MAS - Merritt, Hawkins & Associates, LLC - GS02F0168X

GENERAL SERVICES ADMINISTRATION

GENERAL SERVICES ADMINISTRATION APPROVED

FEDERAL SUPPLY SCHEDULE AGREEMENT

MERRITT HAWKINS & ASSOCIATES, LLC

Contract #GS02F0168X, Category 738-X

Effective: May 19, 2011 - May 18, 2021

Modification: PO-0015

Under this revised structure, our professional fees will typically range between $21,000 and $23,500 per search. Of that amount, between 67% and 78% is CONTINGENT UPON PLACEMENT! The following outlines the fee structure per search:

Search Initiation Fee of just $1,000

Monthly Search Fee of $1,841.25 for a maximum of 4 months

Placement Fee of $17,000 upon completion

Total Professional Fees cannot exceed $25,365 per search for any reason

Examples:

Search time of under 30 days = $19,824.25 total in professional fees ($1,000 SIF, $1,841.25 x 1 Monthly & $17,000 Placement...over 85% contingent)

Search time 30 - 60 days = $21,683.50 total in professional fees ($1,000 SIF, $1,841.25 x 2 Monthly & $17,000 Placement...over 78% contingent)

Search time 60 - 90 days = $23,524.75 total in professional fees ($1,000 SIF, $1,841.25 x 3 Monthly & $17,000 Placement...over 72% contingent)

Search time 90 - 120 days = $25,365.00 total in professional fees ($1,000 SIF, $1,841.25 x 4 Monthly & $17,000 Placement...over 67% contingent)

You also need to budget for out-of pocket expenses incurred on the clients' behalf. These expenses, which include travel expenses for the search consultant, Internet access, and travel for the candidate and spouse during the on-site interview and the personal letter campaign, are not included in our professional fees. For your convenience, we have included a clause that states that all out-of-pocket expenses must be pre-approved by you so there will be no surprises.

MERRITT HAWKINS accepts the assignment to recruit physician(s)/allied healthcare professional(s) with specialty training listed below. _____________________________ (CLIENT) agrees to engage MERRITT HAWKINS (MH) under the following guidelines:

MERRITT HAWKINS AGREES TO:

1. Conduct an on-site consultation and evaluation to determine strategies and guidelines for maximizing opportunity for successful recruitment (Community Practice Profile).

2. Design suitable agreement/contract between candidate and Client when needed.

3. Screen potential candidates telephonically to determine level of interest and compatibility with opportunity.

4. Request and provide initial reference information on candidates.

5. Arrange a complete travel and accommodation itinerary for candidate and spouse for Client interview.

6. Consultant will personally interview candidate and spouse prior to their visiting opportunity.

7. After the personal interview, consultant will inform Client of the current level of candidate interest.

8. Act as a liaison on behalf of Client in negotiating a mutual work agreement.

9. Assist Client in relocation and licensing of selected candidate(s).

CLIENT AGREES TO:

1. Pay MH a Search Initiation Fee of 1,000 per search, Monthly Rates for professional services rendered (Schedule I) and, when a written or verbal agreement between Client and candidate is reached, a Completion Fee of $17,000 per search. Total Professional Fees (Search Initiation Fee, Monthly Rates and Completion Fee) shall not exceed $25,365 per search.

2. Reimburse MH for all pre-approved out-of-pocket expenses incurred on Client's behalf. These will include travel expenses for the search consultant, advertising, Internet and personal letter campaigns (MH initiates internet and personal letter campaigns on all searches it conducts on the clients behalf). Client also agrees to reimburse candidate and spouse interview expenses.

GENERAL SERVICES ADMINISTRATION APPROVED

FEDERAL SUPPLY SCHEDULE AGREEMENT

MERRITT HAWKINS & ASSOCIATES, LLC

Contract #GS02F0168X, Category 738-X

SCHEDULE I

Monthly Rates Month One

$1,841.25

Professional Fees will be billed on a monthly basis. Discounts will not apply to searches added to existing agreements after the search consultant has initially conducted the Community Practice Profile. The full Completion Fee shall be due regardless of whether the candidate accepts a temporary or permanent assignment. Specialties listed below may not be switched after the search consultant initiates the procurement campaign.

1_______________________________________

6______________________________________________

2_______________________________________

7______________________________________________

3_______________________________________

8______________________________________________

4_________________________________________

9______________________________________________

5_________________________________________

10_____________________________________________

GENERAL TERMS:

1. The term of this agreement shall be for one (1) year from the date this agreement is fully executed and will be automatically extended on a month-to-month basis unless otherwise terminated in accordance with the terms of this agreement. This agreement constitutes the entire understanding of the parties and may only be amended in writing by all parties hereto.

2. Client may place a search on hold by providing thirty (30) days’ written notice during the term of this agreement. Any active search, which becomes inactive or is placed on hold by Client for more than sixty (60) days, will be deemed cancelled. Client may activate an on-hold search by providing written notice to MH prior to expiration of the aforementioned time frame. Client also has the option to terminate this agreement by providing thirty (30) days’ written notice and paying all outstanding invoices.

In order to be prepared to respond to candidates on a timely basis, MH reserves the right to place a search on hold if Client has not provided an agreement/contract, including the specific obligations, financial terms and benefits, prior to the commencement of any contracted search. If requested, MH will consult with Client to develop an agreement/contract for Client use. MH also reserves the right to place a search on hold if developments occur, which would inhibit the Client's ability to respond on a timely basis with regard to prospective candidates.

3.

MH agrees to a one-time replacement of any candidate who does not report to work or leaves the community within the first ninety (90) days for physician candidates or thirty (30) days for allied healthcare professionals at no additional Search Initiation or Completion Fee. Only Monthly rates (Schedule I) remaining and out-of-pocket expenses will apply. To activate this replacement clause, Client must notify MH in writing within thirty (30) days of the original start date or the recruited candidate’s departure. Client must allow MH to proceed with recruiting the replacement candidate within sixty (60) days of aforementioned notice. If Client elects not to recruit the replacement physician/allied provider for the original contracted opportunity, this replacement clause shall not apply. This replacement clause is valid providing original agreement/contract between Client and candidate has not been changed and all invoices have been paid according to the terms of this agreement.

4. If within three years of the termination of this agreement, Client employs, contracts with or otherwise associates with any candidate on either a temporary or permanent basis whose specialty or position was covered by this agreement and candidate was referred to Client by MH during the term of this agreement, then Client agrees to pay MH a Placement Fee equal to $30,000 for physicians or $23,000 for allied healthcare professionals less professional fees paid to date for the contracted specialty.

5. If during the term of this agreement MH directly furnishes the name of any candidate whose specialty or position is not covered by this agreement (including physician or allied healthcare professionals such as a partner, associate or spouse) and such candidate is employed, contracted or otherwise associates with Client on either a temporary or permanent basis during the term of or within three years of the termination of this agreement, then Client agrees to pay MH a Placement Fee of $30,000 for physicians or $23,000 for allied healthcare professionals which shall be due upon verbal or written agreement between candidate and Client. This paragraph will supersede any prior or existing agreements between Client and MH with regard to any non-contracted search. Such Placement Fee shall be in addition to any other monies due under the terms of this agreement.

6. Candidate referrals, curriculum vitae and references are confidential. Client shall not provide confidential candidate information to any third party. If such a breach in candidate confidentiality does occur, resulting in the placement, contracting or association of the candidate with a third party either on a temporary or permanent basis, Client shall pay MH a Placement Fee of $30,000 for physicians or $23,000 for allied healthcare professionals. Such Placement Fee shall be in addition to any other monies due under the terms of this agreement.

7. This is a non-exclusive agreement and Client may use other resources to complete any contracted search. MH also reserves the right to conduct other searches within the same service area. To avoid duplicating efforts with candidates, MH shall provide candidate information to Client in writing. Within two (2) business days of receipt of candidate information, Client will notify MH if it has previously received the candidate information directly or through a third party. Unless notified within this two (2) day time frame, it is agreed that MH will have the exclusive rights to the candidate and will proceed with the candidate in accordance with the terms of this agreement.

8. Initial reference information provided by MH to Client is received from third parties. For this reason MH cannot guarantee the content or accuracy of this information. Therefore, Client must rely upon its own referencing when making final candidate selection. MH does not discriminate against any individual candidate on the basis of age, race, gender, religion, national origin, disability, veteran status or other status protected by law. Therefore, MH will forward all adequately trained candidates to Client for consideration. After execution of an agreement/contract between Client and candidate, Client shall not hold MH responsible for the acts or omissions of the candidate during or after the term of said agreement/contract. This paragraph shall survive the termination of this agreement.

9. MH accepts this agreement in lieu of pursuing other potential opportunities in the region and therefore, the Search Initiation Fee(s) are deemed earned and are payable upon execution of this agreement. All fees and expenses are payable within ten (10) days of invoice date. If concurrent or subsequent to an Agreement between Client and candidate, Client elects not to pursue the contracted opportunity/candidate for any reason or if Client materially changes the recruited opportunity resulting in the termination of the Client/Candidate Agreement by either party, the Completion and/or Placement Fees shall be deemed earned. Failure to timely pay any amounts owed under any search agreement between Client and MH will invalidate the replacement clause under Article #3 above. All unpaid amounts will be subject to a service charge of 1-1/2% added each month. In addition, MH reserves the right to terminate this agreement for non-payment of monies owed. Client agrees to reimburse MH for reasonable attorney’s fees and collection costs in the event they become necessary to collect monies owed MH. Client also agrees to reimburse MH for reasonable attorney’s fees if MH is the prevailing party in any litigation arising as a result of this agreement. Both MH and Client expressly agree that there are no third-party beneficiaries to this agreement.

_________________________________________ MERRITT HAWKINS

BY __________________________________

BY ___________________________________

NAME __________________________________

NAME ___________________________________

TITLE ___________________________________

TITLE ____________________________________

DATE ___________________________________

DATE ____________________________________

Awarded Special Item Number: 595-21: Human Resource Services

Maximum Order: $1,000,000 USD

Minimum Order: NONE

Geographic Coverage:

50 States and the District of Colombia

Points of Production:

Merritt, Hawkins & Associates, LLC

8840 Cypress Waters Blvd.

Dallas, TX 75063

Prices herein are net; Discount Deducted.

Quantity Discounts: See Price List. Further possible discounts based on volume and frequency of work performed may be negotiated between Contractor and Ordering Agency.

Prompt Payment Terms: 0%, NET 30 Days

Government purchase cards are accepted below and above the micro-purchase threshold. Government purchase cards are not accepted above the micro-purchase threshold.

Foreign Item: N/A

Delivery Time:

Contractor shall deliver and perform services in accordance with the terms negotiated in the agency's Statement of Work (SOW). Overnight and 2nd day delivery and Urgent Requirements delivery time are available for negotiation between Contractor and Ordering Agency.

FOB Points: Destination

Ordering Address:

8840 Cypress Waters Blvd. Suite 200

Dallas, TX 75063

TAX ID # 33-0309607

CAGE CODE: 354HS

Payment Address:

PO Box 281943

Atlanta, GA 30384

15-20. N/A

21. List of services and distribution points

(if applicable).

8840 Cypress Waters Blvd, Suite 200

Dallas, TX 75063

12400 High Bluff Drive, Suite 100

San Diego, CA 92130

22-24. N/A.

DUNS #: 60-280-4676

26. Central Contractor Registration:

CAGE/NCAGE Code:354HS �

GENERAL SERVICES ADMINISTRATION

FEDERAL SUPPLY AND SERVICE

FEDERAL SUPPLY SCHEDULE PRICE LIST

On-line access to contract ordering information, terms and conditions, up-to-date pricing, and the option to create an electronic delivery order are available through GSA Advantage!, a menu-driven database system. The INTERNET address GSA Advantage! Is: GSAAdvantage.gov.

Human Resources and EEO Services

FSS Group 738X

Contract Number – GS-02F-0168X

For more information on ordering from Federal Supply Schedules click on the FSS Schedules button at fss.gsa.gov.

Contract Period – 5/19/2011 thru 5/18/2021

Merritt, Hawkins & Associates, LLC

12400 High Bluff Drive

Suite 100

San Diego, CA 92130

Telephone: (469) 524-1446

Email: Kurt.Mosley@amnhealthcare.com

� HYPERLINK "http://www.amnhealthcare.com" �www.amnhealthcare.com�

Large Business

INFORMATION FOR ORDERING ACTIVITIES: