Donnoe & Associates, Inc. 2/1/2017

CITY CITY OF EVERETT PROFESSIONAL SERVICES AGREEMENT Effective Date: February 1,2017 Consultant: Name Donnoe& Associates,Inc. Address 4720 Duckhorn Drive,Sacramento,CA,95834 Phone (916)928-4911 Fax (916)928-0911 Email exams@donnoe.com UBI No. 663 pl`'1 1199 Everett Business / License No. 6551 a (0' Promotional Examinations. The Consultant will provide promotional civil service examinations in a competent and professional manner for classifications to be determined by City staff. The content, composition, timing, and cost of each examination process conducted by the Consultant will be determined by mutual agreement in writing between Donnoe and Associates and City staff. The Consultant retains the ownership of all exam materials as its proprietary intellectual property. Retention, photocopying, or providing copyright materials to another entity, agency, person, or consultant for any purposes is strictly prohibited without the expressed consent of the Consultant. In the event of challenges to an examination,the Consultant will support and defend its proprietary testing materials and practices,and will assist the City in addressing any challenges. Without a written directive of an authorized representative of the City, the Consultant shall not perform any services that are in addition to, or beyond the scope of,this Agreement. t such conditions or terms are neither incorporated nor included into this Agreement between the City and the Consultant. Time of Beginning and Completion of Performance. This Agreement shall commence as of the date of execution of this Agreement and shall be completed by December 31, 2017. Compensation. The City shall pay the Consultant only for services actually rendered. Such payment shall be full compensation for the services rendered, including, but not limited to, all labor, materials, supplies, equipment and incidentals. The Consultant shall be paid in accordance with the amounts mutually agreed upon in writing for each promotional examination process. The Consultant may receive payment as reimbursement for Eligible Expenses actually incurred. "Eligible Expenses" means those types and amounts of expenses approved for reimbursement by the City. If approval for reimbursement is not obtained from the City prior to the Consultant's incurring the expense, the Consultant acknowledges that the City retains the option not to reimburse the Consultant. If, and to the extent, overnight lodging in western Washington is authorized, the Consultant is strongly encouraged to lodge within the corporate limits of City. When authorized,the Consultant will be reimbursed 100% of Page 1