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INSURANCE ON FIi_E
<br />WORK MAY PROCEED
<br />UNTIL INSURANCE EXPIRES N-2017-249
<br />`" CLkRK OF C�iNCtL
<br />SERVICES DAT E:.°'-'
<br />CUSTOMER SERVICES AGREEMENT
<br />This Agreement is between City of Santa Ana — Public Works Agency CCustomer') and Kelly Services, Inc. ("Kelly') regarding the
<br />provision of Its assigned employees ("Assigned Employees") and related staffing services by Kelly to Customer.
<br />1. Kelly Guarantee. Kelly guarantees that Assigned Employees it places with Customer will satisfactorily perform the services
<br />ordered by Customer. If not, Kelly will, upon reasonable notice from Customer, cancel charges for unsatisfactory services and
<br />furnish a replacement as soon as possible.
<br />2. Placement of Assigned Employees, Customer will place orders with Kelly describing type of work requested, specific duties to
<br />be performed, skills required, and any other requirements. Kelly will place Assigned Employees to perform services that Customer
<br />requests under Customer's operational supervision at the locatlon(s) and at the rates in attached Exhibit A.
<br />3. Employment Relationship with Assigned Employees, As the provider of staffing services, Kelly will be the employer of
<br />Assigned Employees, and will be responsible for the staffing services listed below. As the recipient of such staffing services,
<br />Customer will be responsible for controlling the environment in which Assigned Employees perform their work, the details of their
<br />work, and their work product, and for the business-related responsibilities below. Customer acknowledges that It is the
<br />responsibility of Kelly to attend to any disciplinary or performance management concerns affecting its Assigned Employees and
<br />Customer shall assume all liability in the event Customer takes actions that are Kelly responsibilities as defined in this Section 3.
<br />A. Kelly's Responsibilities. Kelly will:
<br />1. Recruit, select, and hire Assigned Employees;
<br />2. Place Assigned Employees according to Customer's requirements;
<br />3. Pay Kelly Assigned Employees the wages and provide the benefits that Kelly offers to them as its employees;
<br />4. Pay or withhold payroll taxes (e.g,, FICA) and Insurance premiums (e.g., Medicare) and fulfill its obligations for
<br />unemployment compensation (e.g., FUTA, SUTA);
<br />5. Provide workers' compensation benefits and coverage for Assigned Employees;
<br />6. Maintain Assigned Employees' personnel and payroll records related to their employment by Kelly;
<br />7. Comply with laws, rules or regulations applicable to providers of staffing services;
<br />S. Comply with the Patient Protection and Affordable Care Act ("Affordable Care Ad'7 and Its regulations, as applicable,
<br />and have established Internal procedures for reviewing and maintaining Its compliance with the Affordable Care Act;
<br />9, Require Assigned Employees to agree In writing to protect confidentiality of Customer's proprietary information;
<br />10. Require Assigned Employees to execute agreements that Customer requests with regard to intellectual property
<br />developed by them In performance of their work for Customer;
<br />ft. Require Assigned Employees to acknowledge In writing that they have no right to participate in Customer's employee
<br />benefit plans;
<br />12. Require Assigned Employees to comply wlth all rules and policies of Customer (e.g„ those relating to premises access
<br />and security);
<br />13. Make legally required employment law disclosures to Assigned Employees; and
<br />14. Provide Assigned Employees of diverse race, gender, ethnicity, and background.
<br />B. Customer's Responsibilities, Customer will:
<br />1. Provide Assigned Employees with a safe and suitable workplace that complies with all applicable safety and health
<br />standards, statutes, and ordinances (including all site-specific training related to the chemical, physical, and biological
<br />hazards in the workplace), and provide all required information and safety equipment applicable to Assigned Employee's
<br />placement and prompt notice of:
<br />a) any injury suffered by an Assigned Employee (arid adhere to OSHA recordkeeping requirements);
<br />b) when an Assigned Employee's assignment requires termination; and,
<br />c) If Customer wishes to hire an Assigned Employee.
<br />2. Use Assigned Employees only in assignments that match the job descriptions for which Kelly places them;
<br />3. provide adequate internal controls, supervision, and instructions for Assigned ,Employees, and be responsible for their
<br />conduct when they are required to handle cash, confidential or credit card €nformation, trade secrets, valuables, or similar
<br />property;
<br />4. Be responsible for use of any vehicle and their contents, powered mobile equipment or Customer issued property used by
<br />Assigned Employees in connection with an order, except for workers' compensation claims of Assigned Employees;
<br />5. Provide a DD254 (Contract Security Classification Specification four) to Kelly for any orders in which a security clearance
<br />Is required for Assigned Employees to perform job duties and a new DD254 in the event any job duties change or our
<br />Assigned Employee is required to work on a different project;
<br />I e146 R1/17
<br />Contldentlal to Kelly Services, Inc. and Custorner
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