENCY CUSTOMER ID: ADDITIONAL REMARKS SCHEDULE LOC #: ADDITIONAL REMARKS THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER:ACORD 25 FORM TITLE:Certificate of Liability Insurance EFFECTIVE DATE: CARRIER NAIC CODE POLICY NUMBER NAMED INSUREDAGENCY See Certificate Numbe See Certificate Numbe Aon Risk Services South, Inc. 570000019132 570085997319 570085997319 Page _ of _ Randstad Professionals US, LLC Randstad North America, Inc. Randstad Professionals US, LLC DBA: Randstad Engineering Randstad Healthcare Randstad Life Sciences Randstad Sourceright Tatum Randstad North America, Inc. DBA: Randstad Federal LLC Randstad Technologies, LLC SFN Group, LLC Pareto Law Inc. Randstad RiseSmart, Inc. Monster Worldwide, Inc. ACORD 101 (2008/01)© 2008 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD DocuSign Envelope ID: DF2096E5-0587-4098-9E28-4618EE074BD2