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HomeMy WebLinkAboutResolution 219-R-26 Authorizing CM to Execute an Agreement with MGT (1)219-R-26 A RESOLUTION Authorizing the City Manager to Execute an Agreement with MGT Impact Solutions, LLC for an Employee Lease for the Interim Human Resources Director WHEREAS, the City of Evanston (hereafter “City”) is in the process of recruiting and hiring a Human Resources Division Director and during the interim period desires to utilize MGT Impact Solutions, LLC (“MGT”) to continue to lease the employee services for an Interim Human Resources Director; and WHEREAS, the City utilizes MGT services from time to time to provide interim staffing while the City recruits full-time staff; and WHEREAS, the City Council has determined that it is the best interest of the City to continue the lease of an Interim Human Resources Director until a replacement is hired, but not to exceed beyond January 15, 2027; NOW THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF EVANSTON, COUNTY OF COOK, STATE OF ILLINOIS: SECTION 1: That the foregoing recitals are hereby found as fact and incorporated herein by reference. SECTION 2: The City Manager is hereby authorized and directed to execute on behalf of the City of Evanston, an agreement (hereafter “Agreement”) with MGT Impact Solutions, LLC the lease of an Interim Human Resources Director, not to exceed $5,437.50/ week and not to extend beyond January 15, 2027, with the Agreement marked as Exhibit A, attached hereto and incorporated herein by reference. SECTION 3: The City Manager is hereby authorized and directed to Page 1 of 13 09/14/2026 219-R-26 negotiate any additional terms and conditions of the Agreement as may be determined to be in the best interests of the City. SECTION 4: This Resolution shall be in full force and effect from and after its passage and approval in the manner provided by law. Attest: ______________________________ Stephanie Mendoza, City Clerk Adopted: __________________, 2026 ______________________________ Daniel Biss, Mayor Approved as to form: ______________________________ Alexandra B. Ruggie, Corporation Counsel Page 2 of 13 219-R-26 Exhibit A Page 3 of 13 (813) 327-4717 | 4320 W. Kennedy Blvd., Tampa, FL 33609 MGT.us EMPLOYEE LEASING AGREEMENT THIS EMPLOYEE LEASING AGREEMENT (this "Agreement") is made by MGT Impact Solutions, LLC ("MGT”), and the City of Evanson (the "Client"). MGT and the Client can be individually identified as a ("Party") and collectively as the ("Parties"). MGT and the Client agree as follows: SECTION 1 SCOPE OF AGREEMENT Section 1.01. Assigned Employee. The Client will lease certain employees of MGT, and MGT will lease to the Client, the personnel identified in attached Exhibit A, (the "Assigned Employee"). Exhibit A identifies the temporary position and/or assignment (the "Assignment") each Assigned Employee will fill at the Client, and it further identifies the base compensation for each Assigned Employee, as of the effective date of this Agreement. Exhibit A may be modified from time to time by an amended Exhibit A signed by both MGT and the Client. MGT has the sole authority to assign and/or remove the Assigned Employee, provided however, that the Client may request, in writing, that MGT remove or reassign the Assigned Employee which removal or reassignment shall not be unreasonably withheld by MGT. The Parties understand and acknowledge that the Assigned Employee is subject to the Client's day-to-day supervision. Section 1.02. Independent Contractor. MGT is and remains an independent contractor, and not an employee, agent, partner of, or joint venturer with, the Client. MGT has no authority to bind the Client to any commitment, contract, agreement or other obligation without the Client’s express written consent. SECTION 2 SERVICES AND OBLIGATIONS OF MGT AND CLIENT Section 2.01. Payment of Wages. MGT will, to the extent applicable and /or required by law, timely pay the wages and related payroll taxes of the Assigned Employee from MGT’s own account in accordance with federal and state law and MGT’s standard payroll practices. MGT will withhold from such wages all applicable taxes and other deductions elected by the Assigned Employee. The Client acknowledges that MGT may engage a financial entity to maintain its financing and record keeping services, which may include the payment of wages and related payroll taxes in accordance with this Section 2.01. The Client agrees to cooperate with MGT and any such financial entity to ensure timely payment of wages, related payroll taxes, and any applicable fees pursuant to this Section 2.01. As to Assigned Employees, MGT will comply with the Immigration Reform and Control Act of 1986, Title VII of the Civil Rights Act of 1964, as amended, (Title VII), the Americans With Disabilities Act of 1990 (ADA), the Age Discrimination in Employment Act (ADEA), the Equal Pay Act of 1963, the Civil Rights Acts of 1866 and 1871 (42 U.S.C. § 1981), the Family and Medical Leave Act of 1993, the Fair Labor Standards Act of 1938, the National Labor Relations Act, the Employee Retirement Income Security Act (“ERISA”) of 1974, and any other federal, state or local statute, state constitution, ordinance, order, regulation, policy or decision regulating wages and the payment of wages, prohibiting employment discrimination or otherwise establishing or relating to rights of Assigned Employee. Section 2.02. Workers’ Compensation. To the extent required by applicable law, MGT will maintain in effect workers’ compensation coverage covering its Assigned Employee’s work in an Assignment. Any applicable coverage under this Agreement terminates on the Termination Date of this Agreement. It is understood and agreed that the Client shall be under no obligation to reimburse or indemnify MGT for the workers compensation claims of the Assigned Employee(s ) and MGT agrees to not seek any such reimbursement and/or indemnification; provided, however, that, this provision shall not Doc ID: 8d519ef47491d358c635f6401fa2a8cd5a579728 Page 4 of 13 MGT.us apply and the Client shall be obligated to reimburse and hold MGT harmless for all loss and expense incurred as a result of such workers compensation claims in the event the Client engaged in intentional, reckless or grossly negligent misconduct relating thereto. Section 2.03. Employee Benefits. MGT will provide to Assigned Employee those employee benefits identified in the attached Exhibit B. MGT may amend or terminate any of its employee benefit plans according to their terms. All employee benefits, including severance benefits for Assigned Employee will be included in Fees payable to MGT under Section 3.01 of this Agreement. Section 2.04. Maintenance and Retention of Payroll and Benefit Records. MGT will maintain records of all wages and benefits paid and personnel actions taken by MGT in connection with any of the Assigned Employees. MGT will retain control of such records and make them available for inspection as required by applicable federal, state or local laws. Section 2.05. Other Obligations of MGT. MGT will comply with any federal, state and local law applicable to its Assigned Employee(s). Section 2.06. Direction and Control. The Parties agree and acknowledge that, with relation to the work to be performed by the Assigned Employee for Client hereunder, the Client has the right of direction and control over the Assigned Employee, including matters of discipline, excluding removal or reassignment, as provided for by Section 1.01. The Assigned Employee(s) will be supervised, directly and indirectly, and exclusively with regard thereto by the Client's supervisory and managerial employees with respect to the work performed for the Client hereunder. Section 2.07. Obligations of the Client. Pursuant to this Agreement the Client covenants, agrees and acknowledges: (a) The Client will provide the Assigned Employee with a suitable workplace, that complies with US Occupational Safety and Health Administration (“OSHA”) statutes and regulations, and all other health and safety laws, regulations, ordinances, directives, and rules applicable to the Assigned Employee and the Assigned Employee’s workplace. The Client agrees to comply, at its expense, with all health and safety directives from MGT’s internal and external loss control specialists, MGT’s workers’ compensation carrier, or any government agency having jurisdiction over the place of work. The Client will provide and ensure use of all functional personal protective equipment as required by any federal, state or local law, regulation, ordinance, directive, or rule or as deemed necessary by MGT’s workers’ compensation carrier. MGT and/or its insurance carriers have the right to inspect the Client’s premises to ensure that the Assigned Employee is not exposed to an unsafe workplace. MGT’s rights under this paragraph do not diminish or alter the Client’s obligations to the Assigned Employee under applicable law, or its obligations to MGT under this Agreement; (b) With respect to the Assigned Employee, the Client will comply with all applicable labor and employment-related laws and regulations, and any other federal, state or local statute, state constitution, ordinance, order, regulation, policy or decision, prohibiting employment discrimination, or otherwise establishing or relating to the terms and conditions of Assigned Employee’s Assignment; (c) The Client retains the right to exert sufficient direction and control over the Assigned Employee as is necessary to conduct the Client's business and operations, without which, the Client would be unable to conduct its business, operation or to comply with any applicable licensure, regulatory or statutory requirements; Doc ID: 8d519ef47491d358c635f6401fa2a8cd5a579728 Page 5 of 13 (d) The Client cannot remove or reassign the Assigned Employee unless mutually agreed to in writing by MGT and the Client in accordance with Section 1.01 of this Agreement. Client will timely confer with MGT regarding any concern or complaint regarding Assigned Employee’s performance or conduct under this Agreement; (e) The Client will not pay wages, salaries or other forms of direct or indirect compensation, including employee benefits, to Assigned Employee. Client represents that its actions under this Agreement do not violate its obligations it may have under any collective bargaining agreement; (f) The Client must report to MGT any injury to any Assigned Employee of which it has knowledge within twenty-four (24) hours of acquiring such knowledge. If any Assigned Employee is injured in the course of performing services for the Client, the Client must follow the procedures and practices regarding injury claims and reporting; and (g) The Client must report all on the job illnesses, accidents and injuries of the Assigned Employee to MGT within twenty-four (24) hours following notification of said injury by Assigned Employee or Assigned Employee’s representative. SECTION 3 FEES PAYABLE TO MGT Section 3.01. Fees. The Client will pay MGT fees for the services provided under this Agreement as follows: (a) The base compensation as fully identified on Exhibit A, as amended; plus (b) Any employee benefits MGT paid to the Assigned Employee as identified on Exhibit B (if applicable), including, but not limited to, salary; wages; commissions; bonuses; sick pay; workers’ compensation, health and other insurance premiums; payroll, unemployment, FICA and other taxes; vacation pay; overtime pay; severance pay; monthly automobile allowances, and any other compensation or benefits payable under any applicable MGT pension and welfare benefit plan or federal, state or local laws covering the Assigned Employee. Section 3.02. Payment Method. Every two (2) weeks during the term of this Agreement, MGT will invoice in writing the Client for the fees owed under this Agreement. Within thirty (30) days following receipt of such invoice, the Client must pay all invoiced amounts by check, wire transfer or electronic funds transfer to MGT to an account or lockbox as designated on the invoice. Late payments will be subject to all applicable interest payments or service charges provided by state or local law. In addition to charging interest or service charges provided by applicable law, MGT may, upon written notice to Client, suspend performance of services under this Agreement while any amount due is past due and remains unpaid. SECTION 4 INSURANCE Section 4.01. General and Professional Liability Insurance. (a) The Client must maintain in full force and effect at all times during the term of this Agreement a Comprehensive (or Commercial) General Liability policy and Professional Liability insurance policy or policies (the "Policies") insuring the Client, its officials, and employees, with minimum coverage in the amount of $1,000,000 per occurrence, $3,000,000 aggregate. In the alternative, as applicable, the MGT.us Doc ID: 8d519ef47491d358c635f6401fa2a8cd5a579728 Page 6 of 13 MGT.us Client may maintain in full force and effect at all times during the term of this Agreement a self -insured retention (“SIR”) which provides the same minimum coverage limits as set forth above. In the event such SIR exists and applies to this Agreement, the Client agrees to fully discuss the SIR’s parameters with MGT and its relationship to the Policies. At a minimum, the Policies must insure the Client its officials and employees against bodily injury and property damage liability caused by on-premises business operations, completed operations and/or products or professional service and non -owned automobile coverage. The non-owned automobile coverage shall not include the Assigned Employee’s personal vehicle. (b) MGT shall use its best efforts to obtain general liability and professional liability insurance naming the Client as an additional insured for Losses (as defined in Section 7 of this Agreement) to the Client arising out of the wrongful conduct of the Assigned Employee(s). To the extent that such coverage is available, responds to or defends against any such Losses, the Client shall have no further rights against MGT with relation thereto. Section 4.02. Certificate of Insurance. Upon request, the Client will promptly issue to MGT one or more Certificates of Insurance, verifying the Client’s compliance with the provisions of Section 4.01. It is understood and agreed that the commencement of work by an Assigned Employee hereunder prior to the issuance of any required Certificate of Insurance shall not constitute nor be deemed a waiver of the obligation of the Client under this provision nor the enforceability hereof. Section 4.03. Automobile Liability Insurance. The Client shall maintain in effect automobile liability insurance which shall insure the Client and the Assigned Employee if the Assigned Employee operates a Client vehicle for any reason in connection with his or her Assignment hereunder. Such coverage shall insure against liability for bodily injury, death and property damage. SECTION 5 DURATION AND TERMINATION OF AGREEMENT Section 5.01. Term and Effective Date. The Effective Date of this Agreement is the date that this Agreement is last signed by MGT on the signature page (the “Effective Date”). The period during which the Assigned Employee works at the Client is defined as the (“Term”). The Term commences on the Effective Date and will continue for the period identified on the attached Exhibit A, or until it is terminated in accordance with the remaining provisions of this Section 5. For the purposes of this Agreement, the date on which this Agreement expires and/or is terminated is the ("Termination Date"). Section 5.02. Termination of Agreement for Failure to Pay Fees. If the Client fails to timely pay the fees required under this Agreement, MGT may give the Client notice of its intent to terminate this Agreement for such failure and if such failure is remedied within ten (10) days, the notice will be of no further effect. If such failure is not remedied within the ten (10) day period, MGT has the right to terminate the Agreement upon expiration of such remedy period. Section 5.03. Termination of Agreement for Material Breach. If either Party materially breaches this Agreement, the non-breaching Party must give the breaching Party written notice of its intent to terminate this Agreement for such breach and if such breach is remedied within ten (10) days, the notice will be of no further effect. If such breach is not remedied within the ten (10) day period, the non-breaching Party has the right to immediately terminate the Agreement upon expiration of such remedy period. Section 5.04. Termination of Agreement to execute Temp-to-Hire Option. The Client may hire the Assigned Employee as a permanent or temporary employee of the Client at any time during the Term. Recognizing the substantial investment of time and resources by MGT under this Agreement to place its Doc ID: 8d519ef47491d358c635f6401fa2a8cd5a579728 Page 7 of 13 Assigned Employee with Client, Client agrees to pay to MGT a conversion fee calculated as a percentage of the annual salary offered to the Assigned Employee by Client. Said conversion fees shall be paid according to the following schedule: Time on Assignment Administrative and Clerical Roles IT Roles Executive Roles (Manager and Above) 0-3 Months 25.00% 30.00% 35.00% 4 - 6 Months 20.00% 25.00% 30.00% 7-12 Months 15.00% 20.00% 25.00% 13 -24 Months 5.00% 5.00% 10.00% 25+ Months No Fee No Fee No Fee The conversion fee shall be paid to MGT no later than thirty (30) days after the date the Assigned Employee becomes the Client’s employee. SECTION 6 NON-SOLICITATION Section 6.01. Non-Solicitation. The Client acknowledges MGT’s legitimate interest in protecting its business for a reasonable time following the termination of this Agreement. Accordingly, the Client agrees that during the Term of this Agreement and for a period of two (2) years thereafter, the Client will not solicit, request, entice or induce Assigned Employee to terminate their employment with MGT, and the Client will not hire Assigned Employee as a permanent or temporary employee. If a Temp- to-Hire option provided for in Section 5.04 is properly exercised by the Client, then this Section 6.01 will not apply. Section 6.02. Injunctive Relief. The Client recognizes that the rights and privileges granted by this Agreement are of a special, unique, and extraordinary character, the loss of which cannot reasonably or adequately be compensated for in damages in any action at law. Accordingly, the Client understands and agrees that MGT is entitled to equitable relief, including a temporary restraining order and preliminary and permanent injunctive relief, to prevent or enjoin a breach of Section 6.01 of this Agreement. The Client also understands and agrees that any such equitable relief is in addition to, and not in substitution for, any other relief to which MGT can recover. Section 6.03. Survival. The provisions of Section 6 survive the expiration or termination of this Agreement. SECTION 7 DISCLOSURE AND INDEMNIFICATION PROVISIONS Section 7.01. Indemnification by MGT. MGT agrees to indemnify, defend and hold the Client and its related entities or their agents, representatives or employees (the "Client Parties") harmless from and against all claims, liabilities, damages, costs and expenses ("Losses") arising out of any of the following: (a) MGT’s breach of its obligations under this Agreement; (b) actions or conduct of MGT and its related business entities, their agents, representatives, and employees (the "MGT Parties"), taken or not taken with respect to the Assigned Employees that relate to events or incidents occurring prior or subsequent to the term of this Agreement; or (c) acts or omissions of MGT or any of the MGT Parties including the Assigned Employee, that are the direct and proximate cause of any such Loss. Section 7.02. Indemnification by the Client. The Client agrees to indemnify, defend and hold the MGT Parties harmless from and against all Losses arising out of any of the following: (a) Client’s breach of its obligations under this Agreement; (b) activities or conditions associated with the Assignment, including without limitation, the Assigned Employee workers’ compensation claims, but only MGT.us Doc ID: 8d519ef47491d358c635f6401fa2a8cd5a579728 Page 8 of 13 MGT.us as specifically provided in Section 2.02 of this Agreement; or (c) acts or omissions of Client that are the direct and proximate cause of any such Loss. Notwithstanding the foregoing, the Client shall have no obligation to the MGT parties under this Section with respect to Losses arising out of events or incidents occurring before or after the term of this Agreement. Section 7.03. Indemnification Procedures. The Party seeking indemnity (the "Indemnified Party") from the other Party (the "Indemnifying Party") pursuant to this Section 7, must give the Indemnifying Party prompt notice of any such claim, allow the Indemnifying P arty to control the defense or settlement of such claim and cooperate with the Indemnifying Party in all matters related thereto. However, prior to the Indemnifying Party assuming such defense and upon the request of the Indemnified Party, the Indemnifying Party must demonstrate to the reasonable satisfaction of the Indemnified Party that the Indemnifying Party (a) is able to fully pay the reasonably anticipated indemnity amounts under this Section 7 and (b) will take steps satisfactory to the Indemnified Party to ensure its continued ability to pay such amounts. In the event the Indemnifying Party does not control the defense, the Indemnified Party may defend against any such claim at the Indemnifying Party’s cost and expense, and the Indemnifying Party must fully cooperate with the Indemnified Party, at no charge to the Indemnified Party, in defending such potential Loss, including, without limitation, using reasonable commercial efforts to keep the relevant Assigned Employee available. In the event the Indemnifying Party controls the defense, the Indemnified Party is entitled, at its own expense, to participate in, but not control, such defense. The failure to promptly notify the Indemnifying Party of any claim pursuant to this Section will not relieve such Indemnifying Party of any indemnification obligation that it may have to the Indemnified Party, except that the Indemnifying Party shall have no obligation to reimburse the Indemnified Party for fees and costs incurred and any settlements made by the Indemnified Party without the prior written consent of the Indemnifying Party prior to such notice or to the extent that the Indemnifying Party demonstrates that the defense of such action was materially prejudiced by the Indemnified Party’s failure to timely give such notice. Section 7.04. Survival of Indemnification Provisions. The provisions of Section 7 survive the expiration or termination of this Agreement. SECTION 8 MISCELLANEOUS PROVISIONS Section 8.01. Amendments. This Agreement may be amended at any time and from time to time, but any amendment must be in writing and signed by all the Parties to this Agreement, except for changes to the fees provided for in Section 3. Section 8.02. Binding Effect. This Agreement inures to the benefit of and binds the Parties and their respective heirs, successors, representatives and assigns. Neither Party may assign its rights or delegate its duties under this Agreement without the express written consent of the other Party, which consent will not be unreasonably withheld. Section 8.03. Counterpart Execution. This Agreement may be executed and delivered in any number of counterparts, each of which will be an original, but all of which together constitutes one and the same instrument. This Agreement may be executed and delivered via facsimile or electronic mail. Section 8.04. Entire Agreement. This Agreement constitutes the entire agreement between the Parties regarding MGT’s placement of the Assigned Employee with the Client, and contains all of the terms, conditions, covenants, stipulations, understandings and provisions agreed upon by the Parties. This Agreement supersedes and takes precedence over all proposals, memorandum agreements, tentative agreements, and oral agreements between the Parties, made prior to and including the Effective Date of this Agreement not specifically identified and incorporated in writing into this Agreement. No Doc ID: 8d519ef47491d358c635f6401fa2a8cd5a579728 Page 9 of 13 MGT.us agent or representative of either Party has the authority to make, and the Parties will not be bound by or liable for, any statement, representation, promise, or agreement not specifically set forth in this Agreement. Section 8.05. Further Assurances. The Parties will execute and deliver any and all additional papers, documents, and other assurances and do any and all acts and things reasonably necessary in connection with the performances of their obligati ons under this Agreement. Section 8.06. Gender. Whenever the context herein so requires, the masculine, feminine or neuter gender and the singular and plural number include the other. Section 8.07. Section Headings. Section and other headings contained in this Agreement are for reference purposes only and do not affect in any way the meaning or interpretation of this Agreement. Section 8.08. Severability. If any part or condition of this Agreement is held to be void, invalid or inoperative, such shall not affect any other provision hereof, which will continue to be effective as though such void, invalid or inoperative part, clause or condition had not been made. Section 8.09. Waiver of Provisions. The failure by one Party to require performance by the other Party shall not be deemed to be a waiver of any such breach, nor of any subsequent breach by the other Party of any provision of this Agreement, and shall not affect the validity of this Agreement, nor prejudice either Party’s rights in connection with any subsequent action. Any provision of this Agreemen t may be waived if, but only if, such waiver is in writing signed by the Party against whom the waiver is to be effective. Section 8.10. Confidentiality. Each Party will protect the confidentiality of the other’s records and information and must not disclose confidential information without the prior written consent of the other Party. Each Party must reasonably cooperate with the other Party regarding any Freedom of Information Act (FOIA) request calling for production of documents related to this Agreement. Section 8.11. Governing Law. This Agreement will be governed by and construed in accordance with the laws of the State of Florida applicable to contracts made and to be performed entirely within such state, except the law of conflicts. Section 8.12. Force Majeure. MGT will not be responsible for failure or delay in assigning its Assigned Employee to Client if the failure or delay is caused by labor disputes and strikes, fire, riot, terrorism, acts of nature or of God, or any other causes beyond the control of MGT. Section 8.13. Assignment. Neither party may assign any rights nor delegate any duties or obligations under this Agreement without the express written consent of the other party. Notwithstanding the foregoing, MGT, or its permitted successive assignees or transferees, may assign or transfer this Agreement or delegate any rights or obligations hereunder without consent: (i) to any entity controlled by, or under common control with, MGT, or its permitted successive assignees or transferees; or (ii) in connection with a merger, reorganization, transfer, sale of assets or change of control or ownership of MGT, or its permitted successive assignees or transferees. SECTION 9 DISPUTE RESOLUTION Section 9.01. Good Faith Attempt to Settle. The Parties will attempt to settle any dispute arising out of or relating to this Agreement, or the breach thereof, through good faith negotiation between the Parties. Doc ID: 8d519ef47491d358c635f6401fa2a8cd5a579728 Page 10 of 13 MGT.us Section 9.02. Governing Law/Jurisdiction. If a dispute cannot be settled through good faith negotiation within thirty (30) days after the initial receipt by the allegedly offending party of written notice of the dispute, then the controversy or claim may be adjudicated by a federal or state court sitting in Florida. Venue and jurisdiction for any action under this Agreement is Tampa, Florida. This Agreement and any amendments hereto will be governed by and construed in accordance with the laws of the State of Florida. Section 9.03. Attorneys' Fees. The Parties agree that, in the event of litigation under this Agreement, each Party is liable for only those attorneys’ fees and costs incurred by that Party. SECTION 10 NOTICES Section 10.01. Notices. All Notices given under this Agreement must be written and may be given by personal delivery, first class U.S. Mail, registered or certified mail return receipt requested, overnight delivery service, or electronic mail. Notices will be deemed received at the earlier of actual receipt or three (3) days from mailing date. Notices must be sent to the Parties at their respective addresses shown below. A Party may change its address for notice by giving written notice to the other Party. If to MGT: MGT Impact Solutions, LLC 4320 W Kennedy Blvd. Tampa, FL 33609 Attention: Legal Notice/Contracts 813- 327-4717- contracts@mgt.us Copy to: Michael J. Earl, Staffing Manager 224-261-8366 – Mearl@mgt.us If to the Client: City of Evanston 1600 Ridge Avenue Evanston, IL 60201 Attention: Luke Stowe 847-448-8177 - lstowe@cityofevanston.org [Signatures on following page] Doc ID: 8d519ef47491d358c635f6401fa2a8cd5a579728 Page 11 of 13 MGT.us IN WITNESS WHEREOF, the Parties executed this Agreement on the Effective Date, which is the date this Agreement is last signed by MGT. MGT IMPACT SOLUTIONS, LLC By Name: A. Trey Traviesa Title: CEO Effective Date: June 23, 2025 City of Evanston By Name: Title: Luke Stowe City Manager Approved as to form: Alexandra B. Ruggie Corporation Counsel Doc ID: 8d519ef47491d358c635f6401fa2a8cd5a579728 Page 12 of 13 EXHIBIT A Assigned Employee and Base Compensation As of April 6, 2026 (“Effective Date”), MGT Impact Solutions, LLC (“MGT”) and the City of Evanston (“Client”) execute this Exhibit A pursuant to the Employee Leasing Agreement between the Parties dated June 23, 2025 (“Agreement”). ASSIGNED EMPLOYEE: Kimberly Crum POSITION/ASSIGNMENT: Interim HR Director POSITION TERM: April 6, 2026 – August 7, 2026. Upon mutual agreement of both parties, the term may be extended up to January 15, 2027. Either party may terminate the agreement at any time by providing two weeks advanced written notice. BASE COMPENSATION: $5,437.50/week. Compensation assumes employee will receive holiday pay at the same schedule received by the client’s management staff and two paid time off (PTO) days per month. TEMPORARY LODGING: Client agrees to directly reimburse employee for temporary lodging as needed by employee. The parties hereby represent and warrant that the individuals whose signatures appear below a re authorized by resolution or by their position with that party to enter into and execute this Exhibit A and any amendment thereto on that party’s behalf. MGT IMPACT SOLUTIONS, LLC CITY OF EVANSTON By: By: Name: ________________________ Name: ________________________ Title: _________________________ Title: _________________________ Date: Date: This Exhibit A amends and supplements but does not replace all Exhibits A dated prior to the Effective Date of this Agreement. Luke Stowe City Manager 03 / 20 / 2026 CEO 3/20/2026 A. Trey Traviesa Page 13 of 13