HomeMy WebLinkAbout2023 08 14 Regular 500 - Discussion on the City Manager Selection ProcessREGULAR AGENDA ITEM 500
CITY COMMISSION AGENDA | AUGUST 14, 2023 REGULAR MEETING
TITLE
Discussion on the City Manager Selection Process
SUMMARY
February 27, 2023: The Commission accepted the retirement of City Manager
Shawn Boyle and appointed Phil Hursh to serve as the Interim City Manager.
Commission further directed Staff to bring back an item related to the
procurement of a City Manager and options for a national search.
May 22, 2023: The City Commission approved $66,000 for third party
recruitment, interviews, and background checks and authorized the Interim City
Manager and City Attorney to prepare and execute any contracts consistent with
the agenda item.
June 5, 2023: Letter of Engagement executed between the City of Winter Springs
and Korn Ferry to conduct the search for the next City Manager. (Attached)
July 17 ,2023: City Commission asked at their Special Meeting to have a
discussion on the City Manager selection process.
Representatives from Korn Ferry will be available to answer questions related to this
item.
FUNDING SOURCE
RECOMMENDATION
Staff recommends the Mayor and Commission discuss and provide direction
regarding the City Manager selection process.
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KORN FERRY°
TALENT ACQUISITION LETTER OF ENGAGEMENT—PROFESSIONAL SEARCH
PRIVATE AND CONFIDENTIAL
June 5, 2023
Phil Hursh
City of Winter Springs
1126 East State Road 434
Winter Springs, Florida 32708
Dear Phil,
Thank you for the opportunity to assist City of Winter Springs with this important search for a
City Manager. This letter of engagement sets forth our understanding of your needs, and the
terms and conditions on which our services will be provided. City of Winter Springs may be
referred to as"City of Winter Springs,""Client,""you,"or"your." Korn Ferry(US), on behalf
of itself and its affiliates (one or more of which may be performing services) and doing
business as Korn Ferry, may be referred to as "Korn Ferry," "we," "our," or"us." This letter
of engagement forms the agreement (the "Agreement") under which we will work together.
Korn Ferry will provide the professional services described below (the "Services").
Our Understanding of and Response to Your Needs
The scope of the Services will include the identification, screening and hiring of a City
Manager for you. The hiring location will be Winter Springs, FL. We will work with you to
develop a detailed position description for the role.
Outline of Services
Our experience has shown that the most successful search assignments are those in which
we work closely and partner with our client. While we seek to identify and recommend suitable
candidates for a position, you will decide whom to hire. There are several responsibilities that
you will undertake to ensure that qualified candidates are made available. Among others,
these include:
Provide Korn Ferry with the appropriate access to key leadership and the final hiring
authority.
Indicate clearly those areas relevant to the search that you wish us to keep
confidential.
Provide timely feedback to Korn Ferry on all aspects of the assignment.
Schedule interviews promptly with candidates and report your findings as soon as
possible.
Provide Korn Ferry with information on candidates you may have identified from other
sources or from within your organization, so that they may be evaluated as part of the
search process.
Provide information to candidates about your company that will enable them to make
informed career decisions.
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Agree on a communication strategy to discuss the progress of the search, including
marketplace intelligence affecting the search.
Below is a summary of the search methodology we will use to provide our Services.
1. Develop an Understanding of the Organization
The engagement team will visit and/or speak over the phone with key personnel, as the
confidential nature of the search allows, to understand the history, structure, culture and
operations at each applicable business unit. We may also obtain a profile of personal
characteristics of successful employees within the organization. In addition, we would like to
review any relevant documents such as marketing literature, policy manuals, and organization
plans. It is our desire to be as knowledgeable as possible about you and, specifically, prior
to discussing the position with candidates.
2. Develop Position Specifications
A draft specification for each open position will be developed based upon your existing job
description, our discussions with key City of Winter Springs's decision-makers and our
experience. The draft position specification will describe the basic responsibilities, title,
reporting relationships and requisite experience necessary to meet performance criteria. In
addition, the draft position specification will articulate the desirable competencies and
personal characteristics of appropriate candidates. Once finalized, a final draft position
specification will be reviewed with and approved by City of Winter Springs, and will serve as
the benchmark for sourcing and screening candidates and will also be used as the marketing
document shared with prospective candidates to describe the opportunity. This document will
be used to screen candidates and guide our research efforts.
3. Identify Qualified Candidates
An intensive search to locate persons with qualifications that closely match City of Winter
Springs's requirements will be initiated after the position specification has been finalized. Our
experience shows that many successful individuals with the desired qualities are usually not
actively looking for a job and "word of mouth" solicitation or advertising normally does not
locate the best candidates. Accordingly, it is our practice to research appropriate
organizations to locate individuals who meet the position specification and who meet City of
Winter Springs's requirements. However, to maintain the quality and consistency of
prospective candidate evaluation, City of Winter Springs agrees that all candidates to be
considered in this search assignment, regardless of source, will be our responsibility to
evaluate and prioritize for further consideration in this process. In addition,we will contact the
qualified individuals from our database and other confidential files on a direct inquiry basis.
The process is designed to yield qualified candidates who would not have surfaced through
routine solicitation in order for City of Winter Springs to compare and evaluate them.
4. Interview Candidates to Define Strengths/Fit with Role
We will interview qualified candidates to obtain a realistic assessment of their
accomplishments, capabilities, and potential fit for City of Winter Springs. A resume provided
by the candidate describing past work experiences and education will be presented to City of
Winter Springs on each candidate whom we recommend City of Winter Springs interview. At
a mutually agreed upon time each week we will report our progress by telephone and will
meet with City of Winter Springs personally, when appropriate, to review the progress on the
engagement. Additionally, we will provide City of Winter Springs with a candidate report
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outlining the status of active candidates so City of Winter Springs can track their progress
through the interview process. This report is a good tool to ensure that candidates are put
through the interview process in a timely manner.
5. Present Qualified Candidates
The individuals most qualified for the targeted position(s) will be presented to City of Winter
Springs for consideration. Normally, each candidate's initial phone screen/meeting with City
of Winter Springs will be followed by in-depth, in-person interviews with the principal hiring
manager. The finalist(s) selected for "second round" visits may then meet with all parties
involved in the selection process to prioritize the candidates who best satisfy the needs of the
position. City of Winter Springs always makes the final selection of candidates. We will assist,
as a feedback conduit, in developing and negotiating the terms of employment.
6. Conduct Reference Checks on Successful Candidates
Our practice is to compile the candid comments of individuals who are, or have been, in
positions to evaluate the candidate's performance on the job. We rely, therefore, on the
information provided to us by those individuals. We will present references summarizing our
findings to City of Winter Springs on each candidate to whom an offer of employment is made.
Reference checks are generally performed only after City of Winter Springs has expressed a
strong interest in a particular candidate. Our practice is also to conduct an education
verification (in countries where this is legal)for a finalist who has received an offer and advise
you of the results.
Professional Fees and Expenses
Our professional fees are equal to one third (1/3) of the total first year compensation (base
salary, target or guaranteed incentive bonus, and all other compensation including sign-on
bonus) for each position we are seeking to fill.
In our experience, the salary range for candidates at this level in this market can be wide, but
for calculation purposes,this position is likely to have a base salary of approximately$160,000
to $200,000, with a midpoint of$180,000. Based on this estimated first year compensation,
we will bill a minimum professional fee of$60,000 (the "Minimum Professional Fee").
We will invoice the Minimum Professional Fee in three (3) monthly installments of thirty four
percent (34%) ("First Installment"), thirty three percent (33%) ("Second Installment"), and
thirty three percent (33%) ("Third Installment"). The First Installment is due and payable
upon your acceptance of this Agreement. Invoices for the Second and Third Installments will
be rendered thirty (30) and sixty (60) days respectively after the date of your acceptance of
this Agreement. All figures in this contract are in USD currency. All invoices are due and
payable upon receipt.
Korn Ferry assesses an administrative services fee for items such as database, search
assessment, and research services, cyber security, and data privacy compliance (the
Administrative Services Fee"). The Administrative Services Fee will be billed at a monthly
rate equal to five percent (5%) of the Minimum Professional Fee each month during the term
of the search engagement. In addition, any direct, out-of-pocket expenses such as candidate
and consultant travel, accommodation, and other costs will be billed monthly as incurred.
If the Minimum Professional Fee has been fully invoiced prior to the completion of the
assignment, no further professional fees will be billed until the engagement has been
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concluded, but we will continue to bill the Administrative Services Fee and direct expenses
monthly.
At the conclusion of the search assignment, we will calculate the final professional fee based
on the placed candidate's first year compensation for the position (the "Final Professional
Fee") as reflected in a signed offer letter or contract which you provide to us. If the Final
Professional Fee is greater than the Minimum Professional Fee, we will invoice you for the
balance. If more than one executive is hired (or otherwise retained as a consultant or
independent contractor) as a result of the work performed by Korn Ferry, a fee equal to thirty
percent(30%)of the placed candidate's first year compensation will be due for each additional
individual hired and will be invoiced by Korn Ferry upon placement.
Client will be responsible for all applicable taxes (excluding taxes imposed on Korn Ferry's
net income) imposed by any taxing authority, whether designated as value-added (VAT),
sales, use, or other similar taxes ("Transaction Taxes"), now in effect or hereafter imposed,
resulting from the fees arising pursuant to this Agreement. If Client is exempt from
Transaction Taxes, Client must inform Korn Ferry of its exemption and provide to Korn Ferry
complete and proper documentation evidencing the exemption.
All prices in this Agreement are exclusive of Transaction Taxes. If Client is required by
applicable law to deduct or withhold taxes from any payment due to Korn Ferry, Client will: (a)
withhold the legally required amount from payment; (b) remit the withheld tax to the applicable
taxing authority; and (c) promptly deliver to Korn Ferry original documentation or a certified
copy evidencing remittance of withheld tax. If Client does not provide evidence of payment
of withheld taxes, Client will reimburse Korn Ferry for the tax withheld from payment to Korn
Ferry. Client will comply with all applicable income tax treaties and protocols in determining
the amount of tax to withhold.
We are a retained executive search firm. Our fees and expenses are neither refundable nor
contingent upon our success in placing a candidate with your organization. Our fee structure
applies even if an internal candidate emerges as your final choice.
If payment is not made in a timely manner, Korn Ferry reserves the right to suspend services
until all invoices are paid in full.
We reserve the right to charge additional reasonable fees, should you subsequently make
changes to the search specifications and strategy, as follows:
Search specifications change: If your search specifications change to the point of
seeking a new and different position description, prior fees paid toward the initial
search will not be applicable towards your new search needs. Such changes cause
us to restart our matching and candidate development efforts,with a new and different
search execution process.
Search placed on "hold": A search placed on hold for more than thirty (30) days will
be subject to a new professional fee to resume the search. Due to market conditions
and candidate availability, a new search execution process will be launched to re-
identify and re-develop candidates.
Termination
Either party may terminate this Agreement upon written notice to the other party at any time
acknowledged email acceptable), subject to the Client's payment obligations as set out
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below.
Termination Date Payment Obligation
During the first thirty (30) days after Client's The First Installment is a minimum retainer
acceptance of this Agreement: and non-refundable. Client will also be
billed for (i)the Administrative Services Fee
and direct expenses incurred up to the date
of termination; and (ii) direct expenses that
cannot be cancelled.
Between thirty-one (31) and sixty (60) days The First and Second Installments are due
from Client's acceptance of this Agreement: and payable in full. Client will also be billed
for(i) the Administrative Services Fee and
direct expenses incurred up to the date of
termination; and (ii) direct expenses that
cannot be cancelled.
Sixty-one (61) days or more from Client's The Minimum Professional Fee is payable
acceptance of this Agreement: in full. Client will also be billed for(i) the
Administrative Services Fee and direct
expenses incurred up to the date of
termination; and (ii) direct expenses that
cannot be cancelled.
In addition, a Final Professional Fee and any additional hire fee shall be due for all candidates
hired prior to or within twelve (12) months after the effective date of termination.
Korn Ferry will indemnify and defend Client and its affiliates, from and against all third party
suits, claims, and all related liabilities and costs that are or are alleged to arise from: (a) Korn
Ferry's gross negligence, willful misconduct, or fraud in the performance of the Agreement;
b) Korn Ferry's breach of this Agreement; or(c) intellectual property infringement.
Client will indemnify and defend Korn Ferry and its affiliates from and against all third party
suits, claims, and all related liabilities and costs that are or are alleged to arise from: (a)
Client's decision to take any employment action with regard to any individual identified,
evaluated, or assessed by Korn Ferry; and (b) Client's breach of this Agreement. In addition,
if Korn Ferry receives a subpoena from any party relating to the Services or this Agreement,
Client will pay all costs Korn Ferry incurs to respond to the subpoena.
Neither party will be liable for any indirect, special, exemplary, consequential, punitive or
incidental damages of any type, including lost profits or business interruption. Our aggregate
liability for any damages, losses, costs and expenses arising out of this Agreement will not
exceed in the aggregate the total amount of the professional fees paid to Korn Ferry pursuant
to this Agreement. Nothing in this Agreement shall be interpreted to create a fiduciary
relationship between you and Korn Ferry.
Confidentiality
Each of us will maintain the confidentiality of the other's confidential information. We may use
and include information obtained in the engagement in our databases and use de-identified
data for research and to improve our offerings. We continue to own our pre-existing
intellectual property, including databases, assessments, tools, and methodology, and grant
you a limited license to use the reports provided solely for your internal use.
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Compliance with Legal and Regulatory Requirements
Each party represents and warrants that it: (a) will comply with all applicable legal and
regulatory requirements in connection with this Agreement, which include: (i) information
privacy and data protection laws and regulations relating to the protection, disclosure and use
of individuals' personal data (such as the General Data Protection Regulation (GDPR) if
applicable) and other laws and regulations that mandate the protection of personal data; (ii)
anti-bribery, anti-corruption, anti-money laundering laws and regulations; and(iii) international
trade sanctions, embargoes, or export bans of the US, EU, UK, UN and any other
governmental or supranational body with jurisdiction over this Agreement or either party
Sanctions"); (b) is not a subject of Sanctions; (c) is not owned or controlled by any person
or entity subject to Sanctions; and (d) is not located or organized in, or owned or controlled
by persons or entities in a jurisdiction subject to Sanctions(including Cuba, Iran, North Korea,
Syria, and the Crimea Region of the Ukraine) ("Sanctioned Jurisdiction").
Client further represents and warrants that it will not transfer, provide access, or use the
Services or work product(including tools and intellectual property) to or for the benefit of any
Specially Designated National and Blocked Person (as designated by the U.S. Department of
the Treasury's Office of Foreign Assets Control), to or in any Sanctioned Jurisdiction, or to
any other party if such transfer, access, or use would constitute a violation of Sanctions.
Any breach of this section is a material breach of this Agreement and grounds for immediate
termination by the non-breaching party.
Notwithstanding anything in this Agreement to the contrary, nothing in this Agreement
requires Korn Ferry to do any act or refrain from doing any act which would result in Korn
Ferry violating (or becoming subject to any penalty under) any laws to which it is subject.
Korn Ferry's Assessment Tool
Built into our search process and included in the Administrative Services Fee is Korn Ferry's
assessment tool, our state-of-the-art candidate insight platform. This tool will be used during
the search engagement, along with other data points to assist you in determining the most
appropriate leadership characteristics for the role. We then use our proprietary assessment
methodology to help evaluate candidate fit against these desired criteria, as well as your
corporate culture. In addition, when applicable, we may use the expertise of our in-house
industrial psychologist to assist you in interpreting results.
Client Satisfaction
Korn Ferry actively seeks client feedback on the quality of our work. At the conclusion of the
assignment,we may ask you to take part in Korn Ferry's Client Satisfaction Survey conducted
by an independent organization. We seek your candid assessment of our work so that we
may be responsive to any suggestions regarding our professional service.
The Consulting Team
A key component of the Korn Ferry search process is the appointment of the consulting team.
I will have primary responsibility for the assignment, and will be supported by other Korn Ferry
personnel. The contact information of the key personnel is below:
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Jeremy Gold Office Direct: (202) 531-4653
Managing Consultant Email: Jeremy.Gold@kornferry.com
Client Acknowledgement
This Agreement constitutes the entire agreement between you and Korn Ferry regarding the
subject matter and supersedes any prior representations, advertisements, statements,
proposals, negotiations, discussions, understandings or agreements regarding the same
subject matter. Preprinted terms and conditions on any purchase order issued by Client, or
terms and conditions included in Client's vendor set up process are superseded in their
entirety by this Agreement and without force or effect, even if Korn Ferry signs the purchase
order or acknowledges such terms to be set up as a vendor in Client's systems and whether
such signature or acknowledgement occurs prior to or after the execution of this Agreement.
Under no circumstances will Korn Ferry's acknowledgement of any such terms be considered
an amendment to this Agreement.
If this Agreement accurately describes the terms of our engagement, please have an
authorized representative of City of Winter Springs sign, fill out the billing information below
including any required Purchase Order detail), and return the entire Agreement to me at
Jeremy.Gold@kornferry.com. Our receipt of this Agreement signed by you authorizes us to
proceed with our Services.
Korn Ferry appreciates the opportunity to be of service to City of Winter Springs. If you have
any questions now or during our engagement, please call me at (202) 531-4653.
Sincerely,
a,"
Jeremy Gold
Managing Consultant
Korn Ferry (US)
Accepted by:
City of Winter Springs KORN FERRY (US)
By. J)4
By. p' ' # ,o ed
Name: Name: Jeremy Gold
Title: Title: Managing Consultant
Date:
I I G Z Date: June 5, 2023
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Billing Information—To Be Completed By Client
Invoices will be sent to the following address:
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Address: 112(9 I aa h3
Address:
Attn (Name,
Title):
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Email, Phone:
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Accounts Payable Contact:
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Address:
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Attn (Name, Title):
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Email, Phone:
If a Purchase Order is required with an invoice, we must receive the Purchase Order
Number with or immediately after acceptance of the Agreement. Please check the box
below if a Purchase Order Number is required on an invoice and if so, insert the Number.
PO#
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