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UTILITIES AND PLANNING DIRECTOR SEARCHES .<'" , I AGREEMENT This AGREEMENT, made as of this Llday of () c....k~ by and between THE MERCER GROUP, INC. AND THE CITY OF CLEAR WATER, a municipal corporation. ,1997, WITNESSETH: WHEREAS, the City of Clearwater, Florida (hereinafter referred to as the "City") has made a request for proposals to hire a consultant to assist the City to conduct searches for Director of Utilities and Director of Planning and Development for the City; and WHEREAS, The Mercer Group, Inc. (hereinafter referred to as "Mercer") has submitted a proposal in response to the City's request; and WHEREAS, the City has selected Mercer's proposal as the proposal which best meets its needs and the City desires to hire Mercer to conduct the City's searches for selected Department Heads; and WHEREAS, Mercer desires to assist the City in recruiting and evaluating candidates for positions as selected Department Heads. NOW THEREFORE, in consideration of the following mutual convenants and other good and valuable consideration, the receipt and adequacy of which is hereby acknowledged by all parties hereto, Mercer and the City hereby agree as follows: 1. Mercer agrees to conduct "turn-key" executive search services and support to the City in the recruitment of selected Department Heads. Mercer agrees to conduct the City's searches for selected Department Heads in accordance with scope of services outlined in Sections I and II of Mercer's proposal dated August 19, 1997. Mercer's proposal is incorporated by reference and thus made a part of this Agreement. 2. The City agrees to compensate Mercer for its professional services and out- of-pocket expenses in the amounts specified in its proposal of August 19, 1997 for each selected Department Head Search. 3. The City and Mercer both agree that this Agreement shall be governed by the laws of the State of Florida. ~ ,. -.... ,II!" I 4. The City and Mercer both agree that in the event that any dispute arises between the parties, the complaining party shall promptly notify the other of the dispute in writing. Each party shall respond to the other party in writing within ten (10) working days of receipt of such notice. 5. The City and Mercer both agree that any amendments to this Agreement shall be made in writing, and executed by bother parties. No proposed amendment which is not in writing and executed by both parties shall effect the terms of this Agreement. 6. The parties shall have the right at either parties' convenience to terminate this Agreement following ten (10) days written notice to the affected party. Should either party terminate this Agreement the City shall only be obligated to pay Mercer for those services already provided. 7. The two (2) Department Head searches contract and expenses will not exceed $25,000. CITY OF CLEAR WATER, FLORIDA ) BY, f{~.) ~C < at y S. Rice 0 Deputy City Manager ATTEST: .< , -. . , ~o~z:~~o~~