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HomeMy WebLinkAboutAgreement - TCFOE CITY OF SAN LUIS OBISPO ON-CALL PROFESSIONAL SERVICES AGREEMENT This agreement (Agreement) is made and entered into in the City of San Luis Obispo on ____________, by and between the City of San Luis Obispo, a municipal corporation and charter city (City), and THE CENTRE for ORGANIZATIONAL EFFECTIVENESS, hereinafter referred to as Consultant (collectively referred to as the “Parties”). WITNESSETH: WHEREAS, on March 1, 2024, City requested proposals for Qualifications for Organizational Development Services. ; and WHEREAS, the City wants to engage a consultant for organizational development services. (the “Services”); and WHEREAS, Consultant is qualified to perform this type of Services and has submitted a written proposal to do so, which has been accepted by City; and NOW, THEREFORE, in consideration of their mutual promises, obligations, and covenants hereinafter contained, the Parties hereto agree as follows: 1. TERM. The term of this Agreement shall be from the date this Agreement is made and entered, as first written above, for 5 years, or upon acceptance and completion of said Services, whichever occurs sooner. 2. INCORPORATION BY REFERENCE. City Request for Qualifications for Organizational Development Services and Consultant's proposal are hereby incorporated in and made a part of this Agreement, attached as Exhibit A. The City’s insurance requirements are hereby incorporated in and made part of this Agreement, attached as Exhibit B. To the extent that there are any conflicts between the Consultant’s fees and scope of work and the City’s terms and conditions as stated herein, the City’s terms and conditions shall prevail unless specifically agreed otherwise in writing signed by both Parties. 3. CITY’S OBLIGATIONS. For providing services as specified in this Agreement, City will pay and Consultant shall receive therefor compensation as set forth in Exhibit A.. 4. CONSULTANT’S OBLIGATIONS. For and in consideration of the payments and agreements herein before mentioned to be made and performed by City, Consultant agrees with City to do everything required by this Agreement including that work as set forth in Exhibit A. 5. PAYMENT OF TAXES. The contract prices shall include full compensation for all taxes that Consultant is required to pay. DocuSign Envelope ID: 224B0AC8-3952-4EE4-B5C6-375D8B43D590 6/18/2024 | 3:03 PM PDT 6. LICENSES AND PERMITS. At all times during the term of this Agreement, Consultant shall have in full force and effect, all licenses required of it by law for the performance of the Services described in this Agreement. The Consultant shall procure all permits and licenses, pay all charges and fees, and give all notices necessary under this Agreement. 7. COMPLIANCE WITH LAW. The Consultant shall keep itself informed of and shall observe and comply with all applicable State and Federal laws and regulations, and county and City of San Luis Obispo ordinances, regulations and adopted codes, which in any manner affect those employe d by Consultant or in any way affect the performance of the Services pursuant to this Agreement. The City, and its officers and employees, shall not be liable at law or in equity occasioned by failure of the Consultant to comply with this Section. Failure to comply with local ordinances may result in monetary fines and cancellation of this Agreement. 8. COMPLIANCE WITH INDUSTRY STANDARD. Consultant shall provide services acceptable to City in strict conformance with the Agreement. Consultant shall also provide in accordance with the standards customarily called for under this Agreement using the degree of care and skill ordinarily exercised by reputable providers of such services. Where approval by the City, the City Manager, the Mayor, or other representative of City is required, it is understood to be general approval only and does not relieve Consultant of responsibility for complying with all applicable laws, codes, policies, regulations, and good business practices. 9. INDEPENDENT CONTRACTOR. a. Consultant is and shall at all times remain as to the City a wholly independent contractor. The personnel performing the Services under this Agreement on behalf of Consultant shall at all times be under Consultant's exclusive direction and control. Neither City nor any of its officers, employees, or agents shall have control over the conduct of Consultant or any of Consultant's officers, employees, or agents, except as set forth in this Agreement. Consultant shall not at any time or in any manner represent that it or any of its officers, employees, or agents are in any manner officers, employees, or agents of the City. Consultant shall not incur or have the power to incur any debt, obligation, or liability whatsoever against City, or bind City in any manner. b. No employee benefits shall be available to Consultant in connection with the performance of this Agreement. Except for the fees paid to Consultant as provided in the Agreement, City shall not pay salaries, wages, or other compensation to Consultant for performing the Services hereunder for City. City shall not be liable for compensation or indemnification to Consultant for injury or sickness arising out of performing services hereunder. 10. PRESERVATION OF CITY PROPERTY. The Consultant shall provide and install suitable safeguards, approved by the City, to protect City property from injury or damage. If City property is injured or damaged resulting from Consultant’s operations, it shall be replaced or restored at Consultant’s expense. The City’s facilities shall be replaced or restored to a condition as good as when the Consultant began the work. DocuSign Envelope ID: 224B0AC8-3952-4EE4-B5C6-375D8B43D590 11. IMMIGRATION ACT OF 1986. The Consultant warrants on behalf of itself and all subconsultants engaged for the performance of the Services that only persons authorized to work in the United States pursuant to the Immigration Reform and Control Act of 1986 and other applicable laws shall be employed in the performance of the Services hereunder. 12. NON-DISCRIMINATION. In the performance of the Services, the Consultant agrees that it will not engage in, nor permit such subconsultants as it may employ, to engage in discrimination in employment of persons because of age, race, color, sex, national origin or ancestry, sexual orientation, or religion of such persons. 13. PAYMENT TERMS. The City’s payment terms are 30 days from the receipt of an original invoice and acceptance by the City of the materials, supplies, equipment, or services provided by the Consultant (Net 30). Consultant will submit invoices monthly for actual services performed. Invoices shall be submitted on or about the first business day of each month, or as soon thereafter as practical, for services provided in the previous month. Final June invoices shall be received no later than the 5th business day of July to meet City fiscal year-end deadlines. Payment shall be made within thirty (30) days of receipt of each invoice as to all non-disputed fees. If the City disputes any of Consultant's fees it shall give written notice to Consultant within thirty (30) days of receipt of an invoice of any disputed fees set forth on the invoice. Any final payment under this Agreement shall be made within forty-five (45) days of receipt of an invoice, therefore. 14. INSPECTION. City shall at all times have the right to inspect the work being done under this Agreement and Consultant shall furnish City with every reasonable opportunity and assistance required for City to ascertain that the Services of the Consultant are being performed in accordance with the requirements and intentions of this Agreement. All work done, and all materials furnished, if any, shall be subject to the City’s inspection and approval. The inspection of such work shall not relieve Consultant of any of its obligations under the Agreement. 15. RELEASE OF INFORMATION. a. All information gained by Consultant in performance of this Agreement shall be considered confidential and shall not be released by Consultant without City's prior written authorization. Consultant, its officers, employees, agents, or subconsultants, shall not, without written authorization from the City Manager or unless requested by the City Attorney, voluntarily provide declarations, letters of support, testimony at depositions, response to interrogatories, or other information concerning the work performed under this Agreement. Response to a subpoena or court order shall not be considered "voluntary" provided Consultant gives City notice of such court order or subpoena. b. Consultant shall promptly notify City should Consultant, its officers, employees, agents, or subconsultants be served with any summons, complaint, subpoena, notice of deposition, request for documents, interrogatories, request for admissions, or other discovery request (“Discovery”), court order, or subpoena from any person or party regarding this Agreement, unless the City is a party to any lawsuit, arbitration, or administrative proceeding connected to such Discovery, or unless Consultant is DocuSign Envelope ID: 224B0AC8-3952-4EE4-B5C6-375D8B43D590 prohibited by law from informing the City of such Discovery. City retains the right, but has no obligation, to represent Consultant and/or be present at any deposition, hearing, or similar proceeding as allowed by law. Unless City is a party to the lawsuit, arbitration, or administrative proceeding and is averse to Consultant in such proceeding, Consultant agrees to cooperate fully with City and to provide the opportunity to review any response to Discovery requests provided by Consultant. However, City's right to review any such response does not imply or mean the right by City to control, direct, or rewrite said response. 16. OWNERSHIP OF DOCUMENTS. a. 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 the Services under this Agreement. Consultant shall maintain adequate records of services provided 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 the representatives of City or its designees at reasonable times to such books and records; shall give City the right to examine and audit said books and records; shall permit City to make transcripts or copies therefrom as necessary; and shall allow inspection of all work, data, documents, proceedings, and activities related to this Agreement. Such records, together with supporting documents, shall be maintained for a period of three (3) years after receipt of final payment. b. Upon completion of, or in the event of termination or suspension of this Agreement, all original documents, designs, drawings, maps, models, computer files, surveys, notes, and other documents prepared in the course of providing the Services under this Agreement shall become the sole property of the City and may be used, reused, or otherwise disposed of by the City without the permission of the Consultant. It is understood that this provision excludes any proprietary materials such as but not limited to the Consultant’s 360 Assessment and PowerPoint and other documents that the Consultant developed prior to the initiation of the Services to be delivered under this Agreement. Additionally, the results, but not the instrument, of City- or department-wide assessments, such as employee engagement surveys, will become the property of the City. The results of any individual assessment, such as but not limited to the Consultant’s 360 Assessment, delivered directly to project participants by the Consultant will be shared only with the individual who may, at their discretion, share them with the City. With respect to computer files, Consultant shall make available to the City, at the Consultant's office and upon reasonable written request by the City, the necessary computer software and hardware for purposes of accessing, compiling, transferring, copying and/or printing computer files. Consultant hereby grants to City all right, title, and interest, including any copyright, in and to the documents, designs, drawings, maps, models, computer files, surveys, notes, and other documents prepared by Consultant in the course of providing the Services under this Agreement. 17. INDEMNIFICATION AND DEFENSE. To the fullest extent permitted by law (including, but not limited to California Civil Code Sections 2782 and 2782.8), Consultant shall indemnify, DocuSign Envelope ID: 224B0AC8-3952-4EE4-B5C6-375D8B43D590 defend, and hold harmless the City, and its elected officials, officers, employees, volunteers, and agents (“City Indemnitees”), from and against any and all causes of action, claims, liabilities, obligations, judgments, or damages, including reasonable legal counsels’ fees and costs of litigation (“claims”), arising out of the Consultant’s performance or Consultant’s failure to perform its obligations under this Agreement or out of the operations conducted by Consultant, including the City’s passive negligence, except for such loss or damage arising from the sole or active negligence or willful misconduct of the City. In the event the City Indemnitees are made a party to any action, lawsuit, or other adversarial proceeding arising from Consultant’s performance of this Agreement, the Consultant shall provide a defense to the City Indemnitees or at the City’s option, reimburse the City Indemnitees their costs of defense, including reasonable legal fees, incurred in defense of such claims. 18. SUSPENSION OR TERMINATION OF AGREEMENT WITHOUT CAUSE. a. The City may at any time, for any reason, with or without cause, suspend or terminate this Agreement, or any portion hereof, by serving upon the Consultant at least thirty (30) days prior written notice. Upon receipt of said notice, the Consultant shall immediately cease all work under this Agreement, unless the notice provides otherwise. If the City suspends or terminates a portion of this Agreement such suspension or termination shall not make void or invalidate the remainder of this Agreement. b. In the event this Agreement is terminated pursuant to this Section, the City shall pay to Consultant the actual value of the work performed up to the time of termination, provided that the work performed is of value to the City. Upon termination of the Agreement pursuant to this Section, the Consultant will submit an invoice to the City pursuant to Section 14. 19. TERMINATION FOR CAUSE. If, during the term of the Agreement, the City determines the Consultant is not faithfully abiding by any term or condition contained herein, the City may notify the Consultant in writing of such defect or failure to perform. This notice must give the Consultant a ten (10) calendar day notice of time thereafter in which to perform said work or cure the deficiency. a. If the Consultant has not performed the work or cured the deficiency within the ten (10) days specified in the notice, such shall constitute a breach of the Agreement and the City may terminate the Agreement immediately by written notice to the Consultant to said effect (“Notice of Termination”). Thereafter, neither party shall have any further duties, obligations, responsibilities, or rights under the Agreement except to comply with the obligations upon termination. b. In said event, the Consultant shall be entitled to the reasonable value of its services performed from the beginning date in which the breach occurs up to the day it received the City’s Notice of Termination, minus any offset from such DocuSign Envelope ID: 224B0AC8-3952-4EE4-B5C6-375D8B43D590 payment representing the City’s damages from such breach. “Reasonable value” includes fees or charges for goods or services as of the last milestone or task satisfactorily delivered or completed by the Consultant as may be set forth in the Agreement payment schedule; compensation for any other work or services performed or provided by the Consultant shall be based solely on the City’s assessment of the value of the work-in-progress in completing the overall scope. c. The City reserves the right to delay such payment until completion or confirmed abandonment of the project, as may be determined in the City’s sole discretion, so as to permit a full and complete accounting of costs. In no event, however, shall the Consultant be entitled to receive in excess of the not to exceed amount shown in this Agreement. 20. INSURANCE. Consultant shall maintain prior to the beginning of and for the duration of this Agreement insurance coverage as specified in Exhibit B attached to and made part of this Agreement. 21. BUSINESS LICENSE & TAX. The Consultant must have a valid City of San Luis Obispo business license & tax certificate before execution of the contract. Additional information regarding the City’s business tax program may be obtained by calling (805) 781-7134. 22. SAFETY PROVISIONS. The Consultant shall conform to the rules and regulations pertaining to safety established by OSHA and the California Division of Industrial Safety. 23. PUBLIC AND EMPLOYEE SAFETY. Whenever the Consultant operations create a condition hazardous to the public or City employees, it shall, at its expense and without cost to the City, furnish, erect and maintain such fences, temporary railings, barricades, lights, signs and other devices and take such other protective measures as are necessary to prevent accidents or damage or injury to the public and employees. 24. UNDUE INFLUENCE. Consultant declares and warrants that no undue influence or pressure was used against or in concert with any officer or employee of the City in connection with the award, terms or implementation of this Agreement, including any method of coercion, confidential financial arrangement, or financial inducement. No officer or employee of the City has or will receive compensation, directly or indirectly, from Consultant, or from any officer, employee or agent of Consultant, in connection with the award of this Agreement or any work to be conducted as a result of this Agreement. Violation of this Section shall be a material breach of this Agreement entitling the City to any and all remedies at law or in equity. 25. ASSIGNMENT. The Consultant shall not assign, transfer, convey or otherwise dispose of the contract, or its right, title or interest, or its power to execute such a contract to any individual or business entity of any kind without the previous written consent of the City. Because of the personal nature of the services to be rendered pursuant to this Agreement, only employees of Consultant, shall perform the services described in this DocuSign Envelope ID: 224B0AC8-3952-4EE4-B5C6-375D8B43D590 Agreement. Consultant may use assistants, under their direct supervision, to perform some of the services under this Agreement. a. As required above, before retaining or contracting with any subconsultant for any services under this Agreement, City must consent to such assignment of performance in writing. For City to evaluate such proposed assignment, Consultant shall provide City with the identity of the proposed subconsultant, a copy of the proposed written contract between Consultant and such subconsultant, which shall include an indemnity provision similar to the one provided herein and identifying City as an indemnified party, or an incorporation of the indemnity provision provided herein, and proof that such proposed subconsultant carries insurance at least equal to that required by this Agreement or obtain a written waiver from City for such insurance. 26. AMENDMENT. Any amendment, modification, or variation from the terms of this Agreement shall be in writing and shall be effective only upon approval by the appropriate review authority according to the City’s Financial Management Manual. Consultant shall not be compensated for any services rendered in connection with its performance of this Agreement which are in addition to those set forth herein, unless such additional services are authorized by the City in advance and in writing. 27. COMPLETE AGREEMENT. This written Agreement, including all writings specifically incorporated herein by reference, shall constitute the complete Agreement between the Parties hereto. No oral agreement, understanding, or representation not reduced to writing and specifically incorporated herein shall be of any force or effect, nor shall any such oral Agreement, understanding, or representation be binding upon the Parties hereto. Each party is entering into this Agreement based solely upon the representations set forth herein and upon each party's own independent investigation of any and all facts such party deems material. 28. NOTICE. All notices to the Parties hereto under this Agreement shall be in writing and shall be sent either by (i) personal service, (ii) delivery by a reputable document delivery service, such as, but not limited to, Federal Express, which provides a receipt showing date and time of delivery, or (iii) United States Mail, certified, postage prepaid, return receipt requested. All such notices shall be delivered to the addressee or addressed as set forth below: To City: Human Resources City of San Luis Obispo 949 Mill St. San Luis Obispo, CA 93401 Attention: Diana Federico To Consultant: The Centre for Organizational Effectiveness 3914 Murphy Canyon Road #A164 DocuSign Envelope ID: 224B0AC8-3952-4EE4-B5C6-375D8B43D590 San Diego, CA 92123 Skehrli@tcfoe.org 29. GOVERNING LAW. Any action arising out of this Agreement shall be brought in the Superior Court of San Luis Obispo County, California, regardless of where else venue may lie. The validity, interpretation, construction and performance of this Agreement, and all acts and transactions pursuant hereto and the rights and obligations of the Parties hereto shall be governed, construed and interpreted in accordance with the laws of the State of California, without giving effect to principles of conflicts of law. 30. AUTHORITY TO EXECUTE AGREEMENT. Both City and Consultant do covenant that each individual executing this Agreement on behalf of each party is a person duly authorized and empowered to execute Agreements for such party. IN WITNESS WHEREOF, the Parties hereto have caused this instrument to be executed the day and year first above written. CITY CONSULTANT _______________________________ By: City Manager _______________________________ APPROVED AS TO FORM: _______________________________ By: J. Christine Dietrick, City Attorney DocuSign Envelope ID: 224B0AC8-3952-4EE4-B5C6-375D8B43D590 Request for Proposals/Qualifications (Solicitation 2402-001) For Organizational Development Services Submitted by: Point of Contact: Sommer Kehrli, Ph.D., Chief Executive Officer 3914 Murphy Canyon Road #A164 San Diego, CA 92123 Skehrli@tcfoe.com Direct: (858) 945-0413 Fax: N/A EXHIBIT ADocuSign Envelope ID: 224B0AC8-3952-4EE4-B5C6-375D8B43D590 Page 2 of 39 The Centre for Organization Effectiveness | 3914 Murphy Canyon Road, Suite A164, San Diego, CA 92123 | 619-354-5701 | tcfoe.com March 28, 2024 Daniel Clancy City Hall 990 Palm Street San Luis Obispo CA 93401 Subject: Proposal / Qualifications for Organizational Development Services (#2402-001) To Mr. Clancy and Team: I am writing in response to your Notice Requesting Proposals / Qualifications for Organizational Development Services, as advertised by the City of San Luis Obispo. On behalf of The Centre for Organization Effectiveness (The Centre), I would like to express our interest in partnering with you to deliver high-quality services tailored to meet your needs. The Centre, which was founded in 1993, is a Joint Powers Authority committed to advancing the public good by inspiring excellence in leaders at all levels in community-serving organizations. With our expertise in Training and Organizational Development, we offer a comprehensive range of services aligned with the requirements outlined in your RFQ. We possess a proven track record in the Leadership Development and Organizational Development space. Whether in-person or virtual, our team is adept at leveraging the latest technology to ensure a seamless and impactful experience. We create programs whether it be a training module, coaching engagement, or executive offsite that are tailored to meet diverse organizational needs ultimately looking at the big-picture desired outcomes, e.g., culture change, strategic plan goals, change management. etc. The Centre understands the importance of evaluating the effectiveness of its programs to gauge their impact on organizational development. We have a robust evaluation framework in place that enables us to assess program outcomes and make data-driven recommendations for improvement. By selecting The Centre, you will gain a trusted partner committed to your success. We bring a wealth of experience, a strong commitment to excellence, and a deep understanding of the unique needs of public sector organizations. Our team of professionals is passionate about helping our clients achieve their goals and improve overall performance. We appreciate the opportunity to submit a proposal for Organizational Development services to the City of San Luis Obispo. We are confident that our comprehensive approach, tailored services, and commitment to evaluating and adapting to change make us the ideal partner for your organization. We look forward to the possibility of collaborating with you and contributing to the growth and development of your workforce. Thank you for considering our proposal. Should you require any additional information or clarification, please do not hesitate to contact me at (858) 945-0413 or skehrli@tcfoe.com. We eagerly anticipate the opportunity to discuss our proposal in more detail. Sincerely, Sommer Kehrli, Ph.D. Chief Executive Officer The Centre for Organization Effectiveness DocuSign Envelope ID: 224B0AC8-3952-4EE4-B5C6-375D8B43D590 Page 3 of 39 The Centre for Organization Effectiveness | 3914 Murphy Canyon Road, Suite A164, San Diego, CA 92123 | 619-354-5701 | tcfoe.com TABLE OF CONTENTS If viewing digitally, click on a header to jump to that section. Introduction 4 Team Biographies 4 Consulting Process 7 Scope of Work 7 Rates, Estimates, and Billing 11 Sample Services 12 Sustainability 12 References 13 Acknowledgments 17 Attachments 18 Statement of Past Contract Disqualifications 19 Certificate of Insurance 20 Redlined Sample Agreement 28 DocuSign Envelope ID: 224B0AC8-3952-4EE4-B5C6-375D8B43D590 Page 4 of 39 The Centre for Organization Effectiveness | 3914 Murphy Canyon Road, Suite A164, San Diego, CA 92123 | 619-354-5701 | tcfoe.com INTRODUCTION About The Centre (General Experience/Qualifications) The Centre for Organization Effectiveness, founded in 1993, is a Joint Powers Authority operating throughout California, whose purpose is to Advance the Public Good. As a leading consulting firm specializing in Training and Organizational Development, with a dedicated team and talented network of consultants, we have been serving cities and counties across California for more than 30 years. Proudly, we have been in good standing with no contract disqualifications throughout our organization’s history. Our headquarters are stationed in San Diego, and we have consultants located throughout the entire state of California. Our extensive experience in the field sets us apart. We have successfully collaborated with many cities and counties in California and many other types of public agencies to provide consultative services tailored to their unique needs. Our services range from designing and facilitating customized academies, workforce development trainings, strategic planning, organizational assessments, community engagement, survey and interview design, executive team support, board and council workshops, and both individual and group coaching support. At The Centre, we excel at understanding the specific requirements of each agency we work with. We have proven expertise in identifying organizational needs and developing comprehensive Training and Organizational Development programs that align with our clients' goals. We understand the importance of incorporating the organization’s specific approach to performance and ensure that our programs are thoughtfully and strategically designed to address an agency's needs while maximizing the potential for success. TEAM BIOGRAPHIES Consulting Services Team The Centre partners with a diverse group of highly experienced practitioners and consultants to provide our clients with exceptional organizational development services. Consultants from The Centre’s talent pool are leveraged for different projects depending on their educational background and expertise, relevant experience, and general fit for the given project. These experts include Leadership Consultants, Executive Coaches, Management Trainers, Organizational Psychologists, Business/Public Sector Professors, Human Resources Professionals, Authors, Change Management Consultants, Diversity and Inclusion Experts, and more. We take great care in assembling a project team and ensuring they can be available for the specific project scope and timeline. Full resumes for each consultant are provided with each specific project for review and approval by the client. Overseeing the consultative process for all projects are Sommer Kehrli, CEO, and Deanna Potter, Director of Growth and Development. Their biographies are included below. DocuSign Envelope ID: 224B0AC8-3952-4EE4-B5C6-375D8B43D590 Page 5 of 39 The Centre for Organization Effectiveness | 3914 Murphy Canyon Road, Suite A164, San Diego, CA 92123 | 619-354-5701 | tcfoe.com BIOGRAPHY: Sommer Kehrli, Ph.D. Sommer Kehrli has been the Chief Executive Officer for The Centre for Organization Effectiveness since 2010. Her background includes leading large-scale change management and employee engagement efforts, strategic and business planning, facilitating executive retreats and teambuilding workshops, coaching leaders of all levels, designing training programs, conducting research, and creating assessment instruments. Sommer has designed several development programs for executives, middle managers, supervisors, and front-line employees. Sommer's presentation expertise is in performance improvement and measurement, strategic agility, emotional intelligence, generational differences, employee engagement, strengths-based leadership, and change. Sommer is a TalentSmart master certified trainer and facilitator in Emotional Intelligence as well as CliftonStrengths. Sommer’s research on global business and her extensive travels give her an expansive view of business abroad. She has studied in Austria, the factories of Thailand, and the maquiladoras of Mexico. Sommer has experience in both the private and public sectors. She has worked with local and state government, pharmaceutical companies, healthcare organizations, and universities. Prior to this role, Sommer worked at Kaiser Permanente in Northern California as the Director of Performance Improvement and as an Organization Development Consultant. In these roles, she was responsible for creating an organizational culture change in a multi-union environment with a focus on improving performance through employee engagement, effective leadership, front-line improvement teams, and measurement in both hospital and clinic settings. Sommer has been a guest presenter to the International City/County Management Association, American Society for Public Administration, International Public Management Association for Human Resources, National Management Association, Chamber of Commerce, Association for Talent Development, and the Annual Water Agencies Conference. Sommer has also been a panelist for “Leadership Matters”, a weekly radio program for public sector and non-profit leaders. She co-authored an article for HR Magazine titled, “Managing Generation Y” and for The Joint Commission Journal titled, “Kaiser Permanente’s Performance Improvement System, Part 1: From Benchmarking to Executing on Strategic Priorities”. Sommer has a Ph.D. and master’s degree in industrial/organizational psychology from the California School of Professional Psychology and a Bachelor of Science in Psychology from Santa Clara University. Sommer is a fellow in the UCSF - Center for Health Professions Change Agent Program. Sommer is also the 2018 Woman to Watch award recipient from the San Diego Connected Woman of Influence Awards. Over the last several years, Sommer has consulted to various organizations such as San Diego County, Napa County, San Luis Obispo County, City/County of San Francisco, City of Chula Vista, City of National City, City of Berkeley, City of San Diego, SANDAG, Contractors State License Board, California State Teachers Retirement System (CalSTRS), Los Angeles County Employee Retirement Association (LACERA), San Diego County Water Authority, Helix Water District, Western Municipal Water District, Orange County Sanitation District, GE, the Hudson Group, BP, Yum! Brands, Southern California Edison, Dexcom, Kaiser Permanente, UCSD Health System, San Diego State University, and Grossmont and Cuyamaca Colleges. DocuSign Envelope ID: 224B0AC8-3952-4EE4-B5C6-375D8B43D590 Page 6 of 39 The Centre for Organization Effectiveness | 3914 Murphy Canyon Road, Suite A164, San Diego, CA 92123 | 619-354-5701 | tcfoe.com BIOGRAPHY: Deanna Potter, M.A. Deanna Potter is the Director of Growth and Development for The Centre for Organization Effectiveness. She has more than twenty-five years of experience in individual coaching and group training courses designed to improve communication skills and organizational results. She is a speaker, trainer, coach, and author who has consulting experience in both the private and public sectors. She understands the demands and importance of balancing an organization’s key performance objectives against the welfare of the individuals within the organization. She has generated organizational models and systems that focus on process improvements, innovative workflow methods, and practices that improve communication and increase workload capacity. Her noteworthy background includes various leadership positions, consulting projects, and presentations with organizations such as CAPPO, San Diego Housing Commission, Western Municipal Water District, City of San Diego, County of San Luis Obispo, City of Carlsbad, CalSTRS, Trilogy Financial, California Association of Realtors, Hartford Insurance, Orange County Sanitation District, SANDAG, National Institute for Governmental Purchasing (NIGP), and County of San Diego. Deanna has held positions as Division Project Manager, HR Staffing Specialist, Division Training Coordinator, Customer Service Manager, Sales Certification Manager, Consumer Affairs Specialist, and Broker CEO. She has been a team leader for nationwide projects over multiple locations, has led new system implementations, supervised performance enhancement procedures, managed the creation of quality assurance projects and led teams of more than 245 staff members. In 2015, Deanna co-founded and co-launched SUE Talks. A series of events throughout Southern California promoting the professional journeys of women leading in business. During which time she coached individuals through the process of crafting a compelling message and building confidence to present from the stage. Deanna received her bachelor’s degree in communication from the University of San Diego and her master’s degree in organizational leadership from Point Loma Nazarene University. Her areas of expertise include Leader as Coaching, Presentations for Elected Officials, Team Effectiveness, Communication Skill Development, Productivity Improvement, Systems Enhancement, Leadership Development, Executive Team Facilitation, Hybrid Workforce Assimilation, Positive Psychology, and CliftonStrengths training/development. Deanna has conducted numerous keynote presentations for conventions, conferences, and organizations around many topics and has highlighted her book, From Distress to Success, which outlines the 3 Key Choices critical to moving through challenges and obstacles. Deanna understands the challenges facing employees and leaders in today’s fast paced world. She uses her knowledge to help others systematize and prioritize their responsibilities for greater success. DocuSign Envelope ID: 224B0AC8-3952-4EE4-B5C6-375D8B43D590 Page 7 of 39 The Centre for Organization Effectiveness | 3914 Murphy Canyon Road, Suite A164, San Diego, CA 92123 | 619-354-5701 | tcfoe.com CONSULTING PROCESS The Centre embraces the philosophy of "partnership”, not “vendorship." It is a mindset of cultivating collaborative and mutually beneficial relationships with public sector organizations that focuses on a strategic and long-term approach rather than transactional or short-term engagements. The Centre’s approach recognizes that working with external partners, both clients and consultants, goes beyond a mere buyer-seller dynamic and seeks to establish a genuine partnership based on shared goals, trust, and collaboration. The Centre utilizes a structured consulting approach to manage engagements and deliver high-quality services. From the initial intake conversation with our client partners, deep dialogue and understanding of the issue at hand helps The Centre to identify the most effective path forward for impactful results. Through weekly project placement meetings, The Centre team carefully considers the details of each client request to match that need with the best consultant. By assigning a dedicated Program Manager, each project is given personal attention to ensure its success. The Centre’s standard consulting process provides the client with a detailed proposal describing the project services, a cost estimate with payment installments, and a detailed biography of all consultants supporting the project. Approval for each project is required by the client before work begins. SCOPE OF WORK The Centre provides an extensive range of consulting services tailored to address the diverse needs of public sector organizations, teams, and individuals. The Centre team helps navigate organizational complexities to foster transformative change and sustainable growth. Description of Services Organizational Development Services offer by The Centre shall include, but are not limited to: a) Coaching Support: The Centre offers personalized professional coaching services tailored to individuals' specific workload demands and skill development needs. Coaching support is available for individuals at all organizational levels, ensuring that each participant receives suitable guidance. The focus of the coaching can be developmental outlining specific goals to focus on, or transitional supporting an individual’s onboarding or transition process. At times, coaching support is combined with other organizational development services, such as teambuilding or change management efforts. Coach placements are based on various factors, including experience and coaching approach, to foster a relationship built on trust and respect. The standard coaching package includes tailored placements, intake meetings, nine hours of one-on-one coaching, and alignment meetings with participant’s supervisor. Custom packages are also available, reflecting The Centre's commitment to enhancing leadership skills and meeting organizational objectives through personalized coaching. Each coaching project considers the participant’s specific needs as it relates to the person’s knowledge, skills, and current abilities. Coaching projects span on average four to six months depending upon the agreed upon cadence between the coach and participant. The Centre’s common practice is sessions that occur every 2-3 weeks to support steady momentum and growth. The Centre coaches pride themselves on being available and flexible based on the business needs of the participant. The alignment meetings between the coach, coachee, and coachee’s supervisor are designed to gain agreement, establish expectations, and support the maintenance of behavioral improvement after the project has been completed. The Centre’s program managers work closely with the client (city) to provide continuous updates during the engagement and final feedback on the participant’s progress/status. The Centre will offer recommendations for the integration of assessments during DocuSign Envelope ID: 224B0AC8-3952-4EE4-B5C6-375D8B43D590 Page 8 of 39 The Centre for Organization Effectiveness | 3914 Murphy Canyon Road, Suite A164, San Diego, CA 92123 | 619-354-5701 | tcfoe.com the coaching project on a case-by-case basis. It is The Centre’s common practice to conduct coaching sessions virtually; however, accommodation can be made for in-person support as needed. b) Assessments: The Centre offers assessments to support client growth and development. These tools raise self- awareness and provide valuable insights into strengths and opportunities for individuals, teams, leaders, and organizational structures. With a tailored approach, The Centre utilizes assessments to identify areas for improvement and customize leadership development initiatives. Benefits include: • Impactful Results: These tools enhance leadership effectiveness, cultivate positive workplace cultures, improve performance, and align development efforts with strategic goals. • Comprehensive Support: The Centre offers individual support, team sessions, and cultural integration using various assessments through expert consultants. • Strengths-Based Approach: Emphasizing strengths-based awareness and development, we help clients optimize their potential. The Centre’s consultant partners offer expertise in a vast array of assessment tools including, but not limited to: CliftonStrengths, MBTI, FIRO-B, DISC, 4MAT, Influence and Change Style Indicators, 5 Dysfunctions of a Team Assessment, Lean Six Sigma, 360-degree assessments, employee engagement survey, and more. c) Interventions: When individuals, teams, or entire departments are struggling it impacts the entire organization. Departmental challenges can hinder collaboration and communication. The Centre understands that effective interdependence is crucial for organizational success. The Centre offers specialized expertise to help individuals, teams, and departments face the unique challenges that range from changes in leadership, resource constraints, shifting priorities or directives, and public scrutiny or accountability for performance. Through carefully designed interventions staff can • Overcome obstacles and identify areas for improvement, • Gain consensus and implement effective solutions, and • Focus on streamlining processes and enhancing communication. After an initial intake meeting with the client, these interventions often involve some element of discovery (such as individual interviews, focus groups, or a customized survey) to better understand the nuance of the situation. There is also an analysis to determine how the team or department needing support fits into the larger organizational system and structure. The solution to these types of situations varies and can include elements of coaching, facilitated team sessions and/or assessments, creation of interdepartmental working agreements, etc. d) Change Management: In the public sector, change is constant and complex. The Centre works with individuals, teams, and organizations at all levels to foster collaboration, shared vision, and effective decision-making during times of change. Starting from the top of the organization working with executive teams, The Centre helps these high-level leaders make the right, thoughtful and critical decisions necessary to support the community they serve. Using proven change management models and methods, The Centre assists individuals, and groups to deepen relationships, improve communication, and aligning priorities so that change is manageable and successful. With tailored experiences designed to meet specific organizational goals, these change management efforts play a crucial role in equipping leaders with the skills to navigate complex challenges and drive positive DocuSign Envelope ID: 224B0AC8-3952-4EE4-B5C6-375D8B43D590 Page 9 of 39 The Centre for Organization Effectiveness | 3914 Murphy Canyon Road, Suite A164, San Diego, CA 92123 | 619-354-5701 | tcfoe.com outcomes for communities. Some of the change management efforts The Centre has supported include: transitions within elected bodies, executive leadership transitions, large scale culture change, department specific staffing changes, organizational restructures, strategic plan creation and roll out, technology changes/implementation (e.g., ERP roll out), customer service initiatives, employee engagement efforts with communication strategies, etc. e) Team Development, Team Building, and Group Facilitation: Recognizing the vital role of team building in organizational success, The Centre offers tailored sessions focused on communication and relationship-building to build collaboration among public sector teams. These interactive sessions feature activities, self-awareness assessments, problem-solving exercises, and open dialogue to enhance synergy and productivity. Participants explore team dynamics, communication strategies, and conflict-solving techniques tailored to the specific department or team’s reality. Facilitators guide teams in trust-building and understanding each member's role in achieving shared objectives. With a focus on real-world scenarios, these sessions offer practical insights for improved team performance and a culture of collective success. Other group facilitation efforts use similar techniques and are designed based on the desired outcomes, e.g., improved communication among departments needing to collaborate more, organization-wide communication forums, etc. To confirm impact and effectiveness in team and group facilitations, The Centre uses a QR Survey system for immediate feedback and input on programs. f) Strategic Planning and Goal Setting: Strategic planning is vital for public sector organizations, guiding them towards their future goals and impacting community well-being. The Centre offers comprehensive services, from facilitating goal-setting sessions to developing long-term strategic plans integrated into the client's system. Support areas include: • Thorough project planning • Detailed stakeholder engagement • Meticulous report development • Creation and tracking of implementation plans and performance measures • Development of communication plan and support for leaders in rolling out the plan The report produced by The Centre covers goals, objectives, timelines, and performance measures to ensure successful understanding and implementation. The Centre's approach focuses on visionary and transformative processes tailored to each organization's unique needs, aiming to create a lasting legacy of progress and prosperity for future generations. g) Surveys and Organizational Analysis: Surveys play a crucial role in organizations as versatile tools to continuously improve operations and relationships with stakeholders. While The Centre utilizes and supports a wide variety of surveys for organizational analysis, it is particularly proud of its Employee Engagement Survey. The use of employee engagement surveys is a strategic investment in understanding, nurturing, and optimizing the most valuable asset of any organization – its people. Implementing an employee engagement survey is essential for organizations seeking to gauge the satisfaction, commitment, and overall well-being of their workforce. DocuSign Envelope ID: 224B0AC8-3952-4EE4-B5C6-375D8B43D590 Page 10 of 39 The Centre for Organization Effectiveness | 3914 Murphy Canyon Road, Suite A164, San Diego, CA 92123 | 619-354-5701 | tcfoe.com The Centre’s Employee Engagement Survey is: • Comprehensive: a comprehensive organizational analysis that assesses factors related to employee engagement. The survey focuses on engagement within the following categories: My Job; My Team; My Supervisor; My Department; The Organization; Training & Development; Work Environment, Resources, and Support. • User Friendly: Survey data is broken down into a summary Organization Report and individualized Breakout Reports (optional) so that analysis and action planning is supported at the organizational and department/group levels. • Detailed: Survey data is further broken down by specific demographic characteristics to highlight relevant trends. The survey provides a thorough snapshot of an organization’s health related to employee engagement. h) Onboarding, Transition, and Succession Planning Support: Knowledge transfer is an essential component of organizational strategy and success. The Centre partners with clients to build systems that support talent management and long-term sustainability. Efforts are focused on preserving institutional knowledge, maintaining operational continuity, mitigating risks, developing talent, aligning with strategic objectives, and enhancing agility. The Centre offers a unique Knowledge Management Process that combines coaching support and customized tools designed to assist individuals as they navigate the transition out of their current position in the organization. The process is designed to inspire thought-provoking questions and create intentional actions that will leave behind information, insights, and knowledge that empowers the individual’s successor and team to thrive beyond the person’s absence. i) Process/Organizational/Program Design: Because of The Centre’s expansive pool of consultant talent, it can custom design and facilitate processes and programs to meet the unique needs of the client. The Centre relies on Lean/Six Sigma strategies and tools for process improvement efforts and can support a department or team in redesigning their policies and procedures to achieve different outcomes. Restructuring or other elements of organizational design are sometimes required to position an organization to achieve its goals. Each of these process, program, or organizational design efforts would begin with a discovery phase to understand the goals of the team, department, interdependent departments, or organization to build the best approach to the design process. The Centre errs on the side of an agile, pilot process to test out design ideas before fully implementing. Our deep knowledge of human behavior and change management supports design process to ensure appropriate buy-in from key stakeholders. DocuSign Envelope ID: 224B0AC8-3952-4EE4-B5C6-375D8B43D590 Page 11 of 39 The Centre for Organization Effectiveness | 3914 Murphy Canyon Road, Suite A164, San Diego, CA 92123 | 619-354-5701 | tcfoe.com RATES, ESTIMATES, AND BILLING The cost for The Centre’s services is calculated on a project-by-project basis and vary depending upon the specific elements within each scope of work. The Centre operates based on an hourly client rate which is multiplied by the hours of anticipated services for each project. Support requested by the Client that extends beyond the scope of a proposal will be billed at the current hourly rate. Additional materials and expenses outside of a scope, if any, are billed at an additional cost. All projects are billed on a net-30 basis following the execution of services. Larger projects are billed in installments made mutually agreeable by both The Centre and the client. Below is a chart that demonstrates the hourly rate by level of expertise. As appropriate, travel and materials/assessments will be included in the scope of work as each project is requested. Annually, The Centre Board reviews the hourly rates for services in each role type and evaluates the market environment; and adjusts the rates accordingly. Historically this increase is between 3-5%. As a public sector entity, The Centre is conscientious and sensitive to raising rates beyond what is necessary each year. ROLE TYPE FISCAL YEAR 24-25 RATES Sr. Consultant Rate (Example tasks: program facilitation and design, strategic planning, coaching) $335 per hour Jr. Consultant Rate (Example tasks: report development, data analysis, instructional tool design) $155 per hour Program Manager Rate (Example tasks: assessment administration, project planning) $115 per hour Specialized Consultant Rate This rate varies depending on the specialized service requested. This is typically when support is needed related to workplace violence or threat assessment and can range from $350-$575 per hour. DocuSign Envelope ID: 224B0AC8-3952-4EE4-B5C6-375D8B43D590 Page 12 of 39 The Centre for Organization Effectiveness | 3914 Murphy Canyon Road, Suite A164, San Diego, CA 92123 | 619-354-5701 | tcfoe.com SAMPLE SERVICES In pursuit of its purpose to Advance the Public Good, The Centre works closely with our partners to create custom, strategic approaches to organizational excellence. The Centre offers an extensive library of programs and services that meet the needs of community-serving organizations throughout California. Our services are detailed in The Centre’s Digital Catalog (click to view), which is located on our website, www.tcfoe.com. SUSTAINABILITY The Centre mitigates its effect on the environment in its daily operations and when planning and executing projects. Emissions Reduction The Centre adopted a hybrid work model four years ago, which reduces the organization’s aggregate monthly commute by more than 10,000 miles. The Centre further reduces emissions by recruiting consultants throughout the state and by bundling projects and providing services remotely, when possible, all of which reduce the need for travel. Energy Reduction With our leaseholder's permission, the Centre disconnected its office from the building’s automatic HVAC system to ensure that the space is only being heated and cooled while it is occupied, which is rare due to our hybrid work model. Materials Reduction To facilitate the shift to a hybrid work model, the Centre has converted its daily operations from paper to digital, which dramatically reduced the consumption of paper. The Centre plans to implement an LMS system (an online portal for the posting and distribution of teaching materials), which will replace hardbound learning materials distributed to clients. DocuSign Envelope ID: 224B0AC8-3952-4EE4-B5C6-375D8B43D590 Page 13 of 39 The Centre for Organization Effectiveness | 3914 Murphy Canyon Road, Suite A164, San Diego, CA 92123 | 619-354-5701 | tcfoe.com REFERENCES In addition to the projects listed below, we have recently supported cities such as Arroyo Grande, Belmont, Berkeley, Chula Vista, Del Mar, El Segundo, Encinitas, Escondido, Fairfield, Fremont, Imperial Beach, Kingsburg, Lake Elsinore, Moorpark, Morro Bay, Murrieta, Napa, Newport Beach, Palm Springs, Paso Robles, San Diego, San Francisco, Santa Maria, Sunnyvale, Vista, West Sacramento, and countless others. We have also been engaged in various projects to support agencies and regional bodies responsible for broad impact in the Central Coast Region. We also support various public agencies, including counties, water districts, sanitation districts, retirement agencies, transportation agencies, housing authorities, school districts, high education colleges and universities, and state agencies across California. Reference #1 Client City of Carlsbad–1635 Faraday Avenue, Carlsbad, CA 92008 Project Five-Year Strategic Plan Contact Jason Haber Intergovernmental Affairs Director jason.haber@carlsbadca.gov (760) 434-2958 Dates December 2021-September 2022 Budget $55,720 Consultants Sommer Kehrli, Jena Ellithorpe, Bharat Mohan, Elissa Haddad, et al. Scope The Centre supported the City of Carlsbad in the development of a Five-Year Strategic Plan. • Planning meetings with internal project team to discuss design of City Council sessions and strategic planning process and to develop a viable project plan. • Interviews with City Council Members and City staff to discuss goals for the strategic planning process, collect relevant data, and develop working relationships. • Leverage data from internal community outreach efforts to support the development of the strategic plan. • Design and facilitate staff workshops to develop and refine language and framework for strategic goals, work through Capital Improvement project prioritization and timeline, and to connect with relevant implementation plans. • Design and facilitation of multiple City Council sessions (some virtual, some in-person) to 1) review community goals and identify areas of focus “goal themes” to incorporate in the Five-Year Strategic Plan, 2) review input from staff and community members and refine strategic goals to align with identified goal themes, 3) discuss and prioritize capital improvement projects, and 4) review final Draft Strategic Plan. • Project outcomes included a comprehensive Five-Year Strategic Plan including goal themes, strategic goals, implementation plans, timeline, etc. DocuSign Envelope ID: 224B0AC8-3952-4EE4-B5C6-375D8B43D590 Page 14 of 39 The Centre for Organization Effectiveness | 3914 Murphy Canyon Road, Suite A164, San Diego, CA 92123 | 619-354-5701 | tcfoe.com Reference #2 Client County of San Luis Obispo–1055 Monterey Street, San Luis Obispo, CA 93408 Project Countywide Training and Organization Development Support Contact Mark McKibben Principal Human Resources Analyst mmckibben@co.slo.ca.us (805) 781-5959 Dates Annually (2014-Present) Budget $285,000 annually Consultants Sommer Kehrli, Deanna Potter, David Agran, Connie Weiss, Jessica Yaffa, Kymberly Garrett, Rachel Jeffres, Brian Beamish, Richard Marks, JaRae Birkeland, et al. Scope The Centre has been providing various training programs and other support to address issues that were identified by a comprehensive needs assessment. • Supervisors Academy: Successfully delivered a comprehensive training program tailored specifically for supervisors, focusing on leadership development, effective management practices, and enhancing supervisory skills. The program, offered in both virtual and in-person formats, was designed to meet the identified needs of our county client through a thorough needs assessment. • Management Academy: Implemented a dynamic and results-driven training program targeting mid- level managers within the county organization. The Management Academy equipped participants with the essential tools and knowledge to excel in their managerial roles, addressing key areas such as strategic thinking, decision-making, team management, and organizational effectiveness. • S.T.A.R.T. (Supervisors Transition and Readiness Training): Conducted one, virtual, and one, in- person, training to support newly promoted managers in their transition to a supervisory role. By addressing critical questions regarding the expectations and challenges of being a supervisor, S.T.A.R.T. facilitated a smooth transition and ensured the success of newly appointed managers. • Foundations in Excellence (FIE) Academy: Administered two, in-person and one, virtual, targeted training program for employees who aspire to become supervisors in the future. FIE provided a comprehensive learning experience, equipping participants with fundamental tools, concepts, and best practices necessary for effective leadership. • HR Teambuilding: Conducted engaging and interactive team-building sessions specifically tailored for the county's HR executives. These sessions fostered a positive and collaborative work environment, strengthening team dynamics, enhancing communication skills, and promoting effective leadership within the HR department. • Administration and analysis of Employee Engagement Survey with support on communication and implementation plans. • Executive Offsites with CAO’s Office and Department Head Leadership Team related to team dynamics, strategic planning, support of workforce, etc. • Upcoming projects for FY24-25 include FIE, START, Supervisor Academies, Management Academy, coaching, and specific department support. DocuSign Envelope ID: 224B0AC8-3952-4EE4-B5C6-375D8B43D590 Page 15 of 39 The Centre for Organization Effectiveness | 3914 Murphy Canyon Road, Suite A164, San Diego, CA 92123 | 619-354-5701 | tcfoe.com Reference #3 Client County of Napa–1195 Third Street, Napa, CA 94559 Project Training Academies and Organization Development Support Contact Christine Briceno Director, Human Resources christine.briceno@countyofnapa.org (707) 253-4303 Contact Kevin Lemieux Staff Services Manager kevin.lemieux@countyofnapa.org (707) 253-4000 Dates Annually (July 2023-Present; similar bodies of work occurred pre-COVID, as well) Budget $375,000 annually Consultants Sommer Kehrli, David Agran, Connie Weiss, Jessica Yaffa, Kymberly Garrett, Melanie Klinghoffer, Steve Romano, Tracy Stayton, Richard Marks, JaRae Birkeland, et al. Scope The Centre provided the following support: • Provided personalized professional coaching services tailored to individuals' specific workload demands and skill development needs. • Supported tailored team-building efforts focused on collaboration, communication, and relationship-building for improved performance. • Conducted a five-day, in-person Supervisors Academy geared to improving the skills of first- and second-line supervisors and those who lead front-line employees. • In-person meeting facilitation support to improve team dynamics, build leadership skills, and enhance morale. • Conducted an eight-day, in-person Management Academy designed to support the leadership needs of middle-managers and the teams that they lead. • Organized executive offsites and department head sessions, facilitating strategic planning and alignment to achieve key objectives and priorities. • Designed and facilitated a virtual strengths session by creating an interactive and engaging environment where participants can identify and explore their unique strengths, using activities such as self-reflection exercises, guided discussions, and virtual breakout groups. • Supported departmental interventions to drive improved interdependence, overcome obstacles, and implement effective solutions. • Upcoming projects for fiscal year 24/25 include Supervisor Academies, Management Academy, Department Head offsites, and specific department support. DocuSign Envelope ID: 224B0AC8-3952-4EE4-B5C6-375D8B43D590 Page 16 of 39 The Centre for Organization Effectiveness | 3914 Murphy Canyon Road, Suite A164, San Diego, CA 92123 | 619-354-5701 | tcfoe.com Reference #4 Client CalSTRS–100 Waterfront Place, West Sacramento, CA 95605 Project Leadership and Organization Development Contact Katie Valdivia Organizational Development Manager kvaldivia@CalSTRS.com (916) 769-0820 Dates July 2022-June2025 (previous contracts were similar) Budget $350,000 annually Consultants Sommer Kehrli, Deanna Potter, Kymberly Garrett, Steven Beck, Marc Camras, Connie Weiss, Sahar Andrade, Tracy Stayton, Kelvin Jenkins, Ted Kniker, Steve Romano, Jessica Yaffa, Richard Marks, JaRae Birkeland, Shannon Jordan, Gladys Lars, Sam Soloman, et al. Scope The Centre has been supporting CalSTRS’s leadership development efforts for a three-year contract period. Services include: • Provided quarterly Leadership Forums tailored to meet the needs of leaders across all tiers of the organization with topics such as “Well-being IQ”, “Adaptive Leadership”, and “Workload Overload.” • Conducted executive team offsites to deepen relationships, improve communication, and align priorities to equip the executive leaders with the tools to navigate complex challenges and drive positive outcomes for communities. • Supported multiple Peer Learning Groups (PLG) for both leaders and individual contributors to foster community and relationship building among participants who share similar roles or responsibilities. • Provided personalized professional coaching services across the organization tailored to individuals' specific workload demands and skill development needs. • Designed and facilitated a custom nine-month Leadership Development Program for top level employees to improve leadership performance and drive succession planning efforts. • Personalized partnership support in organizational development strategic planning efforts to meet the changing needs of the organization and maintain alignment with larger strategic initiatives. • Provided target training based upon the challenges and trends of the internal workforce. Focus placed upon peer-to-peer dialogue, application-based learnings, interactive activities, and reflection exercises. Topics included: Empowering Others Through Delegation, Leading Leaders, and Powerhouse Presentations. • Conducted executive level succession planning readiness support in identifying an approach and plan for future executive level readiness. Services included creation of tools for use by the CEO and COO for executive development plans. DocuSign Envelope ID: 224B0AC8-3952-4EE4-B5C6-375D8B43D590 Page 17 of 39 The Centre for Organization Effectiveness | 3914 Murphy Canyon Road, Suite A164, San Diego, CA 92123 | 619-354-5701 | tcfoe.com ACKNOWLEDGMENTS Form of Agreement/Exceptions The Centre is generally comfortable with the provisions included in the sample agreement. The attached “redline” highlights three items that we would like to address. • 9a. Independent Contractor. The Centre occasionally uses sub-contractors to provide services, and we supervise and coordinate with those consultants to ensure that their work meets our clients’ expectations and The Centre’s high standards. The phrase “exclusive direction and control” typically describes an employer-employee relationship. We want to be sure that this language doesn’t preclude the use of contractors, which appears to be allowed by other sections of the agreement. • 16b. Ownership of Documents. The Centre acknowledges that documents created expressly for the City under this agreement would become the property of the City. However, The Centre owns certain materials such as PowerPoint slide decks and our 360 Assessment that we use in training programs and some OD work. We want to make it clear that the City would not get ownership of these materials because they were not developed for this scope of work. Additionally, to protect the validity of the individual assessments we administer, the results would belong to the individual who took them (this is especially true for the 360 Assessment). Please see suggested additional language in the attached redline. • 21. Business License & Tax. The Centre is a tax-exempt government entity and is, therefore, exempt from business licenses/taxes. Janice Harris in the San Luis Obispo business license department confirmed our exemption on 09-22-21. We would like to strike this section of the agreement. Proposal Submission The undersigned declares that she has carefully examined and is thoroughly familiar with the requirements outlined in the request for proposals/qualifications, agrees to perform the work as set forth in this proposal, and is authorized to represent The Centre for Organization Effectiveness. Sommer Kehrli, Ph.D., Chief Executive Officer 3914 Murphy Canyon Road #A164 San Diego, CA 92123 Skehrli@tcfoe.com Direct: (858) 945-0413 03-28-24 Signature Date DocuSign Envelope ID: 224B0AC8-3952-4EE4-B5C6-375D8B43D590 Page 18 of 39 The Centre for Organization Effectiveness | 3914 Murphy Canyon Road, Suite A164, San Diego, CA 92123 | 619-354-5701 | tcfoe.com ATTACHMENTS The following attachments are included below. • Statement of Past Contract Disqualifications • Certificate of insurance with Philadelphia Insurance Company, A.M. Best rating: A++XV • Redlined sample agreement DocuSign Envelope ID: 224B0AC8-3952-4EE4-B5C6-375D8B43D590   -16-  STATEMENT OF PAST CONTRACT DISQUALIFICATIONS    The proposer shall state whether it or any of its officers or employees who have a proprietary interest in  it, has ever been disqualified, removed, or otherwise prevented from bidding on, or completing a federal,  state, or local government project because of the violation of law, a safety regulation, or for any other  reason, including but not limited to financial difficulties, project delays, or disputes regarding work or  product quality, and if so to explain the circumstances.     Do you have any disqualification as described in the above paragraph to declare?    Yes ☐   No ☐      If yes, explain the circumstances.                                  Executed on                                            at _______________________________________ under penalty of  perjury of the laws of the State of California, that the foregoing is true and correct.          ______________________________________      Signature of Authorized Proposer Representative     Bid 2402-001City of San Luis Obispo 3/8/2024 11:56 AM p. 21 San Diego, CA03-28-24 N/A x DocuSign Envelope ID: 224B0AC8-3952-4EE4-B5C6-375D8B43D590 ANY PROPRIETOR/PARTNER/EXECUTIVEOFFICER/MEMBER EXCLUDED? INSR ADDL SUBRLTRINSDWVD PRODUCER CONTACTNAME: FAXPHONE(A/C, No):(A/C, No, Ext): E-MAILADDRESS: INSURER A : INSURED INSURER B : INSURER C : INSURER D : INSURER E : INSURER F : POLICY NUMBER POLICY EFF POLICY EXPTYPE OF INSURANCE LIMITS(MM/DD/YYYY)(MM/DD/YYYY) AUTOMOBILE LIABILITY UMBRELLA LIAB EXCESS LIAB WORKERS COMPENSATIONAND EMPLOYERS' LIABILITY DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) AUTHORIZED REPRESENTATIVE EACH OCCURRENCE $ DAMAGE TO RENTEDCLAIMS-MADE OCCUR $PREMISES (Ea occurrence) MED EXP (Any one person)$ PERSONAL & ADV INJURY $ GEN'L AGGREGATE LIMIT APPLIES PER:GENERAL AGGREGATE $ PRO-POLICY LOC PRODUCTS - COMP/OP AGGJECT OTHER:$ COMBINED SINGLE LIMIT $(Ea accident) ANY AUTO BODILY INJURY (Per person)$ OWNED SCHEDULED BODILY INJURY (Per accident)$AUTOS ONLY AUTOS HIRED NON-OWNED PROPERTY DAMAGE $AUTOS ONLY AUTOS ONLY (Per accident) $ OCCUR EACH OCCURRENCE CLAIMS-MADE AGGREGATE $ DED RETENTION $ PER OTH-STATUTE ER E.L. EACH ACCIDENT E.L. DISEASE - EA EMPLOYEE $ If yes, describe under E.L. DISEASE - POLICY LIMITDESCRIPTION OF OPERATIONS below INSURER(S) AFFORDING COVERAGE NAIC # COMMERCIAL GENERAL LIABILITY Y / N N / A (Mandatory in NH) SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. 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, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. 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. 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). COVERAGES CERTIFICATE NUMBER:REVISION NUMBER: CERTIFICATE HOLDER CANCELLATION © 1988-2015 ACORD CORPORATION. All rights reserved.ACORD 25 (2016/03) CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) $ $ $ $ $ The ACORD name and logo are registered marks of ACORD 3/19/2024 (858) 384-1506 (800) 209-9298 18058 San Diego Centre For Organization Effectiveness 3914 Murphy Canyon Rd #A164 San Diego, CA 92123 38776 A 1,000,000 X X PHPK2619252 12/7/2023 12/7/2024 100,000 5,000 1,000,000 2,000,000 2,000,000 1,000,000A X X PHPK2619252 12/7/2023 12/7/2024 B WC12861000 12/10/2023 12/10/2024 1,000,000Y1,000,000 1,000,000 A Professional Liab PHPK2619252 12/7/2023 Aggregate Limit 2,000,000 City of San Luis Obispo, Officers, Officials, Employees, Agents and Volunteers is named as an additional insured per CG2037 4/13 primary and non contributory wording per the PI-GL-005 7/12 endorsement. Waiver of subrogation applies to the General Liability policy per CG2404 05/09. Additional insured in respects to the commercial auto policy per CA2048 02/99 and waiver of subrogation on auto applies per CA0444 03/10. City of San Luis Obispo, its Officers, Officials, Employees, Agents and Volunteers 990 Palm st San Luis Obispo, CA 93401 SANDIEG-19 ORTPA1 Fusco & Orsini Insurance Services, Inc.5095 Murphy Canyon Road, Suite 200 San Diego, CA 92123 service@foagency.com Philadelphia Indemnity Ins. Co. Siriuspoint America Insurance Company X 12/7/2024 X X X X X DocuSign Envelope ID: 224B0AC8-3952-4EE4-B5C6-375D8B43D590 DocuSign Envelope ID: 224B0AC8-3952-4EE4-B5C6-375D8B43D590 DocuSign Envelope ID: 224B0AC8-3952-4EE4-B5C6-375D8B43D590 DocuSign Envelope ID: 224B0AC8-3952-4EE4-B5C6-375D8B43D590 DocuSign Envelope ID: 224B0AC8-3952-4EE4-B5C6-375D8B43D590 DocuSign Envelope ID: 224B0AC8-3952-4EE4-B5C6-375D8B43D590 DocuSign Envelope ID: 224B0AC8-3952-4EE4-B5C6-375D8B43D590 DocuSign Envelope ID: 224B0AC8-3952-4EE4-B5C6-375D8B43D590 EXHIBIT B INSURANCE REQUIREMENTS FOR PROFESSIONAL SERVICES Without limiting CONSULTANT’s indemnification of CITY, and prior to commencement of Work, CONSULTANT shall obtain, provide and maintain at its own expense during the term of this AGREEMENT, policies of insurance of the type and amounts described below, and in a form satisfactory to CITY. General liability insurance. CONSULTANT shall maintain commercial general liability insurance with coverage at least as broad as Insurance Services Office form CG 00 01, in an amount not less than $1,000,000 per occurrence, $2,000,000 general aggregate, for bodily injury, personal injury, and property damage. The policy must include contractual liability that has not been amended. Any endorsement restricting standard ISO “insured contract” language will not be accepted. Professional liability (errors & omissions) insurance. CONSULTANT shall maintain professional liability insurance that covers the Services to be performed in connection with this AGREEMENT, in the minimum amount of $1,000,000 per claim and in the aggregate. Any policy inception date, continuity date, or retroactive date must be before the effective date of this AGREEMENT and CONSULTANT agrees to maintain continuous coverage through a period no less than three (3) years after completion of the services required by this AGREEMENT. Workers’ compensation insurance. CONSULTANT shall maintain Workers’ Compensation Insurance (Statutory Limits) and Employer’s Liability Insurance (with limits of at least $1,000,000). CONSULTANT shall submit to CITY, along with the certificate of insurance, a Waiver of Subrogation endorsement in favor of CITY, its officers, agents, employees, and volunteers. Proof of insurance. CONSULTANT shall provide certificates of insurance to CITY as evidence of the insurance coverage required herein, along with a waiver of subrogation endorsement for workers’ compensation. Insurance certificates and endorsements must be approved by CITY’s R isk Manager prior to commencement of performance. Current certification of insurance shall be kept on file with CITY at all times during the term of this contract. CITY reserves the right to require complete, certified copies of all required insurance policies, at any time. Duration of coverage. CONSULTANT shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property, which may arise from or in connection with the performance of the Work hereunder by CONSULTANT, his agents, representatives, employees or subconsultants. Primary/noncontributing. Coverage provided by CONSULTANT shall be primary and any insurance or self- insurance procured or maintained by CITY shall not be required to contribute with it. The limits of insurance required herein may be satisfied by a combination of primary and umbrella or excess insurance. Any umbrella or excess insurance shall contain or be endorsed to contain a provision that such coverage shall also apply on a primary and non-contributory basis for the benefit of CITY before the CITY’s own insurance or self-insurance shall be called upon to protect it as a named insured. CITY’s rights of enforcement. In the event any policy of insurance required under this AGREEMENT does not comply with these specifications or is canceled and not replaced, CITY has the right but not the duty to obtain the insurance it deems necessary, and any premium paid by CITY will be promptly reimbursed DocuSign Envelope ID: 224B0AC8-3952-4EE4-B5C6-375D8B43D590 by CONSULTANT or CITY will withhold amounts sufficient to pay premium from CONSULTANT payments. In the alternative, CITY may cancel this AGREEMENT. Acceptable insurers. All insurance policies shall be issued by an insurance company currently authorized by the Insurance Commissioner to transact business of insurance or is on the List of Approved Surplus Line Insurers in the State of California, with an assigned policyholders’ Rating of A- (or higher) and Financial Size Category Class VII (or larger) in accordance with the latest edition of Best’s Key Rating Guide, unless otherwise approved by the CITY’s Risk Manager. Waiver of subrogation. All insurance coverage maintained or procured pursuant to this AGREEMENT shall be endorsed to waive subrogation against CITY, its elected or appointed officers, agents, officials, employees and volunteers or shall specifically allow CONSULTANT or others providing insurance evidence in compliance with these specifications to waive their right of recovery prior to a loss. CONSULTANT hereby waives its own right of recovery against CITY and shall require similar written express waivers and insurance clauses from each of its subconsultants. Enforcement of contract provisions (non estoppel). CONSULTANT acknowledges and agrees that any actual or alleged failure on the part of the CITY to inform CONSULTANT of non-compliance with any requirement imposes no additional obligations on the CITY nor does it waive any rights hereunder. Requirements not limiting. Requirements of specific coverage features or limits contained in this Section are not intended as a limitation on coverage, limits or other requirements, or a waiver of any coverage normally provided by any insurance. Specific reference to a given coverage feature is for purposes of clarification only as it pertains to a given issue and is not intended by any party or insured to be all inclusive, or to the exclusion of other coverage, or a waiver of any type. If the CONSULTANT ma intains higher limits than the minimums shown above, the CITY requires and shall be entitled to coverage for the higher limits maintained by the CONSULTANT. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the CITY. Notice of cancellation. CONSULTANT agrees to oblige its insurance agent or broker and insurers to provide to CITY with a thirty (30) day notice of cancellation (except for nonpayment for which a ten (10) day notice is required) or nonrenewal of coverage for each required coverage. Additional insured status. General liability policies shall provide or be endorsed to provide that CITY and its officers, officials, employees, and agents, and volunteers shall be additional insureds under such policies. This provision shall also apply to any excess/umbrella liability policies. Prohibition of undisclosed coverage limitations. None of the coverages required herein will be in compliance with these requirements if they include any limiting endorsement of any kind that has not been first submitted to CITY and approved of in writing. Separation of insureds. A severability of interests provision must apply for all additional insureds ensuring that CONSULTANT’s insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the insurer’s limits of liability. The policy(ies) shall not contain any cross-liability exclusions. Pass through clause. CONSULTANT agrees to ensure that its subconsultants, subcontractors, and any other party involved with the project who is brought onto or involved in the project by CONSULTANT, provide the same minimum insurance coverage and endorsements required of CONSULTANT. CONSULTANT agrees to monitor and review all such coverage and assumes all responsibility for ensuring DocuSign Envelope ID: 224B0AC8-3952-4EE4-B5C6-375D8B43D590 that such coverage is provided in conformity with the requirements of this section. CONSULTANT agrees that upon request, all agreements with consultants, subcontractors, and others engaged in the project will be submitted to CITY for review. CITY’s right to revise specifications. The CITY reserves the right at any time during the term of the contract to change the amounts and types of insurance required by giving the CONSULTANT ninety (90) days advance written notice of such change. If such change results in substantial additional cost to the CONSULTANT, the CITY and CONSULTANT may renegotiate CONSULTANT’s compensation. Self-insured retentions. Any self-insured retentions must be declared to and approved by CITY. CITY reserves the right to require that self-insured retentions be eliminated, lowered, or replaced by a deductible. Self-insurance will not be considered to comply with these specifications unless approved by CITY. Timely notice of claims. CONSULTANT shall give CITY prompt and timely notice of claims made or suits instituted that arise out of or result from CONSULTANT’s performance under this AGREEMENT, and that involve or may involve coverage under any of the required liability policies. Additional insurance. CONSULTANT shall also procure and maintain, at its own cost and expense, any additional kinds of insurance, which in its own judgment may be necessary for its proper protection and prosecution of the work. Verification of Coverage. Contractor shall furnish the City with a certificate of insurance showing maintenance of the required insurance coverage, as well as endorsements effecting general liability coverage.. All endorsements are to be received and approved by the City before work commences. DocuSign Envelope ID: 224B0AC8-3952-4EE4-B5C6-375D8B43D590