Bob Murray & Associates July 28, 2026
B. Consultant shall maintain all documents and records prepared by or furnished to Consultant during the course of performing the Services for at least three (3) years following completion of the Services. Such records include, but are not limited to, correspondence, internal memoranda, technical reports and investigations, calculations, books and accounts, accounting records documenting its work under its Agreement, and invoices, payrolls, records and all other data related to matters covered by this Agreement.
C. Consultant shall permit City to audit, examine and make copies, excerpts and transcripts from such records, and the Consultant shall in no event dispose of, destroy, alter, or mutilate said books, records, accounts, and data in any matter whatsoever for three (3) years after City makes the final or last payment or within three (3) years after any pending issues between City and Consultant with respect to this Agreement are closed, whichever is later.
SECTION 18 – LIMITATION OF LIABILITY
A. Consultant agrees that any liability of City arising in connection with this Agreement shall be limited exclusively to the City-entity identified as the “City” under this Contract. Under no circumstance shall any other City-entity be liable to Consultant under any theory, whether in contract, tort, or otherwise, and Consultant waives unconditionally any such claims. Consultant hereby waives and release other City-entities from any liability under this Agreement.
B. Notwithstanding any other provision of this Agreement, in no event shall City be liable, regardless of whether any claim is based on contract or tort, for any special, consequential, indirect or incidental damages, including, but not limited to, lost profits or revenue, arising out of or in connection with this Agreement or the Services performed hereunder.
SECTION 19 – COOPERATION BY CITY
All public information, data, reports, records, and maps as are existing and available to City as public records, and which are necessary for carrying out the work as outlined in the Exhibit A, “Scope of Services”, shall be furnished to Consultant in every reasonable way to facilitate, without undue delay, the work to be performed under this Agreement.
SECTION 20 – NOTICES
All notices required or permitted to be given under this Agreement shall be in writing and shall be personally delivered, sent by facsimile, email, or first-class mail, addressed as follows:
To City: City Manager
1088 College Avenue
St. Helena, California 94574
To Consultant: Bob Murray & Associates
1544 Eureka Road, Ste. 180
Roseville, CA 95661
916-784-9080
Bob Murray & Associates July 28, 2026
Notice shall be deemed effective on the date personally delivered or transmitted by facsimile, email, or, if mailed, three (3) days after deposit in the custody of the U.S. Postal Service.
SECTION 21 – TERMINATION
A. City may terminate this Agreement, with or without cause, at any time by giving ten (10) days written notice of termination to Consultant. If such notice is given, Consultant shall cease immediately all work in progress.
B. If either Consultant or City fail to perform any material obligation under this Agreement, then, in addition to any other remedies, either Consultant, or City may terminate this Agreement immediately upon written notice.
C. Upon termination of this Agreement by either Consultant or City, all property belonging to City which is in Consultant’s possession shall be delivered to City. Consultant shall furnish to City a final invoice for work performed and expenses incurred by Consultant, prepared as set forth in this Agreement.
SECTION 22 – ATTORNEYS’ FEES
If litigation or other proceeding is required to enforce or interpret any provision of this Agreement, the prevailing party in such litigation or other proceeding shall be entitled to an award of reasonable attorneys’ fees, costs and expenses, in addition to any other relief to which it may be entitled. In addition, any legal fees, costs and expenses incurred to enforce the provisions of this Agreement shall be reimbursed to the prevailing party.
SECTION 23 – ENTIRE AGREEMENT
This Agreement, including the attached Exhibits, is the entire, complete, final and exclusive expression of the parties with respect to the matters addressed therein and supersedes all other agreements or understandings, whether oral or written, or entered into between Consultant and City prior to the execution of this Agreement. No statements, representations or other agreements, whether oral or written, made by any party which are not embodied herein shall be valid and binding unless in writing duly executed by the parties or their authorized representatives.
SECTION 24 – SUCCESSORS AND ASSIGNS
This Agreement shall be binding on the heirs, executors, administrators, successors and assigns of the parties. However, this Agreement shall not be assigned by Consultant without written consent of the City.
SECTION 25 – CONTINUITY OF PERSONNEL
Consultant shall make every reasonable effort to maintain the stability and continuity of Consultant’s staff assigned to perform the Services required under this Agreement. Consultant
Bob Murray & Associates July 28, 2026
shall notify City of any changes in Consultant’s staff assigned to perform the Services required under this Agreement, prior to any such performance.
SECTION 26 – DEFAULT
In the event that Consultant is in default under the terms of this Agreement, the City shall not have any obligation or duty to continue compensating Consultant for any work performed after the date of default and may terminate this Agreement immediately by written notice to Consultant.
SECTION 27 – WAIVER
Waiver by any party to this Agreement of any term, condition, or covenant of this Agreement shall not constitute a waiver of any other term, condition, or covenant. Waiver by any party of any breach of the provisions of this Agreement shall not constitute a waiver of any other provision, or a waiver of any subsequent breach or violation of any provision of this Agreement. Acceptance by City of any work or Services by Consultant shall not constitute a waiver of any of the provisions of this Agreement.
SECTION 28 – LAW TO GOVERN; VENUE
This Agreement shall be interpreted, construed and governed according to the laws of the State of California. In the event of litigation between the parties, venue in state trial courts shall lie exclusively in the County of Napa. In the event of litigation in a U.S. District Court, venue shall lie exclusively in the Northern District of California, in San Francisco.
SECTION 29 – SEVERABILITY
If any term, condition or covenant of this Agreement is declared or determined by any court of competent jurisdiction to be invalid, void or unenforceable, the remaining provisions of this Agreement shall not be affected thereby and the Agreement shall be read and construed without the invalid, void or unenforceable provision(s).
SECTION 30 – THIRD PARTY BENEFICIARIES
Consultant’s subconsultants shall agree to be bound to the terms of the Agreement to the extent of their scope of Services, including but not limited to, terms regarding indemnity and dispute resolution, and shall agree that City is deemed an express third party beneficiary of their subconsultant agreements. Nothing contained in this Agreement, however, shall operate to confer such or similar rights or benefits on persons or entities not party to this Agreement.
Bob Murray & Associates July 28, 2026
SECTION 31 – STATUTES OF LIMITATION
As between the parties to this Agreement, any applicable statute of limitations for action arising out of, pertaining to, or relating to any act or failure to act in connection with this Agreement shall commence to run on the date of City’s issuance of the final Certificate for Payment, or termination of this Agreement, whichever is earlier, except for latent defects and/or deficiencies, for which the applicable statute of limitation shall begin to run upon discovery of the defect and/or deficiency and its cause.
SECTION 32 – SPECIAL PROVISIONS
This Agreement is subject to the following special provisions: none.
IN WITNESS WHEREOF, the parties hereto have accepted, made, and executed this Agreement upon the terms, conditions, and provisions above stated, the day and year first above written.
Consultant: City:
By: ________________________________ By: ________________________ Name: Valerie Gaeta Phillips Name: James McCann
Title: President Title: Interim City Manager
Approved as to Form:
By: _________________________________
Name: Ethan Walsh
Title: City Attorney
Bob Murray & Associates Proposal for the City of St. Helena Page 2
THE RECRUITMENT PROCESS
Bob Murray & Associates’ recruiters are specialists in finding positive placements and providing security and fairness to candidates and clients while ensuring the integrity of the search process. Outlined below are the steps in our proven recruitment process, refined through our 34+ years of experience in executive recruiting.
STEP 1 DEVELOP THE CANDIDATE PROFILE
Our understanding of the City of St. Helena’s needs will be key to a successful search.
Valerie Gaeta Phillips, Gary Phillips, or Stephanie Dietz will meet virtually with the City Council and key stakeholders to learn as much as possible about the ideal candidate for the City Manager position. Key stakeholders often include:
x Council/Board Members – up to five virtual one-on-one meetings with the Recruiter
x Internal Stakeholders (e.g. Department Heads) – up to two virtual group meetings with the Recruiter
x External Stakeholders (e.g. Chamber of Commerce, Community Groups) – one virtual one-on-one or group meeting with the Recruiter
Internal and External Stakeholders
We find that many of our clients value a recruitment process that opens the opportunity for employees, community members, business leaders, and organization representatives to provide input regarding the ideal candidate. Our recruiters are skilled in virtually facilitating group staff meetings, forums for the business community, and/or town hall meetings that provide for equitable involvement from a variety of constituencies.
If the City of St. Helena desires, we will work with the City Council to create a customized virtual community and/or staff input process. Please note: Virtual facilitation of stakeholder meetings is included in the professional fee. On-site Recruiter facilitation is available for an additional fee – please refer to “Costs and Guarantee” on page 7 for pricing information.
Online Stakeholder Surveys
Sometimes clients are seeking input from a wider range of stakeholders—such as community members, business leaders, and organization representatives—online surveys are ideal to solicit input regarding qualities of the ideal candidate. Our experienced recruiters excel at crafting targeted, thoughtful, open-ended questions and can design a customized survey, providing a link for easy sharing on your website.
After closing, your dedicated Recruitment Coordinator will send you the survey
EXHIBIT A
SCOPE OF SERVICES
Bob Murray & Associates Proposal for the City of St. Helena Page 3 response data for your review and analysis. This proposal includes one Online Survey.
Additional Online Surveys are available under Optional Services (please refer to page 8).
We want to become familiar with the values and culture of the organization, as well as to understand the current and future issues, challenges, and opportunities in the City of St. Helena.
Ms. Gaeta Phillips Mr. Phillips, or Ms Dietz will review and help define the City’s wish-list regarding the ideal candidate’s personality, management style, knowledge, skills, and abilities and will work with the City to identify expectations regarding education and experience. The City Council and your Recruiter will discuss compensation, benefits, and other key information necessary to ensure that outstanding candidates are attracted to this opportunity. The profile we develop together at this stage will drive subsequent recruitment efforts.
STEP 2 DESIGN/DISTRIBUTE BROCHURE AND ADVERTISEMENTS
Your Recruiter and your dedicated Recruitment Coordinator will use the candidate profile developed with the City of St. Helena to create a professional recruitment brochure, with the assistance of our professional graphic designer. The four-page, fullcolor brochure will describe the community, organization, position, ideal candidate, and compensation and will include pictures provided by the City of St. Helena that you feel best represent your organization and your community.
Upon your approval, your Recruiter will send the brochure by email (and postal mail if desired) to a targeted audience, personally inviting potential candidates to apply for the City Manager position. We will also place the recruitment brochure on our website, which attracts over 11,000 unique hits weekly and is a trusted resource for candidates seeking executive and professional positions. Two sample brochuresare included in this proposal package for your reference.
Your Recruiter will also design an effective advertising campaign appropriate for the City Manager recruitment. Our broadest outreach comes through our active social media involvement on LinkedIn as well as our monthly newsletter where upcoming and current positions are featured. Sources such as Western City Magazine, PublicCEO, and the Careers in Government website will be used to reach an extensive local government audience, while position-specific postings will be chosen to attract candidates who have built their careers in and are committed to the City Management field.
Suggested City Manager-specific advertising sources for the City of St. Helena’s search include but are not limited to:
Bob Murray & Associates Proposal for the City of St. Helena Page 3 California City Management Foundation
International City County Management Association
League of Women in Government
National League of Cities
League of California Cities
Bob Murray & Associates does not typically place ads with job aggregators or general job posting sites such as CareerBuilder, Monster, or Indeed, as we have found that the broad reach of these sites does not necessarily lead to quality candidates for executive and professional positions.
Reaching Diverse Candidates
Bob Murray & Associates, a woman- and minority-owned business, is proud of its commitment to attracting and placing diverse candidates. Nearly 50% of our last 100 placements were women; Hispanic placements 25%; African American placements 13%; Asian placements 21%; and Native American placements at 1%. Not only do we place advertisements with websites designed to attract minority and female candidates, but our President, Valerie Phillips, is a member herself of many diversity-focused organizations including the Local Government Hispanic Network, the League of Women in Government, the Professional Women’s Network, Mexican Professionals, and Women Leading Government. She networks frequently with fellow members to gain insight into which potential candidates are leaders in their field.
Your Recruiter will seek to reach candidates in communities and organizations with demographic profiles and populations served like that of the City of St. Helena, to maximize the potential for individuals from a wide variety of backgrounds, cultures, and life experiences to be considered for the City Manager position.
STEP 3 RECRUIT CANDIDATES
The strongest candidates are often those who are successful and content in their current positions and need to be sold on a new opportunity. Our extensive network of contacts, developed through over 2,100 successful placements, is a primary source for identifying and obtaining referrals for these candidates. Our in-house database of 40,000 current and former executive and professional candidates is a valuable resource that can only be built over time—time that we have invested into perfecting our process for finding the right candidates for our clients. Our aggressive outreach efforts are focused on phone calls to personally invite potential applicants, answer questions, and allay any reservations, and these efforts are essential to the success of the City Manager recruitment.
Bob Murray & Associates Proposal for the City of St. Helena Page 4 STEP 4 SCREEN CANDIDATES
Following the closing date for the recruitment, your Recruiter will screen all resumes we have received, using the criteria established in the candidate profile as a basis upon which to narrow the field of candidates. Internal candidates receive sensitive consideration, and your Recruiter will discuss with the City Council how the City of St.
Helena wishes to proceed with these candidates.
STEP 5 CONDUCT PRELIMINARY INTERVIEWS
Ms. Gaeta Phillips Mr. Phillips, or Ms Dietz will personally interview the top 10 to 15 candidates from the resume screening, with the goal of determining which candidates have the greatest potential to succeed in your organization. To reduce travel-related expenses to our clients and increase efficiency in the search process, these interviews are typically conducted via Zoom, Teams, or other convenient videoconferencing applications.
STEP 6 SEARCH PUBLIC RECORDS
Under the direction of your Recruiter, your dedicated Recruitment Coordinator will conduct a review of published print and online articles for each recommended candidate. Sources include Lexis-Nexis™, Google, social media, and our contacts in the field. This will alert your Recruiter to any further detailed inquiries we may need to make before our recommendations are finalized.
STEP 7 MAKE RECOMMENDATIONS
Based on our findings during the preliminary interview process, your Recruiter will meet with the City Council virtually or on site to share the complete applicant list and recommend a limited number of candidates for your further consideration. Your Recruiter will make specific recommendations and will help facilitate discussions regarding the candidate pool, but the final determination of interviewees will be up to you.
We typically recommend 6-8 candidates that we feel best match your expectations and prepare a detailed report on each candidate. This virtual “Recommended Finalist” eBook is provided to each member of the decision-making body and includes:
Candidate list with Recommended Finalists identified in Group 1 and Group 2 (primary and secondary recommendations), as well as Internal candidates Summary of experience and education for each Recommended Finalist candidate
Complete cover letter and resume for each Recommended Finalist candidate
Bob Murray & Associates Proposal for the City of St. Helena Page 5 List of Other Applicants (those who did not meet minimum qualifications or were otherwise unsuitable, based on our screening process)
Bob Murray & Associates maintains all search records for a period of seven (7) years following each recruitment, and we are happy to forward cover letters and resumes for each applicant by postal mail or email as soon as the recruitment closes to new applications.
STEP 8 FACILITATE PANEL INTERVIEWS
Our years of experience will be invaluable as we help you develop an interview process that objectively assesses the qualifications of each candidate. We will work with the City of St. Helena to craft and implement an interview approach that fits your needs. This may include panel and/or individual interviews by the City Council; key stakeholders, community/employee interview panels; writing and presentation samples; meet-andgreets; or other specialized process elements your Recruiter helps the City of St. Helena to design.
Ms. Gaeta Phillips Mr. Phillips, or Ms Dietz will be present on-site during the panel interviews to facilitate as necessary during the process and to guide discussion to consensus regarding final candidates. Bound interview books will be provided for each interview panel member containing:
Recruitment brochure with candidate profile
Interview schedule
Suggested interview questions
Experience summary, cover letter, resume, and rating form for each candidate
Ranking forms for use during the panel interview process We will work closely with your staff to coordinate and schedule interviews. Our goal is to ensure that each candidate has a positive experience, as the way the entire process is conducted will influence the final candidates’ perception of your organization.
STEP 9 CONDUCT BACKGROUND AND REFERENCE CHECKS
Ms. Gaeta Phillips Mr. Phillips, or Ms Dietz and your Recruitment Coordinator will conduct detailed reference checks for up to two (2) final candidates. To gain an accurate and honest appraisal of the candidates’ strengths and weaknesses, we will talk candidly with people who have direct knowledge of their work and management style. In addition to gaining a 360-degree view of candidates from the perspective of their supervisors, subordinates and peers for the past several years, we will make a point of speaking confidentially to individuals who may have further insight into a candidate’s abilities but who may not be on their preferred list of contacts.
Bob Murray & Associates Proposal for the City of St. Helena Page 6 Your Recruitment Coordinator will work with the two (2) final candidates and our professional backgrounding firm, HireRight, to conduct credit, civil litigation, and motor vehicle record checks and verify candidates’ degrees.
STEP 10 ASSIST IN NEGOTIATIONS
We recognize the critical importance of successful negotiations and can serve as your representative during this process. Ms. Gaeta Phillips and Mr. Phillips know what other organizations have done to put deals together with great candidates and what the current market is like for City Manager positions in organizations like the City of St.
Helena’s. Your Recruiter will be available to advise you regarding current approaches to difficult issues, such as housing and relocation. We will represent your interests and advise the chosen candidate and you regarding salary, benefits, and employment agreements, with the goal of putting together a deal that results in the appointment of your chosen candidate. With our proven experience and vested interest in a positive outcome, we can turn a very difficult aspect of the recruitment into one that is straightforward and agreeable for all parties involved.
COMPLETE ADMINISTRATIVE ASSISTANCE
We receive many unsolicited testimonials each year from clients and candidates alike noting our prompt, considerate, accurate, and professional service during the search process. Throughout the recruitment, in time intervals that suit the City of St. Helena, we will provide you with updates on the status of the search and attend to all administrative details on your behalf.
Candidates receive immediate acknowledgement of their applications, as well as personal phone calls and/or emails (as appropriate) advising them of their status at each critical point in the recruitment. Candidates who receive preliminary or final interviews and are not chosen to move forward in the interview process will receive personal calls from your Recruiter on behalf of the City of St. Helena.
It is our internal company standard that all inquiries from clients and candidates receive a response within the same business day whenever possible, and certainly within 24 hours if the inquiry is received during the work week. Your Recruiter will be available to the City of St. Helena by office phone, cell phone, and email at any time to ensure a smooth and stress-free recruitment process.
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COSTS AND GUARANTEE
PROFESSIONAL FEE AND EXPENSES
The all-inclusive professional services fee for conducting the City Manager recruitment on behalf of the City of St. Helena is $34,000. Services provided for in this fee consist of all steps outlined in this proposal, including design and distribution of the recruitment brochure, advertising, marketing and promotion, administrative support, public records research, comprehensive background reporting on the final candidates, postage, technology, and three days of on-site meetings. This proposal is valid for 60 days from the date of the proposal.
Optional Services are listed below and are in addition to the professional services fee.
Expense reimbursement for Consultant travel related to additional on-site meeting days is billed at the actual rate (airfare/mileage, lodging) and is the responsibility of the City of St. Helena.
The professional fee does not limit the amount of time invested by Bob Murray & Associates in promoting a successful outcome for this project. In fact, our mission for this project is to ensure we assist in identifying the right candidate for the City of St.
Helena. Therefore, your Recruiter will contact the City at the first anniversary of the placement to confirm an effective transition has occurred.
Optional Services
Additional virtual stakeholder meetings: $250/meeting
Additional on-site meeting days: $1,500/day/Consultant, plus travel expenses Online Surveys: $500/each (includes preparing recommended questions, preparing and sharing the survey link, closing the survey, and sending the survey response data for your review and analysis
Additional background checks: $300/candidate
Additional reference checks: $500/candidate
Additional hires: $9,000/candidate
EXHIBIT B