To: Mayor and City Council From: Michael Kovacs, City Manager Date: July 10, 2019 Agenda Item & Caption: Consider and take any necessary action regarding a resolution authorizing the City Manager to execute an agreement with Strategic Government Resources to perform the City’s human resource functions.

Action Requested: Approval of the resolution.

Overview and Background: Based on the discussion at the June 18th Council meeting, SGR has presented an agreement to perform the City’s human resource functions including HR staffing, services, live and online , and employee communication.  The pricing in the contract is a not-to-exceed cost and there will be no overage charges unless additional services or hours are requested by the City. Any additional service or hours must be pre-approved by the City Manager.  SGR will provide the City Manager with a written assessment of SGR’s opinion of the City’s operational needs, possible compliance issues, and potential strategic initiatives to strengthen HR performance from best practices perspectives. SGR and the City Manager will work together to prioritize the action items and develop a written 12-month workplan.  SGR will provide the City with monthly tracking of personnel hours, project status and costs incurred so that the City can evaluate both work progress and contract pricing compliance  The initial term of the contract (beginning August 1, 2019) is fourteen (14) months so that subsequent renewals of twelve (12) months will align with the City’s fiscal year. Prior to renewal, SGR will provide the City with a notice of contract pricing changes ninety (90) days in advance. The City may terminate the contract without cause with sixty (60) days notice. Financial Considerations: The cost for the initial 14-month term is $143,857. The cost for the 12-month renewal will increase the personnel cost in direct proportion to the City’s budget for and benefit increases for the City’s own direct employees, and all other products and services provided by SGR hereunder shall be provided to the City at SGR’s current rates in effect at the first day of the automatically renewed Agreement. The agreement saves the City $12,000 in FY 19-20 budget compared to the current budget.

Supporting Documents: Resolution, Agreement.

RESOLUTION NO. R-2019-___

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF FATE, TEXAS, AUTHORIZING THE CITY MANAGER TO EXECUTE AN AGREEMENT FOR PARTNER SERVICES BY AND BETWEEN THE CITY OF FATE AND STRATEGIC GOVERNMENT RESOURCES PROVIDING FOR ASSISTANCE IN THE PERFORMANCE OF THE CITY’S HUMAN RESOURCES (HR) FUNCTIONS; AND PROVIDING AN EFFECTIVE DATE.

WHEREAS, the City of Fate desires to enter into an agreement with Strategic Government Resources to assist the City in the performance of the City’s Human Resources (HR) functions.

NOW THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF FATE, TEXAS:

Section 1. That the findings and premises contained in the preamble above are hereby deemed to be true and correct.

Section 2. That the Agreement for partner services by and between the City of Fate and Strategic Government Resources, attached hereto as Exhibit A, is hereby approved and the City Manager is authorized to execute said agreement.

Section 2. This resolution shall become effective upon the date of passage.

AND IT IS SO RESOLVED.

PASSED AND APPROVED by the City Council of Fate, Texas, on this, the 15th day of July, 2019. APPROVED:

______Joe Burger, Mayor ATTEST:

______Victoria Raduechel, TRMC City Secretary

Date: June 24, 2019

Agreement for Partner Services By and Between Strategic Government Resources and City of Fate, Texas City of Fate, Texas Strategic Government Resources Michael Kovacs, City Manager Melissa Valentine, Managing Director, [email protected] Recruitment and Human Resources [email protected]

(“City”) (“SGR”) Scope of Services. The City of Fate, Texas, (referred to as "City") seeks to contract with Strategic Government Resources (“SGR” and collectively with the City, “Parties”) to obtain the assistance of SGR employees (“Partner Services Personnel”) that are provided to the City to perform work that would otherwise have to be performed by the City’s own employees, and to obtain other products and services from SGR to assist the City in the performance of the City’s human resources (HR) functions. SGR will provide Partner Services Personnel and other products and services as specified in this agreement (“the Agreement”).

The key strategies to be used in this project include:

• SGR will provide the following Partner Services Personnel: one (1) Strategic HR Leader on-site for an average each month of two (2) days per week, and one (1) full-time on-site HR Generalist. SGR Personnel will perform the duties detailed in Exhibit “A”. • SGR will provide the following recruitment tools: Digital Talent Marketing packages, SGR Board annual subscription and SGRecruiter annual subscription. SGRecruiter is an online recruiting platform that allows employers to search the platform database and match hiring criteria to potential candidates. • SGR will provide up to four (4) onsite employee training classes chosen by the City from SGR’s Live Training Catalog. • SGR will provide the City with the SGR LMS system for online training available to all City employees. LMS is SGR’s online learning platform and course library. • Within fifteen (15) business days after execution of this Agreement, SGR will provide the City Manager with a written assessment of SGR’s opinion as to the City’s operational needs, possible compliance issues, and potential strategic initiatives to strengthen HR performance from best practices perspectives (collectively, “Potential Action Items”). Within ten (10) business days thereafter, the City Manager will identify in writing which of those Potential Action Items the City wants SGR to work on. Within ten (10) business days thereafter, SGR will develop a 12-month prioritized work plan regarding development of those Potential Action Items. SGR will meet with the City Manager quarterly to review progress and make adjustments to the 12-month work plan as mutually agreed. • SGR will provide a monthly report to the City Manager tracking progress on strategic initiatives, work plan and hours spent on-site (Exhibit “B”).

Recommended Partner Service Personnel. SGR recommends Leigh Corson to serve as the Strategic HR Leader for this engagement. The resume of the recommended partner is attached as Exhibit “C” to the agreement. SGR will recruit and make recommendations to the City for the HR Generalist position. City and SGR will interview and make final selection for the HR Generalist position. City must approve the final selection.

If at any time during the assignment, City wishes to have other individual(s) provided to serve as Partner Services Personnel, SGR will produce additional experienced local government professionals to fill the position(s), to the satisfaction of City subject to availability.

Terms and Conditions. The contract will commence on August 1, 2019 for a term of fourteen (14) months. The contract will automatically renew for successive twelve (12) month terms if notice of termination is not given on or before 60 days before expiration of the term of the Agreement. If this Agreement does automatically renew, then the amounts charged by SGR hereunder shall increase in direct proportion to the City’s budget for salary and benefit increases for the City’s own direct employees, and all other products and services provided by SGR hereunder shall be provided to the City at SGR’s current rates in effect at the first day of the automatically renewed Agreement. SGR will provide the City with notice of cost changes ninety (90) days prior to renewal. City or SGR may terminate the agreement for Partner Services Personnel Services with a sixty (60) day written notice, without cause or penalty. This Agreement may also be terminated by either Party for a material breach of this Agreement by the other Party, but only after the non-breaching Party has given prior, written notice of the material breach and has also given the breaching Party 14 days to cure such breach. If this Agreement is terminated without cause, all monies due up to the effective date of termination shall be immediately payable.

SGR will provide Partner Services personnel Services to City at a cost not to exceed $143,857 for the initial fourteen (14) month term as follows:

Strategic HR Leadership $4,229.33 per month

HR Generalist $5,214.42 per month

SGR Job Board Annual Subscription $349.00 per year

Digital Talent Marketing Package $299.00 each

SGRecruiter Annual Subscription $3,000.00 per year

Recruitment Marketing Materials $1,500 flat rate

Intranet Development $1,000 flat rate

Online Training $29.00 per user plus $500 set-up fee

Live Training $2,500 each

Additional hours for HR Strategic Leadership are available at a rate of $62.00 per hour. Any additional hours must be pre-approved by the City Manager. SGR will submit an invoice for services provided on a monthly basis. The invoice is due within seven (7) days of receipt.

City Contact for Invoicing:

Name: ______

Email: ______

Phone: ______

All routine business expenses incurred by SGR's representative in their role as Partner Services will be reimbursed under the same terms and conditions that such expenses would be reimbursed for any other employee of City, such as mileage, hotel, and per diem when traveling at the request of City, and business meals incurred for local meetings. Reimbursement for routine business expenses in not included in the not to exceed cost listed above and will not be reflected on SGR billing to the City.

Confidentiality Agreement. The work required hereunder may require the City to disclose information to Partner Services Personnel or which may require City to grant authorization to the Partner Services Personnel to make financial and legal transactions on behalf of the City. Such information could include, but is not limited to, any information of any kind, nature, or description concerning any matters affecting or relating to any obligations of SGR under this Agreement. To the extent allowed by law the Partner Services Personnel and SGR agree:

 To hold any and all information received from City in confidence unless authorized by the city to disclose it or unless required to disclose it, and shall exercise a reasonable degree of care to prevent accidental disclosure to others.  SGR also agrees that any authorized disclosure of such information must be in writing from a City official with actual or apparent authority to make such authorization.  Not to reproduce the information, nor use this information commercially, or for any purpose other than the performance of his/her duties for City.  That upon request or upon termination of the relationship with City, deliver to City, any drawings, notes, documents, equipment, and materials received from City or originating from activities for City.  That all material or information that the City receives from SGR or Partner Services Personnel shall be the sole property of and owned solely by the City.

Indemnification. Only to the extent it may be permitted to do so by applicable law, City does hereby agree to release, defend, hold harmless, and indemnify the designated Partner Services Personnel, SGR, and all officers, employees, and contractors of SGR, from any and all demands, claims, suits, actions, judgments, expenses, and attorneys' fees incurred in any legal proceedings brought against them as a result of action taken in the Partner Services Personnel’s individual or official capacity for the City to the same extent as if the Partner Services Personnel were employed directly by the City rather than retained through SGR, providing the incident(s), which is (are) the basis of any such demand, claim, suit, actions, judgments, expenses, and attorneys' fees, arose or does arise in the future from an act or omission of the Partner Services Personnel acting within the course and scope of or arising out of services or actions the Partner Services Personnel are performing for or on behalf of the City; excluding, however, any such demand, claim, suit, action, judgment, expense, and attorneys' fees for those claims or any causes of action where it is determined that the Partner Services Personnel committed a willful or wrongful act or omission, or an act or omission constituting gross negligence; Further, the City’s indemnification of SGR and Partner Services Personnel shall only apply to the extent the same indemnification is not otherwise fully provided by any insurance contract held either by City or SGR. In the case of such indemnified demand, claim, suit, action, or judgment, the selection of the Partner Services Personnel’s legal counsel shall be with the mutual agreement of the Partner Services Personnel and City if such legal counsel is not also City’s legal counsel. If the legal defense to SGR and/or the Partner Services Personnel is provided through insurance coverage, the ability to select legal counsel, if any, will be determined by the terms of the applicable insurance contract. The provisions of this paragraph shall survive the termination, expiration, or other end of this agreement.

Non-solicitation. City agrees that for the duration of this Agreement and all renewals thereof as well as for a period of twelve (12) months after this Agreement expires, City will not employ or solicit for or any business relationship at all any Partner Services Personnel.

Venue. The venue for any disputes shall reside in any Texas State Court within Rockwall County, Texas. To the maximum extent allowed by law, the prevailing Party in any dispute hereunder shall be entitled to recover a reasonable amount of the prevailing Party’s attorney’s fees and costs.

Applicable law. This agreement shall be governed by the laws of the State of Texas.

This agreement represents the full and complete agreement between Strategic Government Resources and Fate, Texas, and supersedes any and all prior written or verbal agreements. This agreement may be modified or amended only by a written instrument signed by the parties.

Approved and Agreed to, this the ______day of ______, 2019, by and between Strategic Government Resources and City of Fate, Texas.

______Michael Kovacs, City Manager Melissa Valentine, Managing Director, Recruitment City of Fate, Texas and Human Resources

Exhibit A

Partner Services Personnel Functions

Human Resources (HR) Strategic Leadership: Serves as a member of the City’s executive leadership team and assists City’s management function by overseeing the City’s human resources functions. These functions may include employee recruitment and retention, employee relations and development, compensation and benefit program administration, employee performance management, and assignments identified in the agreed upon 12- month workplan.  Assists in recommending direction for human resources functions including compensation and benefits, recruitment and hiring, employee development, employee relations, employee performance management and HR compliance.  Assists with policies, procedures and programs that foster efficient operation of the human resource functions and enhancement of the workplace.  Provides budgetary guidelines for employee and benefits; proposes the Human Resources budget and monitors expenditures  Communicates workplace changes to employees  Works with City personnel to assist them in carrying out their responsibilities related to personnel matters and performance management  Assists with workers’ compensation and general liability claims in coordination with the City’s insurance provider; assists in identifying and resolving liability exposures; evaluates safety administration policies, programs and systems to encourage development and implementation.  Works with various employee committees to advise, plan and execute actions related to employee engagement, employee recognition, and other personnel related matters as assigned  Consult with City Attorney as needed regarding compliance issues  Presents information related to policies, programs and department activities to employees, City management and City Council as required  Plans and directs the work of other Partner Services Personnel assigned to the City

HR Generalist: Full-time onsite personnel responsible for providing support functions to employees, supervisory personnel and job applicants in the areas of recruitment, employee relations, training, compensation and benefits. Full-time is defined as working at least forty (40) hours in a regular work week inclusive of paid holidays and .  Facilitates recruitment process by posting open positions, screening for minimum qualifications, coordinating interviews, preparing conditional offers of employment, conducting reference checks and overseeing the and pre-employment testing process  Conducts New Hire ; enrolls employees in applicable benefits systems  Processes new hire payroll and benefit information as well as employee payroll and benefit changes by ensuring proper completion of paperwork and entering into payroll and benefit providers systems  Processes time sheets as scheduled by reviewing for proper approvals and exporting information from time keeping system for payroll processing  Reviews invoices for accuracy and reconciles with employee deduction; submits to Finance Department for payment in a timely manner  Answers employee questions regarding benefits  Assists with annual open enrollment for employee benefits and completion of applicable paperwork  Oversees completion of workers’ compensation claim forms and submits to insurance carrier  Oversees off-boarding process for employees separating from City service including COBRA notification and terminating from payroll and benefit provider systems  Acts as liaison with the Hospitality Committee to plan and coordinate employee recognition events such as employee lunches, employee Christmas Party, etc.  Maintains employee files and other department files  Prepares and distributes a variety of employee communications  Prepares report on Human Resources related activities as required  Performs other related duties as assigned

Partner Services Personnel are SGR employees and subject to SGR’s pre-hiring background check process and conditions and terms of employment including all policies and procedures established by SGR. Additionally, Partner Services Personnel will abide by the City of Fate Personnel Policies and Procedures regarding employee conduct, electronic communications, substance abuse and harassment free workplace while executing their duties for the City of Fate. Exhibit B

Partner Services Monthly Tracking

Client:

Month/Year:

HR Generalist Total Hours: ______Strategic Leadership Total Hours:______

Week Ending: Project/Task Strategic HR Generalist Comments Cost Leadership Hours Hours

Total

Week Ending: Project/Task Strategic HR Generalist Comments Cost Leadership Hours Hours

Total

Week Ending: Project/Task Strategic HR Generalist Comments Cost Leadership Hours Hours

Total Week Ending: Project/Task Strategic HR Generalist Comments Cost Leadership Hours Hours

Total

Cost Recap: Service Current Month Year-To-Date Cost Cost

Total

Completed Initiatives/Projects:   

In Progress:   

Notes:

Exhibit C

LEIGH CORSON Forney, TX 75126

SUMMARY Dedicated public administrator with over 20 years of municipal experience that focused on implementing strategic visions that improved service delivery and quality of life for current citizens and future generations.

SKILLS & ABILITIES Experience in managing multiple projects and priorities Ability to work independently with minimal supervision Problem solver with the ability to grasp complex issues and turn them into manageable tasks Broad knowledge of human resource functions Strong financial and budget management skills

EXPERIENCE MANAGER OF INTERIM SERIVES AND CONSULTING SGR MAY 2018-PRESENT  Lead the interim management services and management consulting business line.

 Act as lead consultant on Human Resources consulting projects including department evaluations, compensation and staffing studies, personnel policy revisions and drafting job descriptions.

 Perform client intake for interim management placements; draft contracts, source interim candidates for placement.

 Interview and vet candidates to be included in the Interim Management candidate pool including media searches.

 Track all interim assignments and consulting contracts; prepare reports for management as required.

TALENT RESEARACH MANAGER SGR JULY 2017-APRIL 2018  CONTRACT POSITION ASSISTING WITH BACKGROUND VERIFICATION OF APPLICANTS IN EXECUTIVE SEARCHES. ALSO ASSISTS WITH THE INTERIM MANAGEMENT SERVICES WITH INTERIM TALENT POOL MANAGEMENT, DRAFTING CONTRACTS FOR BOTH CLIENT CITIES AND INTERIM CONTRACTORS, AND VERIFYING AND TRACKING CONTRACTOR TIME AND PAYMENTS.

INTERIM DIRECTOR OF HUMAN RESOURCES CITY OF ATHENS JANUARY 2017-MAY 2017  Contract position through Strategic Government Resources (SGR) responsible for oversight of all Human Resources functions including benefits administration, policy development/implementation, recruitment, training, workers’ compensation, employee relations, and civil service administration.

 Responsible for special projects including updating the personnel policies, development of a Request for Proposals (RFP) for a compensation study and revising the performance instrument.

ASSISTANT CITY MANAGER CITY OF FORNEY MAY 2015-NOVEMBER 2016  Oversaw Finance, Information Technology, Human Resources, Community Development and Public Works Departments.

 Responsible for operating budget development and management as well as CIP program funding and management.

 Assisted with strategic plan objective implementation including management of the street reconstruction/rehabilitation program, negotiation of residential and retail development agreements, negotiation for industrial water and sewer rate agreement with a major employer and implementation of an IT Master Plan.

DIRECTOR OF ADMINISTRATIVE SERVICES CITY OF FORNEY JUNE 2012-MAY 2015  Oversaw Finance, Human Resources, Utility Billing, Municipal Court and General Administration Departments.

 Developed and implemented a comprehensive compensation study.

 Responsible for annual budget preparation including revenue and expenditure forecasts and development of the capital improvements plan and financing.

 Managed the process for debt refinancing and the issuance of Certificates of Obligation.

 Served as Investment Officer.

 Assisted with implementation of alternative financing tools such as Tax Increment Financing and Public Improvement Districts.

 Coordinated process for development of a new City website.

DIRECTOR OF HUMAN RESOURCES CITY OF FORNEY JUNE 2006-JUNE 2012  This was a new department serving approximately 75 FTEs at inception (currently serves 135 FTEs – 48% growth)

 Responsible for payroll and benefits administration, policy development/implementation, recruitment, training, workers’ compensation, employee relations, internal investigation and disciplinary issues.

 Developed and implemented a 3-tier benefit plan in conjunction with the City’s broker.

 Developed salary and benefits projections for the organization.

 Implemented the “Forney University” program to develop leadership skills and organizational understanding throughout the organization.

DIRECTOR OF ADMINISTRATIVE SERVICES CITY OF BIG SPRING DECEMBER 2001-JUNE 2006  Oversaw Human Resource and Fleet Maintenance Departments as well as general administrative staff.

 Responsible for payroll and benefits administration for 265 FTEs, policy development/implementation, recruitment, training, workers’ compensation, employee relations, internal investigation and disciplinary issues.

 Oversaw and implemented a comprehensive compensation study.

 Served as Civil Service Director with responsibility for testing and compliance with state law.

ASSISTANT TO THE CITY MANAGER CITY OF BIG SPRING 1998-2001 GRANT ADMINISTRATOR CITY OF BIG SPRING 1997-1998 GRANT ADMINISTRATOR BIG SPRING ECOMONIC DEVELOPMENT 1995-1997

EDUCATION TEXAS TECH UNIVERSITY, LUBBOCK, TX MASTER OF PUBLIC ADMINISTRATION Pi Alpha Alpha Honor Society SOUTHWESTERN UNIVERSITY, GEORGETOWN, TX BACHELOR OF ARTS: INTERNATIONAL RELATIONS

PROFESSIONAL Currently studying to sit for SHRM-SCP exam AFFILIATIONS AND William “King” Cole Effective Government Local Government Series TRAINING Government Finance Officers Association of Texas Texas Municipal Human Resources Association Society for Human Resources Management Texas Municipal System Certified Benefits Administrator Leadership Kaufman County Leadership Big Spring